AUROMA COKE LIMITEDMr. Abhishek Kumar Chhapolika - Non-Executive Director REGISTERED OFFICE Shanti...

Auroma Coke Limited

AUROMA COKE LIMITED

REPORT AND

ACCOUNTS 2019

TWENTY SIXTH ANNUAL REPORT 2018-19

Auroma Coke Limited

BOARD OF DIRECTORS Mr. Prashant Tulsyan - Whole-time Director

Mrs. Vibha Tulsyan - Non-Executive Director

Mr. Alok Kumar Sawa - Non-Executive Director

Mr. Abhishek Kumar Chhapolika - Non-Executive Director

REGISTERED OFFICE Shanti Niketan Building,

Suit No. 706 8, Camac Street,

Kolkata - 700 017

Phone : 033-22822310

E-mail : [email protected]

CIN NO. : L23101WB1993PLC060154

REGISTRAR & SHARE TRANSFER AGENTS Niche Technologies Pvt. Ltd.

3A, Auckland Place, 7th Floor, Room No. 7A & 7B

Kolkata - 700 017

Phone : 033-2280 6616/17/18, Fax : 033-2280 6619

Auroma Coke Limited

NOTICE to the shareholders

Notice is hereby given that 26th Annual General Meeting of the Shareholders of AUROMA COKE LIMITED will be held on Saturday, 28th September, 2019 at 11.00 a.m. at Asha Ceremonial House, 619, Biren Roy Road, Behala Chowrasta, Kolkata - 700008 to transact the following business:

Ordinary Business: 1. To receive, consider and adopt the audited financial statement of the Company for the year ended 31st March, 2019, the reports of the Board of Directors and Auditors thereon.

2. To appoint a Director in place of Mrs. Vibha Tulsyan (DIN: 00419784), who retires by rotation and being eligible, offers herself for re-appointment.

Special Business:

3. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to provisions of Section 149, 152 and other applicable provisions, if any of the Companies Act, 2013 and the rules made thereunder, re-appointment of Mr. Alok Kumar Sawa (DIN 00617726)by the Board as an Independent Director for a second term of five years w.e.f. 1st April, 2019, be and is hereby confirmed and ratified.”

4. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to provisions of Section 149, 152 and other applicable provisions, if any of the Companies Act, 2013 and the rules made thereunder, re-appointment of Mr. Abhishek Kumar Chhapolika (DIN 06954451) by the Board as an Independent Director for a second term of five years w.e.f. 1st April, 2019, be and is hereby confirmed and ratified.”

By Order of the Board For AUROMA COKE LIMITED

Place : Kolkata Prashant Tulsyan Date : 14.8.2019 Whole-time Director Notes:

1. A SHAREHOLDER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/ HERSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT APPOINTING THE PROXY SHOULD, HOWEVER, BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN FORTY EIGHT HOURS BEFORE THE COMMENCEMENT OF THE MEETING. A person can act as a proxy on behalf of the members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten precent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.

2. Book Closure for the purpose of AGM will be from 23.9.2019 to 28.9.2019 (both days inclusive) 3. VOTING THROUGH ELECTRONIC MEANS

I. In compliance with provisions of Section 108 of the Companies Act, 2013, Rule 20 of the Companies

(Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, the Company is pleased to provide members facility to exercise their right to vote on resolutions proposed to be considered at the Annual General Meeting (AGM) by electronic means and the business may be transacted through e-Voting Services. The facility of casting the votes by the members using an electronic voting system from a place other than venue of the AGM (“remote e-voting”) will be provided by Central Depository Services (India) Limited (CDSL).

II. The facility for voting through ballot paper shall be made available at the AGM and the members attending the meeting who have not cast their vote by remote e-voting shall be able to exercise their right at the meeting through ballot paper.

III. The members who have cast their vote by remote e-voting prior to the AGM may also attend the AGM but shall

not be entitled to cast their vote again.

IV. The remote e-voting period commences on 25th September, 2019 (9:00 am) and ends on 27th September, 2019 (5:00 pm). During this period members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of 21st September, 2019, may cast their vote by remote e-voting. The remote e-voting module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the member, the member shall not be allowed to change it subsequently.

V. The process and manner for remote e-voting are as under:

(i) The shareholders should log on to the e-voting website www.evotingindia.com. (ii) Click on Shareholders. (iii) Now Enter your User ID a. For CDSL: 16 digits beneficiary ID, b. For NSDL: 8 Character DP ID

followed by 8 Digits Client ID, c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

(iv) Next enter the Image Verification as displayed and Click on Login.

Auroma Coke Limited

(v) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

(vi) If you are a first time user follow the steps given below: For Members holding shares in Demat Form and Physical Form PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Members who have not updated their PAN with the Company/Depository Participant are requested to use the first two letters of their name and the 8 digits of the sequence number in the PAN field. • In case the sequence number is less than 8 digits enter the applicable number of 0’s before the number after the first two characters of the name in CAPITAL letters. Eg. If your name is Ramesh Kumar with sequence number 1 then enter RA00000001 in the PAN field. Dividend Bank Details OR Date of Birth (DOB) Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. • If both the details are not recorded with the depository or company please enter the member id / folio number in the Dividend Bank details field as mentioned in instruction (iv).

(vii) After entering these details appropriately, click on “SUBMIT” tab. (viii) (viii) Members holding shares in physical form will then directly reach the Company selection screen.

However, members holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

(ix) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

(x) Click on the EVSN for the “Auroma Coke Limited” on which you choose to vote. (xi) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option

“YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

(xii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details. (xiii) After selecting the resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will

be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

(xiv) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote. (xv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting

page. (xvi) If a demat account holder has forgotten the login password then Enter the User ID and the image

verification code and click on Forgot Password & enter the details as prompted by the system. (xvii) (xvii) Shareholders can also cast their vote using CDSL’s mobile app m-Voting available for android

based mobiles. The m-Voting app can be downloaded from Google Play Store. Apple and Windows phone users can download the app from the App Store and the Windows Phone Store respectively on or after 30th June 2016. Please follow the instructions as prompted by the mobile app while voting on your mobile.

(xviii) Note for Non – Individual Shareholders and Custodians • Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to www. evotingindia.com and register themselves as Corporates. • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk. [email protected]. • After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on. • The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote. • A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

VI. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www. evotingindia.com, under help section or write an email to [email protected].

VII. If you are already registered with CDSL for remote e-voting then you can use your existing user ID and password/PIN for casting your vote.

VIII. You can also update your mobile number and e-mail id in the user profile details of the folio which may be used for sending future communication(s).

IX. The voting rights of members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date of 21st September, 2019.

X. Any person, who acquires shares of the Company and become member of the Company after dispatch of the notice and holding shares as of the cut-off date i.e. 21st September, 2019, may obtain the login ID and password by sending a request at [email protected] or [email protected] or [email protected] However, if you are already registered with CDSL for remote e-voting then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/ Password” option available on www.evotingindia.com.

XI. A member may participate in the AGM even after exercising his right to vote through remote e-voting but shall not be allowed to vote again at the AGM.

XII. A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting at the AGM through ballot paper.

XIII. Ms. Dipika Srivastav, Practicing Company Secretary (Membership No. A28526 / CP No. 13305) has been appointed as the Scrutinizer for providing facility to the members of the Company to scrutinize the voting and remote e-voting process in a fair and transparent manner.

XIV. The Chairman shall, at the AGM, at the end of discussion on the resolutions on which voting is to be held, allow voting with the assistance of scrutinizer, by use of “Ballot Paper” for all those members who are present at the AGM but have not cast their votes by availing the remote e-voting facility.

XV. The Scrutinizer shall after the conclusion of voting at the general meeting, will first count the votes cast at the meeting and thereafter unblock the votes cast through remote e-voting in the presence of at least two

Auroma Coke Limited

witnesses not in the employment of the Company and shall make, not later than three days of the conclusion of the AGM, a consolidated scrutinizer’s report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who shall countersign the same and declare the result of the voting forthwith.

XVI. The Results declared alongwith the report of the Scrutinizer shall be placed on the website of CDSL immediately after the declaration of result by the Chairman or a person authorized by him in writing.

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 Item No. 3 and 4 The tenure of Mr. Alok Kumar Sawa and Abhishek Kumar Chhapolika, both Independent Director has ended on 31st March, 219. The Board of Directors of the Company has re-appointed Mr. Alok Kumar Sawa and Abhishek Kumar Chhapolika as Independent Director for a second term of five consecutive years with effect from 1st April, 2019 subject to approval of members of the Company. Therefore, the Board seeks your consent for the confirmation of the appointment of Mr. Alok Kumar Sawa and Abhishek Kumar Chhapolika as independent directors as stated above. Mr. Alok Kumar Sawa and Abhishek Kumar Chhapolika are to be considered as interested in passing of the respective Resolutions as Resolutions relate to their appointment. None of the other Directors and KMPs and their relatives are concerned or interested financially or otherwise in passing of these Resolutions.


