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VOSHPflKKfi

Packaging with a Soul

7/Govt/SE-13
20th June, 2020

BSE Limited
Department of Corporate Service
Phiroze Jeejeebhoy Towers,
Dalai Street,
Mumbai - 400 001
Fax No.(022) 22722061, 41, 39, 37

Scrip Code: 516030

Dear Sir/Madam,

Reg: Outcome of the Board Meeting

The Board of Directors of the Company at its meeting held on today i.e 20th June, 2020
via video conference, inter alia, has taken note and approved the following matters.

The meeting of Board of Directors commenced at 10:00 am and adjourned at 01:00 PM for
Auditors Reports and started again at 02:00 pm and concluded at 02:30 pm.

RELATED PARTY DISCLOSURE

In accordance with the Regulation 23(9) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, please find enclosed herewith the Related Party
transactions on a consolidated basis for the half year ended 31st March, 2020. Further, the
aforesaid information is also available on the website of the Company at
www.vashpakka.com. Related Party Transaction are enclosed herewith as ‘A n n e x u re - 1’.

ACCEPTANCE OF RESIGNATION OF MR. MANOJ KUMAR MAURYA. CHIEF


FINANCIAL OFFICER OF THE COMPANY

Pursuant to Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, we hereby inform you that Mr. Manoj Kumar
Maurya, Chief Financial Officer (Key Managerial Personnel) of the Company who has
tendered his resignation with effect from 9th June, 2020 which was duly communicated to
the Stock Exchange on the same date, has been duly considered by Audit Committee and
accepted by the Board in its meeting held on 20th June, 2020. Mr. Manoj Kumar Maurya is
continuing serving the Company as Commercial Head.
r-'or Yash Pakka Limited

_ _ _ _ _ istava
ConiganySecretary&Headter-

Formerly Yash Papers Limited


Yash Pakka Limited. Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 I connect@yashpakka.com Kanpur 208001, (U.P.), India
CIN: L24231UP1981PLC005294
www.yashpakka.com
VOSHPfiKKfi
Packaging uuith a Soul

APPOINTMENT OF MR. JIGNESH SHAH AS CHIEF FINANCIAL OFFICER fKEY


MANAGERIAL PERSONNEL) OF THE COMPANY

Pursuant to Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, we hereby inform you that the Board has
discussed, considered and approved appointment of Mr. Jignesh Shah as Chief Financial
Officer (Key Managerial Personnel) of the Company on the recommendation of Nomination
and Remuneration Committee with effect from 20th June, 2020. Enclosed herewith as
‘Annexure - 2 ’ are the brief details of the resignation as prescribed, the content of which
are self explanatory.

AUDITED FINANCIAL RESULT

The Board of Directors of the Company has approved the Audited Financial Results
including Segment Reporting, Statement of Assets & Liabilities and Cash Flow Statement
for the 4th quarter and year ended 31s March 2020. Accordingly, pursuant to Regulation 33
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI
Listing Regulations”), we enclose the following:

i) Statements showing the Audited Financial Results for the quarter and year ended
31st March 2020; Enclosed herewith as 'Annexure - 3’.

ii) Auditors’ Report on the Audited Financial Results. Enclosed herewith as ‘Annexure

In Compliance with Regulation 33(3) (d) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended by the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2016,
vide notification no. SEBI/LAD-NRO/GN/2016-17/001 dated 25th May, 2016 and Circular no
CIR/CFD/CMD/56/2016 dated 27th May, 2016, we hereby state that the Statutory Auditors
of the Company C N K & Associates LLP, Chartered Accountants (FRN:
10961W/W100036) have issued an Audit Report with unmodified on the Audited Financial
Results of the Company fo r the Quarter and Year ended 31st March, 2020.

Pursuant to the Circular No.SEBI/HO/CFD/CMD1/CIR/P/2020/48 dated 26th March, 2020


and Circular No.SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020
granting relaxation from the provisions of Regulation 47 of the SEBI (Listing Obligations
& Disclosure Requirements) Regulations, 2015 for all the events scheduled till 30th June,
2020.

Accordingly, the extract of the Audited Financial Results for the quarter and year ended 31st
March, 2020 will not be published in the newspapers. However, the same will be available
on Company’s website www.vashpakka.com.
For Yash Pakka Limited

$gpffiKumr Srivastava
Company Secretary&Head Legal

Formerly Yash Papers Limited


Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 | connect@yashpakka.com Kanpur 208001, (U.P.). India
CIN: L24231UP1981PLC005294
www.yashpakka.com
VfiSH PfiKKfi Packaging with a Soul

DIVIDEND

The Board of Directors has discussed and deliberated on declaration of Final Dividend
looking the current Covid-19 uncertainties. The Board finally declared Final Dividend
Rs.1.00/- (10 percent) per equity share for financial year 2019-20, at its meeting held on
20th June, 2020 subject to approval of the Members of the Company. The eligible
shareholders w ill be those who are holding shares of the Company as on the Record Date
of 7th August, 2020 i.e. Friday.

CLOSURE OF REGISTER OF MEMBERS

Please note that the Register of Members and Share Transfer Books o f the Company will
remain closed from Saturday, 8th August, 2020 to Tuesday, 11th August, 2020 (both days
inclusive) for the purpose of the 40th Annual General Meeting.

ANNUAL GENERAL MEETING

The 40th Annual General Meeting of the Members of the Company will be held on Tuesday,
11th August, 2020 at 11.00 AM (1ST) through Video Conferencing/Other Audio Visual
Means.

