Professional Documents
Culture Documents
2
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
1 .
Disclosure relating to amounts if any which is proposed to carry to any RESERVES There is no such
reserves amount which the Board
posses to carry to any
reserves.
1 .
DIVIDEND Due to non
–availability of
Disclosures relating to amount recommended to be paid as dividend distributable profit,
the directors do not
recommend any dividend
for the period under
review.
Textual information (2)
Details regarding energy conservation [See below]
Textual information (3)
Details regarding technology absorption [See below]
Textual information (4)
Details regarding foreign exchange earnings and outgo [See below]
Textual information (5)
Disclosures in director’s responsibility statement [See below]
Details of material changes and commitment occurred during period AS PER DIRE CTORS REPORT
affecting financial position of company TEXT BLOCK
Textual information (6)
Particulars of loans guarantee investment under section 186 [TextBlock] [See below]
Particulars of contracts/arrangements with related parties under section Textual information (7)
188(1) [TextBlock] [See below]
Whether there are contracts/arrangements/transactions not at arm's
No
length basis
Whether there are material contracts/arrangements/transactions at
No
arm's length basis
Disclosure of extract of annual return as provided under section 92(3) Textual information (8)
[TextBlock] [See below]
Disclosure of statement on declaration given by independent directors Textual information (9)
under section 149(6) [TextBlock] [See below]
Disclosure for companies covered under section 178(1) on
AS PER DIRE CTORS REPORT
directors appointment and remuneration including other matters TEXT BLOCK
provided under section 178(3) [TextBlock]
Disclosure of statement on development and implementation of risk AS PER DIRE CTORS REPORT
management policy [TextBlock] TEXT BLOCK
Details on policy development and implementation by company on
AS PER DIRE CTORS REPORT
corporate social responsibility initiatives taken during year TEXT BLOCK
[TextBlock]
Disclosure as per rule 8(5) of companies accounts rules 2014 [TextBlock]
Textual information (10)
Disclosure of financial summary or highlights [TextBlock] [See below]
AS PER DIRE CTORS REPORT
Disclosure of change in nature of business [TextBlock] TEXT BLOCK
Details of directors or key managerial personnels who were Textual information (11)
appointed or have resigned during year [TextBlock] [See below]
Disclosure of companies which have become or ceased to be its
AS PER DIRE CTORS REPORT
subsidiaries, joint ventures or associate companies during TEXT BLOCK
year [TextBlock]
Details relating to deposits covered under chapter v of companies act AS PER DIRE CTORS REPORT
[TextBlock] TEXT BLOCK
Details of deposits which are not in compliance with requirements AS PER DIRE CTORS REPORT
of chapter v of act [TextBlock] TEXT BLOCK
Details of significant and material orders passed by
AS PER DIRE CTORS REPORT
regulators or courts or tribunals impacting going concern TEXT BLOCK
status and company’s operations in future [TextBlock]
Details regarding adequacy of internal financial controls with AS PER DIRE CTORS REPORT
reference to financial statements [TextBlock] TEXT BLOCK
Disclosure of appointment and remuneration of managerial personnels AS PER DIRE CTORS REPORT
[TextBlock] TEXT BLOCK
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
4
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(CIN: L51109WB1995PLC071126)
DIRECTOR’S REPORT
Dear Shareholders,
Your Directors hereby present their 22nd Annual Report of the Company together with the Audited Statements of Accounts for the year ended
March 31, 2017.
The Company’s financial performance for the year ended, 31st March, 2017 is summarized below:
(` in Crores)
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Interim Dividend - -
2. PERFORMANCE REVIEW
During the year under review your Company has achieved a net turnover of Rs. 90.57 crore, as against Rs. 94.11 crore in the previous year. The
Company has incurred a loss of Rs. 15.65 crore as against Rs. 34.31 crore in the previous year
3. DIVIDEND
Due to non –availability of distributable profit, the directors do not recommend any dividend for the period under review.
4. RESERVES
There is no such amount which the Board posses to carry to any reserves.
During the year under review, the company has not changed its share capital.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
6. CAPITAL EXPENDITURE
During the year under review, the company has invested an amount of Rs. 16.34 lacs in fixed assets as against Rs. 102.43 lacs in the previous
year.
The company does not have any subsidiaries / Joint Ventures within the meaning of the Companies Act, 2013.
The Company has adequate internal control systems and procedures designed to effectively control the operations at its Head Office and Plants.
The internal control systems are designed to ensure that the financial and other records are reliable for the preparation of financial statements and
for maintaining assets. The Company has well designed Standard Operating Procedures. Independent Internal Auditors conduct audit covering a
wide range of operational matters and ensure compliance with specified standards. Planned periodic reviews are carried out by Internal Audit. The
findings of Internal Audit are reviewed by the top management and by the Audit Committee of the Board of Directors.
Based on the deliberations with Statutory Auditors to ascertain their views on the financial statements including the Financial Reporting System
and Compliance to Accounting Policies and Procedures, the Audit Committee was satisfied with the adequacy and effectiveness of the Internal
Controls and Systems followed by the company.
The Company has in place adequate Internal Financial Controls with reference to financial statements. During the year, such controls were tested
and no reportable material weakness in the design or operation was observed.
As on date, the Board consists of Three Directors. The composition of Board of Directors is in conformity with the compliance of Companies Act,
2013 and SEBI (Listing Obligation and Disclosures Regulations)2015.
Appointment of Independent Directors is in conformity with section 149 of the Companies Act, 2013 and SEBI (Listing Obligation and
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Mr. Mr. Asit Mondal (DIN: 07563593), Director has resigned from the Board of Directors of the Company w.e.f 6th June, 2017.
In accordance with the provisions of Companies Act, 2013 Mr. Shrawan Kumar Todi (DIN: 00080303) Director will retire by rotation at the
ensuing AGM and being eligible offered himself for re-appointment. The Board recommends his re-appointment.
The information on the particulars of Director eligible for re-appointment in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure
Requirement) Regulations, 2015 has been provided in the notes to the notice convening the Annual General Meeting.
The Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the
provisions of Section 149 of the Companies Act, 2013 and the Board is also of the opinion that the Independent Directors fulfill all the conditions
specified in the Companies Act, 2013 making them eligible to act as Independent Directors.
The details of number and dates of meetings held by the Board and its Committees, attendance of Directors and sitting fee/ commission/
remuneration paid to them is given separately in the attached Corporate Governance Report.
In compliance with the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements), Regulations,
2015, the performance evaluation of the Board was carried out during the year under review. More details on the same are given in the Corporate
Governance Report.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The company follows a policy on remuneration of Directors and Senior Management Employees. The policy is approved by the Nomination and
Remuneration Committee and the Board. More details on the same are given in the Corporate Governance Report.
The details of term of reference of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee
member, dates of meeting held and attendance of the Directors are given separately in the Corporate Governance Report.
In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner by adoption of highest
standards of professionalism, honesty, integrity and ethical behavior, the company has adopted a vigil mechanism / Whistle Blower policy in
compliance with the requirements of law. The policy on this has been uploaded on the website of the Company.
Directors, Key Managerial Personnel and senior management of the Company have confirmed compliance with the Code of Conduct applicable
to the Directors and employees of the Company and the declaration in this regard made by the CFO & Director is attached as Annexure ‘I’ which
forms a part of this Report of the Directors. The Code of Conduct is available on the Company’s website.
Your company has not accepted any fixed deposit and, accordingly no amount was outstanding as at the Balance Sheet date.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Company does not meet any of the criteria as specified under section 135 of the Act and hence no compliance is required in this regards.
The company has entered into contract / arrangements with the related parties in the ordinary course of business and on arms length basis. Thus
provision of Section 188 (1) of the Companies Act and rules made there under is not applicable.
None of the directors are related within the meaning of the term “relative” as per section 2(77) of the Companies Act, 2013 and Listing Obligation
and Disclosure Requirements, Regulations 2015.
During the year, the Non Executive Directors of the Company had no pecuniary relationship or transaction with the company.
There have been no loans, Guarantees and investments under section 186 of the Companies Act, 2013 during the financial year 2016-17.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Risk Management is overseen by the Audit Committee of the Company on a continuous basis. The Committee oversees Company’s process
and policies for determining risk tolerance and review management’s measurement and comparison of overall risk tolerance to established levels.
Major risks identified by the business and functions are systematically addressed through mitigating actions on a continuous basis.
The information required under section 197 of the Act and rules made there under, in respect of employees of the company, is provided in
Annexure –I forming part of this Report.
The extract of Annual Return as provided under Sub-Section (3) of Section 92 of the Companies Act, 2013 (“the Act”) is enclosed at Annexure –
II in the prescribed form MGT -9 and forms part of this Report.
Under Section 139 of the Companies Act, 2013 and the rules made there under, it is mandatory to rotate the statutory auditors on completion of
the maximum term permitted under the said section. The audit committee has proposed and on June, 6, 2017, The Board of Directors of the
Company has recommended the appointment of M/s. AMK & Associates (FRN No. 327817E), as a statutory auditors of the Company. They will
hold office for a period of Five years(5 years)starting from the conclusion of the 22nd Annual general Meeting which is scheduled to be held on
25th September, 2017 till the conclusion of 27th Annual General Meeting to be held in the year, 2022, subject to the shareholders of the
Company. The first year of audit will be the financial statements for the year ended 31st March, 2018, which will include the audit of the
quarterly financial statements for the year 2017-18 also.
A Secretarial Audit was conducted during the year by the Secretarial Auditor Mr. Rahul Jaiswal, Practicing Company Secretaries. The Secretarial
Auditors Report is attached as Annexure ‘III’. There are no qualifications or remarks made by the Secretarial Auditor in their Report.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Board of Directors has on the recommendation of Audit Committee, approved the appointment of Mr. Shib Shankar Ghosh, Practicing Cost
Accountants, as the Cost Auditors of the company for the year 2017-2018 at a remuneration of Rs. 35,000/- plus out of pocket expenses. The
proposed remuneration of the Cost Auditors would be approved by the members in the ensuing AGM.
Regarding Auditors’ remarks for non-provision of deferred tax, your directors have to state that in consideration of prudence, deferred tax has not
been recognized in the financial statements and the same would be considered at the appropriated time keeping in view of the availability of
sufficient taxable income against which such deferred tax can be realized. Rest of the Auditors’ Report are self-explanatory and therefore, do not
call for any further comments.
31. CORPORATE GOVERNANCE REPORT, MANAGEMENT DISCUSSION & ANALYSIS AND OTHER INFORMATION
REQUIRED UNDER THE COMPANIES ACT, 2013 AND LISTING OBLIGATIONS AND DISCLOSURE
REQUIREMENT, 2015
As per Schedule V of the entered into with the Stock Exchanges, a Management Discussion and Analysis, Corporate Governance Report,
Directors and Auditors’ Certificate regarding compliance of conditions of Corporate Governance are forming part of this Report.
During the year the Company had cordial relations with workers, staff and officers. The shop floor management is done through personal touch,
using various motivational tools and meeting their training needs requirements. The company has taken initiative for safety of employees and
implemented regular safety audit, imparted machine safety training, wearing protective equipments etc.
33. DISCLOSURE AS PER THE SEXUAL HARRASMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
The company has a policy on prohibition, prevention and redressal of Sexual Harassment of women at workplace and matters connected there
with or incidental there to covering all the aspects as contained under “The Sexual Harassment of women at workplace (Prohibition, Prevention
and Redressal) Act, 2013”.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
During the financial year 2016-17, no complaint was received under the policy.