Place : Kolkata Prashant Tulsyan Date : 14.8.2019 Whole-time Director INFORMATION REQUIRED TO BE FURNISHED UNDER REGULATION 36 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 IN RESPECT OF DIRECTORS SEEKING APPOINTMENTS/ RE-APPOINTMENTS

Name of the Director Mr. Alok Kumar Sawa Mr. Abhishek Kumar Chhapolika

Mrs. Vibha Tulsyan

DIN 00617726 06954451 00419784

Date of Birth 12.12.1972 27.07.1988 14.03.1976

Date of Appointment 29.09.2008 26.08.2014 20.11.2014

Qualification B. Com. (H), LLB Chartered Accountant B. Com.

Expertise in specific functional area Legal, Financial Consultancy

Accountancy and Taxation Administration

Directorship held in other listed entities

Nil Nil Nil

Chairman/Membership of Committees of other Listed entities(includes only Audit Committee and Stakeholders’ Relationship Committees)

Nil Nil Nil

Shareholding as on 31.3.2019 Nil Nil 22900

Relationship with any Director of the company

Nil Nil Relative to Prashant Tulsyan

Auroma Coke Limited

DIRECTORS’ REPORT To

The Members, Your Directors have pleasure in presenting 26th Annual Report and the Audited Financial Results on the operations of the Company for the financial year ended on 31st March, 2019. FINANCIAL SUMMARY (Rs. in Lacs)

2018-19 2017-18

Total Income 2459 1824

Total Expenditure 2284 1586

Profit/(Loss) before Interest, Depreciation and Tax 175 238

Less: (1) Finance Cost 119 164

(2) Depreciation 41 39

Profit before exceptional items 15 35

Exceptional Items 731 -

Profit/(Loss) before Tax 746 35

Provision for Taxation 219 12

Profit/(Loss) after Tax 527 23

Amount carried to Balance Sheet 219 23

Review of operations During the year under review, the Company generated Total Income of Rs. 2458 lacs against Rs. 1824 lacs. However, Despite higher volume of sales the PBIDT was lower at Rs. 174 lacs as against Rs. 238 lacs in the previous year. The lower PBIDT is attributable to higher cost of raw material during the year. During the year, the Company had won arbitration proceedings against Steel Authority of India Ltd. and recognized a claim of Rs. 10.92 crores as extra ordinary income. The Company further, written off sundry balances which has been netted off from the Income from exceptional items. DIVIDEND The Board does not recommend any dividend for the year under review.

OTHER DISCLOSURES FOR THE YEAR UNDER REVIEW (A) The Company has not issued any securities. (B) Board of Directors:-

a) There has not been any change No changes in the Directors and Key Managerial Personnel has occurred. ---Mrs. Vibha Tulsyan (DIN : 00419784) retires by rotation and being eligible offers herself for reappointment. b) The Independent Directors viz. Abhishek Kumar Chhapolika and Alok Kumar Sawa have submitted their declarations of independence as required pursuant to section 149 (7) of the Companies Act, 2013 stating that they meet the criteria of of independence laid down in Section 149 (6) of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. c) The Board has met four times during the financial year on 1.6.2018, 14.8.2018, 14.11.2018 and 14.2.2019. d) The Board evaluates the performance of the Board, its committees and all individual directors every year. e) Board of Directors has formulated a risk management policy for the company. The Board has been addressing various risks impacting the company including identification of elements of risk, if any which in the opinion of the Board may threaten the existence of the company.

(C) Nomination and Remuneration Committee sec 178(1) (D) Audit Committee :- The Audit Committee of the Board is composed of three directors viz. Mr. Abhishek Kumar

Chhapolika, Mr. Alok Kumar Sawa and Mr. Prashant Kumar Tulsyan.

There is no such recommendation of the Audit Committee which has not been accepted by the Board during the period under review.

(E) (F) There are no frauds reported by the Auditors under Section 143 (12) of the Companies Act, 2013 committed by its

officers or employees. (G) The Company has not accepted or renewed any Public Deposits, as defined under provisions of Chapter V of the

Companies Act, 2013. (H) The provisions of Section 135 relating to corporate social responsibility are not applicable to the Company. (I) No material changes and commitments affecting the financial position of the Company occurred between the end of

financial year to which this financial statement relates and the date of this report. (J) The Company has in place adequate internal financial controls with reference to the financial statements. During the

year under review, such controls were tested and no material weakness in the design and operation was observed. (K) No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern

status and company’s operations in future. DIRECTORS’ RESPONSIBILITY STATEMENT Pursuant to the requirements under Section 134(3) of the Companies Act, 2013 with respect to Directors’ Responsibility Statement in respect of the financial year ended 31st March, 2019, your Directors hereby confirm and 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, if any; 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 profits of the company for the same period;

Auroma Coke Limited

c) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 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; e) they have devised proper systems to ensure compliance with the provisions of all applicable laws and these are adequate and are operating effectively. f) they had laid down internal financial controls and that such internal financial controls are adequate and were operating effectively. AUDITORS The present tenure of M/s Chhaparia & Associates, Chartered Accountants statutory auditors of the Company is upto the Annual General Meeting of the Company for the year 2022. AUDITORS’ REPORT The Auditors’ Report does not state any adverse observation or qualification which requires Board’s explanation.

SECRETARIAL AUDIT REPORT According to the provision of section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Secretarial Audit Report submitted by Ms. Dipika Srivastav, Company Secretary in Practice is annexed. OBSERVATION IN THE SECRETARIAL AUDIT REPORT - Non-appointment of Company Secretary and Chief Financial Officer. The Company has since made appointments of Chief Financial Officer and Company Secretary. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO Information required under section 134(3) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, are given hereunder.

(A) Conservation of Energy: Steps taken on conservation of energy: The Company gives major emphasis for conservation of energy. The efficiency of Energy Utilization at each plant is monitored at the Corporate level every quarter in order to achieve effective conservation of energy. Capital investment on energy conservation equipments: Nil

(B) Technology absorption: The Company has not imported any technology for production of goods. The Company has long been using indigenously developed technology for the production process. The expenditure incurred on research and development – Rs. Nil

(C) Foreign exchange earnings and outgo : Foreign Exchange earning Rs. Nil, Foreign Exchange outgo Rs. Nil.

RELATED PARTY TRANSACTIONS Related party transactions that were entered during the financial year were on an arm’s length basis and were in the ordinary course of business. There were no materially significant related party transactions with the Company’s Promoters, Directors, Management or their relatives, which could have had a potential conflict with the interests of the Company. SUBSIDIARY, JOINT VENTURE AND ASSOCIATE The Company does not have any subsidiary, joint venture or associate. EXTRACT OF ANNUAL RETURN The extract of the Annual Return as at 31st March, 2019 in Form MGT – 9 is annexed. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements. CORPORATE GOVERNANCE REPORT The Disclosure of corporate governance details in the Annual Report is not applicable to the Company pursuant to Clause 15 (2) of SEBI (LODR) Regulations, 2015 since the paid-up equity share capital and net worth of the company does not exceed Rs. 10.00 crore and Rs. 25.00 crore respectively as at the end of the previous financial year. APPRECIATION Your Directors wish to place on record their appreciation of the support and co-operation received from the employees, customers, suppliers, bankers, lenders, investors and Government bodies.


Place : Kolkata Prashant Tulsyan Date : 14.8.2019 Whole-time Director

Auroma Coke Limited

Form No. MR-3 SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2019

Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To the Members of Auroma Coke Limited I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Auroma Coke Limited (hereinafter called the company). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my Opinion thereon. Based on my 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 my/our opinion, the company has, during the audit period covering the financial year ended on 31st March, 2019 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: I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2019 according to the provisions of: (i) The Companies Act, 2013 (the Act) and the rules made there under;.

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws Framed there under ;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to extent of Foreign Direct

Investment, Overseas Direct Investment and External Commercial borrowings

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992

(‘SEBI Act’):-

(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 (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; (e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (f) 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; (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;

I/we have also examined compliance with the applicable clauses of the following: (i) Secretarial Standards issued by The Institute of Company Secretaries of India. (ii) The Listing Agreements entered into by the Company with the Stock Exchange(s), ;

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above subject to the following observations:

(1) The Company has failed to appoint certain Key Managerial Personnel like company secretary and chief financial

officer as per provisions of the Companies Act, 2013. (2) The Company has failed to comply or complied with delay certain filing requirements and to obtain compliance report

under the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.

I/we further report that 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. 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. Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes. I further report that 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.