MERGER BY ABSORPTION OF YASH COMPOSTABLES LIMITED

With reference to above mentioned subject, we hereby inform you that the Board of
Directors of the Company in their meeting held on 20th June, 2020 have considered the
draft Scheme of Merger by Absorption of Yash Compostables Limited ("YCL"), a company
incorporated under the Companies Act, 2013 and having its registered office at Flat No.202,
3A/172 Azad Nagar, Kanpur - 208002, Uttar Pradesh by the Company ("Scheme” or "Draft
Scheme"), prepared by M/s. Rajani Associates, Solicitors; (iii) the Valuation Report dated
June 19, 2020 prepared by M/S Sudha Bhushan, Registered Valuer in relation to the shares
to be issued by the Company to the shareholders of the YCL pursuant to the Scheme; (iii)
the Fairness Opinion issued by Mark Capital Advisory Services on the said Valuation
Report; and (iv) Report explaining the effect of the scheme on each class of shareholders,
Key Managerial Personnel, Promoters and Non-Promoter shareholders as required under
the Companies Act 2013.

The Board of Directors of the Company have approved the Draft Scheme as may be
modified from time to time under Sections 230 to 232 of the Companies Act, 2013. The
Appointed Date of the Scheme is 1st April, 2020. However, the effectiveness of the Scheme
is subject to, inter alia, receipt of necessary approvals under applicable laws, including the
approval of the members of the Company as well as the sanction of the relevant NCLT and
such other relevant authorities.
For Yash P a ^ » Um#ed

Formerly Yash Papers Limited


Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 | connect@yashpakka.com Kanpur208001, (U.P.), India
www.yashpakka.com CIN: L24231UP1981PLC0O5294
VfiSH PflK K fl
Packaging uuith a Soul

The Scheme will be filed with the stock exchange as per the applicable provisions of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 issued by the
Securities and Exchange Board of India and other circulars issued by SEBI.

The Scheme contemplates the merger by absorption YCL by the Company. Upon Scheme
coming into effect, YCL w ill get dissolved without winding up.

The information required to be furnished are set out below:

a) Name of the entities T ransferor Com oanv: Yash ComDostables


forming part of the Limited, a company incorporated under the
amalgamation/merger, Companies Act, 2013 and having its registered
details in brief such as size, office situated at at Flat No.202, 3A/172 Azad
turnover, etc. Nagar, Kanpur 208002, Uttar Pradesh.

Transferee Comojanv: Yash Pakka Limited,


incorporated under the provisions of the
Companies Act, 1956 and having its registered
office at 2nd Floor, 24/57, Birhana Road, Kanpur -
208001, Uttar Pradesh.

b) Whether the transaction Related Party


would fall within related
Yes, both the companies involved in the Scheme
party transaction? if yes;
have common promoters.
whether the same is done
at arm’s length basis.
A rm ’s Length Basis
Yes, the Scheme has been contemplated at an
arm’s length basis. An Independent Valuation
Report has been obtained from M/S Sudha
Bhushan, Registered Valuers and fairness opinion
has been obtained from merchant banker -Mark
Capital Advisory Services.

c) Area of business entities YCL is inter-alia engaged in the business of


trading of compostable products. YCL is also a
marketing company and has played a major role in
development of the brand named 'Chuk' which is
owned by YPL. YQL is expanding its business
throughout the counfry In view of the ban levied

ForYfcsh Psfcka Limited

S acIm N tfM F^fvastava


Head Legal
Formerly Yash Papers Limited
Yash Pakka Limited, Yash Nagar. Ayodhya 224135 (U.P.), India 2nd Floor. 24/57 Birhana Road
+91-5278-258174 | connect@yashpaidca.com Kanpur 208001, (U.P.), India
www.yashpakka.com CIN: L24231UP1981PLC005294
VfiSH PRKKR Packaging with a Soul

on plastic by quite a few o f the states in our


country which has resulted in the rise in the
demand for compostable products. With the
outbreak of Co-vid 19 pandemic, the demand for
disposable cutlery and plates has also increased
instead of regular dineware. YCL has established
logistic and supply chain network which is a pre­
requisite for the growth of any FMCG product.

The Company is inter-alia engaged in the business


of manufacturing and trading of products like Pulp,
Kraft Paper, Poster Paper, Moulded (Tableware)
Products, Bagasse Pith Pallets, and Egg Tray.

YPL has more than 40 years of manufacturing


experience in paper industry and has all technical
know-how into making of world class pulp which
will ensure world class compostable products from
the machine. The new machines are capable of
producing right quality products required
domestically and internationally. In house
production of pulp by YPL, which is a basic input
for compostable products give YPL an edge over
other competitors. With support from trusted
marketing partner tike YCL brand Chuk has
become a popular name among the customers.

d) Rationale for > YCL and YPL, belonging to the same group
amalgamation/merger. of management, it would be advantageous
to combine the activities and operations in a
single entity. The amalgamation would
create synergies between two
complementing companies with similar
objective and business line.

> Both YPL and YCL have their independent


B2B customer’s and dealer networks,
supply chain and logistic partners, the
amalgamation will also provide synergistic

For Yash Pakka Limited

Sa&MrfKOmar Srivastava
Formerly Yash Papers Limited CompanySecretary&Head Legal
Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 2 4 /5 7 Birhana Road
+91-5278-258174 | connect@yashpakka.com Kanpur 208001, (U.P.), India
www.yashpakka.com CiN: L24231UP1981PLC005294
VfiSHPfiKKfl
Packaging with a Soul

linkages besides economies in costs by


combining the total business functions in all
segments including sales, procurement,
logistic activities and the related activities
and operations and thus contribute to the
profitability of the amalgamated entity.

