Reliance Jute 2017 (1) · RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED (2) RELIANCE JUTE MILLS...
Transcript of Reliance Jute 2017 (1) · RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED (2) RELIANCE JUTE MILLS...
21st
ANNUAL REPORT
APRIL 2016 – MARCH 2017
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
BOARD OF DIRECTORS : Shri P. K. Kanoria – Executive Chairman
Shri S. Hada – Managing Director & CEO
Shri P. K. Jain – Independent Director
Dr. P. K. Mookerjee – Independent Director
Shri P. Bhartia – Independent Director
Shri V. K. Chaukhani – Whole-time Director
Smt. Smita Poddar – Non-Executive Director
PRESIDENT (FINANCE)
& COMPANY SECRETARY : Shri S. K. Agarwal
& CFO
REGISTERED OFFICE : Ideal Plaza, South Block, 4th Floor
11/1, Sarat Bose Road, Kolkata-700 020
Phone : (033) 2280 7017/18, Fax: (033) 2280 7016
E-mail: [email protected]
Website: www.reliancejute.com
CIN : L17125WB1996PLC081382
WORKS : Reliance Jute Mills
Bhatpara-743 123
24 Parganas (North), West Bengal
AUDITORS : Singhi & Co.
Chartered Accountants
161, Sarat Bose Road, Kolkata-700 026
REGISTRAR : S. K. Infosolutions Pvt. Ltd.
34/1A, Sudhir Chatterjee Street, Kolkata-700 006
Phone No.: (033) 2219 6797, Fax : (033) 2219 4815
E-mail:[email protected]
BANKER : Punjab National Bank
135, B.R.B.B. Road, Kolkata-700 001
LISTING OF SHARE : The Calcutta Stock Exchange Limited
7, Lyons Range, Kolkata-700 001
CONTENTS
Page No. Page No.
Notice ……………………………………. 2-10 Profit & Loss Account………………... 63
Directors’ Report………………………… 11-52 Cash Flow……………………………... 64
Auditors’ Report…………………………. 53-61 Notes…………………………………... 65-87
Balance Sheet……………………………. 62 Road Map……………………………… 88
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
CIN : L17125WB1996PLC081382
Regd. Office: Ideal Plaza, South Block, 4th Floor
11/1, Sarat Bose Road, Kolkata-700 020
Telephone No. (033) 2280 7017/18
Fax No.: (033) 2280 7016
E~mail: [email protected]
Website: www.reliancejute.com
NOTICE TO THE MEMBERS
Notice is hereby given that the 21st Annual General Meeting of the Members of Reliance Jute Mills
(International) Limited will be held on Thursday, the 14th day of September, 2017 at 4.00 P.M at
Keshari Devi Kanoria Hall, 123, Dr. Meghnad Saha Sarani, (Southern Avenue), Kolkata-700 029 to
transact the following business :
ORDINARY BUSINESS :
1 To receive, consider and adopt the Audited Financial Statements of the Company for the year
ended 31st March, 2017 including the Audited Balance Sheet as at 31st March, 2017, Statement
of Profit & Loss for the year ended on that date, and the Reports of the Auditors and the Board of
Directors thereon.
2. To appoint a Director in place of Shri Vijendra Kumar Chaukhani (DIN: 00309895), who retires
by rotation and being eligible, offers himself for re-appointment.
3. To appoint the Auditors in place of the existing Auditors (who are not eligible to be re-appointed
due to expiry of the maximum permissible tenure as the Auditors of the Company), to fix their
remuneration, and to pass the following Resolution, as an Ordinary Resolution.
“RESOLVED THAT pursuant to the recommendations of the Audit Committee of the Board of
Directors of the Company and in terms of the provisions of Sections 139, 141, 142 and other
applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and Auditors)
Rules, 2014 including amendment(s), statutory modification(s) or re-enactment(s) thereof for the
time being in force, M/s. Jitendra K Agarwal & Associates, Chartered Accountants (ICAI Firm
Registration No. 318086E), be and are hereby appointed the Auditors of the Company, in place
of the retiring Auditors, M/s. Singhi & Co., Chartered Accountants (ICAI Firm Registration No.
302049E), to hold office from the conclusion of this Annual General Meeting until the conclusion
of the Twenty Sixth Annual General Meeting of the Company to be held in the year 2022, subject
to ratification of their appointment by the Members of the Company, if required, at every Annual
General Meeting.”
“FURTHER RESOLVED THAT the Audit Committee of the Board of Directors of the Company
be and is hereby authorized to determine the remuneration and reimbursement of out of pocket
expenses, as may be payable to the Auditors.”
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SPECIAL BUSINESS :
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 the provisions of Section 148 and all other applicable provisions
of the Companies Act, 2013 and Companies (Audit and Auditors) Rules, 2014 (including any
statutory modification(s) or re-enactment thereof, for the time being in force) and any amendment
of such provisions from time to time, subject to the receipt of the order of the Central Government,
M/s. N. Radhakrishnan & Co. (Registration No. 000056), Cost Accountants, appointed by the
Board of Directors of the Company to conduct the Audit of Cost Records of the Company for the
financial year ending 31st March, 2018, be paid a remuneration of Rs.30,000/-(Rupees Thirty
Thousand) only plus applicable taxes and reimbursement of out-of-pocket expenses.”
By Order of the Board
For Reliance Jute Mills (International) Ltd.
S. K. Agarwal
President (Finance) &
Kolkata, the 30th day of May, 2017 Company Secretary
NOTES :
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL 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 PROXY MUST BE DEPOSITED AT THE REGISTERED
OFFICE OF THE COMPANY NOT LESS THAN FORTY EIGHT HOURS BEFORE THE TIME
FIXED FOR THE MEETING.
Pursuant to provisions of Section 105 of the Companies Act, 2013, read with the applicable rules
thereon, a person can act as a proxy on behalf of 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 percent 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 proxy for any
other person of shareholder.
2. Information as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘Listing Regulations’) and the Secretarial Standard on General
Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI), in respect of the
Director seeking re-appointment at the AGM is provided hereunder.
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3. As required under SS-2 issued by the ICSI, a route map, including a prominent landmark, showing
directions to reach the AGM venue is annexed to the Annual Report.
4. Pursuant to Section 113 of the Companies Act, 2013 and Rules framed thereunder, the corporate
members intending to send their authorized representatives to attend the meeting are requested to
send to the Company a certified copy of the Board Resolution authorizing their representative to
attend and vote, on their behalf, at the meeting.
5. The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 in respect
to the Special Business to be transacted at the Meeting is annexed hereto.
6. Pursuant to Section 91 of the Companies Act, 2013 and Rule 10 of the Companies (Management
and Administration) Rules, 2014 read with Regulation 42(5) of the Listing Regulations, the Share
Transfer Books and Register of Members of the Company will remain closed from 9th September,
2017 to 14th September, 2017 (both days inclusive).
7. As per Regulation 40(7) of the Listing Regulations read with Schedule VII to the said Regulations,
for registration of transfer of shares, the transferee(s) as well as transferor(s) shall mandatorily
furnish copy of their Income Tax Permanent Account Number (PAN). Additionally, for securities
market transactions and/or for off market / private transactions involving transfer of shares in
physical mode of listed Companies, it shall be mandatory for the transferee(s) as well as
transferor(s) to furnish copy of PAN Card to the Company / RTA for registration of such transfer
of shares. In case of transmission of shares held in physical mode, it is mandatory to furnish a
copy of the PAN Card of the legal heir(s) / Nominees (s).
8. The Ministry of Corporate Affairs (MCA), Government of India has introduced a ‘Green initiative
in Corporate Governance’ by allowing paperless compliances by the Companies for service of
documents to their Members through electronic mode, which will be in compliance with Section
20 of the Companies Act, 2013and Rules framed thereunder.
In case you have not registered your e-mail Id, please communicate the same to the Company or
RTA at their communication address given in the Annual Report in respect of the shares held in
physical mode or communicate to your DPs concerned in respect of shares held in demat / electronic
mode. Although you are entitled to receive physical copy of the Notices, Annual Reports, etc.
from the Company, we sincerely seek your support to enable us to forward these documents to
you only by e-mail, which help us participate in the Green Initiatives of the MCA and to protect
our environment.
9. This notice is being sent to all the members whose name appears as on 18th August, 2017 in the
register of members or beneficial owners as received from M/s. S. K. Infosolutions Pvt. Ltd., the
Registrar and Transfer Agent of the Company.
A person whose name is recorded in the register of members or in the register of beneficial
owners maintained by the depositories as on 8th September, 2017 (“the Cut off Date”) only
shall be entitled to vote through Remote E-voting and at the AGM. The voting rights of Members
shall be in proportion to their share of the paid-up equity share capital of the Company as on the
Cut off Date.
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10. Members are requested to notify promptly any change in their address to the Company’s Registrars
and Share Transfer Agent, M/s. S. K. Infosolutions Pvt. Ltd. The members are also requested to
send all correspondence relating to Shares, including transfers and transmissions to the above
Registrars and Share Transfer Agent.
11. The facility for making nominations is available for members in respect of the shares held by
them. Nomination Form can be obtained from the Company’s Registered Office.
12. Electronic copy of the Annual Report for the year 2016-17, Notice of the Annual General Meeting
along with Attendance Slip and Proxy Form are being sent to all the members whose E-mail IDs
are registered with the Company/Depository Participants(s) for communication purposes unless
any member has requested for a hard copy of the same. For members who have not registered
their E-mail address, physical copies of the Annual Report for the year 2016-17 is being sent in
the permitted mode.
13. Members desirous of obtaining information in respect of accounts and operations of the Company
are requested to send queries in writing to the Company at the registered office, so as to reach at
least seven days before the date of the meeting so that proper information can be made available
at the meeting.
14. The shares of the Company have been listed at The Calcutta Stock Exchange Limited and Company
has already paid Listing Fees to the said Stock Exchanges for the year 2017-18.
15. Register of Directors and Key Managerial Personnel and their shareholding maintained under
Section 170 of Companies Act, 2013 and Register of Contracts or arrangements in which Directors
are interested maintained under Section 189 of the Companies Act, 2013 will be available for
inspection by the members at the Annual General Meeting.
16. All the documents referred to in the Notice and Explanatory Statement will be available for
inspection by the Members at the Registered Office of the Company between 11.00 a.m. and 1.00
p.m. on all working days from the date hereof upto the date of the Meeting.
17. The voting for the agenda items as mentioned in the Notice shall be done in the following manner:
(i) Members may cast their votes through electronic means by using an electronic voting
system from a place other than the venue of AGM (“Remote E-voting”) in the manner
provided below during the e-voting period mentioned below in Para (18)(C).
(ii) At the venue of AGM, voting shall be done through ballot papers (“Ballot Paper”) and the
members attending AGM who have not casted their vote by Remote E-voting shall be
entitled to cast their vote through Ballot Paper.
(iii) 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 venue of the AGM. If a
Member casts votes through Remote E-voting and also at the AGM, then voting done
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through Remote E-voting shall prevail and voting done at the AGM shall be treated as
invalid.
18. Pursuant to Section 108 of the Companies Act, 2013, read with 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) Regulations, 2015, the Company is pleased to provide facility of
Remote E-voting to all its Members, to enable them to cast their votes on all Resolutions set forth
in this Notice electronically and the business mentioned in the Notice may be transacted through
e-voting. Remote E-voting is optional and not mandatory. The Company has engaged the services
of National Securities Depository Limited (NSDL) for the purpose of providing Remote E-voting
facility to all its Members. The process and manner of Remote E-voting are as under :
A. Instruction for E-voting by Members whose E-mail IDs are registered with the Company/
Depository Participant(s) :
(a) Members whose E-mail addresses are registered with the Company/Depository
Participant(s) will receive an E-mail from NSDL informing the “USER-ID” and
“PASSWORD”.
(b) Open e-mail and open PDF file viz. ‘RJM e-voting.pdf’ with your Client ID No. or
Folio No. as password. The said PDF file contains your user ID and password/PIN
for remote e-voting. Please note that the password is an initial password.
(c) Launch internet browser by typing the URL: https://www.evoting.nsdl.com.
(d) Click on Shareholder – Login.
(e) Enter user ID and password as initial password/PIN noted in step (a) above. Click
Login.
(f) Password change menu appears. Change the password with a new password of your
choice with minimum 8 digits / characters or combination thereof. Note new
password. It is strongly recommended not to share your password with any other
person and take utmost care to keep your password confidential.
(g) Home page of remote e-voting opens. Click on e-voting Active Voting Cycles.
(h) Select “EVEN” (E Voting Event Number) of Reliance Jute Mills (International)
Limited.
(i) Now you are ready for e-voting as Cast Vote page opens.
(j) Cast your vote by selecting appropriate option and click on “Submit” and also
“Confirm” when prompted.
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(k) Upon confirmation, the message “Vote cast successfully” will be displayed.
(l) Once you have voted on the Resolution, you will not be allowed to modify your
vote.
(m) Institutional Members (i.e. other than individuals, HUF, NRI etc.) are required to
send scanned copy (in PDF / JPG Format) of the relevant Board Resolution /
Authority letter etc. together with attested specimen signature of the duly authorised
signatory(ies) who are authorised to vote, to the Scrutinizer through E-mail to
[email protected] with a copy marked to [email protected].
B. Instruction for E-voting by Members whose E-mail IDs are not registered with Company/
Depository Participant(s) or requesting physical copy :
(a) For Members whose E-mail IDs are not registered with the Company/Depository
Participant(s), will be receiving notice of AGM by post.
(b) Initial password is provided on the attendance slip for the AGM.
(c) Please follow all steps from Sl. No. (c) to (m) of (A) above, to cast vote.
Notes :
(i) Login to the e-voting website will be disabled upon five unsuccessful attempts to
key in the correct password. In such an event, you will need to go through the
“Forgot Password” option available on the site to reset the password.
(ii) If you are already registered with NSDL for e-voting then you can use your existing
User ID and password for casting your vote.
(iii) 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).
(iv) Once the vote on a Resolution is cast by a Member, he/she shall not be allowed to
change it subsequently or cast the vote again.
C. E-voting Period
The Remote E-voting period commences on Monday, 11th September, 2017 (9.00 a.m.)
and ends on Wednesday, 13th September, 2017 (5.00 p.m.). During the aforesaid period,
Members of the Company may opt to cast their votes through Remote E-voting. After 13th
September, 2017 (5.00 p.m.) the Remote Evoting facility will be blocked.
D. User ID and Password for the members who became Members after dispatch of AGM
notice :
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Persons who have acquired shares and became members of the Company after dispatch of
the notice of AGM but before the cut off date of 8th September, 2017, may obtain their
user ID and password for e-voting from the Company’s Registrar and Share Transfer Agent
or NSDL.
E. Queries in relation to E-voting:
In case of any queries, you may refer to the “Frequently Asked Questions (FAQs) for
members and e-voting user manual for members” available at the ‘downloads’ section of
www.evoting.nsdl.com. For any further grievance related to the Remote E-voting members
may contact NSDL at the following contact information:
Phone No.: +91 22 24994600/24994738, Toll free no. 1800222990
E-mail ID: [email protected]
19. Members who have not exercised the option of Remote E-voting shall be entitled to participate
and vote at the venue of the AGM on the date of the AGM. Voting at the venue of AGM shall be
done through Ballot Papers and Members attending the AGM shall be able to exercise their
voting rights at the meeting through Ballot Papers. After the agenda item has been discussed, the
Chairman will instruct the Scrutinizer to initiate the process of voting on all the Resolutions
through Ballot Papers. The Ballot Paper/s will be issued to the Shareholders/Proxy holders/
Authorised Representatives present at the AGM. The shareholders may exercise their right of
vote by tick marking (ü) against “FOR” or “AGAINST” as his/her choice may be, on the agenda
item in the Ballot Paper and drop the same in the Ballot Box(es) kept at the meeting hall for this
purpose.
20. Shri Navin Kothari, Company Secretary in practice (Membership No. 5935) of M/s. N. K. &
Associates, Company Secretaries having consented to act as Scrutinizer has been appointed as
Scrutinizer (“Scrutinizer”) for scrutinizing the voting process (Ballot Paper as well as Remote
E-voting) in a fair and transparent manner.
The Scrutinizer shall immediately after the conclusion of voting at the AGM, first count the votes
cast at the AGM by Ballot Papers and thereafter unblock the votes casted through e-voting in the
presence of at least two witnesses not in the employment of the Company. The Scrutinizer shall,
within a period not exceeding three days from the conclusion of the AGM, prepare and present a
consolidated report of the total votes cast in favour or against, if any, to the Chairman of the
Company or a person authorised by him in writing who shall countersign the same.
21. The result of voting (Remote E-voting and the voting at the AGM) on the Resolutions shall be
declared within 3 days from the date of AGM by the Chairman or any person authorised by him
for this purpose. The results declared along with the report of the Scrutinizer shall be placed on
the website of the company i.e. www.reliancejute.com in the investor’s relation section and on
the website of NSDL i.e. www.evoting.nsdl.com immediately after the result is declared and
simultaneously communicated to The Calcutta Stock Exchange Ltd.
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22. Members holding shares in physical form and desirous of making a nomination in respect of their
shareholding in the Company, as permitted under Section 72 of the Companies Act, 2013 or any
statutory re-enactment thereof, are requested to submit the request in prescribed form SH-3 to
the RTA.
INFORMATION RELATING TO THE RE-APPOINTMENT
OF DIRECTORS AT THE AGM
Item No. 2: Re-appointment of Shri Vijendra Kumar Chaukhani (DIN: 00309895) as a Director of
the Company, liable to retire by rotation.
In accordance with the provisions of Section 152 of the Companies Act, 2013, Rules framed thereunder
and the Articles of Association of your Company, Shri Vijendra Kumar Chaukhani, Director is due to
retire by rotation at the ensuing AGM and being eligible, offers himself for re-appointment. The Company
has received necessary disclosures and declarations from Shri Vijendra Kumar Chaukhani under the
Companies Act, 2013 and the Listing Regulations, confirming his eligibility to be re-appointed as a
Director of the Company, liable to retire by rotation.
Shri Vijendra Kumar Chaukhani (Shri. Chaukhani), aged 67 years, is currently the Whole-time Director
of the Company. Shri Chaukhani is Bachelor of Commerce (B. Com.) with more than 45 years of post-
qualification experience in Marketing and has been associated with the Company for the last several
years in various capacities.