I further report that during the audit period the company has taken no action which has a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above

Date: 14.8.2019 Deepika Srivastav Practicing Company Secretary Membership No. A28526 / CP No. 13305

Auroma Coke Limited

FORM NO. MGT – 9

EXTRACT OF ANNUAL REPORT As on Financial Year ended 31.03.2019

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

I REGISTRATION AND OTHER DETAILS

CIN L23101WB1993PLC060154

Registration Date 17.9.1993

Category-Sub Category of the Company Public company limited by shares

Address of the Registered Office & Contact details “Shantiniketan”, 8 Camac Street, Suit No. 706, Kolkata – 700017. Phone : 033-22822310

Whether listed company Listed

Name, Address & Contact details of the Registrar & Share Transfer Agent, if any.

Niche Technologies Pvt. Ltd. 3A, Auckland Place, 7th Floor, Room No. 7A & 7B Kolkata - 700 017 Phone : 033-2280 6616/17/18, Fax : 033-2280 6619

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)

Name and Description of the main products/ services

NIC Code of the Product/ services % to total turnover of the Company

Coal & Coke 27040030 100%

III PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES

Name & Address of the Company

CIN/ GLN Holding/ Subsidiary/ Associate

% of shares held Applicable Section

No Holding, Subsidiary or Associate company

Not Applicable Not Applicable Not Applicable Not Applicable

Auroma Coke Limited

IV SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAK-UP AS % TO TOTAL EQUITY)

A) Category wise share holding.

Category of Shareholders

No. of Shares held at the beginning of the year

No. of Shares held at the end of the year % Change during the year

Demat Physical Total % of Total Shares

Demat Physical Total % of Total Shares

A. PROMOTERS

(1) Indian

a) Individual / HUF 987482 0 987482 15.627 987482 0 987482 15.627 0.000

b) Central Government

c) State Government

d) Bodies Corporate 585612 0 585612 9.268 585612 0 585612 9.268 0.000

e) Banks / Financial Institutions

f) Any Other

Sub-total (A)(1) 1573094 0 1573094 24.895 1573094 0 1573094 24.895 0.000

(2) Foreign 0 0 0 0.000 0 0 0 0.000 0.000

Sub-total (A)(2) 0 0 0 0.000 0 0 0 0.000 0.000

Total Shareholding of Promoter (A) = (A)(1)+(A)(2) 1573094 0 1573094 24.895 1573094 0 1573094 24.895 0.000

B. PUBLIC SHAREHOLDING

(1) Institutions

a) Mutual Funds 0 250000 250000 3.956 0 250000 250000 3.956 0.000

b) Banks / Financial Institutions 14300 0 14300 0.226 14300 0 14300 0.226 0.000

Sub-total (B)(1) 14300 250000 264300 4.183 14300 250000 264300 4.183 0.000

Non-Institutions

a) Bodies Corporate

i) Indian 1160866 1139600 2300466 36.406 1160666 779600 1940266 30.706 -5.700

ii) Overseas 0 0 0 0 0 0 0 0 0

b) Individuals

i) Individual shareholders holding nominal share capital upto Rs 1 lakh 277737 250607 528344 8.361 294518 243607 538125 8.516 0.155

ii) Individual shareholders holding nominal share capital in excess of Rs 1 l 91271 1476800 1568071 24.816 103900 1836800 1940700 30.713 5.897

(2) c) Others Specify

1. NRI 37323 42200 79523 1.258 16776 41700 58476 0.925 -0.333

2. Overseas Corporate Bodies

3. Foreign Nationals

4. Clearing Members 4802 0 4802 0.076 3639 0 3639 0.058 -0.018

5. Trusts 300 0 300 0.005 300 0 300 0.005 0.000

6. Foreign Bodies - D.R.

Sub-total (B)(2) 1572299 2909207 4481506 70.922 1579799 2901707 4481506 70.922 0.000

Total Public Shareholding (B) = (B)(1)+(B)(2) 1586599 3159207 4745806 75.105 1594099 3151707 4745806 75.105 0.000

Shares held by Custodian for GDRs & ADRs 0 0 0 0 0 0 0 0 0

GRAND TOTAL (A+B+C) 3159693 3159207 6318900 100.000 3167193 3151707 6318900 100.000 0.000

Auroma Coke Limited

B) Shareholding of Promoters

Sl No.

Shareholder's Name Shareholding at the beginning of the year

Shareholding at the end of the year

% of change in

shareholding during the year

No. of Shares

% of total shares of the company

% of Shares

Pledged/encumbered to total shares

No. of Shares

% of total shares of the company

% of Shares Pledged/encumbered to total shares

1 ACM FINVESTS PVT. LTD. 231200 3.659 0.000 231200 3.659 0.000 0.000

2 ANAMIKA TULSYAN 24100 0.381 0.000 24100 0.381 0.000 0.000

3 NIRMALA TULSYAN 71000 1.124 0.000 71000 1.124 0.000 0.000

4 NISHA TULSYAN 121600 1.924 0.000 121600 1.924 0.000 0.000

5 PRASHANT TULSYAN 154800 2.450 0.000 154800 2.450 0.000 0.000

6 RAJIV TULSYAN 52800 0.836 0.000 52800 0.836 0.000 0.000

7 RANJANA TULSYAN 78400 1.241 0.000 78400 1.241 0.000 0.000

8 SANJEEV KUMAR TULSYAN 113982 1.804 0.000 113982 1.804 0.000 0.000

9 SMART DEALERS PVT. LTD. 235512 3.727 0.000 235512 3.727 0.000 0.000

10 SRS HOTEL PRIVATE LTD 118900 1.882 0.000 118900 1.882 0.000 0.000

11 VAIBHAV TULSYAN 98000 1.551 0.000 98000 1.551 0.000 0.000

12 VIBHA TULSYAN 22900 0.362 0.000 22900 0.362 0.000 0.000

13 VIMAL KUMAR TULSYAN 249900 3.955 0.000 249900 3.955 0.000 0.000

T O T A L 1573094 24.895 0.000 1573094 24.895 0.000 0.000

C) Changes in Promoters share holding : There has not been any changes in the Promoters share holding

D) Share holding Pattern of top ten shareholders other than Directors, Promoters, holders of ADRs and GDRs)

Sl. No.

For Each of the Top 10 Shareholders

Shareholding at the beginning of the

year

Cumulative Shareholding during

the year

No. of shares

% of total shares of the

company

No. of shares

% of total shares of the

company

1 BANK OF INDIA A/C BOI MUTUAL FUND

a) At the Begining of the Year 250000 3.956

b) Changes during the year [NO CHANGES DURING THE YEAR]

c) At the End of the Year 250000 3.956

2 DOLPHIN RESIDENCY PRIVATE LIMITED




3 GAURAV TULSYAN




4 GURUKRIPA DEALERS PVT. LTD.




Auroma Coke Limited

5 MOHMAD HAIDER ALI


b) Changes during the year

Date Reason

30/03/2019 Transfer 185000 2.928 185000 2.928


6 NAVIN K. TULSYAN




7 PRECIOUS MINERAL TECHNO PVT. LTD.




8 SARANYA PROJECTS PVT LTD.




9 SUBHLABH PROJECTS PVT. LTD.




10 VISHWAKARMA TECHNO PRIVATE LIMITED




11 ZEBRA COMMERCIAL PVT. LTD.

a) At the Beginning of the Year 360000 5.697

b) Changes during the year

Date Reason

30/03/2019 Transfer -360000 5.697 0 0.000


T O T A L 2740500 43.370 2565500 40.600

E) Share holding of Directors and Key Managerial Personnel

Sl. No.

Name Shareholding at the beginning of the year

Cumulative Shareholding during

the year

No. of shares

% of total

shares of the

company

No. of shares

% of total

shares of the

company

1 PRASHANT TULSYAN




Other Directors and Key Managerial Personnel don’t hold any equity shares of the company.

Auroma Coke Limited

V) INDEBTNESS Indebtness of the Company including interest outstanding but not due for payment

Secured Loans excluding deposits

Unsecured Loans

Deposits Total Indebtness

Indebtness at the beginning of the Financial Year

i) Principal Amount 848 149 Nil 997

ii)Interest due but not paid Nil Nil Nil Nil iii) Interest accrued but not due Nil Nil Nil Nil Total (i+ii+iii) 848 149 Nil 997

Changes in Indebtness during the Financial Year

Addition Nil Nil Nil Nil

Reduction 36 139 Nil 175

Net Change (-) 36 (-)139 Nil (-) 175

Indebtness at the end of the Financial Year

i) Principal Amount 812 10 Nil 822

ii)Interest due but not paid Nil Nil Nil Nil

iii) Interest accrued but not due Nil Nil Nil Nil

Total (i+ii+iii) 812 10 Nil 822

VI) REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Prashant Tulsyan (Whole-time Director)

a) Salary Rs. 8,70,000

b) Perquisites Nil

c) Stock Options Nil

Remuneration to Non-executive Director : Rs. 15,000/- each paid to Mrs. Vibha Tulsyan, Mr. Alok Kumar Sawa, Mr. Abhishek Kumar Chhapolika – Non-executive Directors of the Company for attending meetings of the Board of Directors. VII) Penalties / Punishment/ Compounding of offences There has been no case of Penalties / Punishment/ Compounding of offences under the Companies Act, 2013 during the year against the Company, its Directors and Officers.

