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1

S a v i nSAVITA CHEMICALS LIMITED43rd ANNUAL REPORT 2003-2004

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FIVE YEAR PERFORMANCE AT A GLANCERupees in lacs

PARTICULARS

A. REVENUEA NDAPPROPRIATIONSSALES AND OTHER INCOMEPROFIT BEFORE TAXPROFIT AFTER TAXDIVIDEND%

B.ASSETS EMPLOYEDNET F IXED ASSETSI N V E S T M E N T SNET CURRENT ASSETSDEFERRED TA XTOTAL

C. FINANCEDBYEQUITY SHARESRESERVESL O A N F U N D STOTAL

2003-2004

46,6983,6422,817

75

4,7781 2299,676(624)

15,059

87612,356

1,82715,059

2002-2003

32,8522,4151,989

45

3,6021,4088,315(408)

12,917

87610,315

1,72612,917

2001-2002

25,8321,3521,120

35

3,443947

8,580(498)

12,472

8768,8082,788

12,472

2000-2001

22,1061,017

78 630

3,817911

5,534(393)9,869

8768,104

8899,869

1999-2000

17,9411,7521,235

40

4,158.1,3903,528(292)8,784

8767,636

2728,784


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SAVITA CHEMICALS LIMITEDForty - Third Annual Report2003 - 2004

BOARD OF DIRECTORS G. N. Mehra - Chairman and Managing DirectorN. B. KarpeMrs. S. N. MehraV. D. NarkarS. R. PanditA. G. Satsangi

SECRETARYBANKERS

C. V. AlexanderState Bank of IndiaUnion Bank of IndiaCorporation BankStandard Chartered Bank

AUDITORS Bansal & AssociatesChartered AccountantsMumbai

REGISTERED OFFICE 66 /67 , Nariman Bhavan,Nariman Point,Mu mb a i -4 0 0 0 21Tel.No.: 2883061-64

FACTORIES' 17 /17 A, Thane Belapur Road,Turbhe, Navi Mu mb ai - 400 705

Survey No. 10/2, Kharadpada,Post Na ro li, Silvassa,Dadra and Nagar Haveli - 396 230

SHARE TRANSFER AGENT Sharepro Services,Satam Estate, 3rd Floor,Above Bank of Baroda,Cardinal Gracious Road,Chakala, Andheri (East),Mu m b a i -4 0 0 099


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SAVITA CHEMICALS LIMITEDNOTICENOTICE fs hereby given that the Forty-Third Annual General Meeting of the Members of SAVITA CHEMICALS LIMITEDwill be held at the M, C. Ghia Hall, Bhogilal Hargovindas Building, 2nd Floor, 18/20, Kaikhushru Dubash Marg,Mumbai 400 001 on 7th August, 2004 at 11.00 A.M. to transact the following business:ORDINARY BUSINESS1 : To receive and adop t the Aud ited P rofit and Loss Account for the year ended 31st Ma rch, 2004 and the BalanceSheet as at that date and the Report of the Directors and the Auditors thereon.2. To declare divid end on Equity Shares.3. To app oint a Director in place of Mr. S. R. Pandit, who retires by rotation and being eligible , offers himself forre-appointment.4. To app oint a Director in place of M r. N. B. Karpe, wh o retires by rotation a nd being eligible , offers himself forre-appointment.5. To appoint Auditors to hold office from the conclusion of this meeting until conclusion of the next Annual GeneralMeeting and to fix their remuneration.SPECIAL BUSINESS6. To consider and if tho ugh t fit, to pass wit h or w itho ut m odifications, the followin g as Special Resolution:

RESOLVED THAT, in accordance with the applicable provisions of the Companies Act, 1956, the Securities Contracts(Regulation) Act , 1956, the Listing Agreement with Stock Exchanges and the provisions of the Securities andExchange Board of India (D e-listing of Securities) Guidelines, 2003, o r any amendm ent o r. modification thereof,and subject to such other approvals, permissions and sanctions as may be necessary and such conditions andmodifications as may be prescribed or imposed by any authority while granting such appro vals, permissions orsanctions which may be agreed to by the Board of Directors of the Company ( the Board ) consent be and ishereby accorded to de-list the Ordinary Shares of the Company from the stock exchanges at Ahmedabad andDelhi.