There is no inter-se relationship between Shri Chaukhani and other Directors and Key Managerial
Personnel of the Company. Shri Chaukhani holds 20 Nos. of equity shares in the Company.
None of the Directors or Key Managerial Personnel of the Company or their relatives, except Shri
Chaukhani himself, to the extent of his directorship, is concerned or interested financially or otherwise,
in the aforesaid proposed Resolution.
EXPLANATORY STATEMENT PURSUANT TO SECTION 102
OF THE COMPANIES ACT, 2013 :
Item No. 4
The Board of Directors, on recommendation of the Audit Committee, has approved the appointment of
M/s. N. Radhakrishnan & Co., Cost Accountants, as Cost Auditors to conduct the audit of the cost
accounts and cost records maintained by the Company in respect of its products for the financial year
ended 31st March, 2017.
In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies
(Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors has to be ratified by
the Members of the Company. Accordingly, consent of the Members is sought for passing an Ordinary
Resolution as set out at Item No. 4 of the Notice for ratification of the remuneration payable to the Cost
Auditors for the financial year ended 31st March, 2018.
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The Board recommends the approval of the remuneration payable to M/s N. Radhakrishnan & Co., Cost
Accountants for conducting the cost audit and passing of the Resolution set out at Item No. 4 of the
Notice.
None of the Directors or Key Managerial Personnel or their relatives are in any way concerned or
interested in the passing of the Resolutions.
Note : In respect of Item No. 3 of the Notice, following information is provided by way of note as
the item being an Ordinary Business, a statement is not required to be given under Section 102 of
the Companies Act, 2013 :
M/s. Singhi & Co., Chartered Accountants (ICAI Registration No. 302049E), Statutory Auditors of the
Company was appointed as Statutory Auditors of the Company to hold office from the conclusion of the
Annual General Meeting held on 27th September, 2014 until the conclusion of the third consecutive
Annual General meeting on a remuneration to be mutually agreed upon with the Board of Directors
subject to ratification by the members at every Annual General Meeting. The term of its appointment
will expire at the ensuing Annual General Meeting and another auditor is required to be appointed in its
place. The Board of Directors has passed resolution for appointment of M/s. Jitendra K Agarwal &
Associates (Firm Registration No. 318086E), Chartered Accountants as the statutory auditors of the
Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the
26th Annual General Meeting of the Company, to be held in the year 2022 subject to ratification by the
shareholders at every Annual General Meeting.
In view of the above, the Board seeks approval of the members for appointment of M/s. Jitendra K
Agarwal & Associates (Firm Registration No. 318086E), Chartered Accountants as Statutory Auditors
of the Company as above.
By Order of the Board
For Reliance Jute Mills (International) Ltd.
S. K. Agarwal
President (Finance) &
Kolkata, the 30th day of May, 2017 Company Secretary
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Directors’ Report
Dear Members,
Your Directors have pleasure in presenting the 21st Annual Report of the Company together with Audited
Statement of Accounts for the year ended 31st March, 2017.
FINANCIAL RESULTS Year ended
31.03.2017
(Rs.)
During the year before providing for depreciation
and finance costs, there was a surplus of 89,05,937
Out of which, provision has been made for
Finance costs 3,75,28,758
Depreciation 1,47,11,149
Thus there is a deficit of (4,33,33,970)
OPERATIONS AND STATE OF COMPANY’S AFFAIRS
During the financial year 2016-17 production was 28,310 MT as compared to 30,274 MT in the previous
year. Production decreased due to suspension of work from 21st November, 2016 to 9th December,
2016, followed by continuous disturbance of production due to labour trouble during the year under
review. Consequently, profitability of the Company was adversely affected. However, the sales turnover
of the Company increased marginally to Rs.229.33 Crores during the financial year 2016-17 as compared
to Rs. 227.22 Crores during the previous year. During the year under review, the productivity was much
better and there was also reduction in interest cost but due to labour trouble resulting in lower production
in the month of November and December’ 2016 there was a decline in production compared to last year.
It is expected that due to normal monsoon forecast by Met Office in current year too cultivation of jute
crop and consequently, availability of raw jute at reasonable prices coupled with adequate demand of
sacking for packaging of food good is encouraging. Your Company is making all out efforts to focus on
increasing production and improving productivity as well as to diversify its products.
As an effort towards modernization and also to mitigate the shortage of workmen, the Company imported
and installed S4 type Rapier Looms to replace the conventional Shuttle less Looms. Orders for further
fully Automatic Shuttle less Weaving S4A Looms have been placed. The Company has installed ‘Adelphi’
Brand Chinese Flexible Automatic Rapier Looms for production of diversified and value added jute
products. Besides, a programme has been undertaken to renovate Spinning Frame to increase productivity.
Those Spinning Frame which are not in good condition are being replaced by higher capacity modern
43/4” Spinning Machine of 120 Sprindles Bauxter Flyer, Slep Draft System for higher production and
saving in wages cost.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
a) Industry structure and developments :
Jute Industry dates back about one and half century in India and its importance lies in its long
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life. India is a country of farmers and a large number of farmers and workers depend on this
industry for their livelihood. The Government understands the importance of this industry
and that is why it has been taking interminable steps to protect this industry including extension
of the mandatory packaging norms, promotion of jute diversified products like promotion of
jute geo textiles, etc.
Further, it may be worthwhile to note that Indian Roads Congress (IRC) – the apex body of
highway engineers in the country, has recognized certain patterns of jute as geo-textile which
makes it apt for use in road construction. The recognition by IRC is expected to have a positive
impact on the future of the jute industry in India.
The introduction of Jute ICARE Programme by National Jute Board would help in cultivation
of good quality raw jute in good quantity which would ensure regular smooth running of the
Jute Industry.
b) Opportunity and Threats / Risks and Concerns
It is expected that there will be good jute crop during the current year and should augur well
for the Industry going forward, barring unforeseen circumstances. Opportunity also lies in
diversification of products range by installing new generation equipments and innovation of
value added diversified products. Awareness to use eco-friendly, bio-degradable jute goods
across the world will keep jute goods always in demand. Steps taken by the Govt. of India to
assist the jute mills to upgrade old/obsolete machineries and to promote jute diversified
products will provide opportunity to increase market of jute goods.
The following areas of risks and concerns continue to pose threat to Jute Industry.
ü The jute industry is under threat for partial dilution of the mandatory jute packaging order
for 2017-18 for food grain packaging to 80 per cent against 90 per cent now. Union Food
Ministry has recommended 75 per cent for foodgrain and freeing sugar from jute packaging
order. In simple terms, the Jute Packaging Materials (Compulsory Use in Packaging
Commodities) Act 1987 mandates governments to use jute sackings for mandatory food
grain and sugar packaging. It is a matter of concern for the jute industry.
ü Cut throat competition from Bangladesh which continues to enjoy benefits in the form
of lower costs and government subsidies.
ü Import of finished goods from Bangladesh.
ü Increase in wage cost which constitutes high proportion of production costs in a labour
intensive industry.
ü Heavy shortage of workers resulting in lower capacity utilization in the Mills.
c) Segment-wise or Product-wise Performance
Jute goods remain the Company’s only area of business in the year under review, hence requires
no disclosure under AS 17 in respect of business segment.
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d) Outlook
The outlook seem to be satisfactory since there is not any likely to shortage of raw jute and
demand for packaging of food grain will continue to be good.
e) Internal control system and their adequacy
The Company has an adequate system of internal control which not only ensures proper and
timely recording and reporting of transactions but also provide avenue for exercising effective
safe guards over Company’s assets. For this purpose, the Company has appointed independent
Internal Auditors. Observations of internal auditor are circulated to senior management for
their perusal and necessary action. Corrective actions are taken as per requirements. In
consultation with Internal Auditor, the Audit Committee formulates the scope, functioning,
periodicity and methodology for conducting the internal audit.
f) Discussion on Financial Performance with respect to Operational Performance
During the year under review, the performance of the Company did not improve much. Due to
increase in raw jute prices on account of its poor availability in the first part of the financial
year and suspension of work in the months of November, 2016 and December, 2016, the
Company could not increase production much in spite of better productivity.
g) Material Development in Human Resources/Industrial Relations front, including number
of people employed
Industrial relations remained more or less cordial during the year under review although there
was suspension of work in the months of November, 2016 and December, 2016 due to
indiscipline in some section of workers. As on 31st March, 2017, the Company had 5,062
employees.
The Company provides benefits and facilities to deserving staffs. Workers employed at new
scale are imparted with in-house training to bring all round improvement in their working
knowledge and skill.
Collective participation is encouraged at all level and workers are given incentive for good
performance. Labour issues are mostly addressed by negotiations and conciliation.
h) Cautionary Statement
Statement made above in this section of the report with regard to future outlook and performance
is on the basis of prevailing industry scenario and market conditions as envisaged by us.
Actual results may differ materially from those expressed in the statement.
DIVIDEND
Your Directors don’t recommend dividend on equity shares.
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GENERAL RESERVE
The Company has not transferred any amount to the General Reserve during the financial year ended
31st March, 2017 due to loss incurred by the Company during the year under review.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION
BETWEEN END OF THE FINANCIAL YEAR AND DATE OF REPORT
Subsequent to the end of the financial year on 31st March, 2017 till date, there has been no material
change and/or commitment which may affect the financial position of the Company.
CREDIT RATING
During the year under review, CARE Ratings Ltd. (formerly, The Credit Analysis & Research Ltd.) has
reaffirmed the Credit Rating BB– for Fund Based Facilities of the Company.
DIRECTORS
During the year under review, there was no change in the composition of the Board of Directors except
one Independent Director, Shri Prabir Chakravarti who left for his heavenly abode on 5th February,
2017. The Board of Directors placed on record its appreciation for contribution made by Shri Prabir
Chakravarti during his long association with the Company.
Whole-Time Director
Shri Vijendra Kumar Chaukhani, (holding DIN: 00309895) was re-appointed as Whole-time Director
of the Company for a period of 2 years with effect from 1st August, 2016 whose period of office is liable
to determination by retirement of directors by rotation.
Shri Vijendra Kumar Chaukhani, (holding DIN: 00309895) retires from the Board by rotation at the
forthcoming AGM, and being eligible, offers himself for re-appointment.
Executive Chairman
Shri Pawan Kumar Kanoria, (holding DIN: 00305297) was re-appointed as Executive Chairman of the
Company for a further period of 5 (five) years with effect from. 1st April, 2017.
Statement of Declarations Given by Independent Directors
All Independent Directors of the Company have given declarations that they meet the criteria of
Independence as provided in Section 149(6) of the Companies Act, 2013.
Evaluation of the Performance of the Board, its Committee and Individual Directors
Nomination and Remuneration Committee (NRC) of the Board have devised the criteria for evaluation
of the independent directors, the Board and its Committees. The Board has carried out annual evaluation
of its own performance and that of its Committee and individual Directors. More details on the same are
given in Corporate Governance Report.
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Company’s Policy on Directors’ Appointment and Remuneration including criteria for determining
qualifications, positive attributes, independence of Director and other matters
Pursuant to the requirements of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Nomination and Remuneration Committee review the composition
and diversity of the Board and identify persons who are qualified to become directors in accordance
with the criteria laid down by the Board of Directors of the Company. Nomination and Remuneration
Committee recommend to the Board about the appointment/re-appointment of eligible candidates
including their terms of appointment and remuneration. The remuneration policy including criteria for
determining qualifications, positive attributes, independence of a director have been disclosed in the
report on Corporate Governance.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the provisions of Sec. 134(5) of the Companies Act, 2013 and to the best of our knowledge
and belief and according to information and explanation received from the day to day operating
management, your directors state that :
(a) in the preparation of annual accounts, the applicable accounting standards have been followed
along with proper explanation relating to material departures;
(b) the Directors 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 loss of the
Company for that period;
(c) the Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act, for safe-guarding the assets
of the Company and for preventing and detecting fraud and other irregularities;
(d) the Directors have prepared the annual accounts on a going concern basis;
(e) the Directors have laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and are operating effectively; and
(f) there is a proper system to ensure compliance with the provisions of all applicable laws and
that such systems are adequate and operating effectively.
NUMBER OF MEETINGS OF THE BOARD
The Board of Directors met 5 (Five) times during the year under review. More details are available in
the Corporate Governance Report.
KEY MANAGERIAL PERSONEL
There was no change in Key Managerial Personnel (KMP) during the year under review except Shri
Vijendra Kumar Chaukhani who resigned from the post of Chief Financial Officer (CFO) and Shri Shiv
Kumar Agarwal was designated with additional responsibility of Chief Financial Officer (CFO) with
effect from. 9th February, 2017.
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CORPORATE GOVERNANCE
The Corporate Governance Report and certificate from M/s. N. K. & Associates, Practicing Company
Secretaries, certifying compliance of conditions of Corporate Governance as required under Schedule
V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is attached as
Annexure – I which forms part of this report.
STATUTORY AUDITORS
M/s Singhi & Co., Chartered Accountants (ICAI Registration No. 302049E), Statutory Auditors of the
Company was appointed for a consecutive tenure of three years to hold office upto 2017 subject to
ratification by the members in the every Annual General Meeting . The tenure of appointment of the
Statutory Auditors expires at the ensuing Annual General Meeting and they shall not be eligible for re-
appointment due to expiry of the maximum permissible tenure as the Auditors of your Company.
Based on the recommendation of the Audit Committee, your Board at its meeting held on 30th May,
2017 appointed M/s. Jitendra K Agarwal & Associates, Chartered Accountants, (ICAI Firm Registration
No. 318086E), as Statutory Auditors of the Company in place of the retiring Auditors, M/s Singhi &
Co., Chartered Accountants (ICAI Registration No. 302049E), to hold office from the conclusion of the
ensuing Annual General Meeting until the conclusion of the 26th Annual General Meeting to be held in
2022 subject to approval of the Members of the Company at the ensuing Annual General Meeting and
ratification by the Members of the Company every year thereafter, if required.
A certificate from M/s. Jitendra K Agarwal & Associates, Chartered Accountants, (ICAI Firm Registration
No. 318086E), has been received to the effect that they meet the criteria as laid down under Sections
139 and 141 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014, and
also under the provisions of Regulations 33 of the Listing Regulations and are willing to be appointed as
Statutory Auditors of the Company. The proposal for their appointment has been included in the Notice
convening the 21st Annual General Meeting for obtaining approval of the Members of the Company.
SECRETARIAL AUDITOR
A Secretarial Audit was conducted by the Secretarial Auditor, M/s. N. K. & Associates, a firm of Practicing
Company Secretaries, in accordance with the provisions of Sec. 204 of the Companies Act, 2013. The
Secretarial Audit Report in the prescribed format MR-3 is attached as Annexure – II and forms part of
this Report of the Directors. There are no qualifications or observations or remarks made by the Secretarial
Auditor in the Report.
EXTRACT OF THE ANNUAL RETURN
The extract of the Annual Return in Form No. MGT-9 of the Company as provided under sub-section 3
of Section 92 of the Companies Act, 2013 as on 31st March, 2017 is given in Annexure – III forming
part of this report.
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COST AUDITORS
In terms of Section 148 of the Companies Act, 2013 read with rule 14 of the Companies (Audit and
Auditors) Rules, 2014, on the recommendation of Audit Committee the Board of Directors had appointed
M/s N. Radhakrishnan & Co., Cost Accountants (Registration No. 000056), being eligible and having
sought re-appointment, as Cost Auditor of the Company, for a remuneration of Rs. 30,000/- plus applicable
taxes and re-imbursement of out of pocket expenses incurred by them to conduct an audit of the cost
accounting records maintained by the Company for the current financial year beginning from 1st April,
2017 and ending on 31st March 2018 as required in terms of the Companies (Cost Records and Audit)
Amendment Rules, 2015.
As required under Section 148 of the Companies Act, 2013 read with rule 14 of the Companies (Audit
and Auditors) Rules, 2014, the remuneration payable to Cost Auditor is being placed at the ensuing
Annual General Meeting for ratification by the members. M/s N. Radhakrishnan & Co., Cost Accountants
have furnished a declaration as required under Section 141(3)(g) read with Section 148(3) and 148(5)
of the Companies Act, 2013.
As per The Companies (Cost Audit Report) Rules, 2011, the due date for filing the Cost Audit Report
for the previous financial year ended 31st March, 2016 with the Central Government was 30th September,
2016 and the said report was filed by the Cost Auditor within the due date.
QUALIFICATION, RESERVATION OR ADVERSE REMARK IN STATUTORY AUDIT REPORT
AND SECRETARIAL AUDIT REPORT
Qualified opinions by the Statutory Auditors in their Report have been adequately dealt with in the Note
of the Accounts, which is explained hereunder,
The finished goods destroyed by fire were fully insured with the Insurance Company. The Company
received Rs.11,17,81,171/- out of the claim amount of Rs.15,28,61,208/- during the year under review.
Since the Company has filed a case before Kolkata High Court to recover the balance amount of Rs.
4,10,80,037/- and it expects the claim is recoverable, the company will carry out final adjustment after
outcome of the legal case.
The Company has not provided additional bonus liability for the previous year i.e. 2014-15 based on
judicial pronouncement including interim stay order granted for retrospective application of the Act in
case of same industry on similar grounds of which it expects decision in its favour.
Further the Company has planned and also taken several steps which will not only wipe out its losses but
make it profitable and hence the management is confident that it will be able to realize the carry over
deferred tax and MAT Credit Entitlement amount.
There is no qualification, reservation or adverse remark made by the Secretarial Auditor or by the Cost
Auditor for the financial year ended 31st March, 2017.
DEPOSITS
The Company has not accepted any deposits from the public, and as such, there are no outstanding
deposits in terms of the Companies (Acceptance of Deposits) Rules, 2014.
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DISCLOSURE
Following disclosures are made under The Companies (Accounts) Rules, 2014 :
(i) The financial summary or highlights are discussed at the beginning of this report;
(ii) There is no change in the nature of business;
(iii) There is no company which has become or ceased to be the Company’s subsidiary, joint venture
or associate company during the year.
(iv) No significant and material order was passed by the regulators or courts or tribunals impacting
the going concern status and the Company’s operations in future.