AUDITORS’ REPORT To The Members of Auroma Coke Limited Report on the Audit of Standalone Financial Statements Opinion We have audited the standalone financial statements of Auroma Coke Limited (‘the Company’), which comprise the Balance Sheet as at 31st March, 2019, the Statement of Profit and Loss for the year ended on that date, the Cash Flow Statement for the year ended on that date, the Statement of Changes in Equity and Notes to the Financial Statements including a summary of significant accounting policies and other explanatory information. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India of the state of affairs of the Company as at 31st March, 2019, its Profit for the year ended on that date and its cash flows for the year ended on that date. Basis for Opinion We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 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. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. We have determined that there are no key audit matters to communicate in our report.

Auroma Coke Limited

Information other than the Standalone Financial Statements and Auditors’ Report thereon The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Board’s Report including the Annexures to the Board’s Report, but does not include the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report such fact. We have nothing to report in this regard. Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements 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 standalone 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 Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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. In preparing the financial statements, the Board of Directors is 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. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process. Auditor’s Responsibility for the Audit of the Standalone Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements 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 of 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 of users taken on the basis of these financial statements. 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 of material misstatement of the financial statements, 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 of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate

in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related

disclosures made by management.

• Conclude on the appropriateness of management’s use of 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 statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of 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 of the financial statements, including the disclosures, and

whether the financial statements 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 of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance 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. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in

Auroma Coke Limited

extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor’s Report) Order, 2016 (‘the Order’), issued by the Central Government of India in

terms of sub-section (11) of section 143 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give, in the Annexure A, a statement on the matters specified in paragraph 3 and 4 of the Order.

2. As required by section 143 (3) of the Act, we report that: a. We have sought and obtained all the information and explanations, which to the best of our knowledge and belief

were necessary for the purposes of our audit;

b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c. The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement comply with the Ind AS specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e. On the basis of the written representations received from the directors as on 31st March, 2019, and taken on record by the Board of Directors, none of the directors are disqualified as on 31st March, 2019, 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, we attach herewith a report on the same 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) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial statements;

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.

For Chhaparia & Associates Chartered Accountants

FRN : 322169E

(Subhash Kumar Baid) Partner

Membership No. 064917 Place : Kolkata Dated : The 30th day of May, 2019.

ANNEXURE A TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in Paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

i. In respect of its fixed assets :

(a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As per information and explanations given to us, a substantial portion of fixed assets were physically verified by the management during the year and in our opinion, the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

Auroma Coke Limited

(c) As per information and explanations given to us, the title deeds of the Immovable Properties are held in the name of the company except for the following which is not held in the name of the company.

Total No. of Cases Leasehold/Free Hold

Gross Block as at 31.03.2019

Net Block as at 31.03.2019

Remarks

5 Free Hold Rs.19,68,950/- Rs.19,68,950/- The Title Deeds of these Lands are in the name of erstwhile partnership firm Auroma Coke Manufacturers

ii. In respect of its inventories :

(a) As explained to us, the inventories were physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

(b) In our opinion and according to information and explanations given to us, the procedures of verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

(c) As explained to us, the inventories were physically verified by the management and an independent professional firm during the year. In our opinion, the frequency of verification is reasonable. The discrepancies noticed on verification between the physical stock and the book records were not material and have been properly dealt with in the accounts.

iii. The company has not granted any loans to firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013 (“the Act”), except granting of unsecured loans to the bodies corporate covered in the register maintained under section 189 of the Act. On the basis of information and explanation given to us, we report that:

a) The terms and conditions of such loans are not prejudicial to the company’s interest. b) There is no stipulation regarding repayment of principal and interest and they are repayable on demand, and the

company is receiving the principal and interest as and when demanded. Accordingly, paragraph 3(iii)(b) of the Order is not applicable to the company.

c) There are no overdue amounts for more than ninety days in respect of the loans granted to the bodies corporate listed in the register maintained under section 189 of the Act.

iv. In our opinion and according to the information and explanations given to us, the provisions of section 185 and section 186 of the Act are not applicable to the loans, investments, guarantees and securities made by the company, if any. Hence, clause 3(iv) is not applicable to the Company.

v. The Company has not accepted any deposits from the public within the meaning of the provisions of section 73 to 76 of the Companies Act, 2013 and rules made there under. Hence clause 3(v) of the Order is not applicable to the Company.

vi. In our opinion and according to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under section 148 (1) of the Act. Hence, clause 3(vi) of the said Order is not applicable to the Company.

vii. In respect of statutory dues:

Auroma Coke Limited

(a) We have been informed that the company is generally regular in depositing undisputed statutory dues including provident fund, employee’s state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues to the appropriate authorities, wherever applicable, though there has been a slight delay in a few cases and non-payment in three cases as mentioned subsequently. There are no arrears of outstanding liabilities as at the end of the year for a period of more than six months from the date they became payable, except in case of Sales Tax Rs. 1.00 lacs, Electricity Duty Rs. 0.55 lacs and Income tax Rs. 0.64 lacs. However, Income tax demand has been adjusted by the authorities out of refunds.

(b)

(c)

There are demands in respect of sales tax dues, which are disputed by the company but the said demands have been adjusted by the department from the input credit available with them. The company is yet to file revision petition / appeals in respect of demands adjusted from input credit or claim for input credit not admitted amounting to Rs. 23.56 lacs with the appropriate authorities for the year 2006-07 to 2010-11.

According to the records of the Company and information and explanations given to me, the following are the particulars of unpaid disputed statutory demands :

Name of the Statutes

Nature of the Dues

Amount (`) Period to which the amount

relates(A.Y.)

Forum where dispute is pending

JVAT Act,2005 Tax & Penalty 43.76 2007-08 Appellate Authorities





viii. Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of

dues to any bank or government. Company has no debenture holder or any fi nancial institutional borrowing during the year.

ix. The Company has not raised any money during the year by way of initial public offer or further public offer or term loans. Hence, clause 3(ix) of the said Order is not applicable to the Company.

x. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we have neither come across any instances of material fraud on or by the Company, noticed or reported during the year, nor have been informed of such case by the management.

xi. In our opinion and according to the information and explanations given to us, the managerial remuneration paid or provided by the Company during the year has been so paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V of the Act.

xii. The company is not a Nidhi company. Hence, clause 3(xii) is not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to us, the transactions entered into by the Company with related parties are in compliance with section 177 and 188 of the Act where applicable and the details have been disclosed in the Financial Statements, as required by the Accounting Standards.

xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Hence, clause 3(xiv) of the said Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with directors or persons connected with him/her. Hence, clause 3(xv) of the said Order is not applicable to the Company.

xvi. In our opinion and according to the information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence, clause 3(xvi) of the said Order is not applicable to the Company.

For Chhaparia & Associates

Chartered Accountants FRN : 322169E

(Subhash Kumar Baid) Partner

Membership No. 064917 Place : Kolkata Dated : The 30th day of May, 2019.

Auroma Coke Limited

AUROMA COKE LIMITED

ANNEXURE B TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in Paragraph 2(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

We have audited the internal financial controls over financial reporting of Auroma Coke Limited (“the Company”) as of 31st March, 2019 in conjunction with our audit of the financial statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls 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 Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We have 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. Meaning of Internal Financial Controls 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. Inherent Limitations of Internal Financial Controls Over Financial Reporting 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 31st March, 2019, 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.

For Chhaparia &

Associates Chartered Accountants

FRN : 322169E (Subhash Kumar Baid)

Partner Membership No. 064917

Place : Kolkata Dated : The 30th day of May, 2019

Auroma Coke Limited

BALANCE SHEET AS AT 31ST MARCH, 2019

Particulars Note No.

