6th Skin Pharmaceuticals Private Limited

C 21, Pine Block, Medows, Citilight Apartment,, Nolambur, Mugaper West,

Chennai – 600037.

DIRECTORS' REPORT

To the Shareholders :

Your Board of Directors have great pleasure in presenting their Second Annual Report
together with the Audited Accounts for the period ended 31st March, 2015.

FINANCIAL RESULTS
(Rs. in Lakhs)
For the year For the year
2014 - 15 2013 – 14
Revenue from operations (net) 9470722 8666415

Profit Before Depreciation (5013408) (2324847)

Depreciation 297999 118917

Profit before Tax (5311407) (2443764)

Extraordinary items -- --

Provision for Taxation (including Deferred Tax) 29376 (53808)

Profit after Tax (5282031) (2497572)

Basic EPS in ` 52.82 (24.98)

DIVIDEND

Your Directors do not recommend payment of any dividend on Equity Shares,

SHARE CAPITAL

The share capital of your Company stood unchanged during the financial year.

DIRECTORS

There were no changes in the Board of Directors and the company has no key managerial
personnel.

DISCLOSURES
In accordance with Companies (Accounts) Rules 2014, the following additional disclosures are
made

1.The company has no subsidiaries, joint ventures or associates;

2.the company has not accepted any deposits;

3. no orders were passed by the regulators or courts or tribunals impacting the going concern
status and company’s operations in future;

4. the company has adequate internal financial controls with reference to financial statements,
commensurate with its size and operations.

STATUTORY AUDITORS

The current Statutory Auditors, RPSV & Co, Chartered Accountants, Chennai, were appointed
under section 139 (1) of the Company’s Act 2013, as the Statutory Auditor of the company till
the conclusion of the ensuing Annual General Meeting of the company.

The Company has received a certificate from the above Auditors to the effect that if their
reappointment by the shareholders in the ensuing Annual General Meeting of the Company, their
appointment would be in accordance with the provisions of Section 141 of the Companies Act,
2013.

AUDITORS’ REPORT

There was no qualifications, reservations or adverse remarks made by the Auditors in their
report.

SECRETARIAL AUDIT

The provisions under Section 204 of the Companies Act, 2013 read with Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, relating to submission
of Secretarial Audit Report in not applicable to the Company.

EXTRACT OF THE ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the
Companies (Management and administration) Rules, 2014 is furnished in Annexure A and is
attached to this Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN

EXCHANGE EARNINGS AND OUTGO.
There are no particulars to be furnished in this report as required by Sec.134 (3) (m) of
Companies Act, 2013.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The provisions of CSR are not applicable to the company.

LOANS, GUARANTEES, INVESTMENTS

The Company has not given any loans or guarantees or made investment in securities.

CONTRACTS WITH RELATED PARTIES:

All contracts/arrangements/transactions entered by the company during the financial year with
related parties were in the ordinary course of business and were on arm’s length basis.

Your directors draw attention of the members to the relevant note to the Financial Statements
which sets out related party disclosures.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The Company had 6 Board meetings during the financial year under review on 01-05-2014, 02-
06-2014, 22-07-2014, 02-09-2014, 02-12-2014 and 25-03-2015

DIRECTORS’ RESPONSIBILITY STATEMENT

The Directors’ Responsibility Statement referred to in clause (c) of sub-section (3) of Section
134 of the Companies Act, 2013, shall state that—

a. in the preparation of the annual accounts, the applicable accounting standards had been
followed along with proper explanation relating to material departures;

b. the directors had 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 and loss of the company for that period;

c. the directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities;

d. the directors had prepared the annual accounts on a going concern basis; and

e. the directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
ACKNOWLEDGEMENTS

An acknowledgement to all with whose help, cooperation and hard work the Company is able to
achieve the results.

By order of the Board

Sd/- Sd/-
Date: 02-09-2015 Kousalya Devi D Deepa S
Chennai Director Director
 FORM NO. MGT 9
EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2014

Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company
(Management & Administration) Rules, 2014.