> Economies of scale w ill play a bigger role


as the consolidated entity’s operational
efficiency w ill increase, which will in turn
allow the merged entity to compete on a
larger scale in the industry, thus benefiting
the merged entity and the shareholders.

> The amalgamation will enable the merged


entity to build up a diversified product
portfolio in YPL and w ill assist the merged
entity with faster and quicker decision
making as both manufacturing and
marketing activities are under the same
management.

> The amalgamation w ill enable the merged


entity to get direct access to customers
which will give them a better understanding
of the market taste and customer
requirements. This w ill assist the merged
entity to produce right quality required for
different market segment

> With YPL having a manufacturing


experience of more than 40 years alongwith
all the requisite technical know-how to
produce in house paper pulp which is a
basic input far compostable products, gives
YPL an edge over other competitors and
YCL a company involved in marketing will
result in the merged entity to have all the
necessary functions under one roof. It is
considered desirable and expedient to

por yoch Pakka Lim ited

Formerly Yash Papers Limited


Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana RoacT
+91-5278-258174 | connect@yashpakka.com Kanpur 208001, (U.P.), India
www.yashpakka.com CIN: L24231UP1981PLC005294
VfiSHPRKKfi Packaging with a Soul

consolidate and amalgamate the business


of both YCL and YPL so as to bring both
the functions will be under the same
management, production planning process
will become more aligned to the customer
needs which will result in a stronger asset
base and skiHs to conduct the business in
the emerging environment and to
rationalise the costs o f business.

> The amalgamation will increase the net


worth of YPL which would enable it to
capitalise upon such improved net worth to
enhance the stake holders’ value.

> The amalgamation w ill increase financial


strength, enhance flexibility and ability to
raise larger resources, attract and retain
better talent and undertake larger support
services related projects.

> The amalgamation w ill result in integration


and effective utilisation o f resources, which
is likely to result in optimising overall
shareholder value and improvement in
competitive position of YPL as a combined
entity.

> The amalgamation w ill result in economy of


scale, reduction in overheads,
administrative and other expenditure,
efficiency and optimal utilisation of various
resources.

> The amalgamation w ill bring both the


entities under one roof to portray one face
to all the parties with whom the Yash Group
deals.

> The amalgamation w ill result in better

For Yash PaWcaLM5tted

..^narSrivastava
Formerly Yash Papers Limited
Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 | connect@yashpakka.com Kanpur208001, (U.P.), India
www.yashpakka.com CIN: L24231UP1981PLC0O5294
VfiSH Packaging
PflKKR with a Soul

leveraging o f facilities, infrastructure and


resources.

> Duplication of administrative functions


together with the multiple record keeping
will be eliminated, resulting in over-all
reduction in expenditure.

> The amalgamation will result in significant


reduction in m ultiplicity of legal and
regulatory compliances which at present is
required to be made separately by YCL as
well as by the YPL.

> This merger will provide an opportunity to


leverage assets and build a stronger
sustainable business. It will provide an
opportunity to fully leverage stronger asset
capabilities, experience, expertise and
infrastructure of both the companies and
thus increased ability for promotion of
business activities as well as for fund
raising as may be required for business
development.

> The merger would lead to synergic benefits,


efficiency o f operations and management,
rapid growth of the entity, optimum
utilization of its resources and minimization
of the administrative and operative costs.

> The merger w ill result in a value creation for


the shareholders and stakeholders of YCL
and YPL as the combined amalgamated
company will have improved efficiency,
market share, financial structure, larger
cash flows and stronger consolidated
revenue and profitability.

> The merger of YCL with YPL would result in

For Yash Pakka Ujpited

_ Srivastava
Formerly Yash Papers Limited Company Secretary&Head Legal
Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 2 4 /5 7 Birhana Road
+91-5278-258174 | connect@yashpakka.com Kanpur 208001, (U.P.), India
www.yashpakka.com CIN: L24231UP1981PLC00S294
VOSHPHKKfl
Packaging with a Soul

consolidation of business activities of both


the companies and will facilitate effective
management o f investments and synergies
in operation.

> There is no likelihood that any shareholder


or creditor or employee of YCL and YPL
would be prejudiced as a result o f the
Scheme. Thus, the merger is in the interest
of the shareholders, creditors and all other
stakeholders of the companies and is not
prejudicial to the interests of the concerned
shareholders, creditors or the public at
large.
e) In case of cash As per the Valuation Report prepared by the MS.
consideration- amount, Sudha Bhushan, Registered Valuer (Reg. No.:
otherwise share exchange IBBI/RV/07/2019/12234) the share exchange ratio
ratio. determined was 68.63: 1 i.e. (Sixty Eight point
Sixty three) equity share of Rs.10 each credited as
fully paid up in the Company for every [1] ([One])
equity share of Rs.iO each fully paid up held by
them in YCL on basis of the valuation of the assets
and liabilities o f the Company carried out by them
as provided in their report. However Board
believes that the per share value of YPL should be
revised upward to Rs 41.68 Per Share as against
the value arrived by Registered Valuer at Rs
34.48. Accordingly the new share exchange ratio
will be 56.77:1 i.e. (Fifty Six point Seventy Seven)
equity share of Rs.10 each credited as fully paid
up in the Company for every 1 (One) equity share
of Rs.10 each fully paid up held by them in YCL
f) Brief details of change in Subsequent to the sanction of the Scheme, the
shareholding pattern (if Company will make an application for listing of the
any) of the listed entity. New Shares (issued pursuant to the Scheme) on
the stock exchange in which the shares of the
Company are listed, in pursuance to the relevant
regulations including, Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 read with the
SEBI Circulars.
Upon the Scheme coming into effect, the promoter

Formerly Yash Papers Limited


Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 | connect@yashpaidea.com Kanpur208001, (U .R ), India
wwwyashpakka.com CIN: L24231UP1981PLC005294
VfiSHPPKKR
Packaging with a Soul

shareholding of consolidated entity (i.e. the


Company) will be 49.1% of the total paid-up share
capital of the Company as against current 45.1%
of the total paid-up share capital of the Company.
Upon the Scheme coming into effect, the public
shareholding of consolidated entity (i.e. the
Company) w ill be 50.9% of the total paid-up share
capital of the Company as against current 54.9%
of the total paid-up share capital of the Company.