Pursuant to the requirement of section 134(5) of the Act, and based on the representations received from the management, the directors hereby
confirm that:
a) in the preparation of Annual Accounts for the financial year 2016-17, the applicable accounting
standards have been followed along with the proper explanation relating to material departure;
b) they have selected such accounting policies and applied them consistently and made judgments and
estimates that 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 the financial year;
c) they have taken proper and sufficient care to the best of their knowledge and ability for the
maintenance of adequate accounting records in accordance with the provisions of the Companies Act,
2013. They confirm that there are adequate systems and controls for safeguarding the assets of the
company and for preventing and detecting fraud and other irregularities;
e) they have laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and operating properly; and
f) they have devised proper systems to ensure compliance with the provisions of all applicable
laws and that such system were adequate and operating effectively.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as prescribed under Rule 8(3) of the Companies (Accounts) Rules, 2014, are set out below:
A. CONSERVATION OF ENERGY
Energy conservation is being pursued with considerable focus and commitment by the Management through improved operational and
maintenance practices. Steps taken by the Company in this direction are as under:
c) Melting operations are consolidated in economical lot sizes for optimum furnace utilization in Foundry Division.
d) Power consumption are measured and monitored at various consumption points by metering and corrective action is taken to ensure
minimum wastage.
III) Impact to measures of (I) and (II) above for reduction of energy consumption and
The above measures will result in saving of energy and corresponding reduction in cost of goods.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
FORM 2016-2017
A
1) Electricity:
i) Purchased :
2016-
2017
MT Pcs. MT
Electricity per MT of
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Coal per MT of
- -
production – Kg. -
B. TECHNOLOGY ABSORPTION
FORM-B
the Units.
c) Expenditure on R & D
apportionable.
The technology is continually upgraded to meet the demanding market conditions. Quality of products manufactured by this company is well
appreciated by the user industries including overseas markets.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Rs./Lakhs
Earnings : 157.06
Outgo : 3.62
Statements in this report, describing the Company’s objectives, expectations and/or anticipations may be forward looking within the meaning of
applicable Securities Law and Regulations. Actual results may differ materially from those stated in the statement. Important factors that could
influence the Company’s operations include global and domestic supply and demand conditions affecting selling prices of finished goods,
availability of inputs and their prices, changes in the Government policies, regulations, tax laws, economic developments within the country and
outside and other factors such as litigation and industrial relations.
The Company assumes no responsibility in respect of the forward-looking statements, which may undergo changes in future on the basis of
subsequent developments, information or events.
37. APPRECIATIONS
Your Directors wish to place on record their appreciation for the continuous support received from the Members, customers, suppliers, bankers,
various statutory bodies of the Government of India and the Company’s employees at all levels.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Director Director
ANNEXURE: I
The information required under section 197 of the Act and the Rules made there under, in respect of employees of the Company, is follows:-
(a) The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year;
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Executive Director
(b) The percentage increase in remuneration of each Director, Chief Financial Officer, Company Secretary or Manager, if any, in the financial
year;
Director
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(c) The percentage increase in the median remuneration of employees in the financial year; 3.43%
(d) The number of permanent employees on the rolls of company; 164 Employees
(e) The explanation on the relationship between average increase in remuneration and company performance;
The increase/decrease in remuneration is in line with the market trends. In order to ensure that remuneration reflects company performance, the
performance pay is linked to organization performance.
(f) Comparison of the remuneration of the Key Managerial Personnel against the performance of the company;
Particulars `/lac
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(g) Variation in the market capitalization of the company, price earnings ratio as at the closing date of the current financial year and previous
financial year and percentage increase over decrease in the market quotations of the share of the company in comparison to the rate at which the
company came out with the last public offer in case listed companies, and in case of unlisted companies, the variation in the net worth of the
company as at the close of the current financial year and previous financial year;
Shares of the company are not publically traded and bracket represents negative figures
(h) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its
comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional
circumstances for increase in the managerial remuneration;
The average increase in salaries of employees other than managerial personnel in 2016-17 is 5.03% Percentage increase in the managerial
remuneration for the year was 16.09%
(i) The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess
of the highest paid director during the year; NIL
(j) The key parameters for any variable component of remuneration availed by the directors; Not applicable.
(k) Affirmation that the remuneration is as per the remuneration policy of the company.
The Company’s remuneration policy is driven by the success and performance of the individual employees and the Company through its
compensation package, the company endeavors to attract, retain, develop and motivate a high performance staff. The company affirms
remuneration is as per the remuneration policy of the company.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Annual production for Asia was 1,125.10 Mt of crude steel in 2016, an increase of 1.6% compared to 2015. China’s crude steel production in
2016 reached 808.40 Mt, up by 1.2% on 2015. China’s share of world crude steel production increased from 49.4% in 2015 to 49.6% in 2016.
Japan produced 104.8 Mt in 2016, down by -0.3% compared to 2015. India’s crude steel production for 2016 was 95.6 Mt, up by 7.4% on 2015.
South Korea produced 68.4 Mt of crude steel in 2016, a decrease of -0.5% compared to 2015.
In 2016, the EU (28) produced 162.30 Mt of crude steel, a decrease of -2.3% compared to 2015. Germany produced 42.10 Mt of crude steel in
2016, down by -1.4% over 2015. Italy produced 23.30 Mt in 2016, an increase of 6.0% over 2015. Spain produced 13.70 Mt of crude steel in
2016, a decrease of 0.8% compared to 2015.
Crude steel production for 2016 in North America was 111.0 Mt almost similar volume compared to 2015. The US produced 78.60 Mt of crude
steel, down by -0.3% on 2015.
The CIS showed an increase of 0.8% in 2016, producing 102.40 Mt of crude steel. Russia produced 70.80 Mt of crude steel, down by -0.1% on
2015 and Ukraine recorded an increase of 5.5% with a year-end figure of 24.20 Mt.
Annual crude steel production for South America was 39.20 Mt in 2016, a decrease of -10.60% on 2015. Brazil produced 30.20 Mt in 2016, down
by -9.2% compared to 2015.
In December 2015, world crude steel production for the 66 countries reporting to the World Steel Association (worldsteel) was 134 Mt, an
increase of 5.5% compared to December 2015. The crude steel capacity utilisation ratio of the 66 countries in December 2016 was 68.10%. This
is 2.8 percentage points higher than December 2015. The average capacity utilisation in 2015 was 69.3% compared to 69.7% in 2015.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
India was the world’s third-largest steel producer in 2016. The growth in the Indian steel sector has been driven by domestic availability of raw
materials such as iron ore and cost-effective labour. Consequently, the steel sector has been a major contributor to India’s manufacturing output.
Driven by rising infrastructure development and growing demand for automotives, steel consumption is expected to reach 104 MT by 2017. It is
expected that consumption per capita would increase supported by rapid growth in the industrial sector, and rising infra expenditure projects in
railways, roads & highways, etc.
India produces 3.5 Million Tonne (MT) of Ferro Alloys and consumes around 2.3 MT and the Rs. 23,000 crore industry employs around one lakh
people. The country exported 1.3 MT of Ferro Alloys, earning a foreign exchange of around Rs 8,900 crore. India's production of around 3.5 MT
of Ferro Alloys consists of one Million Tonne of Ferro Chrome (FeCr) and 2.5 MT of manganese alloys i.e. Silico Manganese (SiMn) and Ferro
Manganese (FeMn).
Ferro Alloys Prices are driven by global factors and follows the natural theory of demand and supply. FeMn is expected see decline in both
demand (from 4.6 Mn to 4.5 Mn tonnes) &supply ( from 4.7 Mn to 4.6 Mn tonnes). However SiMn is expected to see increase in supply by 5.6%
(from 13.2 Mn to 14 Mn tonnes)& that in demand by 2% (from 13.7 Mn to 13.96 Mn tonnes). Global demand for FeCr in 2016 was 11.2 Mn
tonnes while supply was 11 million tonnes. A lot of inefficient players (like IFM, TSKZN etc.) went out of the market last year creating a deficit
for the first time after years. This resulted in unprecedented price rise. Consolidation in South Africa also gave power in the hands of South
African players to control prices. Demand is expected by increase by 5% in 2017 supported by growth in Stainless Steel. High prices have
enabled a lot of closed producers to come back into the market. Hence, supply is also expected to grow by 3% to 11.7 Mn tonnes.
1. Malaysian & Indonesian Mn alloys upcoming supplies (with lower power tariff) to bring down profitability. In 2016, 365000 tonnes of
extra capacity has come into the market and additional 180000 tonnes is expected to come in 2017. The difference in power tariff between India
& Malaysia is USD 20/MWH.
2. Power tariff in India in on a higher side as compared to other Ferro Alloy producing nations. Cross – subsidy in power tariff further puts the
non-captive producers at a disadvantage.
3. No availability of Low Phos coke in India is another challenge that the Indian Ferro Alloy industry is facing and anti-dumping duty on
Chinese coke has put an upward pressure on cost of production
In the year under report, the Company has generated total income of Rs. 90.57 crores which is decreased by 3.76% than the total income of the
previous financial year. However, substantial increase of raw material cost, provisional increase in power tariff by Damodar Valley Corporation
and stressed sales realization caused the Company loss of Rs. 15.65 crores in the year under report in comparison to a loss of Rs. 34.31 crores in
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Company has in place adequate system of internal control commensurate with its size and the nature of its operations. These have been
designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with
applicable statutes, safeguarding assets from unauthorized use, executing transaction with proper authorization and ensuring compliance of
corporate policies. The company has well defined delegation of power with authority limits for approving revenue as well as expenditure and
processing payments.
Financial Management
Funds requirement for projects under implementation is reviewed by senior management periodically and after assessing the financial market,
decisions are taken to identify the lenders. Accounts and Finance department is manned by qualified and experience personnel. All financial
transactions are properly recorded by the department.
Cautionary statement
Statements in the Management Discussion and Analysis describing the Company’s objectives, expectations or predictions may be forward
looking within the meaning of applicable securities, laws and regulations. Actual results may differ materially from those expressed in the
statement; important factors that could influence the Company’s operations include changes in Government regulation, tax laws, economic &
political developments within and outside the country and such other factors.
Regulation, 2015)
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
In accordance with Schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 and some of the best practices
followed internationally on Corporate Governance, the report containing the details of corporate governance systems and processes at Bhaskar
Shrachi Alloys Limited is as under:
Corporate Governance is an ethically driven business process to ensure that the company’s affairs are being managed in fair and transparent
manner in all transactions in the widest sense. The objective is to meet stakeholders’ aspirations and social expectations.
The norms are aligned with the provisions of Companies Act, 2013, and Listing Obligations and Disclosure Requirements, 2015 are aimed to
encourage companies to ‘adopt best practices on corporate governance’.
At Bhaskar Shrachi Alloys Limited we are committed to growth and long term shareholders wealth creation. Our corporate philosophy extends
beyond just doing business for profit maximization, but encouraging forward looking initiatives to strengthen our goodwill, to play responsible
roles for our stakeholders. Principles of Transparency and Timely Disclosures have been adhered to the extent these do not compromise on its
competitiveness. We believe that good Corporate Governance is a continuous exercise and it ensures:
v The fiduciary and trusteeship role of the board to align and direct the actions of an organization towards creating and promoting transparency,
accountability, fairness, integrity and social responsibilities.
v An inherent culture that guides the Board of Directors, the management and the employees to function towards the best interest of all
stakeholders.
v The company maximizes their value legally, ethically and benefit in the long run by way of sustained growth and value addition.
v Commitment to establish systems and practices which enable it to conduct its business in line with any other world class company.
The Company, in compliance with the guidelines on corporate governance as stipulated under Schedule II of the Listing Obligation and
Disclosures Requirements, 2015 (LODR) and entered into with the Stock Exchanges and in this regard, submits a report on the matters
mentioned in the Requirements related to corporate governance and practices followed by the Company.
DATE OF REPORT
The information provided in the Report on Corporate Governance for the purpose of unanimity is as on 31st March, 2017. However, the report is
updated as on the date of the Report wherever applicable.
BOARD OF DIRECTORS
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
As on date, the Board consists of Three Directors. The composition of the Board of Directors is in conformity with the corporate governance
norms and has an optimum combination of Executive and Independent Non-Executive Directors. The Board consists of Directors with vast
experience in different fields. Appointment of all Independent Directors is in conformity with section 149 and Schedule IV of the Companies Act
and of the Listing Obligation and Disclosures Requirements 2015 entered into with the Stock Exchanges.