Amount in Rupees

As at 31st March

2019

As at 31st March

2018

ASSETS

Non-Current Assets

(a) Property, Plant & Equipment 1 96732174 102082039

(b) Capital Work-in-Progress

0 1587892

(c) Intangible Assets 2 16167 16167

(d) Financial Assets

(i) Investments 3 380100 380100

(e) Other Non Current Assets 4 40139189 46870715

(f) Deferred Tax Assets(net) 5 0 9966990

Current Assets

(a) Inventories 6 49244349 95312150

(b) Financial Assets

(i) Trade Receivable 7 232878368 126687667

(ii) Cash and cash equivalents 8 1581013 2210746

(iii) Loans 9 25885994 21263810

`Other Financial Assets 10 81465 157465

(c) Other Current Assets 11 46639361 45817493

TOTAL ASSETS 493578180 452353233

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 12 66251500 66251500

(b) Other equity 13 56357415 3692207

Liabilities

Non-Current Liabilities

(a) Financial Liabilities

(i) Borrowings 14 220954163 220000000

(B) Deferred Tax Liabilities (net) 5 4268343 0

(c) Other Non-Current Liabilities 15 21562649 21486312

Current Liabilities

(a) Financial Liabilities

(i) Borrowings 16 81194192 99703333

(ii) Trade Payables 17 6996849 6964832

(iii) Other Financial Liabilities 18 1860802 5733305

(b) Other Current Liabilities 19 26419893 22373744

(c) Provisions 20 7712376 6148000

TOTAL EQUITY AND LIABILITIES 493578180 452353233

Significant Accounting Policies

Notes forming part of the Financial Statements

In terms of our report of even date annexed

For Chhaparia & Associates For and on behalf of the Board

Chartered Accountants

FRN: 322169E

(Subhash Kumar Baid) Prashant Tulsyan - Whole-time Director

Partner Alok Sawa - Director

Membership No. 064917

Shatrughan Jaiswal - Chief Financial Officer

Nidhi Murarka - Company Secretary

Place : Kolkata

Dated : The 30th day of May, 2019

Auroma Coke Limited

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH 2019 Amount in Rupees

Particulars

Note No. As at 31st March As at 31st March

2019 2018

I Income

Revenue from Operations 21 237121544 171272003

Other Income 22 8741419 11187095

Total Income (I) 245862963 182459098

II Expenses

Cost of Materials Consumed 23 142777752 88128322

Purchase of stock-in-trade 11267589 8247054

Changes in inventories of finished goods, Stock-in-

Trade and work-in progress

24 22619649 17937043

Excise Duty on sales 0 1878175

Employee Benefits Expense 25 4764279 4402199

Finance Costs 26 11858973 16460617

Depreciation Expense 1 4125511 3921874

Other Expenses 27 46951828 37993146

Total Expenses (II) 244365579 178968429

III Profit/(loss) before Exceptional items & tax (I-II) 1497383 3490669

IV Add : Exceptional Item 73115533 0

V Profit/(loss) before tax (III-IV) 74612916 3490669

VI Tax Expense :

Current Tax 15366751 665147

Less: MAT Credit Entitlement -7654375 -665147

7712376 0

Deferred Tax 14235333 1168110

Earlier Years 0 0

Net Tax Expense 21947709 1168110

VII Profit/(loss) for the Year (V-VI) 52665207 2322559

VIII Other Comprehensive Income 0 0

IX

Total Comprehensive Income for the period

(VII+VIII) 52665207 2322559

X Paid-up equity share capital(Face Value of '10 each) 6318900 6318900

XI

Reserves/other equity (other than revaluation

reserve) 0 0

XII Earnings Per Equity Share (F. V. of ` 10/- each) :

Basic 8.33 0.37

Diluted 8.33 0.37

Significant Accounting Policies Notes forming part of the Financial Statements

In terms of our report of even date annexed For Chhaparia & Associates For and on behalf of the Board

Chartered Accountants FRN: 322169E


Partner

Alok Sawa - Director

Membership No. 064917 Shatrughan Jaiswal - Chief Financial Officer



Auroma Coke Limited

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31ST MARCH 2019 (Amount in Rupees)

Particulars 2018-2019 2017-2018

A. Cash Flow from Operating Activities

Profit Before Tax 74612916

3490669

Adjustments for :

Depreciation and Amortization Expense 4125511

3921874

Finance Costs 10772280 13485278

Loss / (Profit) on sale of Assets (7277470) (8211755)

Operating Profit Before Working Capital Changes 82233237 12686065

Movements in Working Capital :

(Increase) / Decrease in Inventories 46067801

47632170

(Increase) / Decrease in Trade Receivables (106190701)

(9414759)

(Increase) / Decrease in Advances & Other Receivables (80826) (20344288)

Increase / (Decrease) in Other Liabilities 249983 6079852

Increase / (Decrease) in Trade Payable 32017 -215445

Cash Generated from / (used in) Operations 22311510

36423594

Direct Taxes Paid (net of refunds) 419682

-2975340

Net Cash flow from / (used in) Operating Activities 22731192 33448254

B. Cash Flow from Investing Activities

Purchases of Fixed Assets / Capital work-in-progress (2135305) (94525)

Loans and Advances Given (4622184) 5127655

Proceeds from Sale of Fixed Assets 10637129 10598000

Interest Received 1086693 2975339

Net Cash from / (used in) Investing Activities 4966333 18606469

C. Cash Flow from Financing Activities

Finance Cost (10772280)

(13485278)

Increase / (Decrease) in Term Loans 954163

(20500456)

Increase / (Decrease) in Unsecured Loans (18509141) (16397551)

Net Cash from / (used in) Financing Activities (28327257) (50383285)

Net Increase / (Decrease) in Cash and Cash Equivalents (A+B+C) (629733) 1671438

Cash and Cash Equivalents at beginning of the year 2210746

539307

Cash and Cash Equivalents at end of the year 1581013 2210746

Significant Accounting Policies Notes forming part of the Financial Statements

In terms of our report of even date annexed For Chhaparia & Associates For and on behalf of the Board

Chartered Accountants FRN: 322169E


Partner

Alok Sawa - Director

Membership No. 064917 Shatrughan Jaiswal - Chief Financial Officer



Auroma Coke Limited

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2019

Particulars Equity Share Capital

Other Equity

Total Revenue Reserve

Surplus in the Statement of Profit

and Loss

Balance at April 1, 2017 63189000 272626

1097023 64558649

Profit / (Loss) for the year -

-

2322559

2322559

Balance at March 31, 2018 63189000 272626

3419581 66881207

Profit / (Loss) for the year -

-

52665207

52665207

Balance at March 31, 2019 63189000 272626

56084789

119546415

SIGNIFICANT ACCOUNTING POLICIES GENERAL INFORMATION

Auroma Coke Limited (the "Company") is engaged primarily in washing of raw coal and slurry and manufacture of Wash Coal, Middlings,

Slurry, Hard Coke and its various combinations. It is also engaged in trading of above products including coal. The manufacturing plants

are located in India. The Company is a public limited company and its shares are listed on the Bombay Stock Exchange (BSE).

A Basis of Accounting

The accounts have been prepared in accordance with IND AS and Disclosures thereon comply with requirements of IND AS,

stipulations contained in Schedule- III (revised) as applicable under Section 133 of the Companies Act, 2013 read with Rule 7

of the Companies (Accounts) Rules 2014, Companies (Indian Accounting Standards) Rules 2015 as amended form time to

time, MSMED Act, 2006, other pronouncement of ICAI, provisions of the Companies Act and Rules and guidelines issued by

SEBI as applicable. 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 revised Schedule – III to the Companies Act, 2013.

B Use of Estimates

IND AS enjoins management to make estimates and assumptions related to financial statements, that affect reported amount

of assets, liabilities, revenue, expenses and contingent liabilities pertaining to the year. Actual result may differ from such

estimates. Any revision in accounting estimates is recognized prospectively in the period of change and material revision,

including its impact on financial statements, is reported in the notes to accounts in the year of incorporation of revision.

C Recognition of Income and Expenses

a) Sales are measured at the fair value of consideration received or receivable. Sales recognized is net of Goods and Service tax,

intermediary sales, rebates other indirect taxes and discount.

b) Other incomes have been recognized on accrual basis in financial statements except for cash flow information.

D Earnings Per Share

Basic Earnings per share is calculated by dividing the net profit for the period attributable to equity shareholders by the

weighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit for the period attributed to equity shareholders and

the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity

shares.

E Property, Plants and Equipments

These tangible assets are held for use in production, supply of goods or services or for administrative purposes. These are

recognized and carried under cost model i.e. cost less accumulated depreciation and impairment loss, if anywhich is akin to

recognition criteria under erstwhile GAAP.

a) Cost includes freight, duties, taxes and other expenses directly incidental to acquisition, bringing the asset to the location and

installation including site restoration up to the time when the asset is ready for intended use. Such Costs also include

Borrowing Cost if the recognition criteria are met.

b) When a major inspection/repair occurs, its cost is recognized in the carrying amount of the plant and equipment as a

replacement if the recognition criteria are satisfied. Any remaining carrying amount of the costof previous inspection/repair is

derecognized.

c) Depreciation has been provided on straight line method in terms of expected life span of assets as referred to in Schedule II of

the Companies Act, 2013.

d) The residual value and useful life is reviewed annually and any deviation is accounted for as a change in estimate.