Kindly bring it to the notice of all concerned.

Thanking you,

Yours faithfully,
fo r Yash Pakka Lim ited

SacM i Kumar Srivastava


Company Secretary & Head Legal

Enel: As Above

Formerly Yash Papers Limited


Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 1 connect@yashpakka.com Kanpur 208001, (U .P ), India
CiN: L24231U P1981PLC005294
www.yashpakka.com
YASH PAKKA LIMITED
(Formerly known as Yash Papers Limited)

Notes forming part of the financial statement as on 31st March, 2020

34. Related party relationships, transactions and balances:

a) Name of Related Parties and nature of relationship

I. Key Managerial Personnel and relatives

1. Executive Directors
(a) Mr. Ved Krishna Executive Vice Chairman
(b) Mr. Jagdeep Hira Managing Director and Chief Executive Officer
(c) Mr. Narendra Kumar Agrawal Director Works

2. Non - Executive Directors


(a) Ms. Kimberly Ann McArthur Director
(b) Ms. ManjuUJhunjhunwala Director
(c) Mr. Kaikobad Dorab Pudumiee (Upto 20.09.2019) Independent Director
(d) Mr. Pradeep Vasant Dhobale Independent Director
(e) Dr. Indroneel Banerjee Independent Director
(0 Mr. Gyancndra Nath Gupta (Upto 20.09.2019) Independent Director
(g) Mr. Jaideep Narain Mathur Independent Director
(h) Mr. Atul Kumar Gupta Independent Director
(t) Mr. Imanul Haque Independent Director
(i) Srinivas Vishnubhatla Independent Director
(k) Basant Kumar Khaitan Independent Director

3. O ther Kev Management Personnel


(a) Mr. Anil Kumar Gupta (Up to 03.02.2019) Chief Financial Officer
(b) Mr U U V Ravikanth (from 05.02.2019 to 25.07.2019) Chief Financial Officer
(c) Mrs.Neetika Suryawanshi ( From 10.08.2019 to 06.02.2020) Chief Financial Officer
(d) Mr.Manoi Kumar Maurya ( From 07.02.2020 to 09.06.2020) Chief Financial Officer
(e) Mr. Sachin Kumar Srivastava Company Secretary

II. Enterprise over which the Key Managerial Personnel have significant influence with whom transactions have taken place during the
(a) Yash Agro Products Limited
(b) Yash Compostables Limited
(c) Satori Global Limited
(d) Jingle Bell Nursery School Society
(e) K K Charitable Foundation
(flVcd Krishna HUF
(g) K. K. Jhunjhuwala HUF
| (h) Pudumiee Paper Products Limited
(i) Mosaik Risk Solutions Private Limited
(i) WMW Metal Fabrics Limited
b) Details of transactions with related parties durine the year
(Rs. In Lakhs)
Nature oflrMiactioits Key Managerial h m ound and their Enterprise over which the Key Managerial Total
Personnel have n

Year ended 31st Year ended31it Year ended 31 it Year ended 3 lit
March 2020 March 2019

INCOME
Sales net of discount/incentives
|Yasb Compostables Limited 1,801.96 1,036.00 1,801.96 1,036.00
Pudurajce Paper Products Limited 950.76 709.67 950.76 709.67

Received from services and others


Jingle Bell Nursery School Society - • 0.79 0.49 0.79 0.49

Interest on Trade receivables


Yash Compostables Limited * 39.26 7.81 39.26 7.81

Rent received
Yash Agro Products Limited * - 0.24 0.14 0.24 0.14
Yash Comnostables Limited - - 0.24 0.14 0.24 0.14
Total - . 2.793.25 1.754.26 2.793.25 1,754.26
EXPENSES

Purchases
Mosaik Risk Solutions Private Limited • - 11.90 * 11.90
WMW Metal Fabrics Limited - 4.80 - 4.80

Interest on unsecured loan


Yash Agro Products Limited * - 31.50 31.50 31.50 31.50

Donation paid
K K Charitable Foundation * * 40.00 30.00 40.00 30.00

Dividend Paid
Mr. Ved Krishna 110.10 - 110.10
Ms. Manjula Jhunjhunwala 5.51 - - 5.51
Mr. Narendra Kumar Agarwal 0.01 - 0.01
Mr. Imanul Haque 0.02 - - 0.02 -
Satori Global Limited - - 33.35 • 33.35 -
Yash Agro Products Limited - - 9.69 9.69
K. K. Jhunjhunwala, HUF * 0.16 0.16