As per the declarations received by the Company, none of the Directors are disqualified under Section 164 of The Companies Act, 2013.
No. of Directorships/committee
Name Position & Designation
positions held in other Public
Companies
Committee Committee
Directorship
Chairmanship membership
# - Directors resigned
As mandated by Regulation 26 of the Listing Obligation and Disclosures Requirements, 2015, none of the Directors are members of more than
ten Board level committees nor are they Chairman of more than five committees in which they are members.
Independent Director is as defined in Section 149 of the Companies Act, 2013 and Regulation 16 of the Listing Obligation and Disclosures
Requirements, 2015 they actively contribute in the activities of the Board, covering all strategic policies and decisions making.
Except the Independent Directors, all other Executive and Non - Executive Directors are liable to retire by rotation.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The brief resume and other details relating to appointment and re-appointment of Directors, as required to be disclosed, are given as part of the
Notice convening the Annual General Meeting.
Further to be informed that, Mr. Asit Mondal (DIN: 07563593), Director has resigned from the Board of Directors of the Company w.e.f 06th
June, 2017.
Pursuant to the provisions of Section 203 of the Companies Act, 2013, Mr. Ashwani Ladha working as Company Secretary (Key Managerial
Personnel) & Compliance Officer and Mr. Mukesh Kumar Rathi as Chief Financial Officer of the Company.
The Board is responsible for the selection of new directors. The board delegates the screening process and selection process involved in selecting
new directors to the nomination and remuneration committee which consists exclusively of independent directors. The nomination and
remuneration committee in turn makes recommendation to the Board on the induction of any new directors.
The Company has a well-defined process in place for placing vital and sufficient information before the Board. Any matters requiring discussion/
decision/ approval at the Board or Committee are communicated to the Company Secretary well in advance, so that the same could be included in
the agenda of the respective meetings. All information required under regulation 72 of the Listing obligations and disclosures Requirements, 2015
are covered to the fullest extent and presentation covering sales, finance, compliance, human resources and risk management practices are given
to the Board before considering the quarterly and annual financial results of the Company. The Board meets at least once a quarter as and when
required and the maximum time gap between any such two meetings is not more than 120 Days.
The Directors of your Company met 5 (Five) times during the period from April 2016 to March 2017 on 6th June, 2016 (Adjourned Meeting of
30th May, 2016), 13th June, 2016, 12th August, 2016, 14th November, 2016 and 14th February, 2017.
The attendance of each of the Directors at 5 (Five) Board Meetings held during the year 2013-14 and at the last AGM is given below :
Name of Director Number of Board Meetings Attended Attendance at the last AGM
27
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Company’s Independent Directors meet at least once in every financial year without the presence of Executive Directors or Management
Personnel. Such meetings are conducted informally to enable Independent Directors to discuss matters pertaining to the Company’s affairs. The
meeting of Independent Directors was held on 14th February, 2017.
Code of Conduct
The Company has laid down a Code of Conduct for all its board members and senior management personnel. The Company’s Code of Conduct is
in consonance with the requirements of Listing Obligations and Disclosures Requirements, 2015. The Code of Conduct is available on the
website of the Company – www.bhaskargroup.com. All Board members and senior management personnel have affirmed compliance with the
Code of Conduct. A declaration signed by the Director is annexed and forms a part of this report.
BOARD COMMITTEES
Currently, the Board has three committees: the Audit Committee, the Nomination and Remuneration Committee and Stakeholders’ Relationship
Committee. All the committees consist majority of Independent Directors.
AUDIT COMMITTEE
The Committee’s composition fulfills the requirement of section 177 of the Companies Act, 2013 and Regulation 18 of the Listing Obligations
and Disclosure Requirements, 2015. Members of the Audit Committee possess financial /accounting expertise/exposure.
The terms of reference of the Audit Committee, for the year under review, inter alia are as follows:
(A) Terms of reference: The Audit Committee assists the Board in its responsibility of overseeing the quality and integrity of the accounting,
auditing and reporting practices of the Company and its compliance with the legal and regulatory requirements. The Committee’s purpose is to
oversee the accounting and financial process of the Company, the audits of the Company’s financial statements, the appointment, independence,
performance and remuneration of the statutory auditors including the Cost auditors, the performance of internal auditors and the Company’s risk
management policies. The terms of reference of Audit Committee cover the areas mentioned under Part C of Schedule II of the SEBI (Listing
Obligation and Disclosure Requirement) Regulation, 2015 as well as Section 177 of the Companies Act, 2013.
28
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(B) The Audit Committee invites Chief Financial Officer, Company Secretary, representative of Statutory Auditors and Internal Auditors for each
meeting, to provide inputs on issues relating to accounts, taxation, internal audit finding, internal controls, risk managements etc.
The Audit Committee comprises of two non-executive (independent) directors and one executive director having financial management expertise.
The Chairman of the committee is an independent director, elected by the Members of the Committee.
During the year the Audit Committee met 4 (Four) times. The dates on which the Meetings were held are as follows:
6th June, 2016 (Adjourned Meeting of 30th May, 2016), 12th August, 2016, 14th November, 2016 and 14th February, 2017.
.
The gap between two meetings did not exceed 120 days and are in conformity with the secretarial standards issued by the ICSI.
Name of Director Number of Meetings Attended Attendance at the last AGM Category
The executives responsible for the finance and accounts functions and the Statutory Auditors are invitees to the meetings. The quarterly and
annual audited financials results of the Company were reviewed by the Audit Committee before consideration and approval by the Board of
Directors. Among other items, the Committee also reviewed the adequacy of Internal Control Systems and Internal Audit Reports and various
compliances and reviewed the transactions of subsidiary Company.
The Board has framed Nomination and Remuneration policy, which is generally in line with the existing industry practice and applicable laws.
The policy has been displayed on the company’s website viz., www.bhaskargroup.com.
29
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Two meetings of the Nomination and Remuneration Committee were held during the year viz: 13th June, 2016 and 12th August, 2016. The
composition of the Nomination and Remuneration Committee and details of their attendance at the meetings are as follows:
Terms of Reference
The Nomination and Remuneration Committee assist the Board in overseeing the method, criteria and quantum of compensation for directors and
senior management based on their performance and defined assessment criteria. The Committee formulates the criteria for evaluation of the
performance of Independent Directors & the Board of Directors; identifying the persons who are qualified to become directors, and who may be
appointed in senior management and recommend to the Board their appointment and removal.
The terms of the reference of Nomination and Remuneration Committee covers the areas mentioned under Part D of Schedule II of SEBI (Listing
Obligation and Disclosure Requirement) Regulation 2015 as well as section 178 of the Companies Act, 2013.
The Nomination and Remuneration Committee has laid down the criteria for performance evaluation of Independent Directors which are as
under-
AREAS OF EVALUATION
30
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
4 Promptness with which Minutes of the meetings are drawn and circulated
6 Familiarity with the objects, operations and other functions of the company
7 Importance given to Internal Audit Reports, Management responses and steps towards
improvement
11 Adherence to Code of Conduct and Business ethics by directors individually and collectively
Remuneration to Directors
(a) There was no pecuniary relationship or transaction between the Non-Executive Directors and the company during the financial year
2016-2017.
Overall remuneration (sitting fees and commission) decided by the Board is reasonable and sufficient to attract, retain and motivate Directors
aligned to the requirements of the Company (taking into consideration the challenges faced by the Company and its future growth imperatives).
a) Remuneration / Commission:
31
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The remuneration / commission shall be fixed as per the slabs and conditions mentioned in the Articles of Association of the Company and the
Act.
b) Sitting Fees:
The Non- Executive / Independent Director may receive remuneration by way of fees for attending meetings of Board or Committee thereof.
Provided that the amount of such fees shall not exceed Rs. One Lac per meeting of the Board or Committee or such amount as may be prescribed
by the Central Government from time to time.
c) Commission:
Commission may be paid within the monetary limit approved by shareholders, subject to the limit not exceeding 1% of the profits of the
Company computed as per the applicable provisions of the Act.
d) Stock Options:
An Independent Director shall not be entitled to any stock option of the Company.
Payment criteria of Non-Executive directors are the given in the Nomination and Remuneration Policy.
The Company has paid the following remuneration to Directors during the year under review, which is in accordance with the section 177(4) of
the Companies Act, 2013.
There no provision for providing sitting fees to any one of the Non – Executive and Independent Directors
32
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Stakeholder Relationship Committee looks into shareholders’ and investors’ grievances. Mr. Kulveer Hurkat –Non - Executive Independent
Director is the Chairman of the Committee.
· To look after the matter relating to non-receipts of the refund orders, right entitlement,
· To look after non-payment of dividends and revalidation of refund orders/ dividend warrants.
The composition and Meetings of the Stakeholder’s Relationship Committee as on date is given
below:
During the year, the there were no such meetings held in the Company.
No. of investors’ complaints received by the RTA/ Company during the year: NIL
33
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
No. of complaints not solved to the satisfaction of shareholders during the year: Nil
Mr. Ashwani Ladha , Company Secretary and Compliance Officer, nominated under the Listing Obligation and Disclosure Requirement,
Regulations 2015 as the Secretary to all the Committees.
Comprehensive guidelines advising and cautioning the management, staff and other relevant business associates on the procedure to be followed
while dealing with the securities of the company have been issued and implemented.
The venue, time and date where the last three Annual General Meetings of the Company were held are given hereunder:
30th September, 2016 8/1, Middleton Row, 3rd Floor, Kolkata – 700071. 11.30 AM
30th September, 2015 8/1, Middleton Row, 3rd Floor, Kolkata – 700071. 11.30 AM
29th September, 2014 8/1, Middleton Row, 3rd Floor, Kolkata – 700071. 11.30 AM
DISCLOSURES
(i) During the financial year ended 31st March, 2017 there were no materially significant related party transactions that may have potential
conflict with the interests of the Company at large.
34
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(ii) Neither was any penalties imposed, nor were any strictures passed by Stock Exchange or SEBI
or any statutory authority on any capital market related matters during the last three years.
(iii) The Company has announced Whistle Blower policy. All the personnel of the company have
the access to the Audit Committee.
(iv) The Company has complied with the mandatory requirements of the Listing Regulation. The
Company has adopted various non-mandatory requirements as well, as discussed under relevant
headings.
(v) The company has framed Related Party Transaction Policy and is placed on the Company’s
website.
(vi) During the financial year ended 31st March, 2017 the company did not engage in commodity
hedging activities.
There has been no instance of non-compliance of any requirement of Corporate Governance Report.
SUBSIDIARY COMPANIES
The Company has no subsidiary within the meaning of the Companies Act, 2013.
MEANS OF COMMUNICATION
The Company regularly intimates the Quarterly un-audited financial results to the Stock Exchanges immediately after they are taken and recorded
by the Board of Directors of the Company.
The Company’s quarterly/half yearly and annual financial results are uploaded on the Company’s website at www.bhaskargroup.com and also the
same are published in English and Bengali dailies, after its submission to the Stock Exchanges.
35
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Company has designated a separate e-mail id. bhaskarshrachi@gmail.com for handling investor’s services.
The Company is registered in the state of West Bengal. The Corporate Identification Number (CIN) of the Company is:
L51109WB1995PLC071126.
1 Financial reporting for the quarter ended June 30, 2017 By 14th August, 2017
2 Financial reporting for the half year ended September 30, 2017 By 14th November, 2017
3 Financial reporting for the quarter ended December 31, 2017 By 14th February, 2017
4 Financial reporting for the year ended March 31, 2017 By 30th May, 2018
5 Annual General Meeting for the year ending March 31, 2017 By 30th September, 2018
36
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Company has paid the annual listing fees for the financial year 2016-17 and there is no outstanding payment towards the Exchange, as on
date.
M/s. Maheshwari Datamatics Pvt. Ltd has been appointed as the Company’s Registrar and Share Transfer Agents. All share transfers and related
activities are conducted by them, in accordance with the stipulated guidelines. The authority relating to transfer of shares and allied work relating
to servicing of investors has been delegated by the Board to the Stakeholder’s Relationship Committee.