LOANS, GUARANTEES AND INVESTMENTS
Particulars of loans and investments made by the Company have been disclosed in the Note No. 2.10
and 2.12 to the Financial Statement.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All the transactions with related parties entered during the year under review were in the ordinary course
of business and on arm’s length basis. Thus, disclosure in Form AOC-2 is not required. Disclosures as
required under Accounting Standard 18 have been made in Note No. 2.28 to the financial statement for
the year ended 31st March, 2017. The Company has not given any loan or advance to its associate
holding or firms/companies in which directors are interested, no disclosure is required to be made as per
Point A(2) to Schedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015.
INFORMATION PURSUANT TO SECTION 134(3) OF THE COMPANIES ACT, 2013
The prescribed particulars of Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo required under Sec. 134(3)(m) read with Rule 8(3) of the Companies (Accounts)
Rules, 2014 is attached as Annexure-IV and forms part of this Report of Directors.
PARTICULARS OF EMPLOYEES
Disclosure in terms of provisions of Section 197(12) of the Companies Act, 2013 read with rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been made in
Annexure – V forming part of this Report.
ESTABLISHMENT OF VIGIL MECHANISM/WHISTLE BLOWER POLICY
The Company has established a vigil mechanism / whistle blower policy. The policy allows intimation
of concern or misconduct made in good faith by affected persons through a written communication.
Audit Committee oversees the vigil mechanism for disposal of the complaint. Direct access to the
Chairperson of the Audit Committee is also allowed in exceptional cases. The vigil mechanism/whistle
blower policy is available on Company’s website www.reliancejute.com
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ANNEXURE FORMING PART OF THIS REPORT OF THE DIRECTORS
The Annexure referred to in this Report and other information which are required to be disclosed are
annexed herewith and form a part of this Report of the Directors :
Annexure Particulars
I. Corporate Governance Report
II. Secretarial Audit Report
III. Extract of the Annual Return in Form MGT-9
IV. Prescribed particulars of Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo
V. Particulars of Employees
APPRECIATION
Your Directors record their sincere appreciation of the dedication and commitment of all employees at
all levels in achieving and sustaining excellence in all areas of the business. Your Directors thank
shareholders, customers, suppliers, bankers and other stakeholders for their continuous support to the
Company.
For and on behalf of the Board
P. K. KANORIA
Ideal Plaza, 11/1, Sarat Bose Road, Chairman
Kolkata, the 30th day of May, 2017 (DIN : 00305297)
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ANNEXURE – I
REPORT ON CORPORATE GOVERNANCE
[Pursuant to Part C of Schedule V of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, “Listing Regulations”]
1. Company’s Philosophy on Code of Governance
Reliance Jute Mills (International) Ltd. firmly believes in the implementation of best practices of
corporate governance so that the company could achieve its corporate goals and further enhance
stakeholders’ value. It has been its endevour to attach a great deal of importance on ensuring
fairness, transparency, accountability and responsibility towards all stakeholders, besides
consistently implementing the best possible practices by providing optimum level of information
and benefits to all the stakeholders.
2. Board of Directors
a. Composition and Category of Directors
The Board of Directors (the Board) consists of 7 (seven) Directors of which there are three
Non-Executive Independent Directors, one is Executive Director belonging to promoter group
(Executive Chairman), one Executive Director (Managing Director & CEO) and one Executive
Director (Whole-time Director) and one Non-Executive Woman Director belonging to
promoter group.
No director is, inter-se, related to any other director on the Board, except Shri Pawan Kumar
Kanoria (Executive Chairman), Shri Sanjay Hada (Managing Director & CEO) and
Smt. Smita Poddar (Director) of the Company.
b. Details of Directors
Shri Pawan Kumar Kanoria was re-appointed as Executive Chairman of the Company w.e.f.
1st April, 2017 for a period of 5 (five) years. He is vested with powers of overall management
of the affairs of the Company subject to the superintendence and guidance of the Board of
Directors. He is also involved in policy planning, vision & strategy and long term development
activities of the Company, besides Corporate Governance and Board co-ordination. He is the
Chairman of the Board of Directors of the Company.
Shri Sanjay Hada is Managing Director & CEO of the Company. He is responsible for
production, purchase and resource management. He is also responsible for and involved for
improving the production and productivity, policy planning, vision & strategy and long term
development activities of the Company.
Shri Vijendra Kumar Chaukhani was re-appointed as Whole-time Director of the Company
with effect from 1st August, 2016. He was also designated as Chief Financial Officer (CFO)
with effect from 5th May, 2015. He has resigned from the office of Chief Financial Officer
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(CFO) with effect from 9th February, 2017. He is responsible for overall marketing work of
the Company.
Shri Vijendra Kumar Chaukhani retires by rotation and being eligible offers himself for
re-appointment. His re-appointment proposal has been incorporated in the item of agenda of
the notice convening the Annual General Meeting.
All Independent Directors have confirmed that they have complied with the Code for
Independent Directors mentioned in Schedule IV of the Companies Act, 2013 and that they
are not disqualified to act as an independent director in compliance with the provisions of
Sec. 149 of the Companies Act, 2013.
c. Declaration on compliance with Code of Conduct
All Directors and Senior Management have adhered to the Code of Conduct of the Company
during the year and have signed declarations of compliance to the Code of Conduct. The
declaration signed by Shri Sanjay Hada, Managing Director & CEO affirming the compliance
of the Code of Conduct by the Board Members and Senior Management is given separately
in the Annual Report.
d. Shareholding of Directors and Key Managerial Personnel
As on 31st March, 2017 following shares of the Company were held by Directors and Key
Managerial Personnel of the Company :
Name Designation No. of shares held
as on 31.03.2017
Shri Pawan Kumar Kanoria Executive Chairman 6,33,436
Smt. Smita Poddar Non-Executive Director 96,400
Dr. Pranab Kumar Mookerjee Independent Director 1,126
Shri Vijendra Kumar Chaukhani Whole-time Director 20
Shri Shiv Kumar Agarwal President (Finance) & 50
Company Secretary
e. Board Meetings, Annual General Meeting and Attendance
During the financial year ended 31st March, 2017, five Board Meetings were held on 6th
May, 2016, 29th July, 2016, 27th September, 2016, 8th November, 2016 and 9th February,
2017.
Maximum time gap between two meetings was less than 120 days. In terms of Schedule V of
the Companies Act, 2013 and Regulation 25(3) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a separate meeting of the independent directors was held
on 31st March, 2017 which was attended by all independent directors.
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The Attendance of the Directors at the Board meetings and the Annual General Meeting and
remuneration paid to them for attending the Board meetings is given below:
Name of Directors No. of Meetings Fees Attendance at
Held AttendedPaid last AGM held
Rs. on 27.09.2016
Shri Pawan Kumar Kanoria 5 5 Nil Yes
Shri Sanjay Hada 5 5 Nil Yes
Shri Vijendra Kumar Chaukhani 5 5 Nil No
Shri Prabir Chakravarti* 5 4 12,000 Yes
Dr. Pranab Kumar Mookerjee 5 4 12,000 No
Shri Pradeep Kumar Jain 5 5 15,000 Yes
Shri Piyush Bhartia 5 2 6,000 Yes
Smt. Smita Poddar 5 4 12,000 No
*Expired on 5th February, 2017.
The Company Secretary is the Secretary of the Board of Directors and attended all meetings
of the Board of Directors.
f. Board Committee
The Board of Directors had already constituted the Audit Committee, Nomination and
Remuneration Committee and Stakeholders Relationship Committee in compliance with the
requirements of the Companies Act, 2013 and Corporate Governance requirements under
Listing Regulations.
The composition, terms of reference, attendance and other details of these Committees are
mentioned later in this Report.
g. Directorships and Committee membership in other Companies
None of the Directors on the Board is a member of more than 10 Committees and Chairman
of more than 5 Committees as specified in Regulation 26(1) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.
Independent Directors don’t serve in more than 7 listed companies.
Directorships and membership of Committees in other Companies held by Directors as on
31st March, 2017 are given below :
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Name of Directors No. of other No. of other Committees*
Directorships Chairmanships/Memberships
Chairman Member
Shri Pawan Kumar Kanoria 1 – –
Shri Sanjay Hada 4 – –
Shri Vijendra Kumar Chaukhani 1 – –
Dr. Pranab Kumar Mookerjee 2 – –
Shri Pradeep Kumar Jain – – –
Shri Piyush Bhartia 2 – 2
Smt. Smita Poddar – – –
*Only Audit Committee, Nomination & Remuneration Committee and Stakeholders
Relationship Committee are considered.
3. Audit Committee
a) Constitution and Composition
The details of composition of the Audit Committee under the provisions of Sec. 177 of the
Companies Act, 2013 and Regulation 18 of the Listing Regulations are as under :
Name of Directors Designation Category
Shri Pradeep Kumar Jain Chairman Independent Director
Dr. Pranab Kumar Mookerjee Member Independent Director
Shri Prabir Chakravarti* Member Independent Director
Shri Sanjay Hada Member Executive Director
*Expired on 5th February, 2017.
b) Terms of Reference
The role and terms of reference of the Audit Committee are in accordance with the provisions
of Section 177 of the Companies Act, 2013 and as specified under Part C of Schedule II of
the Listing Regulations. The role of the Audit Committee includes the following :
• oversight of the listed entity’s financial reporting process and the disclosure of its
financial information to ensure that the financial statement is correct, sufficient
and credible;
• recommendation for appointment, remuneration and terms of appointment of auditors
of the listed entity;
• approval of payment to statutory auditors for any other services rendered by the statutory
auditors;
• reviewing, with the management, the quarterly financial statements and annual financial
statements together with auditor’s report thereon before submission to the board
for approval;
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• reviewing, with the management, the statement of uses / application of funds raised
through an issue (public issue, rights issue, preferential issue, etc.);
• reviewing and monitoring the auditor’s independence and performance, and
effectiveness of audit process;
• approval or any subsequent modification of transactions of the listed entity with related
parties;
• scrutiny of inter-corporate loans and investments;
• valuation of undertakings or assets of the listed entity, wherever it is necessary;
• evaluation of internal financial controls and risk management systems;
• reviewing, with the management, performance of statutory and internal auditors,
adequacy of the internal control systems;
• reviewing the adequacy of internal audit function, if any, including the structure of the
internal audit department, staffing and seniority of the official heading the department,
reporting structure coverage and frequency of internal audit;
• discussion with internal auditors of any significant findings and follow up there on;
• reviewing the findings of any internal investigations by the internal auditors into matters
where there is suspected fraud or irregularity or a failure of internal control systems
of a material nature and reporting the matter to the board;
• discussion with statutory auditors before the audit commences, about the nature and
scope of audit as well as post-audit discussion to ascertain any area of concern;
• to review the functioning of the whistle blower mechanism;
• approval of appointment of chief financial officer after assessing the
qualifications, experience and background, etc. of the candidate;
• carrying out any other function as is mentioned in the terms of reference of the audit.
c) Internal Audit
The Internal Auditor appointed by the Company conducts the internal audit and submit its
report to the Audit Committee on half-yearly basis.
d) Meetings and attendance
During the financial year 4 meetings of the Audit Committee were held on 6th May, 2016,
29th July, 2016, 8th November, 2016 and 9th February, 2017. The Attendance of the Directors
at these Audit Committee meetings and remuneration paid to them is given below:
Name of Directors No. of Meetings Fees Paid
Held Attended Rs.
Shri Pradeep Kumar Jain 4 4 2,000
Shri Sanjay Hada 4 4 –
Shri Prabir Chakravarti* 4 3 1,500
Dr. Pranab Kumar Mookerjee 4 4 2,000
*Expired on 5th February, 2017.
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Representative of the Statutory Auditors was invited to the meeting of the Audit Committee.
Minutes of the Audit Committee are placed before the Board meeting for noting. The Chairman
of the Audit Committee was present at the last Annual General Meeting. The Company
Secretary acts as the Secretary of the Audit Committee meeting and accordingly, Shri Shiv
Kumar Agarwal, President (Finance) & Company Secretary, had attended all these meetings.
4. Nomination and Remuneration Committee
a) Constitution and Composition
The details of composition of Nomination and Remuneration Committee pursuant to the
provisions of Sec. 178 of the Companies Act, 2013 and Regulation 19 of the Listing
Regulations are as under :
Name of Directors Designation Category
Shri Pradeep Kumar Jain Member Independent Director
Dr. Pranab Kumar Mookerjee Member Independent Director
Shri Prabir Chakravarti* Member Independent Director
Shri Piyush Bhartia Member Independent Director
*Expired on 5th February, 2017.
Terms of Reference
The role and terms of reference of the Nomination and Remuneration Committee are in
accordance with the provisions of Section 178 of the Companies Act, 2013 and as specified
under Part D(A) of Schedule II of the Listing Regulations. The role of the Nomination and
Remuneration Committee includes the following :
• formulation of the criteria for determining qualifications, positive attributes and
independence of a director and recommend to the board of directors a policy
relating to the remuneration of the directors, key managerial personnel and other
employees;
• formulation of criteria for evaluation of performance of independent directors and the
board of directors;
• devising a policy on diversity of board of directors;
• identifying persons who are qualified to become directors and who may be
appointed in senior management in accordance with the criteria laid down and
recommend to the board of directors their appointment and removal;
• whether to extend or continue the term of appointment of the independent director on
the basis of the report of performance evaluation of independent directors.
b) Attendance
During the financial year ended 31st March, 2017, 1(one) meeting of the Nomination and
Remuneration Committee were held on 6th May, 2016. The Attendance of Directors at these
Committee meetings and remuneration paid to them are given below :
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Name of Directors No. of Meetings Fees Paid
Held Attended Rs.
Shri Pradeep Kumar Jain 1 1 500
Dr. Pranab Kumar Mookerjee 1 1 500
Shri Prabir Chakravarti* 1 1 500
Shri Piyush Bhartia 1 1 500
*Expired on 5th February, 2017.
c) Remuneration Policy
The Remuneration Policy is available on the Company’s website www.reliancejute.com
5. Remuneration to Directors
a) The Non-Executive Directors are entitled to sitting fees for every meeting of the Board or
Committee thereof attended by them. They are also entitled to commission not exceeding 1%
of the net profits of the Company. The Chairman, Managing Director & CEO and Whole-
time Director don’t receive sitting fees for attending the meetings of the Board or any
Committee thereof.
b) Details of remuneration paid to Non-Executive Directors
Total Remuneration paid to Non-Executive Directors for attending meetings of the Board
and Committees during the year ended 31st March, 2017 is given below :
Name of Directors Sitting Fees Commission Total
(Rs.) (Rs.) (Rs.)
Dr. Pranab Kumar Mookerjee 14,500 – 14,500
Shri Prabir Chakravarti* 14,000 – 14,000
Shri Pradeep Kumar Jain 17,500 – 17,500
Shri Piyush Bhartia 6,500 – 6,500
Smt. Smita Poddar 12,000 – 12,000
*Expired on 5th February, 2017.
c) Details of remuneration paid to Executive Directors
Particulars Shri P. K. Shri S. Hada Shri V. K.
Kanoria (Rs.) (Rs.) Chaukhani (Rs.)
Salary and Allowances 84,00,000 60,00,000 19,57,209
Cont. to Provident Fund 8,40,000 6,00,000 1,44,978
Cont. to Superannuation Fund 1,00,000 1,00,000 1,00,000
Total 93,40,000 67,00,000 22,02,187
The appointment of the Executive Directors is governed by the Articles of Association of the
Company and the resolutions passed by the Board of Directors and the members of the
Company.
All appointments and terms of remuneration are being considered by the Board based on the
recommendation of the Nomination and Remuneration Committee.
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As per terms of appointment, the Company and the Executive Directors have the right to
terminate the appointment by giving one months’ prior notice in writing to the other. There is
no provision for payment of severance fees under the resolutions governing the appointment
of Executive Directors.
The Company has not issued any stock options to its Directors.
None of the Non-Executive Directors except Smt. Smita Poddar, Shri Vijendra Kumar
Chaukhani and Dr. Pranab Kumar Mookerjee hold any share in the Company.
The Company has not entered into any material pecuniary relationship or transactions with
the Non-Executive Directors.
6. Constitution of Stakeholders Relationship Committee
a) Composition
Dr. Pranab Kumar Mookerjee, an Independent Director of the Company, is the Chairman of
the Stakeholders Relationship Committee. The composition of Stakeholders Relationship
Committee is as follows:
Name of Directors Designation Category
Dr. Pranab Kumar Mookerjee Chairman Independent Director
Shri Prabir Chakravarti* Member Independent Director
Shri V. K. Chaukhani Member Whole-time Director
*Expired on 5th February, 2017.
b) Meetings and attendance
During the financial year four meetings of Stakeholders Relationship Committee were held
on 6th May, 2016, 29th July, 2016, 8th November, 2016 and 9th February, 2017. The
Attendance of the Directors at these Stakeholders Committee meetings and fees paid to them
is given below :
Name of Directors No. of Meetings Fees Paid
Held Attended Rs.
Dr. Pranab Kumar Mookerjee 4 4 –
Shri Prabir Chakravarti* 4 3 –
Shri V. K. Chaukhani 4 4 –
*Expired on 5th February, 2017.
c) Scope of Stakeholders Relationship Committee
The Committee deals with various matters relating to redressal of shareholders' and investors'
queries and grievances such as transfers and transmissions of shares, issue of duplicate share
certificates, sub-division and consolidation of certificates, non- receipt of annual reports,
dividend warrants etc.
The Committee also reviews the status of dematerialisation / re-materialisation of shares and
suggest measures for improvement of procedures and systems.
d) Compliance Officer
Shri S. K. Agarwal, President (Finance) & Company Secretary acted as the Secretary to all the
Committees and Compliance Officer of the Company and his contact details are as given below :
Shri Shiv Kumar Agarwal
President (Finance) & Company Secretary
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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Reliance Jute Mills (International) Ltd.
Ideal Plaza, South Block, 4th Floor
11/1, Sarat Bose Road
Kolkata-700 020
Tel. No. : (033) 2280 7017/18, Dir. : 8232018850
Fax No.: (033) 2280 7016
E-mail : [email protected]
e) Pledge of shares
No pledge of shares has been created over the Equity Shares held by the Promoters as on 31st
March, 2017.
f) Details of complaints from shareholders
No. of complaints remaining unresolved as on 01.04.2016 Nil
No. of complaints received during the year Nil
No. of complaints resolved during the year Nil
No. of complaints unresolved as on 31.03.2017 Nil
7. Risk Management Committee
Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, constitution
of Risk Management Committee was made applicable to only top 100 listed entities, determined
on the basis of market capitalisation, as at the end of immediate previous financial year. Since the
Company doesn’t fall under the category of aforesaid listed Companies, it was decided to discontinue
existing Risk Management Committee which was formed by the Board of Directors at its meeting
held on 5th May, 2015. Audit Committee, apart from its existing responsibilities, also monitor the
areas of risks, its assessment and mitigation.