NOTES:1. A MEMBER ENTITLED'TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AN D VOTE INSTEADOF HIMSELF / HERSELF AND THE PROXY NEED NOTBEA MEMBER.2. The proxy form duly comp leted and signed should be deposited at the Registered Office of the Company not laterthan 48 hours before the time of holding the meeting.3. The Register of Members and the Share Transfer Books of the Com pany wi ll remain closed from 2 nd August, 2004to 7th August, 2004 (both days inclusive).4. The payment of d ividend , if sanctioned, will be made to the shareholders whose names stand on the Register ofMembers on 7th August, 2004. For shares held in the dematerialised form, dividend will be paid on the basis ofbeneficial ownership as per details received from the depositories.5. The shareholders are requested to (a) intim ate, if shares are held in the same name or in the same order andnames, but more than one folio to enable the Company to consolidate the said folios into one folio and (b) notifyimmediately, any change in their recorded address along with pin code number, to the Company.6. The shareholders are requested to forw ard shares for transfer and related com mu nicatio n to the Share TransferAgent or to the Registered Office of the Company.7. The shareholders seeking information on accounts published herein are requested to kindly furnish their queries

to the Company at least ten days before the date of the meeting to facilitate satisfactory replies.


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8. The shareholders who a ttend the meeting are requested to complete the attendance slip and deliver the same atthe entrance of the meeting hall. The shareholders hold ing shares in de materialised fo rm , should indicate the DPID and Client ID numbers in the attendance slip.9. The shareholders are requested to bring the ir copy of the Annual Report to the meeting.

By Order of the Board of DirectorsM um bai C. V. Alexander29th May, 2004 Secretary

ANNEXTURE TO THE NOTICEEXPLANATORY STATEMENT AS REQUIRED BY SECTION 173 OF THE COMPANIES ACT, 1956Item No. 6

The Company's shares at present are listed with the following stock exchanges:1. The Stock Exchange, M um bai (BSE)2. The National Stock Exchange of India Limited, M um bai (NSE)3. The Stock Exchange Ahm edabad , Ahm edabad4. The Delhi Stock Exchange Association Lim ited, Delhi

It is observed from the data on trading volumes that the Company's shares are not traded in material volumes atstock exchanges other than BSE and NSE; substantial percentage of volume of Company's shares are transactedin BSE and NSE. The trading volume of Company's shares in other stock exchanges is either nil or insignificant, BSEand NSE have the nationwide trading terminals, which facilitate trading by members/investor s across the country.Therefore, to con tinue trad ing in stock exchanges other than BSE and NSE neither serves the interest of themembers/investors nor that of the Company.The Board of Directors of your Company ( the Board ) at its meeting held on 29th May, 2004 approved voluntaryde-listing of Company's shares from stock exchanges at Ahmedabad and Delhi and accordingly recommendedthe proposal of de-listing for members' approval. The Company's shares wil l , however, continue to be listed onBSE and NSE.De-listing of the Company's shares from the above stock exchanges will also result in saving the cost on account oflisting fees.In ccord nce with Securities & Exchange Board of India (De-listing of Securities) Guidelines, 2003, consent of themembers by way of Special Resolution is required for voluntary de-listing of Company's shares.None of the Directors of your Company is interested in this Special Resolution.Your Directors recommend this Special Resolution for your approval.

By Order of the Board of Directors

M um bai C. V. Alexander29th May, 2004 Secretary



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SAVITA CHEMICALS LIMITEDREPORTOF THE DIRECTORSTO THEMEMBERSYour Directors have pleasure in presenting the Forty - Third Annual Report, together with the Audited Accounts forthe year ended 31st March, 2004.1 . FINANCIAL RESULTS

Total IncomeProfit before Depreciation and TaxDepreciationProfit before TaxProvision for Taxation :

CurrentDeferred

Profit for the year after taxBalance brought forward from previous yearProfit available for appropriationsAppropriations:

Proposed DividendTax on DividendGeneral Reserve

Balance carried to Balance Sheet2. DIVIDEND

Your Directors are pleased to recommend a regular dividend of 50 and a special dividend of 25 , on theoccasion of 10th anniversary year of Company's shares being listed on the stock exchanges on the paid up EquityShare Capital of Rs.876.13 lacs for the year ended 31st March, 2004.