Remuneration
Mr. Ved Krishna 112.20 113.87 - 112.20 113.87
Mr. Ja&deeo Hira 104.70 94.58 - . 104.70 94.58
Mr. Narendra Kumar Agarwal 35.19 37.20 • - 35.19 37.20
Mr. Anil Kumar Gupta (Up to 05.02.2019) - 18.72 - - - 18.72
Mr U U V Ravikanth (from 05.02.2019 to 25.07.2019) 5.80 2.66 - - 5.80 2.66
Mr.Manoj Kumar Maurva ( From 07.02.2020 to 09.06.2020) 3.07 • - - 3.07 -
Mrs.Neetika Survawanshi ( From 10.08.2019 to 06.02.2020) 15.19 - - - 15.19 -
|Mr. Sachin Kumar Srivastava 15.06 14.37 * * 15.06 14.37
Sitting Fees
Ms. Manjula Jhunjhunwala 0.68 0.38 - 0.68 0.38
Ms. Kimbedv Ann McArthur 0.60 0.53 - 0.60 0.53
Mr. Kaikobad Dorab Puchimiee (till 20.09.2019) 0.38 0.60 - 0.38 0.60
Mr. Gvanendra Nath Gupta (till 20.09.2019) 0.38 0.90 - 0.38 0.90
Mr. Pradeep Vasant Dhobale 0.83 0.75 - 0.83 0.75
Mr. Atul Kumar Gupta 0.45 0.68 - 0.45 0.68
Mr. Srinivas Vishnubhatla 0.60 0.68 - 0.60 0.68
Mr. Indroneel Banerjee 0.60 0.68 - 0.60 0.68
Mr. Iraanul Haaue 0.15 0.53 - 0.15 0.53
Mr. Basant Kumar Khaitan 0.60 0.38 • 0.60 0.38
Mr. Jaideep Naravan Matbur - 0.08 - 0.08

Consultancy Charges
Ms. Kimberly Ann McArthur 12.00 12.00 ' - 12.00 12.00

Pension
Ms. Maninla ihunihunwala 12.00 12.00 - 12.00 12.00
Total 436.10 311.55 114.70 78.20 550.80 389.75

c) Outstanding balances with related parties:______________________________________ ______________________________________ _______________________________________ ________________________ (Rs. In Lakhs)

Key Managerial PenMmri and their Enterprise over which the Key Managerial
\J .T o ta l
relatives

As at 31st March. As at 31st March. As at 31st March. As at 31st March, As at 31st March, As at3lst March.
2020 2019 2020 2019 2U2H 2019
Assets

Trade Receivables
Yash Compostables Limited • 383.24 364.46 383.24 364.46
Pudumjee Paper Products Limited 80.35 44.55 80.35 44.55

Tom . - 463.59 409.01 463.59 409.01


Liabilities

Unsecured Loans
Yash Agro Products Limited - 315.00 315.00 315.00 315.00
Mr. Ved Krishna 309.25 309.25 - - 309.25 309.25
Ved Krishna HUF * 25.00 25.00 25.00 25.00

Interest payable on unsecured loans


Yash Agro Products Limited 4.73 28.35 4.73 28.35

Payable For Services/others


Mr. Ved Krishna 3.47 2.26 - - 3.47 2.26
Ms. Kimberly Ann McArthur - 0.08 - 0.08
Ms. Manjula Jhunjhunwala 0.07 - 0.07
Jingle Bell Nursery School Society • 0.04 0.18 0.04 0.18
Yash Compostables Limited * - 4.94 4.94

Guarantees
Personal Gurantees
Mr. Ved Krishna 21,588.00 21,588.00 - - 21,588.00 21,588.00
Ms. Manjula Jhunjhunwala 21,588.00 21,588.00 - * 21,588.00 21,588.00

Corporate Guarantees
Satori Global Limited • 21,588.00 21,588.00 21,588.00 21,588.00
Yash Agro Products Limited 21,588.00 21,588.00 21,588.00 21,588.00

_______________________________________________________________________ IfiUL 43,488.72 43,487.66 43,520.76 43.549.47 87.009.48 87X137.13

d) Other Notes
No amount has been written ofiTback or provided as doubtful debts during the year in respect o f related parties.
OfiSH Packaging
PAKKfi with a Soul

‘Annexure - 2 ’

Details under R egulation 30 o f SEBI (L istin g O bligations and D isclosure


Requirem ents) R egulations, 2015 read along w ith SEBI C ircu la r CIR/CFD/CMD/4/2015
dated 9th Septem ber, 2015

I. A ppointm ent o f Mr. Jignesh Shah as C hief Financial O ffice r (Key Managerial
Personnel) o f the Com pany

S. No. P articulars D etails


1. Reason fo r change viz. appointm ent, Appointment
resignation, rem oval, death or
otherw ise
2. Date o f appointm ent / cessation (as 20tn June, 2020
applicable) & term o f appointm ent
3. B rief P rofile in case o f A ppointm ent Mr. Jignesh Shah is a Chartered
Accountant with an experience of
more than 25 years in various
organization and industry out of
which almost 15 years he has
been serving as a leadership
position.
4. D isclosure o f rela tionsh ips between NIL
dire ctors (in case o f appointm ent o f a
D irector)
5. Detailed Reason o f R esignation Not Applicable
6. C onfirm ation required from Not Applicable
Independent D irecto r th a t there is no
other m aterial reasons other than those
provided

Yours faithfully,
fo r Yash Pakka Lim ited

Sachin Kumar Srivastava


Company Secretary & Head Legal

Formerly Yash Papers Limited


Yash Pakka Limited, Yash Nagar, Ayodhya 224135 (U.P.), India 2nd Floor, 24/57 Birhana Road
+91-5278-258174 ] connect@yashpakka.com Kanpur 208001, (U.P.), India
www.yashpakka.com CIN: L24231UP1981PLC005294
fa rm tX M h t- ~ 3