8. General Body Meetings
a) Location and date/time where last three Annual General Meetings (AGM) were held
and No. of Special Resolutions passed :
AGM Relating to Date Time Venue No. of
No. Financial Special
Year Resolutions
passed
18th 31.03.2014 27.09.2014 4.00 PM Keshari Devi Kanoria Hall, 5
123, Dr. Meghnad Saha Sarani
(Southern Avenue), Kolkata-700 029
19th 31.03.2015 28.08.2015 4.00 PM Keshari Devi Kanoria Hall, 3
123, Dr. Meghnad Saha Sarani
(Southern Avenue), Kolkata-700 029
20th 31.03.2016 27.09.2016 4.00 PM Keshari Devi Kanoria Hall, 1
123, Dr. Meghnad Saha Sarani
(Southern Avenue), Kolkata-700 029
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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At the Annual General Meeting held on 27th September, 2014, five Special Resolutions were
passed for (i) increase in remuneration of Shri Pawan Kumar Kanoria, Executive Chairman
of the Company, (ii) for appointment of Shri Sanjay Hada as Managing Director of the
Company for a period of 5 (five) years with effect from 1st January, 2014, (iii) for appointment
of Shri Vijendra Kumar Chaukhani as Whole-time Director of the Company for a period of 2
(two) years with effect from 1st August, 2014, (iv) for determining the maximum limit per
annum of related party transactions by the Company with related parties for a period upto 5
(five) years and (v) for determining the maximum limit for making contribution by the
Company to the charitable and other funds.
At the Annual General Meeting held on 28th August, 2015, three Special Resolutions were
passed for (i) adoption of new Articles of Association in substitution of existing one, (ii)
increase in Authorized Share Capital of the Company and (iii) approval of the members for
issuance of Preference Shares.
At the Annual General Meeting held on 27th September, 2016, one Special Resolution was
passed for appointment of Shri Pawan Kumar Kanoria as Executive Chairman of the Company
for a period of 5 (five) years with effect from 1st April, 2017.
b) Postal Ballot
No Special Resolution was passed during the previous year through postal ballot.
9. Disclosures
a) Details of transactions with related parties have been reported in the Notes to Accounts.
These disclosures are also made for the purpose of Regulation 10(1)(a) of the Securities and
Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,
2011. All the transactions with related parties are at arm’s length basis and there are no
materially significant related party transactions which may have potential conflict with the
interests of the Company at large.
b) There were no instances of non-compliance by the Company or any penalties or strictures
imposed on the Company by Stock Exchange or SEBI or any statutory authority on any matter
related to capital markets during the last three years.
c) The Company has in place an Employee Concern (Whistle Blower Policy) which is also
available on the Company’s website www.reliancejute.com. No personnel have been denied
access to the Audit Committee to lodge their grievances.
d) The Company has made compliance with corporate governance requirements as specified in
Regulations 17 to 27 and clause (b) to (i) of sub-regulation (2) of Regulation 46 read with
Schedule V of Listing Regulations.
All mandatory requirements and all the non-mandatory requirements have appropriately been
complied with except that the Company doesn’t bear the expenses of the Chairman’s Office
and doesn’t send the half yearly financial performance to each household of shareholders
who have not registered their E~mail ID with the Company or the Depository Participants.
e) The Management Discussion and Analysis Report forms a part of the Directors’ Report.
f) No presentations were made to institutional investors and analysts during the year.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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g) The Company doesn’t have any subsidiary.
h) There was no public issue, rights issues or other public offerings during the past five years.
The Company has not issued any GDRs/ADRs/Warrants or any convertible instruments.
i) Plant location of the Company are given separately in the Annual Accounts of the Company
and are also available on the Company’s website www.reliancejute.com
j) The Company has applied for listing of its equity shares with Metropolitan Stock Exchange
of India Ltd. (MSEI).
10. Means of Communication :
a) The quarterly, half yearly and annual financial results of the Company are forwarded to The
Calcutta Stock Exchange Limited (CSE) upon approval by the Board of Directors and are
published in Newspapers in English and Bengali (Regional Language). The financial results
are displayed on the Company’s website www.reliancejute.com. The shareholding patterns
are also displayed on the company’s website on quarterly basis.
b) Shareholders communication including Notices and Annual Reports are being sent to the
E~mail address of Members available with the Company and the Depositories. Annual
Accounts are sent to Members at least 25 days before the date of Annual General Meeting.
c) The Company’s website www.reliancejute.com makes online announcement of Board meeting
dates, results of the meetings, quarterly financial results, announcement of the date of Annual
General Meeting, changes in Directors and other announcements. Copies of Notices and
Annual Reports sent to Shareholders are also available on the website.
d) Address for Communication
All communication regarding share transactions, change of address, bank mandates,
nominations etc. should be addressed to the Registrars and Share Transfer Agents of the
Company at the following address :
S. K. Infosolutions Pvt. Ltd.
34/1A, Sudhir Chatterjee Street
Kolkata-700 006
Tel. No.: (033) 2219 6797
Fax No. : (033) 2219 4815
E~mail : [email protected]
Complaints, if any, may also be addressed to the Company Secretary at the Registered Office
at Ideal Plaza., South Block, 4th Floor, 11/1, Sarat Bose Road, Kolkata-700 020 or sent by
E~mail at [email protected]
11. General Shareholders Information:
a) AGM: Date, Time and Venue : 14th September, 2017 at 4.00 P. M. at Keshari Devi
Kanoria Hall, 123, Dr. Meghnad Saha Sarani (Southern
Avenue), Kolkata – 700 029.
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b) Financial Year : The Financial Year of the Company ended on 31st
March, 2017.
c) Date of Book Closure : From 9th September, 2017 to 14th September, 2017
(both days inclusive).
d) Dividend payment date : No dividend was recommended for declaration for the
year ended 31st March, 2017.
e) Listing of Securities : The Calcutta Stock Exchange Ltd.
7, Lyons Range, Kolkata-700 001
Annual Listing Fees have been paid and all
requirements of the Stock Exchange where the shares
of the Company are listed, including submission of
quarterly reports and certificates, were complied with.
f) Stock Code-Physical : 28387 at The Calcutta Stock Exchange Ltd.
Demat ISIN Number INE297E01016
for NSDL & CDSL
g) Market Price Data (High / Low : Information has been given at the end of Clause 11
during each month in 2016-17)
h) Stock performance of the Company : Such information is not available with the CSE.
in comparison to CSE Sensex.
(April, 2016 to March, 2017)
i) Registrar and Share : M/s. S. K. Infosolutions Pvt. Ltd.
Transfer Agent 34/1A, Sudhir Chatterjee Street
Kolkata-700 006
Tel. No. (033) 2219 6797
Fax No. (033) 2219 4815
E-mail: [email protected]
j) Share Transfer System : Information has been given at the end of Clause 11
k) Distribution of Shareholding : Information has been given at the end of Clause 11
as on 31st March, 2017
l) Dematerialization of shares : As on 31st March, 2017, 76.63% of the Company’s
and liquidity paid-up share capital representing 1984189 shares is
held in dematerialized form.
m) Outstanding GDRs / ADRs / : Not issued
Warrants or any convertible
instruments, conversion date
likely impact on equity
n) Plant location : The Company’s plant is located at :
80, West Ghosh Para Road, Bhatpara-743 123
24, Parganas (North), West Bengal
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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o) Address for correspondence : Reliance Jute Mills (International) Ltd.
CIN: L17125WB1996PLC081382
“VNSS” Business Centre
Ideal Plaza, South Block, 4th Floor
11/1, Sarat Bose Road
Kolkata-700 020
Phone: (033) 2280 7017/18
Fax: (033) 2280 7016
E~mail: [email protected]
Website: www.reliancejute.com
Information in respect of clause 11(g)
Market Price data: High, Low during 2016-17 is given in the table below :
Month / Year High Low
(Rs.) (Rs.)
April, 2016 2.65 2.65
May, 2016 2.65 2.65
June, 2016 2.65 2.65
July, 2016 2.65 2.65
Aug., 2016 2.65 2.65
Sept., 2016 2.65 2.65
Oct., 2016 2.65 2.65
Nov., 2016 2.65 2.65
Dec., 2016 2.65 2.65
Jan., 2017 2.65 2.65
Feb., 2017 2.65 2.65
March, 2017 2.65 2.65
Information in respect of clause 11(j)
Share Transfer System
Share transfers in physical and demat form are processed by the Registrar and Share Transfer
Agent, M/s S. K. Infosolutions Pvt. Ltd. on regular basis. The transfer/transmission of shares are
approved in accordance with the powers delegated by the Board of Directors to the Chairman,
Managing Director & CEO, Whole-time Director and President (Finance) & Company Secretary.
The shares lodged for transfers/dematerialisation are processed within 15 days from the date of
their lodgement, if transfer instruments are found valid and complete in all respects.
As stipulated by SEBI, M/s. N. K. & Associates, a firm of Practicing Company Secretaries, carries
out the secretarial audit to reconcile the total admitted capital in dematerialised form (held with
NSDL and CDSL) and total number of shares in physical form and to confirm that the total listed
and paid-up capital are in agreement with the aggregate number of shares. This audit is carried out
in every quarter and the report is submitted to The Calcutta Stock Exchange Limited.
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Information in respect of clause 11(k)
(a) Distribution of shareholdings as on 31st March, 2017:
Category No. of Percentage No. of Shares Percentage
(No. of shares) shareholders
Upto 500 1448 91.82 163710 6.33
501 – 1000 77 4.88 53908 2.08
1001 – 2000 22 1.40 28530 1.10
2001 – 3000 12 0.76 30628 1.18
3001 – 4000 3 0.20 10608 0.41
4001 – 5000 1 0.06 4582 0.18
5001 – 10000 - - - -
10001 – 50000 3 0.19 82094 3.17
50001 – 100000 7 0.44 552322 21.33
100001 & above 4 0.25 1663108 64.22
Total 1577 100.00 2589490 100.00
(b) Shareholding Pattern as on 31st March, 2017 :
Category No. of Shares Percentage
Promoter/ Promoter Group 1940878 74.95
Financial Institutions/Banks 6386 0.25
Other Corporate Bodies 373938 14.44
General Public 262522 10.14
Non-Resident Individuals 5766 0.22
Total 2589490 100.00
12. CEO/CFO Certification
Shri Pawan Kumar Kanoria, Executive Chairman, Shri Sanjay Hada, Managing Director & CEO,
Shri Vijendra Kumar Chaukhani, Whole-time Director, Shri Pradeep Kumar Jain, Director and
Shri Shiv Kumar Agarwal, Company Secretary & CFO of the Company have provided annual
certification on the financial statements and cash flow statement to the Board as required under
Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
13. Declaration on Compliance of Company’s Code of Conduct
The Board of Directors of the Company have formulated a Code of Conduct applicable to all its members
and Senior Management of the Company incorporating duties of independent directors which has been
posted on the website of the Company www.reliancejute.com. A declaration signed by the Managing
Director & CEO of the Company affirming compliance of the code of conduct by the members of the
Board of Directors and Senior Management of the Company is attached to this report.
14. Corporate Governance Compliance
The Company has complied with the requirements as laid down in the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 for the purpose of ensuring Corporate Governance.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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A certificate to this effect obtained from Shri Navin Kothari of M/s. N. K. & Associates, Company
Secretaries (FCS No. 5935, CP No. 3725) of the Company, has been attached to this Annual Report.
For and on behalf of the Board
P. K. KANORIA
Ideal Plaza, 11/1, Sarat Bose Road Chairman
Kolkata, Dated : 30th May, 2017 (DIN:00305297)
Declaration regarding compliance of Code of Conduct as required under SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015
I hereby declare that all the Board Members and Key Managerial Personnel (including Senior Management
Personnel) of the Company have affirmed compliance with the Company’s Code of Conduct for the
financial year ended 31st March, 2017.
For and on behalf of the Board
Ideal Plaza, S. Hada
11/1, Sarat Bose Road, Managing Director & CEO
Kolkata, the 30th day of May, 2017 DIN:00305476
Chief Executive Officer (CEO) and Chief Financial Officer (CFO) Certification as required under
Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
To
The Board of Directors
Reliance Jute Mills (International) Ltd.
We, the undersigned, in our respective capacities as Managing Director & CEO and Company Secretary
& CFO of Reliance Jute Mills (International) Ltd. (‘the Company’) to the best of our knowledge and
belief certify that :
(a) We have reviewed financial statements and the cash flow statement for the year ended 31st March,
2017 and based on our knowledge and belief, we state that
(i) these statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in
compliance with existing Accounting Standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company
during the year which are fraudulent, illegal or violative of the Company’s Code of Conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting
and have evaluated the effectiveness of internal control systems of the Company pertaining to
financial reporting and we have disclosed to the Auditors and the Audit Committee, deficiencies in
the design or operation of such internal controls, if any, of which we are aware and the steps we
have taken or propose to take to rectify these deficiencies.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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(d) We have indicated to the Auditors and the Audit Committee that –
(i) there have not been any significant changes in internal control over financial reporting during
the year under reference;
(ii) there have not been any significant changes in accounting policies during the year requiring
disclosure in the notes to the financial statements.
(iii) there have not been any instances during the year of significant fraud of which we had become
aware and the involvement therein, if any, of the management or an employee having a
significant role in the Company’s internal control system over financial reporting.
Place: Kolkata S. Hada S. K. Agarwal
Date: 30th May, 2017 Managing Director & CEO Company Secretary & CFO
Practicing Company Secretaries Certificate on compliance with the conditions of Corporate
Governance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
To the Members
Reliance Jute Mills (International) Ltd.
We have examined the compliance of conditions of corporate governance by Reliance Jute Mills
(International) Limited, (the Company) for the year ended 31st March, 2017, as stipulated in SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
The compliance of conditions of corporate governance is the responsibility of the management. Our
examination was limited to procedures and implementation thereof, adopted by the Company for ensuring
the compliance of the conditions of corporate governance. It is neither an audit nor an expression of
opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we
certify that the Company has complied with the conditions of corporate governance as stipulated in the
above mentioned listing agreement.
We have been explained that no investor grievances are pending for a period exceeding one month
against the Company as per the records maintained by the Company.
We further state that such compliance is neither an assurance as to the future viability of the Company
nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.
For N. K. & Associates
Company Secretaries
(NAVIN KOTHARI)
Proprietor
Kolkata FCS No.5935
Dated the 30th day of May, 2017 C. P. No.3725
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ANNEXURE – II
MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2017
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
Reliance Jute Mills (International) Limited
Ideal Plaza, South Block, 4th Floor
11/1 Sarat Bose Road
Kolkata – 700020
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the
adherence to good corporate practices by Reliance Jute Mills (International) 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 Company’s 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
opinion, the company has, during the audit period covering the financial year ended on 31st March,
2017 complied with the statutory provisions listed hereunder and also that the Company has proper
Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the
reporting made hereinafter :
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, 2017 according to the provisions of :
(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to
the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial
Borrowings;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange
Board of India Act, 1992 (‘SEBI Act’):-
a) SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b) SEBI (Prohibition of Insider Trading) Regulations, 2015;
c) SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;
d) SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (Not applicable
to the Company during the Audit Period);
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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e) SEBI (Share Based Employee Benefits) Regulations, 2014 (Not applicable to the
Company during the Audit Period);
f) SEBI (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable to the
Company during the Audit Period);
g) SEBI (Delisting of Equity Shares) Regulations, 2009 (Not applicable to the Company
during the Audit Period);
h) SEBI (Buyback of Securities) Regulations, 1998 (Not applicable to the Company during
the Audit Period);
I have also examined compliance with the applicable clauses of the following :
(i) The Secretarial Standards issued by The Institute of Company Secretaries of India.
(ii) The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
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 observation :
I 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. All appointment was made in compliance of the
provision of the Act. However in case of Independent Directors, the company did not have minimum
required 50% Independent Director during the period from 05.02.2017 onwards till date as per the
Regulation 17(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
since the Company is having an Executive Director.
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, if
any, 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.
For N. K. & Associates
Company Secretaries
(NAVIN KOTHARI )
Proprietor
Place : Kolkata FCS No. 5935
Dated : 29th May, 2017 C P No.: 3725
Note : This report is to be read with our letter of even date which is annexed as ‘Annexure A’ and forms
an integral part of this report.
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ANNEXURE – A
To,
The Members
Reliance Jute Mills (International) Limited
Ideal Plaza, South Block, 4th Floor
11/1 Sarat Bose Road
Kolkata – 700020
My report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the company.
My responsibility is to express an opinion on these secretarial records based on our audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable
assurance about the correctness of the contents of Secretarial records. The verification was
done on test basis to ensure that correct facts are reflected in secretarial records. I believe
that the process and practices, I followed provide a reasonable basis for my opinion.
3. In view of applicable financial laws like direct and indirect tax laws, financial records and
books of accounts being subjected to audit by the Internal Auditor, Statutory Auditor and
Cost Auditor and relying on the reports submitted by the above agencies from time to time, I
have not separately verified the financial records and books of accounts of the company.
4. Where ever required, I have obtained the Management representation about the compliance
of laws, rules and regulations and happening of events etc.
5. The compliance of the provisions of corporate and other applicable laws, rules and regulations,
standards is the responsibility of management. My examination was limited to the verification
of procedure on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company
nor of the efficacy or effectiveness with which the management has conducted the affairs of
the company.
For N. K. & Associates
Company Secretaries
(NAVIN KOTHARI)
Proprietor
Place : Kolkata FCS No. 5935
Dated : 29th May, 2017 C P No.: 3725
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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ANNEXURE – III
FORM No. MGT-9
EXTRACT OF ANNUAL RETURN
as on financial year ended 31st March, 2017
[Pursuant to Sec. 92(3) of the Companies Act, 2013 and Rule 12(1)
of the Companies (Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS
(i) CIN : L17125WB1996PLC081382
(ii) Registration Date : 18th September, 1996
(iii) Name of the Company : Reliance Jute Mills (International) Ltd.