37
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Total no. of
No. of shares No. of Shareholders % of Shareholders % of holding
shares
38
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Non – Promoters
The shares of the Company are in compulsory demat mode with NSDL and CDSL. M/s. Maheshwari Datamatics Pvt. Ltd. is the Registrars &
Share Transfer Agents for the Company.
There are no ADRs/GDRs /warrants or any convertible instruments issued by the Company during the year.
Plant Location
Registered Office
Fax: 91-33-2229-7223
39
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Email: cs@bhaskargroup.com
Fax: 91-33-2229-7223
DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE CODE
OF CONDUCT
Bhaskar Shrachi Alloys Limited, as required by Regulation 26(3) of the Listing Obligations and Disclosure Requirement, Regulations, 2015
executed with the Calcutta Stock Exchange and Ahmedabad Stock Exchange Limited., hereby declare that all the Board Members and Senior
Management Personnel of the Company have affirmed compliance with the Company’s Code of Conduct for the financial year 2016-17.
Director Director
Kolkata
40
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Board
The Chairman of the Board is a Non Executive Chairperson of the Company, and is allowed reimbursement of expenses incurred in performance
of his duties.
Shareholder Rights
Half yearly financial results are forwarded to the Stock Exchanges and uploaded on the website of the Company like quarterly results.
Audit Qualifications
During the year under review, there was no audit qualification in the Auditors’ Report on the Company’s financial statements.
The Internal Auditor of the Company is a permanent invitee to the Audit Committee Meeting and regularly attends the Meeting for reporting their
findings of the internal audit to the Audit Committee Members.
The Company has fully complied with the applicable requirement specified in Reg. 17 to 27 and clause (b) to (i) of sub-regulation (2) of
regulation 46.
The Company has followed the treatment laid down in the Accounting Standards prescribed by the Institute of Chartered Accountants of India, in
the preparation of financial statements. There are no audit qualifications in the Company’s financial statements for the year under review.
There is no such instance happened in the Company during the year – 2016-17.
41
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
COMPLIANCE CERTIFICATE
To
The Members
We have examined the compliance of conditions of Corporate Governance by Bhaskar Shrachi Alloys Limited (‘the Company’), for the year
ended on 31st March, 2017, as stipulated in Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 pursuant to the Listing Agreement of the said Company with the Calcutta Stock Exchange Limited and
Ahmadabad Stock Exchange.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to a review of
procedures and implementation thereof, adopted by the Company for ensuring compliance with the conditions of Corporate Governance. It is
neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has compiled with
the conditions of Corporate Governance as stipulated in the provisions as specified in Chapter IV of Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the said Company with the Calcutta
Stock Exchange Limited and Ahmadabad Stock Exchange.
We further state that this certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with
which the Management has conducted the affairs of the Company.
42
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
EXTRACT OF ANNUAL RETURN as on the financial year ended on 31st March, 2017 of BHASKAR SHRACHI ALLOYS LIMITED
[Pursuant to Section 92(1) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
CIN L51109WB1995PLC071126
Category/ Sub Category of the Company Company Limited by Shares / Indian Non- Government Company
E-mail –bhaskarshrachi@gmail.com
6, Mangoe Lane,
Name, Address and Contact details of Registrar and Transfer Agent, if any
Kolkata – 700 001
All the business activities contributing 10 % or more of the total turnover of the company
43
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
shall be stated:-
Sl. No. Name and Description of main products / services NIC Code of the Product/ service % to total turnover of the company
Name of the Company CIN Holding/ Associates/ Subsidiary % holding as at 31st March, 2017.
NIL
i) Category-wise Shareholding
44
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
As a
As a per-centage of Number of As a
per-centage
(A+B+C) shares percentage
of (A+B)
(IX)=(VIII)/(IV)
(I) (II) (III) (IV) (V) (VI) (VII) (VIII)
* 100
Shareholding of Promoter
(A)
and Promoter Group
(1) Indian
Individuals/Hindu
(a) 76 3,497,400 - 17.06 17.06 1,893,300 54.10
Undivided Family
Central Government/State
(b) - - - - - - -
Government(s)
Financial
(d) - - - - - - -
Institutions/Banks
(2) Foreign
Individuals (Non-Resident
Individuals/
(a) - - - - - - -
Foreign Individuals)
(c) Institutions - - - - - - -
45
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Sub-Total (A)(2) - - - - - - -
Total Shareholding of
Promoter and Promoter 106 7,738,600 1500000 37.74 37.74 27,00,000 34.89
Group (A) =(A)(1)+(A)(2)
(1) Institutions NA NA
Sub-Total (B)(1) - - - - - - -
(2) Non-institutions - - - - - - -
(b) Individuals –
i. Individual shareholders holding nominal share capital upto Rs. 2 lakh. 1124 1,398,000 5,809 6.81 6.81 - -
ii .Individual shareholders holding nominal share capital in excess of Rs. 2 lakh. 12 1,980,100 - 9.65 9.65 - -
46
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
TOTAL (A)+(B)
(C) Shares held by Custodians and against which Depository Receipts have been issued - - - - - - -
(2) Public - - - - - - -
GRAND TOTAL
1313 20,500,000 55,809 100 100 2,700,000 13.17
(A) + (B) + (C)
1. SHAREHOLDING OF PROMOTERS
(VI)=
(I) (II) (III) (IV) (V) (V)/(III) (VII)
*100
47
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
48
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
49
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Om Prakash Srivastava
63. 5000 0.0244 - - -
(HUF),
50
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Lodhasons Consultancy
79. 205000 1.0000 - - -
Services (P) Limited,
51
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
52
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Shareholding at
Cumulative
the
Sl. Shareholding
No
beginning of the
during the year
year
No. of No. of
% of total shares of the % of total shares of the
company company
shares shares
53
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Promoters Share
Year specifying
- - - -
the reasons for increase / decrease
Shareholding at
Cumulative
the
Sl. Shareholding
No
beginning of the
during the year
year
No. of No. of
For Each of the Top 10 % of total shares of the % of total shares of the
Shareholders company company
shares shares
Promoters Share
Year specifying
transfer / bonus/
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
54
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Shareholding
Cumulative
at the
Sl. Shareholding
No
beginning of
during the year
the year
V. INDEBTEDNESS
55
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Indebtedness of the Company including interest outstanding/accrued but not due for
payment.
` in lacs
Indebtedness at the
year
Change in Indebtedness
Indebtedness at the
56
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
` in lacs
Gross salary
(c) Profits in lieu of salary under section 17(3) Income tax Act, 1961.
Commission
- others, specify…
Total Amount
Sl.No Particulars of Remuneration Name of Directors
(`)
Mr. Bharat
57
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Mr. Shrawan Kumar Todi Goenka Mr. Kulveer Hurkat Mr. Asit Mondal Total Amount
- Board Meeting.
b) Commission
NA NA NA NA NA
c) others
Total (2) NA NA NA NA NA
Total (B)=(1+2) NA NA NA NA NA
Total Managerial
NA NA NA NA NA
Remuneration
Sl.No. Particulars of Remuneration Mr. Ashwani Ladha Mr. Mukesh Rathi Total Amount
58
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
CS CFO
Gross salary
(c) Profits in lieu of salary under section 17(3) Income tax Act, 1961.
2. Stock Option - - -
3. Sweat Equity - - -
Commission
4. - as % of profit - - -
- others, specify…
Appeal made if
Details of Penalty/ any,
Punishment/ Authority
Section of the Companies Brief (give details)
Type
Act Description Compounding [ RD / NCLT/
COURT]
fees imposed
A. Company
Penalty
Punishment NIL
Compounding
59
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
B. Directors
Penalty
Punishment NIL
Compounding
C. Other Officers in
Default
Penalty
Punishment NIL
Compounding
FORM MR-3
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014]
To,
60
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by
Bhaskar Shrachi Alloys Limited (hereinafter called the company). Secretarial Audit was conducted in a manner that provided a reasonable basis
for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
Based on the verification of the books, papers, minute books, forms and returns filed and other records maintained by the company and also the
information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report
that in opinion, the company has, during the audit period ended on 31st March, 2017, complied with the statutory provisions listed hereunder and
also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting
made hereinafter:
1. I have examined the books, papers, minute books, forms and returns filed and other records maintained by the company for the audit
period ended on 31st,March 2017 according to the provisions of :
I. The Companies Act, 2013 (the Act) and the rules made thereunder;
II. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
III. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
IV. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment,
Overseas Direct Investment and External Commercial Borrowings : Not Applicable
V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) to
the extent applicable to the company :-
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
d. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies
Act and dealing with client;
e. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable as the Company has not
delisted its equity share from any stock exchange during the financial year under review)
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
f. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable as the Company has not any
issued any debt securities during the financial year under review)
g. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase scheme) Guidelines, 1999 and
( Not applicable as the Company has not granted any options to its employees during the financial year under review.)
h. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008. (Not applicable as the Company has
not granted any options to its employees during the financial year under review.)
VI. I further report that with respect to the compliance of the below mentioned laws, we have relied on the compliance system prevailing
in the Company and on the basis of representation received from its concerned department:-
VII. I have also examined compliance with the applicable clauses of the following:-
and
ii. Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 for the period from 1st April, 2016 to
i. During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Listing
Obligations and Disclosure Requirements etc mentioned above.
a. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and
Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out
in compliance with the provisions of the Act. However as per section 149(1) of the Companies Act, 2013, the Company is yet to appoint a
Women Director on its Board of Directors. The Company is taking effective measures to fulfill the requirement of Companies Act, 2013 and
SEBI (Listing Obligations and Disclosures Requirement), Regulations, 2015.
b. During the year review, the Company has already filed its documents for further listing to the Calcutta Stock Exchange for 8,000,000 Nos.
Equity Shares of Rs. 10 /- each had been allotted by Private Placement. There is a delay in the process of the further listing with the Designated
Stock Exchange.
62
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
c. Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days
in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for
meaningful participation at the meeting.
d. Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes.
e. The Company has obtained all necessary approvals under the various provisions of the Act; and
f. There was no prosecution initiated and no fines or penalties were imposed during the year under review under the Act, SEBI Act, SCRA,
Depositories Act, Listing Agreement, Rules, Regulations and Guidelines framed under these Acts against/ on the Company, its Directors and
Officers.
g. The Directors have complied with the disclosure requirements in respect of their eligibility of appointment, their being independent and
compliance with the Code of Business Conduct & Ethics for Directors and Management Personnel;
h. Maintenance of website of the Company is under process and shall be available for stakeholders in the meantime.
3. I further report that based on the information received and records maintained there are adequate systems and processes in the Company
commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and
guidelines.
Place: Kolkata
This report is to be read with letter of even date which is annexed as Annexure A and forms an integral part of this report.
63
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
To, “Annexure A”
The Members of
Our responsibility is to express an opinion on these secretarial records based on our audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of
the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the
processes and practices, we followed provide a reasonable basis for our opinion.
3. Where ever required, the Management representation has been about the compliance of laws, rules and regulations and happening of events
etc.
4. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management.
Our examination was limited to the verification of procedures on test basis.
5. The Secretarial Audit is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the
management has conducted the affairs of the Company.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Place: Kolkata
65
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
There have been no loans, Guarantees and investments under section 186 of the Companies Act, 2013 during the financial year 2016-17.
Particulars of contracts/arrangements with related parties under section 188(1) [Text Block]
1. RELATED PARTY TRANSACTIONS
The company has entered into contract / arrangements with the related parties in the ordinary course of business and on arms length basis. Thus
provision of Section 188 (1) of the Companies Act and rules made there under is not applicable.
Disclosure of extract of annual return as provided under section 92(3) [Text Block]
1. EXTRACT OF ANNUAL RETURN
The extract of Annual Return as provided under Sub-Section (3) of Section 92 of the Companies Act, 2013 (“the Act”) is enclosed at Annexure –
II in the prescribed form MGT -9 and forms part of this Report.