VflSHPfiKKfi P a c k a g in g u A m a S o u l

YASH PAKKA LIMITED


[Formerly known as *Yash Papers lim ited']
R aid . O fn c a : 2nd Floor, 24/57, Blrhans Road, Kanpur - 208 001, u c ta r Pradesh
Corp. Q ffk * : Yash N»*»r, Ayodlvya - IM 1 3 5 , U ttar Pradesh
ON : L24231IJP1981PLC0052S4 I T: *915278258174
Ei connectffyashu pjda.com I W ib iite : ww w.yaahpafcla.ann

S tatem ent of A udited Financial Results for th e Q uarter and w a r ended S la t M atch. 2020
(Rs. in lakhs)
wBMfe]
haiVU!
: . « ■: *1 ftiftffE r& raiil
1 Income
(a) Revenue from Operations 5,591.71 6,511.90 5.893.54 25,238.68 25,02559
(b) Other Income 547.73 100.25 178.26 871.82 51756
Total Income 8,13944 6,612.15 637130 26310.50 2554345
2 Expenses
(a) Cost of m aterials consumed 2335.31 2,627.26 2,619.49 1047531 10,980.41
(b) Purchase of stock-in-trade *“ * 0.76 1.90 439 3.25 1230
(c| Changes In Inventories of finished goods, work in : (142.40) (44.84) (2 0 ai6 ) (5947) 146.48
progress and stock-in-trade
(d) Employee Benefits expenses 656.12 687.47 631.03 2,667.06 2,419.09
(e) Finance Costs 298.73 269.71 434,47 1,261.40 1,68231
(f) Depreciation and Amortisation expense 28733 22337 197.73 975.9S 87046
(g) Power and Fuel 759.88 1,096.19 1,102.45 4462.87 4467.12
(h) Cither expenses 1,011.42 67333 £1538 2,97059 2481.99
Total Expenses 5,207.75 533 4 3 9 5,404.78 22,156.66 23460.06
3 Profit/ (Loss) before tax [1-2] 931.69 1477.26 667.02 3,95334 2,483.09
4 Tax Expense
Current 186.15 193.65 146.61 714.48 543.69
Deferred 11334 137.99 (262.68! 47753 (131.58)
S Profit/ (toss) fo r th e year [3-4J 62630 745.62 783.09 2,76133 2,07038
6 O ther Comprehensive Income
Items th at will n o t be reclassified to profit o r loss

(1) rem easurem ents of defined benefit plans (25.08) 10.32 831 (62.69) (958)
{9} income taxes related to Item s th a t will not be ' 24.83 1.80 1.00 18.26 tf-90)
reclassified to profit o r loss

Total O ther Comprehensive Income (035) 12.12 931 (44,43) (1238)

7 Total Comprehensive Income fo r th e year [5+6] 625.95 757.74 79240 2,71740 2458.10

8 Paid-up equity share capital (FV p er share Rs. 10/- 3,524,00 3324.00 3,524.00 3524 3 0 3 5 i4 4 0
each)
9 Earnings per share (FV per share Rs. 10/- each) /
(a) Basic (Rs) 1.78 2.12 Ip . 734 538
(b) Diluted (Rs) 1,78 2.12 2.22 7.84 538

For Yash Pakka Limited

cY- / Jag^pHfa
ManagingDirectorsCEO
(8s. tn lakhsl

Assets
1 Non-current Assets
(a) Property, plant and equipm ent 15.S78.28 16,720.75
(b) Capital work In progress 462.05 10.76
(d) Other intangible assets 38.04 60.97
(g) Rnandal Assets
(i) investments 0.10 0.12
(hi Other nan-current assets 217.80 380.34
Sub- to tal 17,396.27 17.173.S4
2 Current Assets
(a) Inventories 5,605.24 7,078.63
(b) Rnandal Assets
(I) Trade receivables 1,773.88 2549.81
(II) Cash and cash equivalents 28,67 13.15
(III) Bank balances o th er than (ill) above 378.80 327.56
(lv) Others 169.28 157.71
(c) Current tax assets(net) 85.95
(d) Other current assets 550.14 668.74
S ub-total 8.506.01 9.881.55

Total Assets 2S.902.28 274>5S4»


Equity and Liabilities
X Equity
(a) Equity share capital 3,524.00 3,524.00
lb) Other equity 8438.99 5,846.43
S ub-total 12552.99 9370 4 3
Liabilities
2 Non-current liabilities
(a) Rnandal liabilities
(1) Borrowings 4,272.16 5,86543
(b) Deferred tax liabilities (net) 985.06 525.78
Id Other non-current liabilities 1,350.51 2365.40
S ub-total 6,607.73 7,756.61
3 Current U abM es
(a) Finandal liabilities
(1) Borrowings 3,819.54 4,519.15
(ii) Trade payables
(A) Total outstanding dues of Small 254.64 276.34
Enterprises and Micro enterprises
(B) Total outstanding dues of creditors 592.59 1,035.83
other than small enterprises and micro
enterprises.
(HI) Other finandal liabilities 1,967.91 278327
(b) O ther current liabilities 648.25 2080.76
(c) Provisions 34853 23280
S ub-total 7,631.56 9,928.05