(iv) Category / Sub-Category : Company limited by shares /
of the Company Indian Non-Government Company
(v) Address of the Registered : Ideal Plaza, South Block, 4th Floor
Office and contact details 11/1, Sarat Bose Road
Kolkata-700 020
Tel. No. (033) 2280 7017/18
Fax No. (033) 2280 7016
E-mail : [email protected]
(vi) Whether listed company : Yes. Listed at The Calcutta Stock Exchange Ltd.
(vii) Name, Address and Contact : M/s. S. K. Infosolutions Pvt. Ltd.
details of Registrar and 34/1A, Sudhir Chatterjee Street
Transfer Agent , if any Kolkata-700 006
Tel. No. (033) 2219 6797
Fax: (033) 2219 4815
E-mail : [email protected]
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 :
Sl. Name and Description of NIC Code of the % to total turnover
No. main products/services Products/services of the company
1. Hessian/Decorative 2679 10.66%
2. Sacking 2679 86.46%
3. Yarn 2679 2.88%
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III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
IV. SHARE HOLDING PATTERN (Equity Share Capital Break-up as percentage of Total Equity)
(i) Category-wise Share Holding
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(ii) Shareholding of Promoters
(iii) Change in Promoters’ Shareholding (Please specify, if there is no change)
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(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders
of GDRs and ADRs) :
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(v) Shareholding of Directors and Key Managerial Personnel
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V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding / accrued but not due for payment
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Director and/or Manager
(Amount in Rs.)
*Expired on 5th February, 2017.
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B. Remuneration to other Directors
*Expired on 5th February, 2017.
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C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD
VII. PENALTIES / PUNISHMENT/COMPOUNDING OF OFFENCES
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ANNEXURE – IV
Information under Sec. 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of Companies
(Accounts) Rules, 2014 forming part of the Boards’ Report for the financial year ended 31st March,
2017.
A. CONSERVATION OF ENERGY
a. Awareness towards energy conservation is further enhanced by forming core group consisting
of Department Heads and monitoring areas of further improvement with the help of outside
experts. Some of the measures taken are as follows :
i) All prime movers are regularly checked and monitored for containing power
consumption.
ii) Installations of Philips/Letta/Evergreen make LED tube lights of 18 watt in place of 28
watt.
iii) To reduce consumption of lubricants for energy conservation drive. Measures taken by
using self lubricating bushes like oilite and nylon high quality bushes for minimizing
lubricants consumption in different machines. Using best quality oil to avoid wear and
tear of costly parts in Spreaders and Drawing machines.
iv) Power losses are being eliminated and minimized by taking necessary measures in
changing proper make of electrical switches and appliances.
v) To save power consumption and improve P.F. by adding new capacitors and replacing
defective capacitors regularly as and when required.
vi) Using Teflon coating on steam cylinder for saving power and also re-utilization of
condensate water for different purposes.
vii) To use individual drive motor in place of group drive motor to save power consumption.
b. Additional investment and proposal, if any, being implemented for reduction of consumption
of energy :
During the period under review, several suggestions of energy audit carried out by an outside
agency were implemented, some of which are as follows :
(i) Installation of Power Capacitor to improve line Power factor.
(ii) Replacement of important parts / portion of machines to make them more power efficient.
c. Impact of measures at (a) and (b) above for reduction of energy consumption and consequent
impact on the cost of production of goods – The measures taken shall lead to saving in the
consumption of power in future.
d. Total energy consumption and energy consumption per unit of production – as Form ‘A’
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FORM –A
(A) POWER AND FUEL CONSUMPTION
1. ELECTRICITY Current Year Previous Year
01.04.2016 01.04.2015
To To
31.03.2017 31.03.2016
a. Purchased Units 1,40,65,216 1,42,55,552
Total Amount (Rs.) 11,43,76,740 11,33,87,726
Rate per Unit (Rs.) 8.13 7.95
b. Own Generation through
Diesel Generator (Unit) 2,621 4,636
Unit per litre of Diesel Oil 2.90 1.76
Cost per Unit (Rs.) 19.89 30.48
2. COAL
(B Grade, used for generation of steam in boiler)
Quantity (M.T.) 77.05 29.70
Total Cost (Rs.) 8,23,357 3,07,298
Average Rate (Rs.) per M.T. 10,686 10,347
(B) CONSUMPTION PER UNIT OF PRODUCTION
Products: Jute Goods Unit
Production M. T. 28,310 30,274
Consumption :
Electricity Unit 497 471
Coal K. G. 2.72 0.98
Lower capacity utilization due to shortage of workers has lead to increase in power
consumption unit per ton.
B. TECHNOLOGY ABSORPTION, RESEARCH AND DEVELOPMENT
e. FORM B
Research and Development (R & D)
Specific areas in which R & D carried out by the Company, benefits derived as a result of
R & D and future plan of action :
There is no specific area where R & D has been carried out by the Company because there
is not much of research and development work in individual unit of Jute Industry. However,
there are continuous activities to improve the process and mechanical condition of
equipments adopting new technologies and improved mechanical gadgets as well as testing
system to cope with the rigid norm of export yarn quality and value added products. Dust
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extraction equipments are being adopted at Spreader stage for better environment. New
jute geo-textiles are being developed for newer uses / development projects. We are
involving outside experts in the area of process development and fibre up-grading by using
latest developed chemicals and enzymes. Further, Indian Jute Industries’ Research
Association (IJIRA) of which the Company is a member, is carrying out research and
development work for Industry. The Company participates in many schemes of technology
transfer to the shop floor conducted by IJIRA and Institute of Jute Technology.
Technology absorption, adaptation and innovation
(i) Efforts in brief, made towards technology absorption, adaptation and innovation:
The Company is making continuous efforts in installing the modern machines by
keeping track of latest development.
(ii) Benefits derived as a result of the above efforts e.g. product improvement, cost
reduction, substitutions, etc.:
Improvement of operational efficiency and in quality.
(iii) Details of imported technology:
Modern S4A Looms and Automatic Rapier Looms were imported during the current
year.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
f. Activities relating to exports, initiatives taken to increase exports, development of
new export markets for product and services and export plan :
The Company continues to explore avenues to increase exports. Every possible effort
is being taken for exploration of export business.
g. Total Foreign Exchange used and earned during the period
(Rs. in Lacs)
(i) Total Foreign Exchange Used : 896.68
(ii) Total Foreign Exchange Earned : 254.99
For and on behalf of the Board
P. K. KANORIA
Ideal Plaza, 11/1, Sarat Bose Road, Chairman
Kolkata, the 30th day of May, 2017 (DIN:00305297)
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ANNEXURE – V
Information as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of
the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014
For and on behalf of the Board
P. K. KANORIA
Ideal Plaza, 11/1, Sarat Bose Road, Chairman
Kolkata, Dated: 30th May, 2017 (DIN:00305297)
*Expired on 5th February, 2017.
*
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INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
We have audited the accompanying financial statements of RELIANCE JUTE MILLS
(INTERNATIONAL) LIMITED (‘the Company’), which comprise the Balance Sheet as at 31 March
2017, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a
summary of significant accounting policies and other explanatory information.
MANAGEMENT’S RESPONSIBILITY 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 financial statements that give a true and
fair view of the financial position, financial performance and cash flows of the Company in accordance
with the accounting principles generally accepted in India, including the Accounting Standards specified
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. 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.
AUDITOR’S RESPONSIBILITY
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters
which are required to be included in the audit report under the provisions of the Act and the Rules made
there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10)
of the Act. Those Standards require that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether the financial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures
in the financial statements. The procedures selected depend on the auditor’s judgment, including the
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assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers internal financial control relevant to the
Company’s preparation of the financial statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness
of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s
Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our qualified audit opinion on the standalone financial statements.
BASIS FOR QUALIFIED OPINION
a) The company has received an amount of Rs.11,17,81,171/- from the Insurance Company
during the quarter ended September, 2016 against an Insurance claim of Rs.15,28,61,208/
- on finished goods destroyed by fire during the financial year 2014-15. The balance
recoverable amount of Rs.4,10,80,037/- has not been adjusted for the reasons stated in
Note 2.32(a) of the financial statements.
b) The company has not provided liability of Rs. 1,69,96,092/- on account of revision of
Bonus for financial year 2014-15 as detailed in Note 2.31 of the financial statements.
c) The company has carry forward Deferred Tax Asset (Net) & MAT Credit Entitlement, as
recognized in earlier years, amounting to Rs.5,73,45,575/- & Rs.1,573,207/- respectively
as detailed in note no. 2.11 (a) and note no.2.12(c) based on future profitability projections.
In our opinion, in the absence of virtual certainty/ convincing evidence about the above
projections, the deferred tax assets and MAT credit entitlement recognized in earlier years
should also have been reversed.
In view of the observation made in paragraph (a) to (c) above, reported loss for the year Rs. 4,33,33,970/-
would have been Rs. 16,03,28,881/- and reported Net Surplus under Reserves and Surplus as at Balance
Sheet date of (-) Rs. 10,85,73,875/- would have been (-) Rs.22,55,68,786/-.
QUALIFIED OPINION
In our opinion and to the best of our information and according to the explanations given to us, except
for the possible effects of the matter described in the basis for qualified opinion paragraph, the aforesaid
standalone financial statements give the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles generally accepted in India, of the
state of affairs of the Company as at 31 March 2017 and its loss and its cash flows for the year ended on
that date.
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EMPHASIS OF MATTER
Attention is drawn to the following :
a) Attention is drawn to Note No. 2.33 regarding the cash loss incurred by the company
during the current as well as the previous financial year substantially eroding its Net worth
and the company’s current liabilities exceeds its current assets as at the balance sheet.
These conditions indicate the existence of material uncertainty that may cast significant
doubt about the company’s ability to continue as a going concern. However, the financial
statements of the company have been prepared on a going concern basis for the reasons
stated in the said note.
b) Attention is drawn to Note No.2.12(a) & 2.12(b) regarding non-recognition of Interest
Income, on Inter-Corporate deposits aggregating to Rs.1,50,00,000/-, due to uncertainty
amounts to Rs.91,59,808/- (Rs.25,00,000/- for the year ended 31st March, 2017).
Our opinion is not qualified in respect of above matter.
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, we give in the Annexure
‘A’ a statement on the matters specified in the 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 account;
d. Except for the possible effects of the matter described in Basis for qualified opinion
paragraph, in our opinion, the aforesaid standalone financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014;
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e. On the basis of the written representations received from the directors as on 31stMarch
2017 taken on record by the Board of Directors, none of the directors is disqualified as on
31stMarch 2017 from being appointed as a director in terms of Section 164 (2) of the Act;
f. The matter described in the Basis of Qualified opinion paragraph and the going concern
matter described under Emphasis of Matter paragraph, in our opinion, may have an adverse
effect on the functioning of the company.
g. With respect to the adequacy of the internal financial controls over financial reporting of
the Company and the operating effectiveness of such controls, refer to our separate Report
in Annexure ‘B’, and
h. 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 has disclosed the impact of pending litigation on its financial position
in its financial statement. [Refer Note 2.12(a) & (b) and 2.30 (a) and (b)];
ii. The Company did not have any long term contracts including derivative contracts for
which there were any material foreseeable losses;
iii. There were no amounts which were required to be transferred to the Investor Education
and Protection Fund by the company.
iv. The Company has provided requisite disclosures in the financial statements as regards
to its holding and dealings in Specified Bank Notes [as defined in the Notification
S.O. 3407(E) dated the 8th November, 2016 of the Ministry of Finance] during the
period from 8th November 2016 to 30th December 2016. Based on audit procedures
and relying on the management representation, we report that the disclosures are in
accordance with books of account maintained by the Company and as produced to us
by the Management – Refer Note 2.35 to the financial statements.
For Singhi &Co.
Chartered Accountants
Firm‘s Registration No. 302049E
(Ankit Dhelia)
Place : Kolkata Partner
Date : 30th day of May, 2017 Membership No. 069178
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ANNEXURE-A TO THE INDEPENDENT AUDITORS’ REPORT
The Annexure referred to in our Independent Auditors’ Report to the members of the Company on the
standalone financial statements for the year ended 31 March 2017, we report that :
i. (a) In respect of fixed assets, the Company has maintained proper records to show full
particulars including quantitative details and situation of its fixed assets except the fixed
assets acquired pursuant to Scheme of Arrangement during 1997-98 in respect of which
individual values are not available.
(b) According to the information and explanation given to us, the fixed assets of the Company
have been physically verified by the management based on a phased manner and no material
discrepancies between the book records and the physical assets have been noticed. In our
opinion, the frequency of verification is reasonable.
(c) According to the information and explanation given to us and on the basis of our examination
of the records of the company, the title deeds of immovable properties are held in the
name of the Company.
ii. In respect of inventories, physical verification has been conducted at reasonable intervals during
the year by the management and in our opinion the frequency of verification is reasonable.
According to the information and explanation given to us No material discrepancies were noticed
on physical verification of inventories as compared to the book records.
iii. The Company has not granted any loan to parties covered in the register maintained under section
189 of the Companies Act, 2013. Accordingly, paragraph 3(iii) of the Order is not applicable.
iv. In our opinion and according to the information and explanations given to us, the Company has
complied with the provisions of section 185 and 186 of the Act, with respect to the loans and
investments made.
v. The Company has not accepted any deposits from the public.
vi. We have broadly reviewed the accounts and records maintained by the Company pursuant to the
Order made by the Central Government for the maintenance of cost records under Section 148(1)
of the Companies Act, 2013. We are of the opinion, that prime-facie, the prescribed accounts and
records have been made and maintained. However, we have not carried out a detailed examination
of the same.
vii. (a) According to the information and explanations given to us and on the basis of our
examination of the books of accounts, the Company is generally regular in depositing
undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income
Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and
any other statutory dues during the year with the appropriate authorities. According to the
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information and explanations given to us, no undisputed dues as above were outstanding
as at 31st March, 2017 for a period of more than six months from the date they became
payable
(b) According to the information and explanations given to us, the dues of Income Tax, Sales
Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax and Cess which
have not been deposited on account of any dispute and the forum where the dispute is
pending are as under :
Name of the Nature of Amount Year to which Forum where
Statute the Dues (Rs) amount relates dispute is pending
Central Excise Act, 1944 Cess 6,96,631 October, 1980 to Superintendent of Central Excise
September, 1984
CST Act 1956 Sales Tax 1,61,383 2001-02 Commissioner of Commercial Taxes
WBST Act, 1994 Sales Tax 24,43,452 2004-05
CST Act, 1956 Sales Tax 72,72,668 2004-05
CST Act, 1956 Sales Tax 5,35,122 2005-06
VAT Act, 2003 VAT 22,97,852 2005-06
CST Act, 1956 Sales Tax 19,09,020 2006-07
VAT Act, 2003 VAT 40,782 2006-07
CST Act, 1956 Sales Tax 24,29,837 2007-08
VAT Act, 2003 VAT 1,02,694 2007-08
CST Act, 1956 Sales Tax 12,00,281 2008-09
VAT Act, 2003 VAT 10,62,631 2008-09 Appellate and Revisional Board
CST Act, 1956 Sales Tax 1,20,937 2009-10 (WB Commercial Taxes)
VAT Act, 2003 VAT 7,97,981 2009-10
CST Act, 1956 Sales Tax 1,14,24,389 2010-11
VAT Act, 2003 VAT 68,83,715 2010-11
CST Act, 1956* Sales Tax 57,65,522 2011-12
VAT Act, 2003* VAT 11,82,350 2011-12
CST Act, 1956 * Sales Tax 7,13,989 2012-13
VAT Act, 2003* VAT 18,23,109 2012-13
CST Act, 1956 * Sales Tax 5,55,047 2013-14
VAT Act, 2003* VAT 1,10,95,316 2013-14
* Net of amount deposited under appeal.
viii. Based on our audit procedures and according to the information and explanations given to us,
we are of the opinion that the Company has not defaulted in repayment of dues to banks or
financial institutions. There were no debentures outstanding at any time during the year.
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ix. The company did not raise any money by way of initial public offer or further public offer
(including debt instruments) and term loans during the year. Accordingly, paragraph 3(ix) of the
Order is not applicable.
x. According to the information and explanations given to us, no material fraud by the Company or
on the Company by its officers or employees has been noticed or reported during the course of
our audit.
xi. According to the information and explanations given to us and on the basis of our examination
of the records of the company, the company has paid/provided for managerial remuneration in
accordance with the requisite approvals mandated by the provisions of Section 197 read with
Schedule V to the Act.
xii. According to the information and explanation given to us, the company is not a Nidhi Company.
Accordingly, paragraph 3(xii) of the Order is not applicable.
xiii. According to the information and explanations given to us and based on our examination of the
records of the Company, transactions with the related parties are in compliance with sections
177 and 188 of the Act where applicable and details of such transactions have been disclosed in
the financial statements as required by the applicable accounting standards.
xiv. According to the information and explanations given to us and based on our examination of the
records of the Company, the Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures during the year.
xv. According to the information and explanations given to us and based on our examination of the
records of the Company, the Company has not entered into non-cash transactions with directors
or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India
Act, 1934.
For Singhi &Co.
Chartered Accountants
Firm‘s Registration No. 302049E
(Ankit Dhelia)
Place : Kolkata Partner
Date : 30th day of May, 2017 Membership No. 069178
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ANNEXURE - B TO THE INDEPENDENT AUDITOR’S REPORT
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)
We have audited the internal financial controls over financial reporting of RELIANCE JUTE MILLS
(INTERNATIONAL) LIMITED (“the Company”) as of 31stMarch 2017 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 (‘ICAI’).
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.
AUDITOR’S RESPONSIBILITY
Our responsibility is to express an opinion on the Company's internal financial controls over financial
reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on
Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act,
2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and both issued by the Institute of Chartered Accountants of India. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether adequate internal financial controls over financial
reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system over financial reporting and their operating effectiveness. Our audit of internal
financial controls over financial reporting included obtaining an understanding of internal financial
controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial controls system over financial reporting.
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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 31 March 2017, based on the internal control over financial reporting criteria established
by the Company considering the essential components of internal control stated in the Guidance Note
on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
For Singhi &Co.