66
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure of statement on declaration given by independent directors under section 149(6) [Text Block]
1. INDEPENDENT DIRECTORS DECLARATION
The Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the
provisions of Section 149 of the Companies Act, 2013 and the Board is also of the opinion that the Independent Directors fulfill all the conditions
specified in the Companies Act, 2013 making them eligible to act as Independent Directors.
67
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
The Company’s financial performance for the year ended, 31st March, 2017 is summarized below:
(` in Crores)
Interim Dividend - -
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Details of directors or key managerial personnels who were appointed or have resigned during year [Text Block]
1. DIRECTORS AND KEY MANAGERIAL PERSONNEL
As on date, the Board consists of Three Directors. The composition of Board of Directors is in conformity with the compliance of Companies Act,
2013 and SEBI (Listing Obligation and Disclosures Regulations)2015.
Appointment of Independent Directors is in conformity with section 149 of the Companies Act, 2013 and SEBI (Listing Obligation and
Disclosures Regulations) 2015.
Mr. Mr. Asit Mondal (DIN: 07563593), Director has resigned from the Board of Directors of the Company w.e.f 6th June, 2017.
In accordance with the provisions of Companies Act, 2013 Mr. Shrawan Kumar Todi (DIN: 00080303) Director will retire by rotation at the
ensuing AGM and being eligible offered himself for re-appointment. The Board recommends his re-appointment.
The information on the particulars of Director eligible for re-appointment in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure
Requirement) Regulations, 2015 has been provided in the notes to the notice convening the Annual General Meeting.
69
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure of auditor's qualification(s), reservation(s) or adverse remark(s) in auditors' report [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Auditor's Clause not
Auditor's qualification(s), reservation(s) or adverse remark(s) in auditors' report [Axis] favourable remark applicable
[Member] [Member]
01/04/2016 01/04/2016
to to
31/03/2017 31/03/2017
Disclosure of auditor's qualification(s), reservation(s) or adverse remark(s) in
auditors' report [Abstract]
Disclosure of auditor's qualification(s), reservation(s) or adverse remark(s) in
auditors' report [LineItems]
Textual information
Disclosure in auditors report relating to fixed assets (12) [See below]
The company has
maintained proper
records showing full
Disclosure relating to quantitative details of fixed assets particulars including
quantitative details
and situation of fixed
assets.
Disclosure relating to physical verification and material discrepancies of fixed Textual information
assets (13) [See below]
The Title Deed of
immovable
Disclosure relating to title deeds of immovable properties properties is held in
the name of the
Company.
Textual information
Disclosure in auditors report relating to inventories (14) [See below]
Textual information
Disclosure in auditors report relating to loans (15) [See below]
Disclosure about loans granted to parties covered under section 189 of companies Textual information
act (16) [See below]
Textual information
Disclosure relating to terms and conditions of loans granted (17) [See below]
Textual information
Disclosure regarding receipt of loans granted (18) [See below]
Textual information
Disclosure regarding terms of recovery of loans granted (19) [See below]
Disclosure in auditors report relating to compliance with Section 185 and 186 of Textual information
Companies Act, 2013 (20) [See below]
Textual information
Disclosure in auditors report relating to deposits accepted (21) [See below]
Textual information
Disclosure in auditors report relating to maintenance of cost records (22) [See below]
Textual information
Disclosure in auditors report relating to statutory dues [TextBlock] (23) [See below]
Disclosure relating to regularity in payment of undisputed statutory dues Textual information
[TextBlock] (24) [See below]
Textual information
Disclosure relating to disputed statutory dues [TextBlock] (25) [See below]
Textual information
Disclosure in auditors report relating to default in repayment of financial dues (26) [See below]
Disclosure in auditors report relating to public offer and term loans used for Textual information
purpose for which those were raised (27) [See below]
Disclosure in auditors report relating to fraud by the company or on the Textual information
company by its officers or its employees reported during period (28) [See below]
Textual information
Disclosure in auditors report relating to managerial remuneration (29) [See below]
In our opinion
company is not a
nidhi company.
Therefore, the
Disclosure in auditors report relating to Nidhi Company provisions of clause
(xii) of paragraph 3
of the Order are not
applicable to the
Company
Textual information
Disclosure in auditors report relating to transactions with related parties (30) [See below]
Disclosure in auditors report relating to preferential allotment or private Textual information
placement of shares or convertible debentures (31) [See below]
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure in auditors report relating to non-cash transactions with directors Textual information
or persons connected with him (32) [See below]
To the best of our
knowledge and as
explained, the
Company is not
Disclosure in auditors report relating to registration under section 45-IA of
required to be
Reserve Bank of India Act, 1934 registered under
Section 45-IA of the
Reserve Bank of
India Act, 1934.
Disclosure about loans granted to parties covered under section 189 of companies act
The Company has not granted any loan during the year, Secured or Unsecured to the companies, firms, limited liability partnerships or other
parties covered the register maintained u/s 189 of the Companies Act 2013 and accordingly clause (iii) (a) to clause (iii) (c) of the order is not
applicable to the Company
71
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure in auditors report relating to compliance with Section 185 and 186 of Companies Act, 2013
According to the information and explanations given to us, no loan has been given to any director of the company or to any other person as
specified under section 185 of the Companies Act, 2013. The company has neither given any loan or guarantee and has provided security to any
person or body corporate nor has made any investment during the year under audit as specified under section 186 of the Companies Act, 2013.
72
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
a. According to the information and explanations given to us and records produced and examined by us the Company is regular in depositing
undisputed statutory dues including provident fund, employees state insurance, income tax, sales tax, service tax, custom duty, excise duty, cess
and other material statutory dues applicable to it with appropriate authorities.
b. According to the information and explanation given to us and the records of the Company examined by us, there are no dues of income tax
and custom duty which have not been deposited on account of any dispute. The particulars of dues of Excise, Service Tax, Sales Tax and Entry
Tax as at 31st March, 2017 which have not been deposited on account of a dispute are as follows:
Name of the Statute Nature of Dues Amount (`/crore) Period to which the amount relates Forum where the dispute is pending
1.97
Central Excise Aug’08 to Dec’16, Commissioner (Appeals)
Central Excise Act, 1944
2003-04 CESTAT
0.17
0.32 2007-08
Commissioner (Appeals)
Finance Act, 1994 Service Tax
Commissioner (Appeals)
0.11 2011-12
73
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
a. According to the information and explanations given to us and records produced and examined by us the Company is regular in depositing
undisputed statutory dues including provident fund, employees state insurance, income tax, sales tax, service tax, custom duty, excise duty, cess
and other material statutory dues applicable to it with appropriate authorities.
b. According to the information and explanation given to us and the records of the Company examined by us, there are no dues of income tax
and custom duty which have not been deposited on account of any dispute. The particulars of dues of Excise, Service Tax, Sales Tax and Entry
Tax as at 31st March, 2017 which have not been deposited on account of a dispute are as follows:
Name of the Statute Nature of Dues Amount (`/crore) Period to which the amount relates Forum where the dispute is pending
1.97
Central Excise Aug’08 to Dec’16, Commissioner (Appeals)
Central Excise Act, 1944
2003-04 CESTAT
0.17
0.32 2007-08
Commissioner (Appeals)
Finance Act, 1994 Service Tax
Commissioner (Appeals)
0.11 2011-12
74
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
a. According to the information and explanations given to us and records produced and examined by us the Company is regular in depositing
undisputed statutory dues including provident fund, employees state insurance, income tax, sales tax, service tax, custom duty, excise duty, cess
and other material statutory dues applicable to it with appropriate authorities.
b. According to the information and explanation given to us and the records of the Company examined by us, there are no dues of income tax
and custom duty which have not been deposited on account of any dispute. The particulars of dues of Excise, Service Tax, Sales Tax and Entry
Tax as at 31st March, 2017 which have not been deposited on account of a dispute are as follows:
Name of the Statute Nature of Dues Amount (`/crore) Period to which the amount relates Forum where the dispute is pending
1.97
Central Excise Aug’08 to Dec’16, Commissioner (Appeals)
Central Excise Act, 1944
2003-04 CESTAT
0.17
0.32 2007-08
Commissioner (Appeals)
Finance Act, 1994 Service Tax
Commissioner (Appeals)
0.11 2011-12
Disclosure in auditors report relating to public offer and term loans used for purpose for which those were raised
The company has not raised money by way of initial public offer or further public offer (including debt instruments) or term loan and hence
clause (ix) of paragraph 3 of the Order is not applicable to the Company.
75
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure in auditors report relating to fraud by the company or on the company by its officers or its employees
reported during period
Based on the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per information and
explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year
Disclosure in auditors report relating to preferential allotment or private placement of shares or convertible
debentures
In our opinion and according to the information and explanations given to us, the Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures during the year under review.
Disclosure in auditors report relating to non-cash transactions with directors or persons connected with him
In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transaction with the
Directors or Persons connected with them and covered under section 192 of the Act. Hence clause (xv) of paragraph 3 of the Order is not
applicable to the Company.
76
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
We have audited the accompanying Financial Statements of BHASKAR SHRACHI ALLOYS LIMITED (the company), which comprise the
Balance sheet as at March 31, 2017, and 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.
The company’s Board of Directors is 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) Rule, 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 were 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 thereunder.
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
77
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
An audit involves performing procedures to obtain audit evidence about the amounts and 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 control relevant to the Company’s preparation and fair
presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, 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 qualified audit opinion.
REFER TO NOTE NO. 2.24(13) REGARDING NON-RECOGNITION OF DEFERRED TAX ASSETS (NET OF DEFERRED TAX
LIABILITY) AMOUNTING TO Rs. 34.79 LACS. HAD THE RECOGNITION BEEN MADE THE LOSS FOR THE YEAR WOULD HAVE
DECREASED BY Rs. 34.79 LACS AND THE BALANCE IN PROFIT & LOSS STATEMENT WOULD HAVE INCREASED AND
DEFERRED TAX ASSETS WOULD HAVE INCREASED BY THE SAME AMOUNT.
Qualified Opinion
In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the
Basis for Qualified Opinion Paragraph, 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.
(a) in the case of the Balance Sheet of the state of affairs of the Company as at 31st March,
2017;
(b) in the case of Statement of Profit and Loss, of the Loss for the year ended on that date; and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year ended on that date.
78
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Emphasis of Matter
Attention is drawn to Point No. 15 of Notes on Accounts 2.24 regarding physical verification of inventories lying at its manufacturing unit or
elsewhere and certain quantities of work in progress items have been found to be of waste quality.
The financial impact of the above has already been accounted for during the financial year 2015-16 and any other impact of the same, if any shall
be determined and will be provided for as and when it is required.
1. As required by the Companies (Auditor’s Report) Order, 2016 (“the order”) issued by the Central Government of India in terms of
Subsection (11) of section 143 of the Act, We give in the “ANNEXURE- A” a statement on the matter specified in paragraph 3 and 4 in the order.