Components relevant to fixed assets, where significant, are separately depreciated on straight line basis in terms of their life

span assessed by technical evaluation in item specific context.

e) For New Projects, all direct expenses and direct overheads (excluding services of non-exclusive nature provided by employees

in Company’s regular payroll) are capitalized till the assets are ready for intended use.

f) During sales of fixed assets any profit earned / loss sustained towards excess / shortfall of sale value vis-à-vis carrying cost of

assets is accounted for in statement of profit & loss.

Auroma Coke Limited

g) For old property, plant and equipment under development, any discard on account of failure to complete the development of

the corresponding property, plant and equipment has been charged off to the Statement of Profit and Loss.

F Intangible Assets

a) Intangible Assets are initially recognized at :-

1) In case the assets are acquired separately then at cost

2) In case the assets are acquired in a business combination then at fair value.

3) In case the assets are internally generated then at capitalized development cost subject to satisfaction of criteria of

recognition (identifiability, control and future economic benefit) laid down from clause 11 to 17 of IND AS 38.

Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated

impairment loss. Research costs are recognized as expense in the period in which it is incurred.

b) Intangible assets with finite useful life are assessed for impairment whenever there is an indication that the intangible assets

may be impaired. Intangible assets with infinite useful life including goodwill are tested for impairment annually.

c) Intangible assets with finite useful life are amortized over the useful economic life on a straight line basis. In case of Patents

and Trade Marks the useful life is taken to be 10 years and in case of Software, the useful life is taken as 5 years.

G Inventories

Inventories are valued at the lower of cost or net realizable value. Cost includes purchase price, duties, transport & handing

costs and other costs directly attributable to the acquisition and bringing the inventories to their present location and

condition.

The basis of determination of cost remains as follows:

a) Raw material, Packing Material; Moving Weighted Average Basis.

b) Stores & spares: at standard cost which approximates the cost.

c) Work-in-progress: Cost of input plus overhead upto the stage of completion.

d) Finished Goods: Cost of input plus appropriate overhead.

H Investments

Investments are valued at amortised cost since they are held within a business model whose objective is to hold the asset in

order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash

flows that are solely payments of principal and interest on the principal amount outstanding.

I Impairment of Non-Financial Assets

a) An asset is deemed impairable when recoverable value is less than its carrying cost and the difference between the two

represents provisioning exigency.

b) Recoverable value is the higher of the ‘Value in Use’ and fair value as reduced by cost of disposal.

c) Test of impairment of PPE, investment in subsidiaries /associates / joint venture and goodwill are undertaken under Cash

Generating Unit (CGU) concept. For Intangible Assets and Investment Properties it is undertaken in asset specific context.

d) Test of impairment of assets are generally undertaken based on indication of impairment, if any, from external and internal

sources of information outlined in para 12of Ind AS-36. .

Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at

the end of each reporting period.

J Borrowing Costs

Borrowing cost that are directly attributable to the acquisition, construction, or production of a qualifying asset are capitalized

as a part of the cost of such asset till such time the asset is ready for its intended use or sale. Borrowing cost consist of

interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing costs also includes

exchange differences to the extent regarded as an adjustment to the borrowing costs.A qualifying asset is an asset that

necessarily requires a substantial period of time to get ready for its intended use or sale. All other borrowing cost are

recognized as expense in the period in which they are incurred.

K Provisions, Contingent Liability and Contingent Assets

Disputed liabilities and claims against the company including claims raised by fiscal authorities (e.g. SalesTax, Income Tax

Excise etc.) pending in appeal / court for which no reliable estimate can be made and or involves uncertainty of the outcome

of the amount of the obligation or which are remotely poised for crystallization are not provided for in accounts but disclosed

in notes to accounts.However, present obligation as a result of past event with possibility of outflow of resources, when

reliable estimation can be made of the amount of obligation, is recognized in accounts in terms of discounted value, if the time

value of money is material using a current pre-tax rate that reflects the risk specific to the liability.

No contingent asset is recognized but disclosed by way of notes to accounts.

L Employee Benefits

Short-term employee benefits like provident fund, employees state insurance etc. are recognised as an expense at the

undiscounted amount in the Statement of Profit and Loss for the year in which the related service is rendered.

M Income Tax & Deferred Tax

The liability of company on account of Income Tax is computed considering the provisions of the Income Tax Act, 1961.

Deferred tax is provided using balance sheet approach on temporary differences at the reporting date as difference between

the tax base and the carrying amount of assets and liabilities. Deferred tax is recognized subject to the probability that

taxable profit will be available against which the temporary differences can be reversed.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is

Auroma Coke Limited

realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the

reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other

comprehensive income or in equity).

Deferred tax assets and deferred tax liabilities are off set if a legally enforceable right exists to set off current tax assets

against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Deferred tax liabilities are not recognised for temporary differences between the carrying amount and tax bases of

investments in subsidiaries and interest in joint arrangements where the Company is able to control the timing of the reversal

of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets are not recognised for temporary differences between the carrying amount and tax bases of investments

in subsidiaries, and interest in joint arrangements where it is not probable that the differences will reverse in the foreseeable

future and taxable profit will not be available against which the temporary difference can be utilised.

N Contingent Liabilities

Contingent Liabilities & Commitments are not provided for and are disclosed in notes attached to the accounts.

NOTES FORMING PART OF THE FINANCIAL STATEMENTS NOTE – 1

Amount in Rupees

PROPERTY, PLANT AND EQUIPMENT

PARTICULARS Land Shed & Building

Plant and Equipment

Furniture & Fixtures Computers Vehicles Total

GROSS BLOCK

As At 1-April-2017 61248122 8250207 116566802 3159416 1792879 13297002 204314428

Additions during the year 0 0 46830 19427 28268 0 94525 Deductions during the year 2386245 0 0 0 0 0 2386245

As At 31-March-2018 58861877 8250207 116613632 3178843 1821147 13297002 202022709

Additions during the year 0 0 691266 0 150602 1293437 2135305 Deductions during the year 3359659 0 0 0 0 0 3359659

As At 31-March-2019 55502218 8250207 117304898 3178843 1971749 14590439 200798355

DEPRECIATION

As At 1-April-2017 0 2452891 78045796 2516131 1671080 11332898 96018796

Charge for the year 0 181921 2961655 293132 24044 461122 3921874

As At 31-March-2018 0 2634812 81007451 2809263 1695124 11794020 99940670

Charge for the year 0 175750 3043478 179828 116623 609832 4125511

As At 31-March-2019 0 2810562 84050929 2989091 1811747 12403852 104066181

NET BLOCK

As At 31-March-2018 58861877 5615395 35606181 369580 126023 1502982 102082039

As At 31-March-2019 55502218 5439645 33253969 189752 160002 2186587 96732174

Net Carrying amount

As At 1st-April-2017 61248122 5797316 38521006 643285 121799 1964104 108295632

As At 31st-March-2018 58861877 5615395 35606181 369580 126023 1502982 102082039

As At 31st-March-2019 55502218 5439645 33253969 189752 160002 2186587 96732174

Notes

The block of land includes, land held in the name of the erstwhile Partnership firm Auroma Coke Manufacturers and is yet to be registered in the name of the Company.

NOTE – 2 INTENGIBLE ASSETS

31st March, 2019

31st March, 2018

Computer Software :

Gross Block :

As at the beginning of the year 323329 323329

Additions during the year - -

323329 323329

Accumulated Depreciation:

As at the beginning of the year 307162 307162

Additions during the year 0 0

307162 307162

Net Carrying Amount 16167 16167

Auroma Coke Limited

NOTE – 3 NON-CURRENT INVESTMENTS

31st March, 2019

31st March, 2018

Investments measured at amortised cost :

(a) Investments in Mutual Funds (Unqouted):

SBI Infrastructure Bond (No. of units: 10,000; FV- '10) 100000 100000

(b) Gold 280100 280100

TOTAL 380100 380100

Market Value as at the end of the year

(a) Investments in Mutual Funds (Unqouted):

SBI Infrastructure Bond (No. of units: 10,000; FV- '10) 100000 100000

(b) Gold 317030 304080

TOTAL 417030 404080

NOTE – 4 OTHER NON-CURRENT ASSETS

31st March, 2019

31st March, 2018

(Unsecured, considered good)

Security Deposits 11065331 11165331

Advance for Capital Assets 23182680 23946614

Bank deposits (including interest accrued) 2987684 2834942

Income Tax Advances (net of provisions) 2903494 8923828

40139189 46870715

NOTE – 5 DEFERRED TAX ASSETS/ (LIABILITY) (Net)

31st March, 2019

31st March, 2018

Unsecured, considered good

Deferred tax assets 83460 13971341

Deferred tax liabilities 4351803 4004351

Deferred tax assets/(liabilities) (net) (4268343) 9966990

NOTE – 6 INVENTORIES (Valued at lower of cost and net realisable value)

31st March, 2019

31st March, 2018

Raw Materials 23345452 46793604

Finished Goods (including scrap) 25898897 48518546

49244349 95312150

NOTE – 7 TRADE RECEIVABLE Unsecured, considered good

31st March, 2019

31st March, 2018

Trade Receivable 232878368 126687667

232878368 126687667

NOTE – 8 CASH AND BANK BALANCES Cash and Cash Equivalents:

31st March, 2019

31st March, 2018

Balances with Banks

In Current Accounts 460925 1100753

Cash in Hand 1120088 1109993

1581013 2210746

Auroma Coke Limited

NOTE – 9 CURRENT LOANS Unsecured, considered good

31st March, 2019

31st March, 2018

Loans to related parties 0 383535

Loans to others 25885994 20880275

25885994 21263810

NOTE – 10 OTHER FINANCIAL ASSETS Unsecured, considered good

31st March, 2019

31st March, 2018

Security Deposits 70000 157465

Other Receivables 11465 0

81465 157465

NOTE – 11 OTHER CURRENT ASSETS Unsecured, considered good

31st March, 2019

31st March, 2018

Advance to Vendors 38402981 24917354

Other Receivables* 7211103 19737648

Advance to employees 661250 654350

Prepaid Expenses 364027 508141

46639361 45817493

* Includes input credit of GST, Sales Tax,VAT etc.