Chartered Accountants
Firm‘s Registration No. 302049E
(Ankit Dhelia)
Place : Kolkata Partner
Date : 30th day of May, 2017 Membership No. 069178
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CIN : L17125WB1996PLC081382
BALANCE SHEET AS AT 31ST MARCH, 2017
As at 31st As at 31stParticulars Note March, 2017 March, 2016
Rs. Rs.
EQUITY AND LIABILITIESSHAREHOLDERS' FUNDShare Capital 2.1 7,58,94,900 7,58,94,900Reserves and Surplus 2.2 84,39,041 5,04,02,081
8,43,33,941 12,62,96,981NON-CURRENT LIABILITIESLong-Term Borrowings 2.3 7,64,00,000 10,66,00,000Other Long-Term Liabilities 2.4 12,000 12,000Long-Term Provisions 2.5 23,82,86,210 25,27,58,352
31,46,98,210 35,93,70,352CURRENT LIABILITIESShort-Term Borrowings 2.6 22,48,37,826 15,24,43,820Trade Payables 2.7
Total outstanding dues of MSEs – –Total outstanding dues of Creditors other than MSEs 32,53,30,508 40,63,59,551
Other Current Liabilities 2.8 6,44,72,431 8,52,59,521Short-Term Provisions 2.5 5,61,19,546 4,67,76,417
67,07,60,311 69,08,39,309 TOTAL 1,06,97,92,462 1,17,65,06,642ASSETSNON-CURRENT ASSETSFixed Assets
Tangible Assets 2.9 42,20,35,720 40,42,03,487Intangible assets 2.9 2,83,076 4,82,926Capital Work-In-Progress 2.9 2,66,835 31,84,605
42,25,85,631 40,78,71,018Non-Current Investments 2.10 9,028 9,028Deferred Tax Assets (net) 2.11 5,73,45,575 5,73,45,575Long-Term Loans and Advances 2.12 3,17,41,400 2,64,51,983
8,90,96,003 8,38,06,586CURRENT ASSETSInventories 2.13 31,65,03,803 27,93,31,333Trade Receivables 2.14 12,74,82,262 17,34,35,726Cash and Bank Balances 2.15 3,04,75,530 3,12,06,160Short-Term Loans and Advances 2.12 2,01,92,111 2,22,10,653Other Current Assets 2.16 6,34,57,122 17,86,45,166
55,81,10,828 68,48,29,038
TOTAL 1,06,97,92,462 1,17,65,06,642
Significant Accounting Policies 1The Notes are an integral part of the Financial Statements
As per our Report annexed On behalf of the Board of Directors
For Singhi & Co.Chartered Accountants P. K. Kanoria – Chairman (DIN : 00305297)
FRN No.-302049E S. Hada – Managing Director & CEO (DIN : 00305476)
Ankit Dhelia V. K. Chaukhani – Whole time Director (DIN : 00309895)
Partner P. K. Jain – Director (DIN : 00372338)
Membership No. 069178Kolkata, the 30th day of May, 2017 S. K. Agarwal – Company Secretary & CFO
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CIN : L17125WB1996PLC081382
STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED 31ST MARCH, 2017
For the Year Ended For the Year Ended
Particulars Note 31st March, 2017 31st March, 2016
Rs. Rs.
INCOME
Revenue from Operations (Gross) 2.17 2,31,57,74,086 2,29,35,69,530
Less : Jute Manufacturing Cess 2,24,97,284 2,13,35,234
Revenue from Operations (Net) 2,29,32,76,802 2,27,22,34,296
Other Income 2.18 25,50,903 37,73,192
Total Revenue 2,29,58,27,705 2,27,60,07,488
EXPENDITURE
Cost of Materials Consumed 2.19 1,34,47,92,934 1,45,32,97,140
Purchases of Stock-in -Trade – 1,33,50,910
Changes in Inventories of
Finished Goods & Work-in-Progress 2.20 1,03,50,899 (8,05,09,890)
Employee Benefits Expenses 2.21 64,03,49,009 60,90,39,307
Finance Costs 2.22 3,75,28,758 4,37,47,770
Other Expenses 2.23 29,14,28,926 27,37,78,284
Total 2,32,44,50,526 2,31,27,03,521
Profit/ (Loss) before Tax, Depreciation & Amortization (2,86,22,821) (3,66,96,033)
Depreciation and Amortization Expense 2.24 1,47,11,149 2,08,34,746
Profit/ (Loss) before Tax (4,33,33,970) (5,75,30,779)
Tax Expense :
Current Tax – –
Deferred Tax – –
Income Tax for earlier years – –
Profit/ (Loss) for the year (4,33,33,970) (5,75,30,779)
Earnings Per Share
Basic and Diluted earning per share (in Rs.) (16.73) (22.22)
(Refer Accompanying Note 2.29)
Significant Accounting Policies 1
The Notes are an integral part of the Financial Statements
As per our Report annexed On behalf of the Board of Directors
For Singhi & Co.
Chartered Accountants P. K. Kanoria – Chairman (DIN : 00305297)
FRN No.-302049E S. Hada – Managing Director & CEO (DIN : 00305476)
Ankit Dhelia V. K. Chaukhani – Whole time Director (DIN : 00309895)
Partner P. K. Jain – Director (DIN : 00372338)
Membership No. 069178
Kolkata, the 30th day of May, 2017 S. K. Agarwal – Company Secretary & CFO
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(64)
CIN : L17125WB1996PLC081382
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2017For the year ended For the year ended
PARTICULARS 31st March, 2017 31st March, 2016
A. CASH FLOW FROM OPERATING ACTIVITIES Rs. Rs. Rs. Rs.
Net Profit before tax and extraordinary items (4,33,33,970) (5,75,30,779)
Adjustment for :
Depreciation 1,47,11,149 2,08,34,746
Interest (Net) 3,67,07,989 4,31,16,227
(Profit)/loss on sale of Fixed Assets (10,91,973) 1,14,193
Bad Debts Written off 2,26,779 11,89,778
Sundry Balances Written Off 1,351 3,24,936
(Profit)/loss on sale of Investments – (1,94,523)
Liability no longer required written back – (12,45,481)
5,05,55,295 6,41,39,876
Operating profit before working Capital changes 72,21,325 66,09,097
Adjustment for :
Trade Receivable and other Current Assets 15,58,63,959 (4,53,00,075)
Inventories (3,71,72,470) (9,94,03,250)
Trade Payables & Other Current Liabilities (8,65,48,660) 3,21,42,829 20,42,46,751 5,95,43,426
Cash Generated from Operations 3,93,64,154 6,61,52,523
Direct Taxes Paid / Refund * (79,450) (56,359)
Net Cash from / (Used in) Operating Activities 3,92,84,704 6,60,96,164
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (3,26,15,234) (18,49,552)
Sale of Investments – 6,94,523
Sale of Fixed Assets 12,04,975 3,11,429
Investment in Fixed Deposit (7,05,881) (22,63,449)
Interest Received 8,13,763 7,58,282
Net Cash from / (used in) Investing Activities (3,13,02,377) (23,48,767)
C CASH FLOW FROM FINANCING ACTIVITIES
Issue of Preference Shares – 5,00,00,000
Receipt of Capital Subsidy 63,12,400 8,87,812
Proceeds from Long Term borrowings (3,02,00,000) 1,72,21,572
Proceeds from Short Term borrowings (1,49,72,910) (1,01,89,077)
Proceeds from working capital borrowings from banks 7,23,94,006 (7,21,41,327)
Interest paid (4,29,52,334) (4,87,63,327)
Net Cash from / (used in) Financing Activities (94,18,838) (6,29,84,347)
Net Increase/(Decrease) in
Cash and Cash Equivalents (A+B+C) (14,36,511) 7,63,050
Cash and Cash Equivalents at the beginning of the year
Cash and Cheques in hand 40,51,446 53,05,852
Balances with Scheduled Bank in Current Account 1,70,00,203 2,10,51,649 1,49,82,747 2,02,88,599
Cash and Cash Equivalents at the close of the year
Cash and Cheques in hand 20,26,779 40,51,446
Balances with Scheduled Bank in Current Account 1,75,88,359 1,96,15,138 1,70,00,203 2,10,51,649
Net Increase/(Decrease) in Cash and Cash Equivalents (14,36,511) 7,63,050
Notes to the Cash Flow Statement :
1 This statement has been prepared under indirect method as prescribed by AS-3.
2 Cash and cash equivalents consists of Cash, Cheques in hand and balance with scheduled banks.
3 Previous year figures have been regrouped/rearranged wherever necessary.
* Although investing activities attract tax on income arising out of these activities, for the purposes of the Cash Flow entire tax refund and tax
payment has been considered as part of Operating activities only.
As per our Report annexed On behalf of the Board of Directors
For Singhi & Co.
Chartered Accountants P. K. Kanoria – Chairman (DIN : 00305297)
FRN No.-302049E S. Hada – Managing Director & CEO (DIN : 00305476)
Ankit Dhelia V. K. Chaukhani – Whole time Director (DIN : 00309895)
Partner P. K. Jain – Director (DIN : 00372338)
Membership No. 069178
Kolkata, the 30th day of May, 2017 S. K. Agarwal – Company Secretary & CFO
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(65)
1 SIGNIFICANT ACCOUNTING POLICIES
1.1 BASIS OF PREPARATION OF ACCOUNTING STATEMENTS
(a) The financial statements have been prepared to comply in all material respects with the Accounting standards
notified under section 133 of the Companies Act, 2013 ("Act"), read with Rule 7 of the Companies
(Accounts) Rules 2014 and the relevant provisions of the Act. The financial statements have been prepared
on the historical cost basis except for Freehold Land which have been revalued. The accounting policies
adopted in the preparation of financial statements are consistent with those followed in the previous years.
(b) Accounting policies, unless specifically stated to be otherwise, are consistent and are in consonance with
generally accepted accounting principles.
1.2 REVENUE RECOGNITION
Unless specifically stated to be otherwise, all expenses and income have been accounted for on accrual basis.
1.3 INCOME
(a) Sales is net of Cess wherever applicable and realisable. Claims, returns, rebates, discount etc. are excluded
there from.
(b) Claims/Subsidy are accounted for on acceptance/ascertainment of the same.
1.4 EMPLOYEE BENEFITS
(a) Short term employee benefits are recognised as an expense at the undiscounted amount in the Statement of
Profit & Loss of the year in which the related service is rendered.
(b) Post employment and other long-term employee benefits are recognised in the Statement of Profit & Loss
for the year in which the employee has rendered service. The expense is recognised at the present value of
amount payable determined using actuarial valuation techniques. Actuarial gains and losses in respect of
post employment and other long-term benefits are charged to the Statement of Profit & Loss.
1.5 FIXED ASSETS
(a) Gross Block (Tangible Assets)
Fixed Assets have been stated at cost of acquisition or construction inclusive of inward freight, duties and
taxes etc. Freehold Land have been stated at revalued cost.
(b) Intangible Assets
Intangible assets are stated at cost. Cost includes any directly attributable expenditure on making the
assets ready for its intended use.
(c) Depreciation and Amortization
i.) Depreciation on Fixed Assets, other than "Plant & Machinery", "Computer" & "Motor Vehicles", has been
provided on Straight Line Method at applicable useful life prescribed in Schedule II to the Companies
Act, 2013 (‘the Act’) except in "Plant & Machinery" where the useful life is considered as 20 years which
is in excess than life prescribed under Schedule - II as estimated by Chartered Engineers on the basis of
technical evaluation. Certain components where useful life is less than life of Plant & Machinery has been
amortised over the shorter life of that component.
ii) Depreciation on Plant & Machinery, Computers and Vehicles, on Written Down Value method.
iii) Proportionate depreciation on the "Plant & Machinery" eligible for capital subsidy is transferred from
Capital Reserve to the Statement Profit & Loss.
iv) Intangible assets internally generated and/or purchased is amortised over a period of 3 years.
(d) Impairment of Assets
Impairment loss is recognised wherever the carrying amount of an asset is in excess of its recoverable
amount and the same is charged to the Statement of Profit & Loss and carrying amount of the asset is
reduced to its recoverable amount.
Reversal of impairment loss recognised in prior years is recorded when there is an indication that there has
been a change in the estimate of recoverable amount.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(66)
1.6 INVESTMENTS
(a) Long Term Investments are carried at cost after deducting provision in cases where the fall in market
value has been considered of permanent nature.
(b) Current Investments are stated at lower of cost and fair value.
1.7 INVENTORIES
(a) Stores and Spare parts are valued at cost, which is computed on weighted average basis.
(b) Raw Materials are valued at cost or net realisable value whichever is lower. Cost is computed on individual
lot basis and includes procurement charges. Materials and other items held for use in the production of
Inventories are not written down below the cost of the finished products in which they will be incorporated
are expected to be sold at or above cost.
(c) Finished Goods and work in process are valued at lower of the cost or net realisable value. Cost is estimated
cost which represents direct material and appropriate portion of direct labour and manufacturing overheads.
(d) Cess on Finished goods lying in the factory is provided and included in the valuation of stock of finished
goods.
1.8 BORROWING COST
Borrowing Cost incurred in connection with qualifying assets is capitalised as a part of cost till the period
such asset is ready for its intended use. Other Borrowing Costs are charged to the Statement of Profit & Loss.
1.9 CAPITAL SUBSIDY
Capital Subsidy on eligible plant & machinery is credited to Capital Reserve and is recognised as income
in the Statement of Profit & Loss to the extent of depreciation charge of related assets.
1.10 FOREIGN CURRENCY TRANSACTIONS
(a) Foreign Currency realisations/ payments are accounted for on the basis of rates prevailing at the time of
the negotiation/ booked rates.
(b) Year-end balance of foreign currency transaction is translated at the year- end rates and the corresponding
effect is given in the respective accounts. Transactions completed during the year are adjusted on actual basis.
(c) The company uses derivative financial instruments such as forward exchange contracts, futures etc. to
hedge its risks associated with foreign currency fluctuations relating to underlying transactions, highly
probable forecast transactions and firm commitments. In respect of forward exchange contracts with
underlying transactions, the premium or discount arising at the inception of such contract is amortised as
expense or income over the life of contract.
(d) Other Derivative contracts outstanding at the Balance Sheet date are marked to market and resulting loss,
if any, is provided for in the financial statement. Any profit or losses arising on cancellation of derivative
instruments are recognised as income or expense for the period.
1.11 TAXATION
Provision for current tax is made in accordance with the provisions of the Income Tax, 1961. Deferred tax
assets and liabilities are recognised at substantively enacted tax rates, subject to the consideration of
prudence, on timing difference, being the difference between taxable income and accounting income that
originate in one period and are capable of reversal in one or more subsequent periods.
1.12 PROVISION
Provisions are recognised when an enterprise has a present obligation as a result of past event, it is probable
that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate
can be made. Provisions are not discounted to present value and are determined based on best estimate
required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date
and adjusted to reflect the current best estimates.
1.13 CONTINGENT LIABILITIES & CONTINGENT ASSETS
Contingent Liabilities are not provided for in the accounts but are disclosed in the notes. Contingent
Assets are neither recognised nor disclosed in the financial statements.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(67)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st As at 31st
2.1 : SHARE CAPITAL March, 2017 March, 2016
Number Rs. Rs.
Authorised
30,10,000 Equity Shares of Rs. 10/- each 3,01,00,000 3,01,00,000
(30,10,000)
10,00,000 6% Redeemable Cumulative 10,00,00,000 10,00,00,000
(10,00,000) Preference Shares of Rs.100/- each
13,01,00,000 13,01,00,000
Issued
25,89,490 Equity Shares of Rs. 10/- each 2,58,94,900 2,58,94,900
(25,89,490)
5,00,000 6% Redeemable Cumulative 5,00,00,000 5,00,00,000
(5,00,000) Preference Shares of Rs.100/- each
7,58,94,900 7,58,94,900
Subscribed and Paid-up
25,89,490 Equity Shares of Rs. 10/- each 2,58,94,900 2,58,94,900
(25,89,490)
5,00,000 6% Redeemable Cumulative 5,00,00,000 5,00,00,000
(5,00,000) Preference Shares of Rs.100/- each
7,58,94,900 7,58,94,900
a) Rights, Preferences & Restrictions attached to shares
i) The company has issued equity shares having par value of Rs.10/- per share. Each holder
of ordinary shares is entitled to one vote per share and equal right for dividend. The
dividend proposed by the Board of Directors is subject to the approval of shareholders in
the ensuing Annual General Meeting, except in case of interim dividend. In the event of
liquidation, the equity shareholders are eligible to receive the remaining assets of the
Company after payment of all preferential amounts, in proportion to their shareholding.
ii) The company has issued 500000, 6% Redeemable Cumulative Preference Shares of Rs.100/-
each on 06th November, 2015 & 12th February, 2016 redeemable at par within 20 years
from the date of allotment. The Preference shareholders shall be entitled to all rights and
privileges as are available under the Companies Act,2013. However, the company may at
its discretion of Board of Directors at any time redeem the shares at par out of the
distributable profits of the Company. Payment of redemption would be made by cheque
within a period of 30 days from the date of receipt of the duly discharged share certificate.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(68)
b) There has been no change/movements in number of equity shares outstanding at the beginning
and at the end of the reporting period. The details of movement in Preference Shares is given
below :
6% Redeemable Cumulative Preference As at 31st March, 2017 As at 31st March, 2016
Shares of Rs. 100/- each No. of Shares Amount (Rs) No. of Shares Amount (Rs)
Opening 5,00,000 5,00,00,000 – –
Add : Shares issued during the year – – 5,00,000 5,00,00,000
Less : Shares redeemed during the year – – – –
Closing 5,00,000 5,00,00,000 5,00,000 5,00,00,000
c) The Company does not have any holding company/ultimate holding company.
d) Details of shareholders holding more than 5% shares in the company:
As at 31st March, 2017 As at 31st March, 2016
Equity Shares of Rs. 10/- each fully paid No. of Shares % Holding No. of Shares % Holding
Shri Pawan Kumar Kanoria 6,33,436 24.46 6,33,436 24.46
B.P. Investments Limited 5,12,078 19.78 5,12,078 19.78
Smt. Usha Kanoria 2,78,382 10.75 1,52,876 5.90
Ajay Investment Enterprise Limited 2,39,212 9.24 2,39,212 9.24
6% Redeemable Cumulative Preference
Shares of Rs. 100/- each fully paid
P.K.Business Enterprise Limited 1,35,000 27.00 1,00,000 20.00
Shraddha Investments Limited 1,25,000 25.00 2,50,000 50.00
Ajay Investment Enterprise Limited 1,00,000 20.00 1,50,000 30.00
Shri Pawan Kumar Kanoria 1,00,000 20.00 – –
Smt. Usha Kanoria 40,000 8.00 – –
e) No shares have been reserved for issue under options and contracts/ commitments for the sale of
shares/disinvestment as at the balance sheet date.
f) No shares have been allotted by way of bonus shares or pursuant to contracts or has been bought
back by the company during the period of 5 years preceeding the date as at which the Balance
Sheet is prepared.
g) No convertible securities has been issued by the company during the year.
h) No calls are unpaid by any Director and Officer of the Company during the year.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(69)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st As at 31st
2.2 : RESERVES AND SURPLUS March, 2017 March, 2016
Rs. Rs.