Total Equity and Liabilities 2290228 27,055.09


Net Profit before tax 3,953.84 2,483.09
Adjustm entsfo r:
Depreciation and am ortization 975-95 870.46
Loss/ (profit) on sale o f property, plant and equipm ent 3.88 14.84
Interest income (137.23) (82.47)
finance cost 1,160.29 1,501.17
Remeasurement o f net defined benefit plans (32.69) (9.97)
Net (gain) / loss on foreign exchange fluctuation _ 78.07
Net (gain)/ toss on investm ents measured a t Fair Value through Profit and Loss 0.02 (0,07)
Operating profit before working capital changes 5,894.06 4,855.12
Changes In working capital:
Adjustm entfo r llnm asej/decrease la operating assets
(Increase)/ decrease in trade receivables (224.07) (79.56)
(Increase)/decrease in inventories 1,47339 203.73
(Increase)/ decrease In other financial assets (11.57) (64.06)
(Increase)/ decrease in other assets 160.10 437.94
Adjustm entfo r tncrease/ldecrease} in operating liobllltKs
Increase/ (decrease) in trad e payables (46434) (403.43)
Increase/ (decrease) in other financial liabilities 1B4.74 44.41
Increase/(decrease) in o th er liabilities (1336.85) 695.40
Increase/ (decrease) In provisions 115.83 0.45
Cash generated from operations 6,090.69 5,690.00
Income taxes refunded l (paid), net (584.16) (60959)
Net cash generated from operating activities 5,596.34 5,080.41

8. CASH FLOW FROM INVESTING ACTIVITIES


Purchase of property, plant and equipm ent, intangible assets (including capital work In (1,70633) (1,555.76)
progress and capital advances)
Proceeds from sale of property, plant and equipm ent 7.83 1851
Interest received 137.23 8247
Other bank balances (margin money) (51.24) (8739)
Nat cash {used In) / generated from Investing activities (1,613.01) (154217)

C CASH FLOW FROM FINANCING ACTiVlTtES


Increase/ (decrease) in tong-term borrowings (1,593.27) (1,299.73)
Increase/(decrease) in short-term borrowings (699.61) (66536)
Finance costs paid (1,160.29) (1501.17)
Derivatives - (78.07)
Dividend Paid (352.40) -
Dividend Tax (72.44) -

N et cash used in financing activities {3,878.01} (334433)

INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 15.52 (6.59)


Cash and cash equivalents a t th e beginning of th e year 13.15 19.74
Cash and cash equivalents a t th e end of th e year (refer note 4(c)) 28.67 13.15

Note!
Reconciliation betw een cash end cash equivalents and cash and bank balances
Cash and cash equivalents as per cadi flow statem ent 28.67 1335
Add: Margin money deposits not considered as cash and cash equivalents 378.80 32756
Cash and bank balances 437.47 340.71

ForYasft Pi
ft|n l
gA tee . ' i s .: '/ sSpgf” tfrt,w

rh^rtniiafi iT »* * ’’t****» ,, J
y j p 7 t r : g ■ , :

1 Segment ftavenu* (Sales and O ther Income)


Paper & Pulp 5,245.21 5,983.09 5,630.2(4 23,736.76 23,85332
Moulded Products 894.23 629.06 440.96 2,373.74 1,689*83
Sub-total 64J9A 4 6,61245 6.07480 2641050 25,543.15
le ss Unallocable Revenue
Total Revenue 6,139.44 6,612.15 6.071.80 26.11050 25,543.15

2 Segment Results
Profit before tax from each segm ent
- Paper £ Pulp 1,026.30 1,31044 832.58 4,721.73 3,333.20
- Moulded Products (64.32) (205.48) (142.60) (66834) (78639)
Sub-total 961.98 1503.66 689,98 4.05339 234661
!£ &
Other un-allocable expenditure (30.29) (26.40) (22.96) (99.55) (63.72)
Add:
Other un-aUocabie Income _ .
P ro fit/to ss Before ta x 931.69 157726 667.02 3,95334 238359

3 Segment Assets
- Paper & Pulp 21,135.08 19,954.71 20,631.71 21,13558 20,631.71
-M oulded Products 4.767.20 5,241.30 6.33763 4,767.20 6337.43
Sub-total 2560248 25,196.01 26,969.14 25,90248 2636944
Add:
Un-allocable assets 8555 85.95
Total A ssets 25502.28 25,19601 2755559 25.902.28 27555-09

4 Segment liabilities
- Paper & Pulp 7,347.29 6,858,03 10,699.99 734739 10,699.99
-M oulded Products 5.600.87 6510.65 5,352.76 5.60037 6352.76
Sub-total 12,348.16 12,868.68 17,052.75 1234836 17,052.75
Add:
Un-allocable liabilities 1,291.11 1490.28 63130 1,29141 631.90
Total liabilities 14,23957 14,15856 17,68455 1443947 17684.65

5 Capital Employed
-P a p e rs Pulp 13,787.79 13,096.68 9,931.72 13,787.79 9331-72
- Moulded Products (833.67) (76935) (1533) (83367) (15.33)
Unallocable assets less liabilities IU 9 l.ll! (1,29038 (545,95] (149141) (545,95)
Capital Employed 11,663.01 11,037.05 9,37034 11.663.01 937064
Motes:
1) The Company Is engaged In th e following business segments:
-Paper 6 Pulp
- Moulded Products
2) Segments have been Identified talcing Into account th e nature of activities and nature of risks and returns.