3. OPERATIONSWith some signs of an economic recovery in the country in the year under review, your Company was able to turnout another commendable performance with sales turnover at Rs. 45,246 lacs against Rs. 32,256 lacs in the year2002-03, showing a growth of 40 . The net profit of the Company at Rs. 2,817 lacs as against Rs. 1,989 lacs forthe previous year, has also kept pace with the increase in sales. Addition-of new customers, both in the domesticand the export markets was the key driver for this increase in sales.Your Company also added further capacity to its Wind Power segment by commissioning four new wind energygenerators of 950 KW each in the State of Karnataka in July 2003. Further investments in this segment-will beconsidered by your Company on the basis of their economic viability.Further expansion in the manufacturing capacity at the Silvassa plant was also carried out during the course of theyear.Global crude oil prices, in recent days, have risen to their highest levels in the last eleven years. Robust demandfor crude oil from some of the major economies such as USA and japan, as well as the emerging economies suchas China and India, along with continuing tensions in the Middle East have been primarily responsible for thissustained rise in crude oil prices.With global economies showing early signs of an economic recovery, demand for crude oil is likely to remainstrong and any drop in crude oil prices will only be possible if substantial export of crude oil from Iraq commencesand OPEC agrees to further enhance its output of crude oil. The movements in prices of crude oil are significant foryour Company as they have a bearing on the Base Oil prices, the key raw material for your Company.

4. FIXED DEPOSITSThe Company has no unpaid fixed deposits.

RupeesYear ended Year31.3.2004 31.

46,6984,220

5783,642

610215

2,8171,5924,409

65784

3503,318

in lacsended3.200332,8522,856

4412,415

515(89)

1,989347

2,336

39450

3001,592


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SAVITA CHEMICALS LIMITEDANNEXURE TO THE DIRECTORS' REPORTPARTICULARS REQUIRED UNDER THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF THE BOARD OFDIRECTORS) RULES, 1988A. CONSERVATION OF ENERGY

a) ENERGY CONSERVATION MEASURES TAKENi) Fuel used in Thermopac was changed to LDO from HSD.ii) Asbestos sheets used in covering godo wns were partially replaced by transparent sheets wh ich providebetter natural light durin g day tim e. This reduces the need of electrical ligh ting .iii) The replacement of conven tional lightin g system by energy efficient ligh ting systems was contin ued.ADDITIONAL INVESTMENTS AND PROPOSAL FOR REDUCTION IN CONSUMPTION OF ENERGY

B.

D.

b)The Company intends to continue the process of replacing conventional lights and motors by energy efficientlights and motors. Upgradation of steam traps wherever required will also be done.

c) IMPACT OF THE ABOVE MEASURESThe above measures have led you r Com pany to reduce its overall energy cost due to reduc tion in b othelectricity and steam costs.

d) TOTAL ENERGY CONSUMPTION AND ENERGY CONSUM PTION PER UNIT OF PRODUCTIONForm A enclosedTECHNOLOGY ABSORPTIONEfforts made for technology absorption are detailed in Form B .ACTIVITIES RELATING TO EXPORTSThe export turnover of your Company has increased from Rs. 3,376 lacs in the previous year tt> Rs.3,440 lacs in theyear 2003-2004, showing a grow th of 2% . Your Company has continued to consolidate its position in its currentmarkets as well as steadily explore new markets for its products.TOTAL FOREIGN EXCHANGE USED AND EARNED

Rupees in lacs(i) CIF Value of Imports 22,961(ii) Expenditure in foreign Currency 556(iii) Foreign Exchange earned 2,876PARTICULARS OF EMPLOYEESStatement of particulars of employees as required under Section 217(2A) of the Companies Act, 1956 read withCompanies (Particulars of Employees) Rules, 1975 and forming part of the Directors Report for the year ended 31stMarch, 2004Name ofEmployeeMr. G. N. Mehra

Age

43

Designation

Chairman andManagingDirector

Grossremuneration(Rupees)5,255,172

Qualifications

B.E.(Chem.),M.B.A.