Capital Reserve
As per last Financial Statements 2,03,88,987 2,25,22,738
Add : Capital Subsidy received during the year 44,47,400 –
Less : Transferred to Statement of Profit &
Loss being year's depreciation on related Fixed Assets 30,76,470 21,33,751
2,17,59,917 2,03,88,987
Capital Redemption Reserve
As per last Financial Statements 35,00,000 35,00,000
35,00,000 35,00,000
Revaluation Reserve
As per last Financial Statements 8,85,33,821 8,85,33,821
8,85,33,821 8,85,33,821
General Reserve
As per last Financial Statements 32,19,178 32,19,178
32,19,178 32,19,178
Surplus
As per last Financial Statements (6,52,39,905) (77,09,126)
Add: Profit/ (Loss) for the year (4,33,33,970) (5,75,30,779)
(10,85,73,875) (6,52,39,905)
Net Surplus 84,39,041 5,04,02,081
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(70)
Notes to Financial Statements for the year ended 31st March, 2017
2.3 : LONG-TERM BORROWINGS
Non-current portion Current Maturities
(Rs.) (Rs.)
As at 31st As at 31st As at 31st As at 31st
March, 2017 March, 2016 March, 2017 March, 2016
Term Loans from Punjab National Bank – – – 1,40,47,037
Rupee Loans from Body Corporate 3,39,00,000 3,90,00,000 – –
Rupee Loans from Directors – 1,02,50,000 – –
Rupee Loans from Members 4,25,00,000 5,73,50,000 – –
Vehicle Loan from Bank – – – 4,79,812
Vehicle Loan from Others – – – 4,46,061
Total Borrowings 7,64,00,000 10,66,00,000 – 1,49,72,910
Amount disclosed under the head
"Other Current Liability"(Note 2.8) – – – (1,49,72,910)
7,64,00,000 10,66,00,000 – –
The above amount includes
Secured Borrowings – – – 1,49,72,910
Unsecured Borrowings 7,64,00,000 10,66,00,000 – –
7,64,00,000 10,66,00,000 – 1,49,72,910
a) Term Loans from Punjab National Bank
Secured by hypothecation of all movable block assets of the company, present and future, excluding
exclusive charges created with Banks and Financial Institutions for vehicle loans and exclusive
charge by way of mortgage on company's factory land with building & structure, both present and
future and also secured by corporate guarantees and personal guarantee of a director and ex-
director of the company. The term loan has been fully repaid during the year and no dues certificate
has been received from the bank.
b) Rupee Loans from Body Corporate, Directors & Members
The above loans are repayable after March 31, 2018 and carries interest rate @ Nil to 14% p.a.
c) Vehicle Loans
Vehicle Loans are secured by hypothecation of specific vehicles. The vehicle loan has been fully
repaid during the year.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(71)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st As at 31st
March, 2017 March, 2016
2.4 :OTHER LONG -TERM LIABILITIES Rs. Rs.
Other Liabilities
Security Deposits 12,000 12,000
12,000 12,000
Long Term Short Term
(Rs.) (Rs.)
As at 31st As at 31st As at 31st As at 31st
March, 2017 March, 2016 March, 2017 March, 2016
2.5 : PROVISION
Provision for Employee Benefits
Bonus – – 2,47,08,598 2,48,75,309
Leave Encashment 70,45,893 70,49,738 14,10,948 19,01,108
Gratuity (Net of Fund 23,12,40,317 24,57,08,614 3,00,00,000 2,00,00,000
Rs.2,67,07,273/-, Previous
year Rs.2,55,71,776/-)
[Refer Accompanying
Note No. 2.27]23,82,86,210 25,27,58,352 5,61,19,546 4,67,76,417
As at 31st As at 31st
March, 2017 March, 2016
Rs. Rs.
2.6 : SHORT TERM BORROWINGS
Working Capital Borrowings
Cash Credit (Punjab National Bank) 15,87,67,469 6,68,50,085
Packing Credit (Punjab National Bank) 1,35,00,000 –
Buyer's Credit in Foreign Currency (Punjab National Bank) 5,25,70,357 5,71,14,077
Buyer's Credit in Local Currency (South Indian Bank) – 2,84,79,658
22,48,37,826 15,24,43,820
The above amount represents
Secured Borrowings 22,48,37,826 15,24,43,820
22,48,37,826 15,24,43,820
a) Working Capital borrowings and Buyer's Credit are secured by hypothecation of stock of raw materials,
work-in-process, finished goods, stores and spare parts, book debts and charge created on certain fixed
assets and also secured by corporate guarantees and personal guarantee of a director and an ex-director
of the Company.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(72)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st As at 31st
March, 2017 March, 2016
Rs. Rs.
2.7 : TRADE PAYABLES
For Goods & Services
Total outstanding dues of Micro and – –
Small Enterprises (MSEs) [Refer Note: 2.7a]
Total outstanding dues of Creditors 32,53,30,508 40,63,59,551
other than Micro and Small Enterprises (MSEs)
32,53,30,508 40,63,59,551
a) Based on the information available with the company from vendors regarding their status under the
Micro, Small and Medium Enterprises Development Act,2006, there are no outstanding dues to suppliers
/ service providers covered under Micro, Small and Medium Enterprises Development Act, 2006
(‘MSMED’). The disclosures as required under the said Act are as under :-
As at 31st As at 31st
Particulars March, 2017 March, 2016
Rs. Rs.
i) Principal amount and interest due to Supplier
under MSMED act and remaining unpaid. Nil Nil
ii) Interest paid and any payment made to supplier beyond
appointed date (under section 16 of the Act) Nil Nil
iii) Interest due and payable to Suppliers under MSMED Act. Nil Nil
iv) Interest accrued and remaining unpaid as at 31st March, 2017 Nil Nil
v) Interest remaining due and payable under section 23 of the Act Nil Nil
b) Certain Creditor balances are subject to confirmation.
As at 31st As at 31st
March, 2017 March, 2016
2.8 : OTHER CURRENT LIABILITIES Rs. Rs.
Current maturities of Long Term Debt (Note 2.3)
Term Loans from Punjab National Bank – 1,40,47,037
Vehicle Loan from Bank – 4,79,812
Vehicle Loan from Others – 4,46,061
– 1,49,72,910
Interest payable (other than on borrowings) 1,16,051 83,19,906
Interest accrued but not due on Borrowings 1,40,60,685 1,12,80,406
Duties & Taxes Payable 1,84,63,001 1,96,19,975
Security Deposit 27,36,189 29,05,102
Employee Related Liability 2,56,23,633 2,53,14,591
Advances Received from Customers 34,27,972 28,26,466
Others 44,900 20,165
6,44,72,431 8,52,59,521
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(73)
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RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(74)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st As at 31stMarch, 2017 March, 2016
Rs. Rs.
2.10 : NON-CURRENT INVESTMENTS
a) Investment in Equity Instruments
(Quoted, Non-Trade & Valued At Cost)
Akshat Gases Limited 1,160 fully paid shares
of Rs. 10/- each (Previous year 1,160) 9,028 9,028
9,028 9,028
a) Aggregate Book Value of Quoted Investments 9,028 9,028
b) Aggregate Market Value of Quoted Investments 7,830 7,830
2.11 : DEFERRED TAX ASSETS (NET)Deferred Tax Assets
Arising on account of :
Depreciation 71,92,204 55,75,274
Section 43B items & Others 8,60,49,355 8,71,32,501
Business Losses & Unabsorbed Depreciation 5,99,27,779 4,49,22,334
Deferred Tax Assets 15,31,69,338 13,76,30,109
Less : Not recognised on grounds of prudence 9,58,23,763 8,02,84,534
Deferred Tax Assets (Net) 5,73,45,575 5,73,45,575
a) During the previous year, the company has assessed the status of Deferred Tax Asset (Net) and Deferred
Tax Asset amounting to Rs.15,31,69,338/- (P.Y. Rs. 13,76,30,109/- ) has been arrived at as on 31st
March, 2017. The difference of Rs.9,58,23,763/- (P.Y. Rs.8,02,84,534/-) has not been recognised on
the grounds of prudence. Based on future profitability projections, the management is hopeful of realising
the carry over Deferred Tax Asset amounting to Rs. 5,73,45,575/-.
2.12 : LOANS & ADVANCES Long Term (Rs.) Short Term (Rs.)
As at 31st As at 31st As at 31st As at 31st
March, 2017 March, 2016 March, 2017 March, 2016
Unsecured, considered good
Capital Advances 14,88,318 – – –
Security Deposits 2,09,23,269 2,09,23,269 – –
(A) 2,24,11,587 2,09,23,269 – –
Other Loans and Advances
Advance Tax and TDS 41,03,340 40,23,890 – –
[Net of provision Rs.31,05,000/-,
Previous year Rs.31,05,000/-]
Advance against supply of Goods – – 27,73,807 40,71,528
and Services
Prepaid Expenses 13,12,305 1,96,301 13,87,064 16,64,470
Loans & Advances to Employees – – 32,26,026 38,26,211
Balances with Government
& Statutory Authorities – – 12,32,007 10,75,237
Deposits against demand under dispute 39,14,168 13,08,523 – –
Loan & Advances to Body Corporate – – 1,00,00,000 1,00,00,000
[Refer Note2.12(b)]
MAT Credit Entitlement – – 15,73,207 15,73,207
(B) 93,29,813 55,28,714 2,01,92,111 2,22,10,653
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(75)
Notes to Financial Statements for the year ended 31st March, 2017
Long Term (Rs.) Short Term (Rs.)
As at 31st As at 31st As at 31st As at 31st
March, 2017 March, 2016 March, 2017 March, 2016
Unsecured, considered doubtful
Loan & Advances to Body Corporate – – 50,00,000 50,00,000
Less : Provision for doubtful advance – – 50,00,000 50,00,000
(C) – – – –
Total (A+B+C) 3,17,41,400 2,64,51,983 2,01,92,111 2,22,10,653
a) Loan and Advance to Body Corporate includes an Inter-Corporate Loan amounting to Rs.
50,00,000/- advanced to M/s Varun Industries Limited. However, the said company had failed to
repay the principal as well interest on the above amount from May, 2012 onwards due to which
the company has filed a suit with the appropriate authority and accordingly interest income of
Rs.41,33,562/- (including Rs.8,50,000/- for the year) has not been recognised since May, 2012.
However, as an abundant caution the management has made a provision for the above loan amount
in the earlier year.
b) Loan and Advance includes Rs. 50,00,000/- each advanced to two Body Corporates on which
legal proceedings has been initiated. Accordingly, no interest income of Rs. 50,26,246/- (including
Rs.16,50,000/- for the year) has been recognised till 31st March, 2017. However, the management
is confident of recoverability of the principal amount in the near future.
c) The company had recognized MAT Credit Entitlement of Rs.15,73,207/- during the financial
year 2012-13 which could not be availed due to loss incurred in the current and previous financial
year. The management is hopeful of utilizing the MAT Credit Entitlements carried forward based
on the future profitability projections.
e) Security Deposits include following amounts paid to Related Parties :
i) Smt. Vinita Ahmed 52,50,000 52,50,000
ii) Smt. Smita Poddar 70,00,000 70,00,000
iii) Ms. Ashima Jain 52,50,000 52,50,000
iv) M/s Excellent Dealers Limited 15,00,000 15,00,000
v) M/s Vanila Tracom Private Limited 17,00,000 17,00,000
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(76)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st March, 2017 As at 31st March, 2016
2.13 : INVENTORIES Rs. Rs.
(As taken, valued and certified
by the Management)
Raw Materials (Raw Jute) 11,82,57,135 7,43,86,944
Work-in -progress (Jute Goods) 10,32,75,929 12,40,74,034
Finished Goods (Jute Goods)
At Mill 6,35,10,068 5,79,72,473
In Transit 1,44,86,282 7,79,96,350 95,76,671 6,75,49,144
Stores & Spares 1,69,74,389 1,33,21,211
31,65,03,803 27,93,31,333
Current
As at 31st As at 31st
March, 2017 March, 2016
Rs. Rs.
2.14 : TRADE RECEIVABLES
Outstanding for a period exceeding six months
Unsecured, considered good 40,81,089 67,93,691
(A) 40,81,089 67,93,691
Other Receivables
Unsecured, considered good 12,34,01,173 16,66,42,035
(B) 12,34,01,173 16,66,42,035
Total (A+B) 12,74,82,262 17,34,35,726
a) Certain Debtors balances are subject to confirmation.
As at 31st As at 31st
March, 2017 March, 2016
2.15 : CASH AND BANK BALANCES Rs. Rs.
Cash and Cash Equivalents
Balances With Banks :
In Current Account 1,75,88,359 1,70,00,203
Cheques/drafts on hand 14,44,044 31,45,780
Cash on hand 5,82,735 9,05,666
(A) 1,96,15,138 2,10,51,649
Other Bank Balances
Balances with Bank held as margin money 1,08,60,392 1,01,54,511
(B) 1,08,60,392 1,01,54,511
Total (A+B) 3,04,75,530 3,12,06,160
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(77)
Notes to Financial Statements for the year ended 31st March, 2017
As at 31st As at 31st
March, 2017 March, 2016
2.16 : OTHER CURRENT ASSETS Rs. Rs.
Unsecured, Considered Good
Interest accrued on Fixed Deposits 2,98,530 2,91,524
Interest accrued on Other Deposits 8,28,123 8,28,123
Insurance Claim Receivable [Refer Note 2.32a] 4,10,80,037 15,48,50,208
Export Incentives Receivable 12,78,830 8,38,770
Capital Subsidy Receivable 1,04,77,000 1,23,42,000
Interest Subsidy Receivable 84,00,000 84,00,000
Others 10,94,602 10,94,541
6,34,57,122 17,86,45,166
For the year ended For the year ended
31st March, 2017 31st March, 2016
2.17 : REVENUE FROM OPERATIONS (Rs.) (Rs.)
Sale of Products (Jute Goods)
i) Domestic
Hessian / Decorative 24,60,41,615 20,75,12,682
Sacking 1,99,30,81,609 1,96,16,36,945
Yarn 4,22,15,751 2,28,13,38,975 60,50,752 2,17,52,00,379
ii) Export
Hessian / Decorative – 12,95,736
Sacking 17,24,116 13,66,813
Yarn 2,41,26,294 2,58,50,410 9,61,40,751 9,88,03,300
(A) 2,30,71,89,385 2,27,40,03,679
Other Operating Revenues
Scrap Sales 34,50,813 79,64,044
Insurance Claim 3,18,995 19,89,000
Sewing & Branding 30,38,867 32,14,867
Export Incentives
(MEIS, Duty Drawback &
Focus Market Scheme) 17,76,026 63,97,940
(B) 85,84,701 1,95,65,851
Total (A+B) 2,31,57,74,086 2,29,35,69,530
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(78)
Notes to Financial Statements for the year ended 31st March, 2017
For the year ended For the year ended
31st March, 2017 31st March, 2016
2.18 : OTHER INCOME (Rs.) (Rs.)
Interest Income
On Banks Deposits (TDS Rs. 79,450/-, 7,95,261 5,66,047
Previous year Rs.56,359/-)
On Others (TDS Rs. Nil, 25,508 8,20,769 65,496 6,31,543
Previous year Rs. Nil/-)
Other Non Operating Income
Gain on sale of Investments (Net) – 1,94,523
Gain on sale/discard of Fixed Assets (Net) 10,91,973 –
Net Gain / (Loss) on Foreign Currency
Transaction / Translation 5,71,378 12,06,346
Liability no longer required written back – 12,45,481
Sundry Receipts 66,783 17,30,134 4,95,299 31,41,649
25,50,903 37,73,192
For the year ended For the year ended
31st March, 2017 31st March, 2016
2.19 : COST OF MATERIALS CONSUMED (Rs.) (Rs.)
Raw Materials (Raw Jute) 1,34,47,92,934 1,45,32,97,140
1,34,47,92,934 1,45,32,97,140
For the year ended For the year ended
31st March, 2017 31st March, 2016
(Rs.) (Rs.)
2.20 : (INCREASE)/ DECREASE IN INVENTORIES
OF FINISHED GOODS & WORK-IN-PROGRESS
Inventories at the beginning of the year
Finished Goods 6,75,49,144 4,55,23,365
Work-in -progress 12,40,74,034 6,55,89,923
19,16,23,178 11,11,13,288
Inventories at the end of the year
Finished Goods 7,79,96,350 6,75,49,144
Work-in -progress 10,32,75,929 12,40,74,034
18,12,72,279 19,16,23,178
1,03,50,899 (8,05,09,890)
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(79)
Notes to Financial Statements for the year ended 31st March, 2017
For the year ended For the year ended
31st March, 2017 31st March, 2016
2.21 : EMPLOYEE BENEFITS EXPENSE (Rs.) (Rs.)
Salaries & Wages 55,02,54,950 52,26,84,050
Contribution to Provident & Other Funds 8,77,12,199 8,40,81,890
Staff Welfare Expenses 23,81,860 22,73,367
64,03,49,009 60,90,39,307
2.22 : FINANCE COST
Interest Expenses
On Term Loan 6,90,339 35,72,554
On Cash Credit 1,10,69,072 1,31,42,173
On Unsecured Loan 1,58,21,667 1,18,21,817
On Buyer's Credit 11,76,037 26,51,156
On Car Loan 34,857 2,50,963
2,87,91,972 3,14,38,663
Other Borrowing Cost
Applicable Net Gain / Loss on Foreign
Currency Transaction /Translation 1,27,276 15,43,872
Other Financial Charges 86,09,510 1,07,65,235
3,75,28,758 4,37,47,770
For the year ended For the year ended
2.23 : OTHER EXPENSES 31st March, 2017 31st March, 2016
MANUFACTURING (Rs.) (Rs.)