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, subject to note no. 2.24(13) proper books of account as required by law have been kept by the Company, so far as
appears from our examination of those books;
c) The Balance Sheet, Statement of Profit & Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books
of account;
d) In our opinion, the Balance Sheet, Statement of Profit & Loss, and Cash Flow Statement comply with the Accounting Standards
specified under section 133 of the Act, read with rule 7 of the companies (Accounts) Rule, 2014 except note no. 2.24(13) regarding non-provision
of Deferred Tax Liability (Accounting Standard 22).
e) On the basis of the written representations received from the Directors as on 31st March, 2017, and taken on record by the Board of
79
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Directors, none of the Directors is disqualified as on 31st March, 2017 from being appointed as a Director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the Internal Financial Controls over financial reporting of the company and the operating
effectiveness of such controls, refer to our separate Report in “ANNEXURE- B”.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the companies (Audit and
Auditors) Rule, 2014, in our opinion and to the best of our information and according to the explanations given to us;
i) The Company has disclosed the impact of pending litigations on its financial position in its financial statements – Refer Note 2.24
(14) to the financial statement.
ii) The company did not have any long term Contracts including derivative contracts for which there were any material foreseeable
losses.
iii) There were no amounts which were required to be transferred, to the Investor Education and Protection Fund by the company.
iv) The Company has provided requisite disclosure in the Financial Statements as to holdings as well as dealings in Specified Bank Notes
during the period from 8th November, 2016 to 30th December, 2016. Based on the audit procedures and relying on the management
representation we report that the disclosures are in accordance with books of accounts maintained by the Company and as produced to us by the
Management – Refer Note 18
Chartered Accountants
Partner
Kolkata - 700071
80
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
to the members of BHASKAR SHRACHI ALLOYS LIMITED, referred to in paragraph 1 of our report on other Legal and Regulatory
Requirements of even date.
i). a. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
b. All the assets have not been physically verified by the management during the year but there is a phased programme of verification
designed to cover all the items of Fixed Assets over the period of three years. Pursuant to the programme a portion of the Fixed Assets have been
physically verified by the Management during the year 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.
c. The Title Deed of immovable properties is held in the name of the Company.
ii) The inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is
reasonable. The discrepancies noticed on such verification between physical stocks and book records were not material except as disclosed in note
no. 15 of the financial statement.
iii) The Company has not granted any loan during the year, Secured or Unsecured to the companies, firms, limited liability
partnerships or other parties covered the register maintained u/s 189 of the Companies Act 2013 and accordingly clause (iii) (a) to clause (iii) (c)
of the order is not applicable to the Company.
iv) According to the information and explanations given to us, no loan has been given to any director of the company or to any other
person as specified under section 185 of the Companies Act, 2013. The company has neither given any loan or guarantee and has provided
security to any person or body corporate nor has made any investment during the year under audit as specified under section 186 of the
Companies Act, 2013.
v) In our opinion and according to the information and explanations given to us, the company has not accepted any deposit from the
public u/s 73 to 76 of the Companies Act, 2013 or any other relevant provisions of the Companies Act, 2013 and Rules made thereunder.
Therefore, the provisions of clause (v) of paragraph 3 of the order are not applicable to the Company.
vi) The maintenance of cost records has not been specified by the Central Government under sub section (1) of the section 148 of the
Companies Act, though the Company has a practice of maintaining such accounts and records for the purpose of cost Audit.
81
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
a. According to the information and explanations given to us and records produced and examined by us the Company is regular in depositing
undisputed statutory dues including provident fund, employees state insurance, income tax, sales tax, service tax, custom duty, excise duty, cess
and other material statutory dues applicable to it with appropriate authorities.
b. According to the information and explanation given to us and the records of the Company examined by us, there are no dues of income tax
and custom duty which have not been deposited on account of any dispute. The particulars of dues of Excise, Service Tax, Sales Tax and Entry
Tax as at 31st March, 2017 which have not been deposited on account of a dispute are as follows:
Name of the Statute Nature of Dues Amount (`/crore) Period to which the amount relates Forum where the dispute is pending
1.97
Central Excise Aug’08 to Dec’16, Commissioner (Appeals)
Central Excise Act, 1944
2003-04 CESTAT
0.17
0.32 2007-08
Commissioner (Appeals)
Finance Act, 1994 Service Tax
Commissioner (Appeals)
0.11 2011-12
viii) In our opinion and according to the information and explanations given to us, the Company has defaulted in repayment of loans
and borrowings to its sole banker, State Bank of India, the amount of principal dues in default is ` 51.49 crores and the period of such default is
about zero to nine months and it has no dues to debenture holders.
ix) The company has not raised money by way of initial public offer or further public offer (including debt instruments) or term loan
and hence clause (ix) of paragraph 3 of the Order is not applicable to the Company.
x) Based on the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per
information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported
during the year.
xi) In our opinion and according to the information and explanations given to us, managerial remuneration has been paid or provided
in accordance with the requisite approvals mandated by the provisions of the section 197 read with Schedule V of the Act.
xii) In our opinion company is not a nidhi company. Therefore, the provisions of clause (xii) of paragraph 3 of the Order are not
applicable to the Company.
xiii) In our opinion and according to the information and explanations given to us, the Company has not entered into any transaction
with related parties that require approval under section 177 and section 188 of the Act and the rules made thereunder. Hence, clause (xiii) of
paragraph 3 of the Order is not applicable to the Company.
xiv) In our opinion and according to the information and explanations given to us, the Company has not made any preferential
allotment or private placement of shares or fully or partly convertible debentures during the year under review.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
xv) In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash
transaction with the Directors or Persons connected with them and covered under section 192 of the Act. Hence clause (xv) of paragraph 3 of the
Order is not applicable to the Company.
xvi) To the best of our knowledge and as explained, the Company is not required to be registered under Section 45-IA of the Reserve
Bank of India Act, 1934.
Chartered Accountants
83
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
84
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
“ANNEXURE B”
ANNEXURE TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF BHASKAR
SHRACHI ALLOYS LTD.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
We have audited the Internal Financial Controls over financial reporting of BHASKAR SHRACHI ALLOYS LIMITED (“the Company”) as of
March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial
reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the
design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and
efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required
under the Companies Act, 2013.
Auditors’ Responsibility
85
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted
our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the
Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to
an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered
Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if
such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial
reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of
internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed risk. 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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
A company's internal financial control over financial reporting includes those policies and procedures that
1. Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets
of the company;
2. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and
3. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's
assets that could have a material effect on the financial statements.
86
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation
of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial
reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal
financial controls over financial reporting were operating effectively as at March 31, 2017, based on the internal control over financial reporting
criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
CA AMIT GHOSH
Partner
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Membership No.062091
A Secretarial Audit was conducted during the year by the Secretarial Auditor Mr. Rahul Jaiswal, Practicing Company Secretaries. The Secretarial
Auditors Report is attached as Annexure ‘III’. There are no qualifications or remarks made by the Secretarial Auditor in their Report.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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Footnotes
(A) Provision for Employee Benefits : 434600 Interest Income : -416826 Profit on Sale of Tangible Fixed Assets : 0
(B) Provision for Employee Benefits : -23167 Interest Income : -2491057 Profit on Sale of Tangible Fixed Assets : 0
(C) Sale of Tangible Fixed Assets : 0 Increase in Margin Money Deposit : 952000
(D) Sale of Tangible Fixed Assets : 0 Increase in Margin Money Deposit : 13048000
(E) Proceeds/(Repayment) of Long Term Borrowings : 15166720 Proceeds/(Repayment) of Short Term Borrowings : 9132726
(F) Proceeds/(Repayment) of Long Term Borrowings : 12787875 Proceeds/(Repayment) of Short Term Borrowings : -34375203
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Disclosure of shareholding more than five per cent in company [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares [Member]
Name of shareholder [Axis] Shareholder 1 [Member] Shareholder 2 [Member]
31/03/2017 31/03/2016 31/03/2017 31/03/2016
Disclosure of shareholding more than five per cent in
company [Abstract]
Disclosure of shareholding more than five per cent
in company [LineItems]
Number of shares held in company [shares] 80,00,000 [shares] 80,00,000 [shares] 15,00,000 [shares] 15,00,000
Disclosure of shareholding more than five per cent in company [Table] ..(2)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares 1 [Member]
Name of shareholder [Axis] Shareholder 1 [Member] Shareholder 2 [Member]
01/04/2016 01/04/2015 01/04/2016 01/04/2015
to to to to
31/03/2017 31/03/2016 31/03/2017 31/03/2016
Disclosure of shareholding more than
five per cent in
company [Abstract]
Disclosure of shareholding more than
five per cent
in company [LineItems]
Type of share EQUITY EQUITY EQUITY EQUITY
KRISHAY PROPERTIES KRISHAY PROPERTIES TULSYAN & SONS PVT TULSYAN & SONS PVT
Name of shareholder PRIVATE LIMITED PRIVATE LIMITED LTD LTD
CIN of shareholder U70102WB2013PTC194852 U70102WB2013PTC194852 U51109WB1988PTC044161 U51109WB1988PTC044161
Country of incorporation or
residence of INDIA INDIA INDIA INDIA
shareholder
Number of shares held in company [shares] 80,00,000 [shares] 80,00,000 [shares] 15,00,000 [shares] 15,00,000
Percentage of shareholding in
39.02% 39.02% 7.31% 7.31%
company
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Footnotes
(A) Cash Credit : 491382715
(B) Cash Credit : 429596127
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Footnotes
(A) With Govt.Authorities : 9895059 With Others : 6239919
(B) With Govt.Authorities : 9149561 With Others : 3655724
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Footnotes
(A) Advance tax (Net of Provision) : 23388020
(B) Advance tax (Net of Provision) : 14401541
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Footnotes
(A) within six months from due date : 90678228 exceeding six months from due date : 15512756
(B) within six months from due date : 96451861 exceeding six months from due date : 15378291
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Footnotes
(A) Statutory liabilities : 22182883 Unpaid salaries and other payroll dues : 110957 Accrued expenses : 807093
(B) Statutory liabilities : 19710717 Unpaid salaries and other payroll dues : 1924028 Accrued expenses : 799059
(C) Interest accrued and due : 102907 Prepaid Gratuity : -3015615 BSAL - Employees Gratuity Fund : 1000 FPS Receivable : 917253
Duty Drawback Receivable : 0
(D) Interest accrued and due : 46484 Prepaid Gratuity : -1386743 BSAL - Employees Gratuity Fund : 1000 FPS Receivable : 1753150
Duty Drawback Receivable : 747009
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
Mode of valuation
Inventories Inventories are valued as follows: Raw materials & Stores and Spares Raw materials & production consumables are valued at lower of
cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if
the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis.
Stores & Spares are valued on weighted average basis. Work-in- Process and Finished Goods At lower of cost and net realizable value. Cost
includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and estimated costs necessary to make the sale.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
2 - Notes to accounts
Share capital
Particulars
As at 31st As at 31st
(a) Authorised
20,50,00,000 20,50,00,000
(c) The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is
entitled to one vote per share. The holders of Equity Shares are entitled to receive dividends as declared from time to time. The dividend proposed
by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the
company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts.
The distribution will be in proportion to the number of equity shares held by the shareholders.
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(d) Shareholders holding more than 5 % of the equity shares in the Company :
Note No : 2.2
(b) Surplus
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Notes :
Note No : 2.3
As at 31st As at 31st
- -
A) Term loans
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
From bank - -
20,45,53,453 18,93,86,733
Notes:
a) Nature of securities:
(i) " Term Loan from State Bank of India is secured by way of :
"
a) First charge over the entire existing and future Fixed Assets of the company and assets created for the Steel
Billet project
subject to charges created or to be created in favour of working capital lenders on the current assets for securing
Working
Capital Facilities.
b) Equitable mortgate over the factory land and building of the company.
e) Term Loans from banks are secured against respective vehicle or equipment financed from loan and
hypothecated in favour
of the lender.
b) Terms of repayment:
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Sl. Name of the banks / entities Rate Amount outstanding as on Balance Sheet date Period
of Number of
* Represents current maturities of long term debts shown under 'Other current liabilities (Note no. 2.9).
From banks
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Secured
Unsecured
* Repayable on demand
Unsecured - -
53,35,66,564 52,44,33,839
i) Working Capital loans are secured against hypothecation of entire inventories, book debts and all other current
Assets and by extension of charge on fixed assets and current assets of the company.
ii) The Working Capital Limits are guaranteed by Mr. S.K.Todi, Director of the company.
Note No : 2.6
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Trade Payables
28,49,86,969 23,42,07,429
Note No : 2.7
(c) Interest accrued and due on short term borrowings from ICD - -
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
6,81,24,006 6,06,72,068
* Refer note no. 2.4 (a) & (b) for nature of securities and terms of repayment respectively.