Experience(In years)21

Date ofjoining1/12/1983

PreviousEmployment/Position heldMarketingExecutiveMehra Trading& InvestmentCompany P. Ltd.

Notes :1 Remuneration includes basic salary, allowances, commission paid, Company's contribution to Provident Fundand other perquisites valued in accordance w ith the Income Tax Rules, 19 61.

The Company has contributed an appropriate amount to the Gratuity Fund on actuarial valuation. As theemployee-wise break-up of contribution is not available, the same is not included above.Experience includes number of years' service elsewhere.The nature of employment is contractual and is governed by the rules and regulations of the Company inforce from time to time.



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CHEMICALS

FORM - A

DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY

2003-2004 2002-2003A. POWER & FUEL CONSU MPTION1. Electricity

a. Purchased Units (m illion)Total amount (Rs.lacs)Average rate/unit (Rs.)

b. Ow n Generationi) Thro ugh Diesel Generation Unit

Units per Litre of Diesel OilCost / Unit (Rs.)

ii) Throug h Steam Turbine Generatorsiii) Through W ind Turbines

Units (million)Total Amount (Rs. lacs)Average rate/Unit (Rs.)

2. Coal3. Furnace Oil

Quantity (KL)Total Amount (Rs. lacs)Average Rate (Rs. per KL)

4. Others

1.052*45.91

4.37

22,2243.056.77

Nil

0.74533.46-4.49

Nil

23035.05

15,217Nil

0.666*34.275.15

50,7512.447.81

Nil

0.92051.59

5.61Nil

23636.92

15,630Nil

B. CONSU MPTION PER UNIT OF PRODU CTION*Particulars

Electricity(KWH)Furnace Oil(In litres)

Year

2003-042002-032003 042002-03

TransformerOil4411

LiquidParaffins

121134

PetroleumSulfonates

252158

PetroleumJellies

211856

Lubricants

6512

Others

4411

* Units net of wind power generation



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SAVITA CHEMICALS LIMITEDFORM - B

DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION, RESEARCH ANDDEVELOPMENT

1 . SPECIFIC AREAS IN W HIC H R & D CARRIED OU TDuring the year R&D carried out work on the development of new product variants for both Transformer Oils andLiquid Paraffins. These variants are tailor-ma de Speciality Oils for new customers.2. BENEFITS DERIVED

The development of new variants of Speciality Oils led to the addition of new customers for these products, bothin the domestic and export markets.3. FUTURE PLAN OF ACTION

Development work w ill be continued for developing new formulations and new variants for Speciality Oils with aspecial focus on meeting the requirements of new customers in both domestic and overseas markets.4. EXPENDITURE ON RESEARCH AN D DEVELOPMENT

Rupeesin lacsa) Ca pita l. 2.47b) Recurring 41.39

Total 43.86Tota l R & D expenditure as percentage of total turnover 0.10

5. TECHNOLOGY ABSORPTION AND ADAPTATIONThe variants that were developed during the year have also been introduced into our prod uct range and arebeing marketed to customers.

For and on behalf of the Board

Mum bai , G. N. Mehra29th May, 2004 Chairman and M anaging Director



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o i t u

CORPORATE GOVERNANCEReport on Corporate Governance for the year 2003-2004 is as under:1. PHILOSOPHY ON CORPORATE GOVERNANCE

The Com pany believes in and has consistently endeavoured to practise goo d Corporate Governance on anongoing basis. The Company's focus is on maintain ing high level of transparency, professionalism, accountabilityand integrity in its dealings with all stakeholders including shareholders, customers, suppliers, government,depositors and employees.2 . BOARD OF DIRECTORS

The Company has a broad-based Board of Directors with a Managing Director'heading the business, two PromoterNon-Executive Directors and three Non-Promoter Non-Executive Independe nt Directors.The members on the Board possess adequate experience, expertise and skills necessary to manage the affairsof the Company in an efficient manner.Composition, Categories and names of Directors

Director

Mr. G. N. MehraMrs. S. N. MehraMr. A. G. SatsangiMr. N. B. KarpeMr. V. D. NarkarMr. S. R. Pandit