NOTE – 12 EQUITY SHARE CAPITAL

31st March, 2019

31st March, 2018

Authorised : 80,00,000 (P.Y. 80,00,000) Equity Shares of Rs. 10 each 80000000 80000000 220000 (P,Y. 220000) Preference Shares of Rs.1000 each 220000000 220000000

300000000 300000000

Issued, Subscribed & Fully Paid-up :

63,18,900 (P.Y. 63,18,900) Equity Shares of Rs. 10 each 63189000 63189000

63189000 63189000

Share Forfeiture

Equity Share Forfeited (amount originally paid) 3062500 3062500

3062500 3062500

Total Share Capital 66251500 66251500

(a) Terms / Rights attached to Equity Shares

Equity Shares:

Each equity share is entitled to dividend as proposed by the board of directors. Every share is having one vote. In case of winding up, the share holder is entitled to distribution in equal proportion of balance remaining after payment to all creditors.

(b) Details of Shareholders holding more than 5 % shares in the Company

Equity Shares of ` 10 each fully paid-up 31st March, 2019 31st March, 2018

Name of the Shareholders No. of shares % No. of shares

%

Zebra Commercial Private Limited 0 0.00% 360,000 5.70%

Auroma Coke Limited

NOTE – 13 OTHER EQUITY RESERVES AND SURPLUS

31st March, 2019

31st March, 2018

General Reserve 272626 272626

Surplus in the Statement of Profit and Loss :

Opening Balance 3419581 1097023

Add : Profit for the year 52665207 2322559

Closing Balance 56084789 3419581

Total 56357415 3692207 NOTE – 14 LONG TERM BORROWINGS Unsecured, at amortised cost: 31st March,

2019 31st March, 2018

Other Loans

Finance Lease Obligations 954163 0 Preference Shares 220000000 220000000

220954163 220000000

Preference Shares are redeemable as per term of the Issue.

NOTE – 15 OTHER NON-CURRENT LIABILITY

31st March, 2019

31st March, 2018

Advance received against Sale of Capital Assets 20630996 20458000 Creditors for Capital Goods 931653 1028312

21562649 21486312

NOTE – 16 SHORT TERM BORROWINGS Unsecured, at amortised cost:

31st March, 2019

31st March, 2018

Bank Overdraft 81002087.64 84819543.61

Current Maturities of Finance Lease Obligations 192104 0

From Related Parties 0 14883789

81194191.64 99703332.61

Overdraft facility from State Bank of India is secured by (a) The overdraft facility, repayable in fixed term by variable monthly installments, is secured by hypothecation of entire

stocks, receivables, advance payment and other current assets. They are secured by equitable mortgage of specified land of the company and relative of directors, personal guarantee of two directors of the company and their three relatives.

(b) The Bank Guarantee limits sanctioned by bank are secured by hypothecation of entire stocks, receivables, advance

payment and other current assets, plant & machinery of the company.

NOTE – 17

TRADE PAYABLES 31st March, 2019

31st March, 2018

Dues to Micro and Small Enterprises 0 0

Others 6996849 6964832

6996849 6964832

NOTE – 18 OTHER CURRENT FINANCIAL LIABILITY

31st March, 2019

31st March, 2018

Statutory Liabilities 1195091 5196540

Payable to Employees 665711 512765

Payable to Directors 0 24000

1860802 5733305

Auroma Coke Limited

NOTE – 19 OTHER CURRENT LIABILITY

31st March, 2019

31st March, 2018

Advance from Customers 26365700 22319551

Interest Payable 54193 54193

26419893 22373744

NOTE – 20 SHORT TERM PROVISIONS

31st March, 2019

31st March, 2018

For Income Tax (net of advances) 7712376 6148000

7712376 6148000

NOTE – 21 REVENUE FOR OPERATIONS

31st March, 2019

31st March, 2018

Sale of Products (a )Finished Goods 234090501 168135496

(b) Traded Goods 2679823 1835006

(c) Scrap 0 444220

Other Operating Revenue 351220 857281

237121544 171272003

NOTE – 22 OTHER INCOME

31st March, 2019

31st March, 2018

Interest Income on Loan 1086693 2975339.39

Profit on Sale of Capital Assets 7277470 8211755.373

Other Non-Operating Income 377256 0

8741419 11187094.76

NOTE – 23 COST OF MATERIAL CONSUMED

31st March, 2019

31st March, 2018

Inventory at the beginning of the year 46793604 74516781

Add: Purchases during the year 119329600 60405145

166123204 134921926

Less : Inventory at the end of the year 23345452 46793604

142777752 88128322

NOTE – 24 CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

31st March, 2019

31st March, 2018

Inventories at the beginning of the year :

Finished Goods 48518546 66455589

Inventories at the end of the year :


(Increase) / Decrease in Inventories :


Auroma Coke Limited

NOTE – 25 EMPLOYEES BENEFITS EXPENSES

31st March, 2019

31st March, 2018

Salaries, Bonus & Other Allowances 4741953 4383022

Staff Welfare Expenses 22326 19177

4764279 4402199

NOTE – 26 FINANCE COSTS

31st March, 2019

31st March, 2018

Interest Expense 11858973 16460617

11858973 16460617

NOTE – 27 OTHER EXPENSES

31st March, 2019

31st March, 2018

Other Manufacturing Expenses Coke Breaking & Sizing Expenses 3098000 2678000 Payloader Running & Maintenance Expenses 2675963 1638320 Power Charges 3488756 2696600 Dumper/Tractor Running & Maintenance Expenses 359817 329618 Stores Consumed 590075 344910 Iron Materials 417282 2210180 Generator Running & Maintenance Expenses 346616 265637 Colliery Expenses 3677507 1868447 Repairs to Machineries 138732 125920

14792747 12157632

Other Administrative and Selling Expenses

Advertisement 2585768 4804

Freight & Forwarding Expenses 13440807 11334516

Bank Charges 520054 444251

Commission Paid 1334461 684846

Quality Rebate & Discount allowed 3639477 7492195

Repairs & Maintenance

a) To Building 86281 648037

b) To Vehicles 760195 814705

c) To Others 749560 255041

Legal & Professional Charges 4931269 1976500

Auditors' remuneration:

Audit Fees 900000 7500

Tax Audit Fees 100000 2500

Insurance Premium 80550 185059

Filing Fees 2500 6900

Travelling & Conveyance 145784 128721

Rent, Rates & Taxes 216952 143080

Miscellaneous Expenses 2665423 1706860

46951828 37993146

NOTE – 28 EXCEPTIONAL ITEMS

31st March, 2019

31st March, 2018

Claim Received on Arbitration 73563000 0

Interest Received on Claim Amount 26505062 0

Income on Reimbursement 968513 0

Sundry Balances written off (27921042) 0

73115533 0

NOTE – 29

EARNING PER SHARE 31st March, 2019

31st March, 2018

Net Profit After Tax 52665207 2322559

Add: Extra ordinary Expenses/Income - 0 0

Profit before consideration of Extraordinary items 52665207 2322559

Weighted average number of Equity Shares outstanding 6318900 6318900

Auroma Coke Limited

Basic Earnings Per Share [Face Value of Rs.10 each] 8.33 0.37

Add: Weighted number of potential equity shares on account of Employees Stock Options

0 0

Weighted average number of Equity Shares outstanding [inclusive dilutive ESOP shares outstanding]

6318900 6318900

Diluted Earnings Per Share [Face value of Re. 1 each] 8.33 0.37

NOTE – 30 RELATED PARTY DISCLOSURES As per Ind AS 24, the disclosures of transactions with the related parties are given below: (1) List of related parties and also related parties with whom transactions have taken place and relationships:

Key Managerial Personnel

Mr. Prashant Tulsyan

Mr. Alok Kumar Sawa

Mrs. Vibha Tulsyan

Mr. Abhishek Kumar Chapolika

Ms. Nidhi Murarka

Mr. Shatrugan Jaiswal

Other Related Parties

ACM Fuels Limited

Smart Dealers Private Limited

ACM Finvests Private Limited

Auroma Projects Private Limited

Eastern Firebricks Private Limited

(2) Disclosure of related party transactions:

Rupees in Lakhs

Nature of Transactions 31st March, 2019

31st March, 2018

Sale of Goods

ACM Fuels Limited 0.00 1.46

Purchase of Goods

ACM Fuels Limited 145.83 0.00

Receiving of services:

ACM Fuels Limited 1.58 8.06 ACM Finvests Private Limited 0.18 0.00 Key Managerial Personnel 10.05 9.00

Interest Income

ACM Finvests Private Limited 0.55 0.00

Interest Paid

Smart Dealers Private Limited 3.54 13.88 ACM Finvests Private Limited 0.00 1.35

Loans and Advances Given

ACM Fuels Limited 73.71 6.46 ACM Finvests Private Limited 16.09 0.00 Smart Dealers Private Limited 346.50

Loans and Advances Received Back

ACM Fuels Limited 78.55 41.65 Smart Dealers Private Limited 100.54 0.00

Loans and Advances Taken


Loans and Advances Repaid Back


(3) Outstanding Balances

Loans and Advances Receivables

ACM Fuels Limited 0.00 7.47 ACM Finvests Private Limited 16.09 0.00 Smart Dealers Private Limited 242.77 0.00 Key Managerial Personnel 0.00 4.19

Auroma Coke Limited

Loans and Advances Payables


Trade Receivables

ACM Fuels Limited 0.51 1.51 Eastern Firebricks Private Limited 0.17 0.17

Other Current Liabilities

ACM Fuels Limited 19.25 18.87 Eastern Firebricks Private Limited 4.15 4.15 Auroma Projects Private Limited 0.00 0.07 Key Managerial Personnel 0.00 0.24

NOTE – 31 CONTINGENT LIABILITIES

No provision has been made in respect of following contingent liabilities:-

(a) In respect of VAT input claimed but yet to be allowed for 2006-07 & 2007-08 Rs. 7.99 Lacs (Rs. 7.99 Lacs). In respect of the year 2008-09, the excess demand of Rs. 3.86 lacs (Rs. 3.86 lacs) has been adjusted from the input credit and further input claim of Rs. 1.09 lacs (Rs. 1.09 lacs) has not been allowed. For the year 2009-10 the excess demand of Rs. 1.74 lacs (Rs. 1.74 lacs) has been adjusted from the input credit and further input claim of Rs. 3.92 lacs (Rs. 3.92 lacs) has not been allowed. For the year 2010-11 the excess demand of Rs. 3.12 lacs (Rs. 3.12 lacs) has been adjusted from the input credit and further input claim of Rs. 1.84 lacs (Rs. 1.84 lacs) has not been allowed. In all the above cases the company is in the process of filing revisions / appeals.

(b) For 2011-12 a demand of Rs. 54.45 lacs (Rs. 54.45 lacs) has been raised by after revision imposing interest etc. against which the company has again filed appeal with the appellate authorities.

(c) For 2012-13 a demand of VAT & CST of Rs. 18.02 lacs (NIL) has been raised by disallowing input tax credit on trading sales and for other reasons, against which the company has filed appeal with the appellate authorities.

(d) The Sales Tax Dept. has separately demanded VAT and penalty of Rs. 43.76 lacs (Rs. 43.76 lacs) for 2007-08 and Rs. 2.40 lacs (Rs. 2.40 lacs) for 2008-09 due to certain audit objections for which revision petition has been filed with the appropriate authorities. For 2014-15 also, a demand of Rs. 2.94 lacs (Rs. 2.94 lacs) has been separately raised against which the company has filed appeal with the appropriate authorities.

(e) Unexpired Bank Guarantees outstanding: Rs. 199.11 lacs (Rs. 110.62 lacs).

NOTE – 32 OTHER DISCLOSURES (a) As per information available with the company there are no dues payable to any Medium Small or Medium Enterprises as at 31-03-2019. (b) Balance confirmation certificate in respect of debtors, creditors and other sundry parties has not been received in some cases. (c) CBI has filed a case under various sections of Indian Penal Code alleging diversion of certain coal out of coal purchased by the company under Fuel Supply Agreement from BCCL during the period between 2008 to 2011, causing loss of approx. ` 1.35 crores to BCCL (a PSU). Consequent to filing of FIR by CBI on 22.06.2011, the BCCL (the main supplier of raw material to the company) has arbitrarily suspended supply of coal under FSA to the company w.e.f 24.06.2011 till the matter is decided, which has been challenged by the company before the Hon’ble High Court at Kolkata. Due to suspension of coal supply under FSA by BCCL, the workings of the Company has been severely affected causing unprecedented losses to the Company and also affecting its profitability in future till the suspension of supply under FSA is lifted. However, based on merits of the case the Company has been legally advised that in the above matters the judgment is expected to be in Company’s favour.

NOTE – 33 PREVIOUS YEAR FIGURES

The figures for the previous years have been regrouped and/or reclassified wherever necessary to make them comparable. NOTE – 34 APPROVAL OF FINANCIAL STATEMENTS The Financial Statements were approved for issue by the Board of Directors on 30th May, 2019.

In terms of our report of even date annexed

For Chhaparia & Associates

For and on behalf of the Board

Chartered Accountants

FRN: 322169E

(Subhash Kumar Baid)

Prashant Tulsyan - Whole-time Director

Partner Alok Sawa - Director

Membership No. 064917

Shatrughan Jaiswal - Chief Financial Officer


Place : Kolkata

Dated : The 30th day of May, 2019

Auroma Coke Limited

AUROMA COKE LIMITED CIN: : L23101WB1993PLC060154

Registered Office: Shanti Niketan Building,Suit No. 706

8, Camac Street, Kolkata - 700 017

ATTENDANCE SLIP

Shareholder’s Folio Number/ DP Id No. & Client Id No.

Name of the Shareholder (in block letters)

Number of Shares held

Email:

I hereby record my presence at the 26th Annual General Meeting of the Company to be held at Asha Ceremonial House, 619, Biren Roy Road, Behala Chowrasta, Kolkata – 700008 on Saturday, 28th September, 2019. Name of the Proxy*…………………………………………………………………………………………. (IN BLOCK LETTERS) (To be filled if the Proxy attends instead of Shareholder)

Signature of the Shareholder/Proxy

(Please complete this attendance Slip and hand it over at the entrance of the Meeting Hall)

………………………………………………………………………………………………………………………………………………… AUROMA COKE LIMITED

CIN: : L23101WB1993PLC060154 Registered Office: Shanti Niketan Building,Suit No. 706 8, Camac Street, Kolkata -

700 017

PROXY FORM Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies(Management and Administration) Rules,2014 Name of the Shareholder(s): Registered Address: E-mail id: Folio No./ Dp Id &Client Id No. I/We, being the member(s),holding……………………………………..shares of Auroma Coke Ltd. hereby appoint: (1) Name…………………………………………………………… Address………………………………………………….. E-mail id…………………………………………………………Signature……………………...……… or failing him/her (2) Name…………………………………………………………… Address………………………………………………….. E-mail id…………………………………………………………Signature……………………...……… or failing him/her (3) Name……………………………………………………………Address………………………………………………… E-mail id…………………………………………………………Signature……………………...………………………. as my/ our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 26th Annual General Meeting (AGM) of the Company, to be held on Saturday, 28th September, 2019 at 11.00 a.m. at Asha Ceremonial House, 619, Biren Roy Road, Behala Chowrasta, Kolkata - 700008 and at any adjournment thereof in respect of such resolutions as are indicated below: Resolut

ion No.

Resolutions

1. Consider and adopt Audited Financial Statement, Reports of the Board of Directors and Auditors for year ended 31st March, 2019

2. Re-appointment of Mrs. Vibha Tulsyan as Director liable to retire by rotation. 3. Ratification of Re-Appointment of Mr. Alok Kumar Sawa as Independent Director

4. Ratification of Re-Appointment of Mrs. Abhishek Kumar Chhapolika as Independent Director Signed this……………………………day of …………………………….2019 Member’s Folio/ DP ID- Client ID No……………………………….. Signature of Shareholder(s)………………………….. Signature of Proxy holder(s)………………………………………………………………………………………….. Note:

1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of AGM.

Affix

Revenue

Stamp

Auroma Coke Limited

AUROMA COKE LIMITEDMr. Abhishek Kumar Chhapolika - Non-Executive Director REGISTERED OFFICE Shanti...

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