ForYash PaWtaL^ited

JagdeflpHi®
ManagingDirectorS CEO
Notes: ____ _____
1) The above audited financial results have been reviewed by the Audit Committee In Its meeting held on 19th June, 2020 and approved by th e Board of
Directors a t their meeting held on 20th June, 2020.
2) The above results have been prepared In accordance with Indian Accounting Standards find AS') notified under Section 133 of th e Companies Act, 2013,
read together with the Companies (Indian Accounting Standard) Rides, 2015 (as amended).
3) The Company has adopted ind As 116 ‘Leases’ w .e.f 1st April, 2019, The adoption of standard did not have any m aterial im pact to the financial results of th e
company.____________________________________________________________________________________________________________________
4) The results for the quarter ended 31st March, 2020 are th e balancing figures between Audited results for the vrhole year and th e published nine month
results upto 31st December, 2019.____________________________________________________________________________________________________
5| th e Company has analysed all param eters associated with this risk due to Covtd-19 and has assessed th a t Covid-13 and th e business changes thereafter wlii
have no materiaUmpact on th e going concern of th e company._______________________
6) Tire company is considering a proposal to m erge Vash Compostable Limited with Yash Pakka lim ited .T he draft scheme o f this m erger has been approved
by the Board In their m eeting held on 20th June 2020.____________________________________________________________________________________
7) The Board erf Directors have recommended a dividend of 10K l.e. Re. 1 per share, subject to th e approval o f th e shareholders a t th e Annual General
M eeting______________________________________________ _______ _________________________________________
8) Figures for the previous period are reclassified/ re-arranged/ ra-grouped, wherever necessary, to correspond w ith th e current period’s classification and
disclosures.____________________________________________
9) The ro u te of the company are available on th e company’s w ebsite wwai.yashpaitita.com and on BSE w ebsite a t wwwliselndia.com .___________________
A'Ym jeXM Kfi- -*■^

Narairt Chambers, 5tk Floor, M. G. Road, Vile Parle (E), Mumbai - 400 052.
CNI< Si Associates LLP Tel: +91-22-62502600____________ ___________________________________
Chartered A ccou n tan ts Mistry Bhavan, 3rd Floor, Dinshaw VaAba Road, Ckurckgate, Mumbai - 400 020.
Tel: +91-22-6623 0600

INDEPENDENT A U D IT O R ’S REPO RT

TO THE BOARD O F DIR EC TO R S OF YASH PAKKA LIM ITED


(FORM ERLY Y A SH PA PE R S LIM ITED)

Report on the audit o f the Financial Results

Opinion

We have audited the accompanying statement of financial results of Yash Pakka Limited, (Formerly
known as Yash Papers Limited) (the “Company”) for quarter and year ended 3 l sl March, 2020 (“the
Statement”), being submitted by the company pursuant to the requirement, o f Regulation 33 o f the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing
Regulations”).

In our opinion and to the best o f our information and according to the explanations given to us, the
statement:

i. is presented in accordance with the requirements of Regulation 33 o f the Listing Regulations


in this regard; and

ii. gives a true and fair view in conformity with the recognition and measurement principles laid
down in the applicable Indian accounting standards and other accounting principles generally
accepted in India o f the net profit and other comprehensive income and other financial
information for the quarter and year ended 3 1st M arch, 2020.

Basis o f Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013, as amended (“the Act”). Our responsibilities under those
Standards are further described in the “Auditor’s Responsibilities for the Audit of the Financial
Results” section o f our report. We are independent of the Company, in accordance with the Code of
Ethics issued by the Institute o f Chartered Accountants o f India (ICAI) together with the ethical
requirements that are relevant to our audit o f the financial results under the provisions o f the Act and
the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.

Emphasis o f M atter

On account o f our inability to conduct a physical verification as on 31st March, 2020 owing to
the lockdown restrictions imposed by the Government as w ell as absence o f the same
procedures undertaken by the company, we have relied on details as provided by the
management and related adjustments to confirm the existence and condition o f inventory at
the year end.

Our opinion is not modified in respect o f this matter.


f

M anagement’s Responsibilities for the Financial Results

The statement has been prepared on basis of financial statements. The Company’s Board of Directors
are responsible for the preparation and presentation of these financial results that give a true and fair
view of the net profit and other comprehensive income and other financial information in accordance
with the recognition and measurement principles laid down in Indian Accounting Standards
prescribed under Section 133 o f the Act read with relevant rules issued thereunder and other
accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing
Regulations. This responsibility also includes maintenance o f adequate accounting records in
accordance with the provisions of the Act for safeguarding o f die assets o f the Company and for
preventing and detecting frauds and other irregularities; selection and application o f 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 o f the financial results that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

In preparing the financial results, the Board of Directors are responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Board of Directors either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.

The Board o f Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Results

Our objectives are to obtain reasonable assurance about whether the financial results as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level o f assurance but is not a guarantee that an
audit conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions o f users taken on
the basis of these financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:

• Identify and assess the risks o f material misstatement o f the financial results, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or
the override o f internal control.

• Obtain an understanding o f internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under Section 143(3X1) ° f the Act, we
are also responsible for expressing our opinion through a separate report on the complete set
of financial statements on whether the company has adequate internal financial controls with
reference to financial statements in place and the operating effectiveness o f such controls.•

• Evaluate the appropriateness o f accounting policies used and the reasonableness of


accounting estimates and related disclosures in the financial results made by the Board of
Directors.
• Conclude on the appropriateness o f the Board of Directors’ use o f the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related disclosures in the financial results or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date o f our auditor’s report. However, future events or
conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content o f the financial results, including the
disclosures, and whether the financial results represent the underlying transactions and events
in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned
scope and timing o f the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during bur audit.

We also provide those charged with govsmance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.

Other M atter

The Statement includes the results for the quarter ended 31st March, 2020 being the balancing figures
between the audited figures in respect of full financial year ended 3 1st March, 2020 and the published
unaudited year to date figures up to the third quarter of the current financial year, which were
subjected to a limited review by us, as required under the Listing Regulations.

For C N K & Associates LLP


Chartered Accountants
Finn Registration No. 101961W/W-100G36

Membership No.037391
UDIN: 2D 03> 39± A A A A 6U 2S5zf

Place: Mumbai
rw~. in(*f June, 2020
Date: 2

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