Note No : 2.8
Short-term provisions
25,50,080 21,15,480
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
5,56,85,679 2,37,47,302
7,18,46,156 3,65,78,087
Note No : 2.11
Inventories
(Valued at lower of cost and net realizable value, unless stated otherwise)
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
15,65,70,274 22,93,33,895
Trade receivables
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
10,61,90,984 11,18,30,152
Note No : 2.13
Margin money
64,50,107 1,32,65,190
Note No : 2.14
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
1,29,03,838 1,58,53,481
Note No : 2.15
(19,94,455) 11,60,900
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Finished Goods
52,92,00,697 62,58,76,551
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Note No : 2.17
Other income
145
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
9,52,855 2,04,53,158
36,87,99,245 36,09,27,920
Note No : 2.19
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Scrap - 19,71,416
- 2,42,36,496
Note No : 2.20
Finished goods
Work- in-progress
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
(1,47,01,596) 15,32,42,176
(1,28,15,300) 15,42,16,110
* The amount of excise duty and cess on stock represents differential excise duty and cess on opening and closing
4,61,04,929 4,59,28,883
Note No : 2.22
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Finance costs
7,29,84,084 6,65,08,274
Note No : 2.23
Other expenses
Repairs
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Payments to auditor
translations
56,80,02,360 60,82,12,201
Note No : 2.24
Other disclosures
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
1. The Company has not received any memorandum (as required to be filed by the suppliers with the notified authority under the Micro,
Small and
Medium Enterprises Development Act, 2006) claiming their status as on 31st March 2015 as micro, small or medium enterprises.
Consequently ,
the amount due to micro and small enterprises as per the requirement of Section 22 of the Micro, Small and Medium Enterprises
Development Act,
2. Earnings per Share - The numerators and denominators used to calculate Basic / Diluted Earnings per Share :
(`)
Year Year
b) Weighted average number of Equity Shares Outstanding used as the denominator for
d) Basic & Diluted Earnings per Share (`) (A/C) (7.64) (16.74)
Year Year
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
c) Bhaskar Shrachi Alloys Ltd. V/S Damodar Valley Corporation (Pending before Hon'ble APTEL
1,078.19 1,078.19
4. Employee Benefits :
The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service is entitled to
gratuity on terms
not less favourable than The Provisions of Gratuity Act 1972. The company makes annual contributions to the Employees Group
Gratuity Insurance
Scheme with Bajaj Allianz Life Insurance Company Limited which is funded towards defined benefit plan for qualifying employees.
The scheme
provides for lumps sum payment to vested employees at retirement death while in employment or on termination of employment as per
the
Company’s Gratuity Scheme. Vesting occurs upon completion of five years of service.
As per Accounting Standard - 15 " Employee Benefits" the disclosure of Employee Benefits as defined in the Accounting Standard are
as follows:
(` in Lacs)
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Long-term employee benefits in the forms of gratuity and leave encashment are considered as defined benefit obligation. The present
value of
obligation is determined based on actuarial valuation using projected unit credit method as at the Balance Sheet date. The amount of
defined
benefits recognised in the Balance Sheet represent the present value of the obligation as adjusted for unrecognised past service cost
and as
Any asset resulting from this calculation is limited to the discounted value of any economic benefit available in the form of refunds
from the plan
or reduction in future contribution to the plan. The amount recognised in the Accounts in respect of Employees Benefit Schemes based
on actuarial
(`)
Present value of Defined Benefit Obligation at the beginning of the year 57,41,538
51,48,520
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Present value of Defined Benefit Obligation at the end of the year 67,45,288
57,41,538
Contributions - -
Fair value of plan assets as at the end of the year 37,29,673 43,54,795
Fair value of plan assets as at the end of the year 37,29,673 43,54,795
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
VI Actuarial Assumptions
VII Basis used to determine the expected Rate of return on Plan Assets :
The basis used to determine overall expected Rate of return on Plan Assets is based on the current portfolio of assets,
investment strategy and
market scenario. In order to protect the Capital and optimise returns within acceptable risk parameters, the Plan Assets are
well diversified.
VIII The history of experience adjustments for funded post retirement plans are as follows :
(`)
Gratuity
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
c) Other disclosures :
The estimates of rate of escalation in salary, considered in actuarial valuation, take into account inflation, seniority,
promotion and other
relevant factors including supply and demand in the employment market. The above information is certified by the actuary.
ii) The Gratuity, Leave Encashment and Provident Fund Expenses have been recognised under " Contribution to Provident Fund
and Other Funds"
The Company has identified four primary business segments viz. Ferro Division, Foundry Division, Steel Division and
Trading. Segments have
been identified and reported taking into account the nature of the products, the differing risks and returns, the organisational
structure and
(` in Lacs)
PARTICULARS As At As At
Business Segments -
Segment Revenue
Ferro Division
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Foundry Division
- Foreign Market - -
Steel Division
- Foreign Market - -
Trading Sales
- Foreign Market - -
Profit/Loss (-)
Trading - (59.80)
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BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
unallocable expenditure
Tax
Current tax - -
Deferred tax - -
Other Information
158
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Notes:
i) Segment assets and segment liabilities represent assets and liabilities of respective segment. Investments, tax related assets/
liabilities and
other assets and liabilities that cannot be allocated to a segment on reasonable basis have been treated separately.
ii) Segment Results of Ferro Division includes gain/loss of conversion job for Tata Steel Limited.
iii) During the Financial Year the Company has sold its finished goods to Foreign Market alongwith Domestic market.
iv) Transactions between segments are primarily for materials which are transferred at market determined prices. Common costs
are
The Company has common fixed assets located in India for producing goods for domestic and overseas markets. Therefore,
the value of fixed
assets and additions thereto can not be allocated to the geographical segments. Hence, the total carrying amount of segment
assets and cost
incurred during the period to acquire segment assets has not been given in respect of secondary segments.
159
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
c) Capital goods - -
b) On Commission on Sale - -
160
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
a) Imported - - - -
12. Trade Payable for expenses include Rs. 907.36 Lacs claimed by Damodar Valley Corporation towards FCS against which civil appeal is
pending
13. Deferred tax asset of Rs. 7.88 lacs has arisen as on 31st March 2017 (As at 31st March 2016 - Rs. 6.53 lacs) on account of disallowance
of
expenses under 43B of Income Tax Act, 1961. As per Accounting Standard 22 on ‘Accounting for taxes on income’ notified in the
Companies
(Accounting Standards) Rules 2006 . However, in consideration of prudence, the above deferred tax asset has not been recognized in
the financial
statements and the same would be considered at appropriate time keeping in view the availability of sufficient taxable income against
which such
deferred tax asset can be realized. Further the company has deferred tax liability on account of depreciation about Rs. 26.91 lacs as on
31st March
161
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
2017 and Rs.8.10 lacs of deferred tax liability as on 31st March 2016 which is also not provided in the financial statement, and hence a
total of
Rs. 34.79 lacs Deferred Tax Assets (net of Deferred Tax Liability) has not been recognised in the books of accounts for the F.Y.
2016-17.
14. The Company had calculated the amount of refund on the basis of the amount paid to Damodar Valley Corporation (DVC) since April,
2006 to
April, 2010 whereby an amount of Rs. 32.75 crores shall be admissible as refund which remains stayed by the order of the Hon'ble
Supreme Court,
and till date the same refund of Rs. 32.75 crores has not been accounted for in the Annual Accounts of the Company. Further, on
determination of
tariff by Central Electricity Regulatory Commission (CERC) DVC had calculated the amount due from the company for the period
May, 2010 to
August,2013 at Rs 14.93 crores, which is contested by the company along with some consumers of DVC in different appeals pending
before
15. In 2015 the Company started an extensive physical verification of its stock of Raw Material/Work-in-Process/Finished Goods lying at
its manufacturing
unit and elsewhere. During the conduct of such physical verification, the Company found certain shortages in the inventories, slow
moving items of
Finished Goods and obsolete items of Work-in-Process, which has yet not been quantified. In addition to this, the Company has also
abserved that
There were certain quantities of Work-in-Process which have been found to be of waste quality and are not expected to fetch/ realize
the value at
which they have been accounted for. The financial implication of certain amount of such shortage/obsolescence/slow moving wastage
etc., has
already been accounted for in the books of accounts and any other impact of the same, if any, shall be determined and provided for in
the books of
16. Right to recompense to lender for the relief and sacrifice extended, subject to provisions of restructuring guidelines. The recompense
payable by
162
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
the company is contingent on various factor, the outcome of which currently is materially uncertain and hence the proportionate
amount payable as
17. Outstanding balances in Cash Credit Account as shown under note 2.5 'Short Term Borrowings' included the restructured balance for
WCTL and the
same is not yet apporioned since the sanctioned package by SBI is still under implementation. Further, the company has taken into
consideration
an interest provision @ 11% on the outstanding balances as per the sanction letter dated 05.02.2015.
18. The details of specified Bank Notes (SBN) held and transacted during the period 8th November, 2016 to 30th December 2016 are
provided in the
table below:
(` in Lacs)
Closing cash balance in hand as on 8th Novemner, 2016 1.45 6.12 7.57
* Specified Bank Notes (SBNs) means the bank notes of denomination of the exising series of the value of five hundred
rupees and one thousand
rupees as defined under the notification of the Government of India, in the Ministry of Finance, Department of Economic
Affairs no S.O.3407 (E),
163
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Chartered Accountants
DIN: 07563593
DIN: 07053912
M.K.Rathi CFO
(CA.Amit Ghosh)
Partner
Kolkata
164
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
i) Key Managerial Personnel (KMP): Mr.Shrawan Kumar Todi, Director ii) Relative of Key
Managerial Personnel: NIL
Mr. Bharat Goenka, Director * iii) Enterprises over which KMP and their
Mr. Shrawan Kumar Todi Mr. Bharat Goenka Mr. Kulveer Hurkat Mr. Asit Mondal
Mr. Sanjeev Agarwal Mr. Padam Chand Dugar Mr. Mukesh Kumar Rathi Mr. Ashwani Ladha Total
- - - - - - - - -
- - - - - - - - -
Other Services - - - - - - - - -
- - - - - - - - -
- - - - - - - - -
165
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Loan Taken - - - - - - - - -
- - - - - - - - -
Loan Repaid - - - - - - - - -
- - - - - - - - -
Interest Paid - - - - - - - - -
- - - - - - - - -
Rent Paid - - - - - - - - -
- - - - - - - - -
Sitting Fees - - - - - - - - -
- - - - - - - - -
- - - - - - - - -
- - - - - - - - -
- - - - - - - - -
c) The amount due from related parties are good and hence no provision for doubtful debts in respect of dues from such related
parties is required.
d) The transactions with related parties have been entered at an amount which are not materially different from those on normal
166
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
commercial terms.
[200800] Notes - Disclosure of accounting policies, changes in accounting policies and estimates
Unless otherwise specified, all monetary values are in INR
01/04/2016
to
31/03/2017
Disclosure of accounting policies, change in accounting policies and Textual information (46)
changes in estimates explanatory [TextBlock] [See below]
167
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure of accounting policies, change in accounting policies and changes in estimates explanatory [Text Block]
Accounting Concepts
The financial statements of the company have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian
GAAP) to comply in all material respects with the accounting standards specified under section 133 of the Companies Act, 2013 read with Rule 7
of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013 (“the Act”). The financial statements have been
prepared under the historical cost convention on an accrual basis. The accounting policies have been consistently applied by the Company and
except for the changes discussed more fully below, are consistent with those used in the previous year.
Use of Estimates
The preparation of financial statements in conformity with Indian GAAP require the Management to make estimates and assumptions considered
in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The
Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due
to these estimates and the differences between the actual results and the estimates are recognized in the periods in which the results are
known/materialize.
Borrowing Costs
Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A
qualifying asset is one that necessarily takes substantial period to get ready for intended use. All other borrowing costs are charged to revenue.
Impairment
The carrying amount of assets / cash generating units are reviewed at each balance sheet date to determine if there is any indication of impairment
based on internal/external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount,
which represents the greater of the net selling price of assets and their value in use. The estimated future cash flows are discounted to their
present value at the weighted average cost of capital.
Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term investments with an original maturity of three
months or less, highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of
changes in value.
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted for the effects of
transactions of non cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing,
and financing activities of the company are segregated based on the available information.
Revenue Recognition
168
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably
measured.
Sale of Goods
Revenue from sale of goods is recognized on passage of significant risk and reward of ownership thereof to the customers, which generally
coincides with delivery and includes excise duty thereon net of returns, claims, rebates, discounts, Sales Tax, VAT etc.
Interest
Revenue is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable.
Fixed Assets
Fixed assets are stated at cost less accumulated depreciation. Cost comprises the purchase price inclusive of duties (net of CENVAT and VAT
Credit), taxes, incidental expenses, erection / commissioning expenses, interest and any other cost attributable of bringing the asset to its working
condition and for its intended use upto the date the asset is ready to be put to use. Useful life of the assets have been determined according to the
nature and specification of the assets which is different in some cases from the life as specified in the schedule-II of the Companies Act, 2013.
In respect of fixed assets (other than capital work in progress) acquired during the year, depreciation/amortization is charged on a written down
value method and calculated on prorata basis according to the period the assets have been put to use so as to write off the cost of the assets over
the useful lives and for the assets acquired prior to 1st April, 2014, the carrying amount as on 1st April, 2014 is depreciated over the remaining
useful life based on an evaluation. Assets costing less than ` 5,000/- individually have been fully depreciated in the year of purchase.
Buildings
Ferro Division 60
Foundry Division 45
Steel Division 50
Ferro Division 13
Foundry Division 9
169
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Steel Division 18
Electrical Equipments
Ferro Division 14
Foundry Division 12
Steel Division 15
Computer 3
Vehicle
Office Equipments 5
Inventories
Inventories
are valued
as follows:
Raw Raw materials & production consumables are valued at lower of cost and net realizable value. However, materials and other items
materials held for use in the production of inventories are not written down below cost if the finished products in which they will be
& Stores incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis. Stores & Spares are valued on
and Spares weighted average basis.
Work-in-
Process
At lower of cost and net realizable value. Cost includes direct materials and labour and a proportion of manufacturing overheads
and based on normal operating capacity. Cost of finished goods includes excise duty. Cost is determined on a weighted average basis.
Finished
Goods
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs
necessary to make the sale.
170
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Transactions in foreign currencies entered into by the company are accounted at the exchange rates prevailing on the date of the transaction or at
rates that closely approximate the rate at the date of the transaction.
Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost
denominated in a foreign currency are reported using the exchange rate at the date of the transaction; and non-monetary items which are carried at
fair value or other similar valuation denominated in a foreign currency are reported using the exchange rates that existed when the values were
determined.
Exchange differences arising on the settlement / conversion of monetary items are recognized as income or expenses in the period in which they
arise.
(iv) Forward Exchange Contracts not intended for trading or speculation purposes
The premium or discount arising at the inception of forward exchange contracts is amortized as expense or income over the life of the contract.
Exchange differences on such contracts are recognized in the statement of profit and loss in the year in which the exchange rates change. Any
profit or loss arising on cancellation or renewal of forward exchange contract is recognized as income or expense for the year.
Retirement benefits in the form of Provident / Superannuation Funds are defined contribution schemes and the contributions are charged to the
Profit and Loss Account in the year when the contributions to the respective funds are due.
Gratuity liability is a defined benefit obligation and is provided for on the basis of actuarial valuation on projected unit credit method made at the
end of each financial year.
Short term compensated absences are provided for based on estimates whereas long term compensated absences are provided for on the basis of
actuarial valuation.
Actuarial gains/losses are immediately taken to profit and loss account and are not deferred.
Bonus
Bonus for the employees who have completed the requisite period of service under the Payment of Bonus Act, 1965, have been provided in the
account.
Taxation
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax rates and the
provisions of the Income Tax Act, 1961 and other applicable tax laws.
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the form of adjustment to future
income tax liability, is considered as an assets if there is convincing evidence that the company will pay normal income tax.
171
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Deferred Tax is recognized, subject to the consideration of prudence, on timing differences, being difference between taxable and accounting
income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets are not recognized unless
there is a ‘virtual certainty’ that sufficient taxable income will be available against which such deferred tax assets will be realized. Deferred Tax
Assets and Liabilities are offset if such items relate to taxes on income levied by the same governing tax laws and the company has a legally
enforceable right for such setoff. Deferred tax assets are reviewed at each Balance Sheet date for their realisability.
Segment Reporting
a) Based on the Organizational Structure and its Financial Reporting System, the Company has classified its operation into Four business
segments namely Ferro Division, Foundry Division, Steel Division and Trading Activities.
b) Revenue & Expenses have been identified to segment on the basis of their relationship to the operating activities of the segment. Revenue
and expenses which are related to the enterprise as a whole and are not allocable to segment on a reasonable basis, have been included under
unallocable expenses.
c) Capital Employed to each segment is classified on the basis of allocable assets minus allocable liabilities identifiable to each segment on
reasonable basis.
A provision is recognised when an enterprise has a present obligation as a result of past event and it is probable that an outflow of resources will
be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions (excluding retirement benefits) are not
discounted to its present value and are determined based on best estimates required to settle the obligation at the balance sheet date. These are
reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. Contingent assets are not recognized in the financial
statements and contingent assets and liabilities are disclosed in note 2.24.
Derivative Instruments
As per the announcement made by the Institute of Chartered Accountants of India, the accounting for derivative contracts, other than those
covered under Accounting Standard 11, are marked to market on a portfolio basis, and the net loss after considering the offsetting effect of the
underlying hedge item is charged to the income statement. Net gains are ignored as a matter of prudence.
Operating Cycle
All Assets and Liabilities have been classified as current or non-current as per the company’s normal operating cycle and other criteria set out in
the Companies’ Act, 2013. Based on the nature of services provided and time between the rendering of services and their realization in cash and
cash equivalents, the company has ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets
and liabilities.
172
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Retirement benefits in the form of Provident / Superannuation Funds are defined contribution schemes and the contributions are charged to the
Profit and Loss Account in the year when the contributions to the respective funds are due.
Gratuity liability is a defined benefit obligation and is provided for on the basis of actuarial valuation on projected unit credit method made at the
end of each financial year.
Short term compensated absences are provided for based on estimates whereas long term compensated absences are provided for on the basis of
actuarial valuation.
Actuarial gains/losses are immediately taken to profit and loss account and are not deferred.
Bonus
Bonus for the employees who have completed the requisite period of service under the Payment of Bonus Act, 1965, have been provided in the
account.
173
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
174
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
i) Key Managerial Personnel (KMP): Mr.Shrawan Kumar Todi, Director ii) Relative of Key
Managerial Personnel: NIL
Mr. Bharat Goenka, Director * iii) Enterprises over which KMP and their
Mr. Shrawan Kumar Todi Mr. Bharat Goenka Mr. Kulveer Hurkat Mr. Asit Mondal
Mr. Sanjeev Agarwal Mr. Padam Chand Dugar Mr. Mukesh Kumar Rathi Mr. Ashwani Ladha Total
175
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
- - - - - - - - -
- - - - - - - - -
Other Services - - - - - - - - -
- - - - - - - - -
- - - - - - - - -
Loan Taken - - - - - - - - -
- - - - - - - - -
Loan Repaid - - - - - - - - -
- - - - - - - - -
Interest Paid - - - - - - - - -
- - - - - - - - -
Rent Paid - - - - - - - - -
- - - - - - - - -
Sitting Fees - - - - - - - - -
- - - - - - - - -
- - - - - - - - -
176
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
- - - - - - - - -
- - - - - - - - -
c) The amount due from related parties are good and hence no provision for doubtful debts in respect of dues from such related
parties is required.
d) The transactions with related parties have been entered at an amount which are not materially different from those on normal
commercial terms.
177
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
178
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
179
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
180
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Footnotes
(A) Inter corporate deposit/Loan to others : 0 Fixed deposits with banks : 166580 Others : 250246 translations : 191029 Other Income
(Liability w/off/ Non performance charges) : 345000 Profit on sale of fixed assets : 0
(B) Inter corporate deposit/Loan to others : 0 Fixed deposits with banks : 1585938 Others : 905119 translations : 5130016 Other Income
(Liability w/off/ Non performance charges) : 12832085 Profit on sale of fixed assets : 0
(C) Rates and taxes : 2197396 Secretarial Audit Fees : 15000 Stock Audit Fees : 0 Internal Audit Fees : 262500 ISO Surveillance Audit
Fees : 60000 Net Loss on foreign currency transactions and : 0 Share Processing Fees : 0 Miscellaneous expenses : 17053432 Selling &
Distribution Expenses : 9721711 Labour Charges : 59070001 Discount Allowed : 5750
(D) Rates and taxes : 3588173 Secretarial Audit Fees : 15000 Stock Audit Fees : 87825 Internal Audit Fees : 37500 ISO Surveillance
Audit Fees : 75000 Net Loss on foreign currency transactions and : 174890 Share Processing Fees : 500 Miscellaneous expenses :
18467010 Selling & Distribution Expenses : 14104596 Labour Charges : 58904679 Discount Allowed : 8327
181
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Revenue Recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably
measured.
[300700] Notes - Key managerial personnels and directors remuneration and other information
Disclosure of key managerial personnels and directors and remuneration to key managerial personnels and directors [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Key managerial personnels and directors [Axis] 1 2 3 4
01/04/2016 01/04/2016 01/04/2016 01/04/2016
to to to to
31/03/2017 31/03/2017 31/03/2017 31/03/2017
Disclosure of key managerial personnels and directors and
remuneration to key managerial personnels and directors
[Abstract]
Disclosure of key managerial personnels and directors
and remuneration to key managerial personnels and
directors [LineItems]
SHRAWAN MUKESH KUMAR K U L V E E R
Name of key managerial personnel or director KUMAR TODI
BHARAT GOENKA
RATHI HURKAT
Director identification number of key managerial
00080303 00414688 07053912
personnel or director
Permanent account number of key managerial
AHRPR3584N
personnel or director
Date of birth of key managerial personnel or
01/08/1943 13/05/1963 25/08/1986 27/07/1954
director
Designation of key managerial personnel or director Director Director CFO Director
Qualification of key managerial personnel or
B.Com B.Com CA & CS B.Com
director
Shares held by key managerial personnel or director [shares] 7,31,600 [shares] 0 [shares] 0 [shares] 0
Key managerial personnel or director remuneration
[Abstract]
Gross salary to key managerial personnel or
director [Abstract]
Salary key managerial personnel or director 0 0 8,35,000 0
Gross salary to key managerial personnel or
0 0 8,35,000 0
director
Total key managerial personnel or director
0 0 8,35,000 0
remuneration
182
BHASKAR SHRACHI ALLOYS LTD Standalone Financial Statements for period 01/04/2016 to 31/03/2017
Disclosure of key managerial personnels and directors and remuneration to key managerial personnels and directors [Table] ..(2)
Unless otherwise specified, all monetary values are in INR
Key managerial personnels and directors [Axis] 5
01/04/2016
to
31/03/2017
Disclosure of key managerial personnels and directors and remuneration to key managerial personnels and
directors [Abstract]
Disclosure of key managerial personnels and directors and remuneration to key managerial personnels and
directors [LineItems]
Name of key managerial personnel or director ASHWANI LADHA
Permanent account number of key managerial personnel or director AHWPL5302P
Date of birth of key managerial personnel or director 23/11/1986
Designation of key managerial personnel or director Company Secretary
Qualification of key managerial personnel or director CS
Shares held by key managerial personnel or director [shares] 0
Key managerial personnel or director remuneration [Abstract]
Gross salary to key managerial personnel or director [Abstract]
Salary key managerial personnel or director 4,66,970
Gross salary to key managerial personnel or director 4,66,970
Total key managerial personnel or director remuneration 4,66,970
183