Stores & Spares consumed 9,91,39,505 9,10,90,239
Power & Fuel 11,82,64,642 11,57,47,455
Repairs To Machinery 63,64,450 81,10,155
Repairs To Buildings 9,58,239 6,80,444
Insurance 44,05,933 39,63,920
(A) 22,91,32,769 21,95,92,213
SELLING AND ADMINISTRATION
Rent 19,92,000 20,28,000
Motor Car Expenses 26,29,067 26,40,856
Travelling Expenses 17,11,555 14,23,753
Rates & Taxes 17,50,071 15,54,835
Export Expenses (including Freight
Rs. 3,44,504/-, Previous year Rs. 3,14,039/-) 18,08,723 37,82,503
Auditor's Remuneration
As Statutory Audit Fees 2,75,000 2,75,000
For Taxation Matters 40,000 40,000
In Other Capacity 1,75,000 4,90,000 1,75,000 4,90,000
Forwarding & Delivery charges 91,14,315 77,89,390
Brokerage & Commission on Sales 31,15,497 31,73,558
Sundry Balances written off (Net) 1,351 3,24,936
Loss on sale/discard of Fixed Assets (Net) – 1,14,193
Bad debts written off 2,26,779 11,89,778
Directors' Fees 64,500 77,500
Charity & Donation 1,50,000 –
Miscellaneous Expenses 3,92,42,299 2,95,96,769
(B) 6,22,96,157 5,41,86,071
Total (A+B) 29,14,28,926 27,37,78,284
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(80)
Notes to Financial Statements for the year ended 31st March, 2017
a) Stores and spares consumed includes Rs.1,53,60,977/- on account of Repairs to Machinery
(Previous year Rs.1,40,04,815/-) (fully indigenous).
For the year ended For the year ended
31st March, 2017 31st March, 2016
2.24 : DEPRECIATION AND (Rs.) (Rs.)
AMORTIZATION EXPENSES
Depreciation on Tangible Assets 1,75,87,769 2,28,51,872
Less : Transferred from Capital Reserve 30,76,470 1,45,11,299 21,33,751 2,07,18,121
Amortization of Intangible Assets 1,99,850 1,16,625
1,47,11,149 2,08,34,746
2.25 : a) The Company uses foreign currency forward contracts to hedge its risk associated with foreign
currency fluctuations relating to firm commitments and forecast transactions. The use of such
contracts is consistent with the Company's risk management policy. The Company does not use
forward contracts for speculative purpose.
The particulars of derivative contracts entered into for hedging purposes outstanding as at 31st
March, 2017 are as under :
As at 31st As at 31st As at 31st As at 31st
Particulars March, 2017 March, 2017 March, 2016 March, 2016
INR USD INR USD
Forward contract / Future for receivables 1,87,95,690 2,91,000 67,09,808 98,428
Forward contract / Future for payables 3,07,53,989 4,71,687 2,63,46,167 3,95,054
b) Foreign currency exposure in respect of Purchases (Trade Payables & Buyer's Credit) which are
not hedged by derivative instruments as on 31st March, 2017 amounts to Rs.2,62,66,622/-
(Previous year Rs.3,11,65,774/-).
2.26 : Segment Reporting as per Accounting Standard – 17 prescribed under the Act.
a) Primary Segment (Business)
The Company operates within a single business segment i.e. Jute and Jute Products and accordingly
has considered the Business Segment to be the Primary Segment.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(81)
Notes to Financial Statements for the year ended 31st March, 2017
b) Secondary Segment Information
For the year ended For the year ended
31st March, 2017 31st March, 2016
(Rs.) (Rs.)
Sales - Inside India 2,28,13,38,975 2,17,52,00,379
Sales - Outside India 2,58,50,410 9,88,03,300
Trade Receivable - Inside India 12,40,29,092 17,32,08,947
Trade Receivable - Outside India 34,53,170 2,26,779
Advance Received from Customers - Inside India 34,27,972 28,26,466
Advance Received from Customers - Outside India – –
2.27 : Employee Benefits as per Accounting Standard -15 (Revised)
a) Defined Contribution Plan
The company makes contribution towards Provident Fund, ESIC, Superannuation Fund to a defined
contribution retirement benefit plan for qualifying employees. The Provident fund plan is operated
partly by Regional Provident Fund Commissioner and partly by an independent trust, ESIC by
government agencies and Superannuation Fund by a trust created for the purpose . Under the said
schemes the company is required to contribute a specific percentage of pay roll costs in respect
of eligible employees to the retirement benefit scheme to fund the benefits.
Contribution to Defined Contribution Plan, recognised as expense for the period is as under :
For the year ended For the year ended
31st March, 2017 31st March, 2016
(Rs.) (Rs.)
Employer's Contribution to Provident Fund 95,74,469 97,00,589
Employer's Contribution to Superannuation Fund 4,94,454 5,05,614
Employer's Contribution to Pension Scheme 3,36,44,789 3,31,76,295
Employer's Contribution to Employees State Insurance Scheme 2,25,84,998 2,12,03,514
b) Defined Benefits Plan
The employees' gratuity is a defined benefit plan. The present value of obligation is determined
based on actuarial valuation using the Projected Unit Credit Method, which recognises each
period of service as giving rise to additional unit to employee benefit entitlement and measures
each unit separately to build up the final obligation. The obligation for leave encashment in
respect of all the employees of the Company is recognised in the manner as aforesaid.
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
(82)
The following Table sets forth the particulars in respect of the Defined Benefit Plans of the Company for the
year ended 31st March, 2017.
Description For the year ended For the year ended
31st March, 2017 31st March, 2016
(Rs.) (Rs.)
Leave Leave
Gratuity Encashment Gratuity Encashment
(Funded) (Unfunded) (Funded) (Unfunded) (a) Reconciliation of Opening and Closing balances
of the Defined Benefit Obligation :Defined Benefit obligation at beginning of the year 29,12,80,390 89,50,846 31,64,22,575 91,94,300Current Service Cost 1,56,33,551 11,51,635 1,47,46,799 9,36,902Interest Cost 2,09,33,838 6,97,669 2,37,54,487 7,37,113Actuarial (Gain) / Loss (1,55,75,120) 1,03,62,936 (24660,514) 99,35,918Benefits Paid (2,43,25,069) (1,27,06,246) (38982,957) (1,18,53,387)Defined Benefit obligation at year end 28,79,47,590 84,56,840 291280,390 89,50,846
(b) Reconciliation of the Opening andClosing balances of the Fair Value of Plan Assets :Fair Value of Plan Assets at the beginning of the year 2,55,71,776 – 4,98,02,581 –Expected Return on Plan Assets 19,17,883 – 40,59,511 –Actuarial Gain /(Loss) 6,92,683 – (66,57,359) –Employer contribution 2,28,50,000 – 1,73,50,000 –Benefits paid (2,43,25,069) – (3,89,82,957) –Fair value of plan assets at year end 2,67,07,273 – 2,55,71,776 –Actual return on plan assets 26,10,566 – (25,97,848) –
(c) Reconciliation of fair value of assets and obligationsFair value of plan assets 2,67,07,273 – 2,55,71,776 –Present value of obligation 28,79,47,590 84,56,840 29,12,80,390 89,50,846(Asset)/Liability recognised in Balance Sheet 26,12,40,317 84,56,840 26,57,08,614 89,50,846
(d) Expense recognised in the Statement ofProfit and LossCurrent Service Cost 1,56,33,551 11,51,635 1,47,46,799 9,36,902Interest Cost 2,09,33,838 6,97,669 2,37,54,487 7,37,113Expected Return on Plan Assets (19,17,883) – (40,59,511) –Actuarial (Gain) / Loss (1,62,67,803) 1,03,62,936 (1,80,03,155) 99,35,918Net cost 1,83,81,703 1,22,12,240 1,64,38,620 1,16,09,933Expenses for Gratuity and Leave have beendisclosed under the items "Contribution toProvident and other funds" &" Salaries & Wages" respectively.
(e) Principal Actuarial AssumptionsMortality Table LIC (1994-96) LIC (1994-96) LIC (1994-96) LIC (1994-96)Discount rate (per annum) 7.50% 7.30% 8.00% 7.80%Expected rate of return on plan assets (per annum) 7.50% N.A. 8.00% N.A.Rate of escalation in salary (per annum) 4.00% 4.00% 5.00% 4.00%Expected Average remaining working 18.00 17.64 20.00 18.63lives of employees (Year)Withdrawal Rates Varying between 2%per annum Varying between 2%per annum
and 1% per annum depending on and 1% per annum depending onduration and age of the employees duration and age of the employees
Method Used Projected Unit Credit Method Projected Unit Credit Method
(f) The company expects to contribute Rs.3,00,00,000/- (P.Y. Rs.2,00,00,000/-) to its Gratuity Fund in the 2017-18.
(g) Disclosures showing Funded Status :
Gratuity (Funded) Particulars As at As at As at As at As at
31.03.2017 31.03.2016 31.03.2015 31.03.2014 31.03.2013(12 months) (12 months) (12 months) (12 months) (12 months)
Present Value of Obligation at year end 28,79,47,590 29,12,80,390 31,64,22,575 33,79,00,591 34,45,66,735Fair Value of Plan Asset at year end 2,67,07,273 2,55,71,776 4,98,02,581 8,68,51,265 10,68,86,495Funded Status (26,12,40,317) (26,57,08,614) (26,66,19,994) (25,10,49,326) (23,76,80,240)Unrecognised actuarial gain / loss at end of the year – – – – –Net Asset / (Liability) recognised in Balance Sheet. (26,12,40,317) (26,57,08,614) (26,66,19,994) (25,10,49,326) (23,76,80,240)
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Notes to Financial Statements for the year ended 31st March, 2017
2.28 RELATED PARTY DISCLOSURES AS IDENTIFIED BY THE MANAGEMENT IN
ACCORDANCE WITH ACCOUNTING STANDARD – 18 ARE GIVEN BELOW :
a) Name of Related Parties
i) Key Management Personnel
Shri Pawan Kumar Kanoria Executive Chairman
Shri Sanjay Hada Managing Director & CEO
Shri Vijendra Kumar Chaukhani Whole Time Director
ii) Relatives of Key Management Personnel
Smt.Usha Kanoria
Smt. Vinita Ahmed
Smt. Smita Poddar
Smt. Sonal Hada
Ms.Ashima Jain
iii) Enterprises over which significant control exists
B.P. Investments Limited
Excellent Dealers Limited
Vanila Tracon Private Limited
P.K.Business Enterprise Limited
Vapi Investments Ltd.
Softlinks Merchants Private Limited
Devang Tradecom Private Limited
Aravali Niwas Private Limited
Ajay Investment Enterprise Limited
Shraddha Investments Limited
Pawan Kumar Kanoria (HUF)
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b) Particulars of Transactions during the year ended 31st March, 2017
Nature of Key Management Relatives of Enterprise where
Transaction Personnel Key Management control exists
Personnel
(Rs.) (Rs.) (Rs.)
Issue of Preference Shares – – –
(–) (–) (5,00,00,000)
Remuneration 1,82,42,187 – –
(1,95,25,468) (–) (–)
Purchase of Raw Jute – – 16,79,95,257
(–) (–) (50,40,81,014)
Rent Paid – 16,80,000 3,12,000
(–) (16,80,000) (3,12,000)
Interest Paid – 72,79,348 8,40,000
(–) (4,15,605) (–)
Service Charges – – 1,44,000
(–) (–) (1,44,000)
Director Fees – 12,000 –
(–) (12,000) (–)
Loan Taken 3,19,50,000 3,31,50,000 –
(1,75,50,000) (5,61,20,000) (60,00,000)
Loan Repaid 4,22,00,000 4,80,00,000 –
(85,00,000) (1,53,70,000) (1,28,00,000)
Balance Outstanding at
the year end
Security Deposit – 1,75,00,000 32,00,000
(–) (1,75,00,000) (32,00,000)
Loan – 3,65,00,000 60,00,000
(1,02,50,000) (5,13,50,000) (60,00,000)
Interest Payable – 57,17,397 7,56,000
(–) (4,15,605) –
Trade Payable – – 6,03,95,951
(–) (–) (3,44,85,873)
Figures in brackets relates to corresponding previous year
2.29 : EARNINGS PER SHARE
For the year ended For the year ended
PARTICULARS 31st March, 2017 31st March, 2016
(Rs.) (Rs.)
(i) Net Profit for the year (Rs.) (4,33,33,970) (5,75,30,779)
(ii) Basic & Weighted average number of 25,89,490 25,89,490
Equity Shares outstanding during the year
(iii) Nominal Value of Shares (Rs.) 10.00 10.00
(iv) Basic & Diluted EPS (Rs.) (16.73) (22.22)
Notes to Financial Statements for the year ended 31st March, 2017
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Notes to Financial Statements for the year ended 31st March, 2017
2.30 : CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF :
a) Cess duty matters in dispute / under appeal Rs. 6,96,631/- (Previous year Rs.6,96,631/-) pertaining
to financial years 1980-81 to 1984-85.
b) Sales Tax & VAT payable due to non-collection of certain declaration forms and the demand
pending under appeal Rs.6,37,32,245/- (Previous year Rs.6,45,15,465/-) pertaining to financial
years 2001-02 to 2013-14. Against the above, an amount of Rs.39,14,168/- (Previous year
Rs.13,08,523/-) has been paid to relevant authorities as deposit against appeal.
c) Bills discounted with Banks and outstanding as at 31st March, 2017 Rs.Nil (Previous year
Rs.68,59,269/-).
d) Outstanding Bank guarantee of Rs. 2,85,99,929 /- (Previous year Rs.2,75,77,289/- ).
e) Estimated amount of contracts remaining to be executed on capital account net of advance/deposit
is Rs. 48,29,688/- (Previous year Rs.Nil/-).
f) Cumulative Preference Share Dividend is in arrear for the period amounting to Rs.37,97,260/-
(Previous year Rs. 7,97,260/-).
2.31 : The company has not provided additional bonus liability of Rs.1,69,96,092/- for the previous year
2014-15 based on judicial pronouncements including interim stay order granted for retrospective
application of Act in case of same industry on similar grounds.
2.32 : a) During the financial year 2014-15, the company had accounted for the insurance claim of
Rs.15,28,61,208/- pending acceptance / ascertainment from insurance company as against the
policy of accounting for insurance claims on acceptance basis. Against the above, an amount of
Rs.11,17,81,171/- was received in the month of September, 2016. A case has been filed before
Kolkata High Court to recover the balance amount along with interest. Pending decision, the
balance amount of Rs. 4,10,80,037/- is carried forward as considered recoverable by the
management and final adjustment will be carried out on outcome of the legal case.
b) As a result of delay of around two years in settlement of claims above, the Compnay had to bear
interest cost of approximately Rs. Three crores. Further on account of non receipt of balance
amount of Rs. Four crores from the insurance company, the company has incurred additional
interest cost of Rs. one and a half crores upto the end of the current financial year.
2.33 : During the year the functioning of Jute Mill was interrupted due to suspension of work between 21st
November, 2016 to 9th December, 2016, followed by continuous disturbance of production due to
labour trouble. Further, due to delay of around 2 years in settlement of insurance claim in respect of
huge fire at Mill, the Company had to incur substantial additional interest cost burden besides loss of
opportunity to purchase raw jute during the period of price rise trend. During the current year the
company has been able to cut down the conversion cost and efforts are on to further reduce such cost.
As a result of cash losses incurred in current as well as previous year, the net worth of the company is
eroding, which may cast significant doubt on the company’s ability to continue as a going concern. The
management is confident of raising further finance, if necessary. The promoters continue to be committed
to provide the required operational and financial support to the company. Accordingly, the financial
statements has been prepared on the basis that the company is a going concern and that no adjustments
are required to the carrying values of assets and liabilities.
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Notes to Financial Statements for the year ended 31st March, 2017
2.34 :Additional Information
For the year ended For the year ended
31st March, 2017 31st March, 2016
a) CIF Value of Imports during the year
Particulars Rs. Rs.
Raw Materials 9,73,22,840 6,24,29,969
Capital Goods 1,78,54,856 –
b) Value of Raw Materials and Store & Spare Parts Consumed
Particulars % Rs. % Rs.
Raw Material
Imported 6.67 8,96,55,664 3.99 5,79,72,358
Indigenous 93.33 1,25,51,37,270 96.01 1,39,53,24,782
100.00 1,34,47,92,934 100.00 1,45,32,97,140
Store & Spare Parts
Imported 0.01 12,515 0.05 42,385
Indigenous 99.99 9,91,26,990 99.95 9,10,47,854
100.00 9,91,39,505 100.00 9,10,90,239
c) Earnings in Foreign Exchange
FOB Value of Exports 2,54,99,582 9,84,89,261
d) Expenditure in Foreign Currency
Foreign Travelling – 2,38,843
RELIANCE JUTE MILLS (INTERNATIONAL) LIMITED
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Notes to Financial Statements for the year ended 31st March, 2017
2.35 : Details of Specified Bank Notes held and transacted during the period 8th November 2016 to
30th December 2016 as defined in the Notification S.O. 3407(E) are provided as below :
PARTICULARS SBNs Other Total
Closing cash in hand as on 8th November 2016 13,77,000 9,18,395 22,95,395
Add: Withdrawal from Bank Accounts – 13,25,000 13,25,000
Add: Permitted Receipts – 5,47,468 5,47,468
Less: Permitted Payments – 21,11,136 21,11,136
Less: Amount deposited in Banks 13,77,000 200 13,77,200
Closing cash in hand as on 30th December 2016 – 6,79,527 6,79,527
2.36 : Previous years figures have been re-arranged/re-grouped wherever considered necessary.
As per our Report annexed On behalf of the Board of Directors
For Singhi & Co.
Chartered Accountants P. K. Kanoria – Chairman (DIN : 00305297)
FRN No.-302049E S. Hada – Managing Director & CEO (DIN : 00305476)
Ankit Dhelia V. K. Chaukhani – Whole time Director (DIN : 00309895)
Partner P. K. Jain – Director (DIN : 00372338)
Membership No. 069178
Kolkata, the 30th day of May, 2017 S. K. Agarwal – Company Secretary & CFO