I. REGISTRATION & OTHER DETAILS:

1. CIN U02423TN2007PTC061928
2. Registration Date 25-06-2013
3. Name of the Company 6th Skin Pharmaceuticals Private Limited
4. Category/Sub-category Company limited by shares/ non government Company
of the Company
5. Address of the Pl No.52,2nd Flr,Noombal Village,Shree Mahalakshmi
Registered office & Nagar, Ambattur Taluk, Tiruverkadu, Chennai-600 077.
contact details
6. Whether listed No
company
7. Name, Address & NA
contact details of the
Registrar & Transfer
Agent, if any.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities
contributing 10 % or more of the total turnover of the company shall be stated)

S. No. Name and Description of main NIC Code of the % to total turnover of the
products / services Product/service company
1 Manufacture of chemical 24231 100
substances used in the
manufacture of
pharmaceuticals:
III. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
Category-wise Share Holding

Category of No. of Shares held at the No. of Shares held at the end of the %
Shareholders beginning of the year[As on 31- year[As on 31-March-2015] Change
March-2014] during
Demat Physica Total % of Demat Physica Total % of the year
l Tota l Total
l Shares
Shar
 es

A. Promoter s
(1) Indian
a) Individual/ 0 68500 68500 68.5 0 75500 75500 75.5 0
HUF
b) Central Govt 0 0 0 0 0 0 0 0 0
c) State Govt(s) 0 0 0 0 0 0 0 0 0
d) Bodies Corp. 0 0 0 0 0 0 0 0 0
e) Banks / FI 0 0 0 0 0 0 0 0 0
f) Any other 0 0 0 0 0 0 0 0 0
Total 0 68500 68500 68.5 0 75500 75500 75.5 0
shareholding
of Promoter
(A)

B. Public 0 0 0 0 0 0 0 0 0
Shareholding
1. Institutions 0 0 0 0 0 0 0 0 0
a) Mutual Funds 0 0 0 0 0 0 0 0 0
b) Banks / FI 0 0 0 0 0 0 0 0 0
c) Central Govt 0 0 0 0 0 0 0 0 0
d) State Govt(s) 0 0 0 0 0 0 0 0 0
e) Venture 0 0 0 0 0 0 0 0 0
Capital Funds
f) Insurance 0 0 0 0 0 0 0 0 0
Companies
g) FIIs 0 0 0 0 0 0 0 0 0
h) Foreign 0 0 0 0 0 0 0 0 0
Venture Capital
Funds
i) Others 0 0 0 0 0 0 0 0 0
(specify)
Sub-total 0 0 0 0 0 0 0 0 0
(B)(1):-

2. Non-
Institutions
a) Bodies Corp. 0 0 0 0 0 0 0 0 0
i) Indian 0 0 0 0 0 0 0 0 0
ii) Overseas 0 0 0 0 0 0 0 0 0
b) Individuals 0 0 0 0 0 0 0 0 0
i) Individual 0 31500 31500 31.5 0 24500 24500 24.5 0
shareholders
holding nominal
share capital
upto Rs. 1 lakh
ii) Individual 0 0 0 0 0 0 0 0 0
shareholders
holding nominal
share capital in
excess of Rs 1
lakh
c) Others 0 0 0 0 0 0 0 0 0
(specify)
Non Resident 0 0 0 0 0 0 0 0 0
Indians
Overseas 0 0 0 0 0 0 0 0 0
Corporate
Bodies
Foreign 0 0 0 0 0 0 0 0 0
Nationals
Clearing 0 0 0 0 0 0 0 0 0
Members
Trusts 0 0 0 0 0 0 0 0 0
Foreign Bodies 0 0 0 0 0 0 0 0 0
-DR
Sub-total 0 31500 31500 31.5 0 24500 24500 24.5 0
(B)(2):-
Total Public 0 31500 31500 31.5 0 24500 24500 24.5 0
Shareholding
(B)=(B)(1)+
(B)(2)
 C. Shares held 0 0 0 0 0 0 0 0 0
by Custodian
for GDRs &
ADRs
Grand Total 0 100000 100000 100 0 100000 100000 100 0
(A+B+C)

B) Shareholding of Promoter-
SN Shareholder’s Shareholding at the beginning of Shareholding at the end of the year % change in
Name the year shareholding
No. of % of %of Shares No. of % of total %of Shares during the
Shares total Pledged / Shares Shares of the Pledged / year
Shares encumbered company encumbered
of the to total to total shares
company shares
1 Dhandapani
Kousalya Devi 5500 5.5 0 28250 28.25 0 0
2 Anupama 5500 5.5 0 5500 5.5 0 0
3 S.Deepa 3500 3.5 0 3500 3.5 0 0
4 Balaji Krishnan 48500 48.5 0 32750 32.75 0 0
5 Sujan Das 5500 5.5 0 5500 5.5 0 0

C) Change in Promoters’ Shareholding (please specify, if there is no change)

SN Particulars Shareholding at the Cumulative

beginning of the year Shareholding during the
year
No. of % of total No. of % of total
shares shares of the shares shares of the
company company
At the beginning of the year 68500 68.5 68500 68.5
Date wise Increase / Decrease in 02-06- 7 7000 7
Promoters Shareholding during the 2014
year specifying the reasons for 7000
increase / decrease (e.g. allotment Transfer
/transfer / bonus/ sweat equity etc.): (Increase)
At the end of the year 75500 75.5 75500 75.5

D) Shareholding Pattern of top ten Shareholders:

(Other than Directors, Promoters and Holders of GDRs and ADRs):

SN For Each of the Top 10 Shareholding at the Cumulative

Shareholders beginning Shareholding during
 of the year the
year
No. of % of total No. of % of total
shares shares of shares shares of
the the
company company
At the beginning of the year 31500 31.5 31500 31.5
Date wise Increase / Decrease in 02-06- 7 7000 7
Promoters Shareholding during the 2014
year specifying the reasons for 7000
increase /decrease (e.g. allotment / Transfer
transfer / bonus/ sweat equity etc): (decrease)
At the end of the year 24500 24.5 7000 24.5

E) Shareholding of Directors and Key Managerial Personnel:

SN Shareholding of each Directors Shareholding at the Cumulative

and each Key Managerial beginning Shareholding during
Personnel of the year the
year
No. of % of total No. of % of total
shares shares of shares shares of
the the
company company
At the beginning of the year 31500 31.5 31500 31.5
Date wise Increase / Decrease in 02-06- 7 7000 7
Promoters Shareholding during the 2014
year specifying the reasons for 7000
increase /decrease (e.g. allotment / Transfer
transfer / bonus/ sweat equity etc.): (decrease)
At the end of the year 24500 24.5 7000 24.5
F) INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not
due for payment.

Secured Loans
Unsecured Total
excluding Deposits
Loans Indebtedness
deposits
Indebtedness at the beginning of
the financial year

0 9970886 0 9970886
i) Principal Amount
ii) Interest due but not paid 0 0 0 0
iii) Interest accrued but not due 0 0 0 0
Total (i+ii+iii) 0 0 0 0
Change in Indebtedness during
the financial year
* Addition 2025154 3125291 0 5150445
* Reduction 0 0 0 0
Net Change 0 0 0 0
Indebtedness at the end of the
financial year
i) Principal Amount 2025154 13096177 0 15121331
ii) Interest due but not paid 0 0 0 0
iii) Interest accrued but not due 0 0 0 0
Total (i+ii+iii) 0 0 0 0

XI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL
SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount

1 Gross salary
(a) Salary as per provisions
contained in section 17(1) of the
Income-tax Act, 1961
(b) Value of perquisites u/s 0 0 0
17(2) Income-tax Act, 1961
(c) Profits in lieu of salary under 0 0 0
section 17(3) Income- tax Act,
1961
2 Stock Option 0 0 0
3 Sweat Equity 0 0 0
4 Commission 0 0 0
- as % of profit
- others, specify…
5 Others, please specify 0 0 0
Total (A) 0 0 0
Ceiling as per the Act 0 0 0

B. Remuneration to other directors NIL

SN. Particulars of Remuneration Name of Directors Total Amount

----- ---- ---- ---
1 Independent Directors
Fee for attending board
committee meetings
Commission
Others, please specify
Total (1)
2 Other Non-Executive Directors
Fee for attending board
committee meetings
 Commission
Others, please specify
Total (2)
Total (B)=(1+2)
Total Managerial
Remuneration
Overall Ceiling as per the Act

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN

MD/MANAGER/WTD NIL

SN Particulars of Remuneration Key Managerial Personnel

CEO CS CFO Total
1 Gross salary
(a) Salary as per provisions contained in
section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-
tax Act, 1961
(c) Profits in lieu of salary under section
17(3) Income-tax Act, 1961
2 Stock Option
3 Sweat Equity
4 Commission
- as % of profit
others, specify…
5 Others, please specify
Total

XII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: NIL

Type Section of Brief Details of Authority Appeal made,
the Description Penalty / [RD / if any (give
Companies Punishment/ NCLT/ Details)
Act Compounding COURT]
fees imposed
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding

By order of the Board

Sd/- Sd/-
Date: 02-09-2015 Kousalya Devi D Deepa S
Chennai Director Director