CategoryExecutive-CM D/PromoterNon-Executive-PromoterNon-Executtve-PromoterNon-Executive-Non-PromoterNon-Executive-Non-PromoterNon-Executive-Non-Promoter

No. of outsideDirectorships991292

No . of outsideCommittee memberships_---

. 52

Number of Board Meetings with datesDuring the period 1st Apr il, 2003 to 31st March, 2004, the Board met six times with a maximum gap of threemonths between two m eetings. The Board Mee tings were held on 30th April, 200 3, 31st May, 2003,31st July, 2003, 29th O ctober, 2003, 29 th January, 2004 and 29th March, 2004.Attendance of Directors at the Board Meetings held during 200 3-20 04 and the last Annual General Meeting

Name of the Director

Mr. G. N. MehraMrs. S. N. MehraMr. A. G. SatsangiMr. N. B. KarpeMr. V. D. NarkarMr. S. R. Pandit

AttendanceNo. of meetings held during the tenure of Directors

Held666666

Attended644666 '

Last AGM attended

YesYesYesYesYesYes

Details of remuneration paid /to be paid to the Directors during the year 2003-2004 Rupees in lacs

Manaqinq DirectorMr. G.N. MehraSalaryPerquisitesContribution to PFNon-Executive DirectorsMrs. S. N. MehraMr. A. G. SatsangiMr. N. B. KarpeMr. V. D. NarkarMr. S. R. Pandit

All elements of remunerationpackage taken together

13.22 .10.201.59N ilN ilN ilN ilN il

Commission*

36.031.001.001.001.001.00 '

Subject to approval of shareholders.


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SAVITA CHEMICALS LIMITEDInformation placed before the BoardIn addition to the matters which statutorily require approval of the Board, the following matters are regularlyplaced before the Board Minutes of Audit Com mittee meetings. M inutes of Shareholders' Grievance Co mmittee. Major developme nts in labour relations, if any. Disclosures of material related party transactions, if any. Com pliance w ith regulatory and statutory requirements includ ing listing requirements and shareholders'services. Details of showcause, dem and, prosecution and penalty notices, if any, wh ich are significant in nature. Material default, if any, in financial obligation to and by the Company and substantial non-payment of goodssold by the Company. Sale of significa nt investments and assets.

3. COMMITTEES OF THE BOARDIn terms, of the SEBI Code, the Board of the Company has constituted the followin g comm ittees:Audit CommitteeThe Audit Comm ittee consists of the follow ing independent Non-Executive Directors:Mr. S. R. Pandit - Ch airm anMr, V. D. Narkar - M em berMr. N. B. Karpe - M em be rThe broad terms of reference of .Audit Com mittee are as under: Overseeing the Company's financial repo rting process and disclosure of its financial information to ensurethat the financial statements are correct, sufficient and credible. Recommending the appointment/re-ap pointm ent of statutory auditors, internal auditors, tax auditors, fixationof audit fees, etc. Review of annual financial statements. Review of quarter ly/half yearly un-aud ited financial results. Review of adequacy of internal con trol system and the internal audit program me . Reviewing the Company's financial and risk management policies.The Audit Committee met four times (On 30th April, 2003, 31st July, 2003, 29th October, 2003 and 29th January,2004) during the year 2003-2 004.Attendance of Director Members at the Audit Committee Meetings

AttendedMr. S. R. Pandit 4Mr. V. D. Narkar 4Mr. N. B. Karpe 4Shareholders' Grievance CommitteeThe following are the members of this committee:Mr. V. D. Narkar - Chairman (Non-Executive Independent Director)Mr. S. R. Pandit - Member (Non-Executive Indepen dent Dire ctor)Mr. G. N. Mehra - Mem ber (Man aging Director)Mr. A. G. Satsangi - Memb er (Non-Executive Director)The Comm ittee met four times (On 30th Ap ril, 2003, 31st July, 2003 , 29 th O ctober, 2003 and 29 th January, 2004)during year 2003-2004.



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CHEMICALS

5.

6.

7.

8.

Attendance of Director Members at the Shareholders' Grievance Committee MeetingsAttended

Mr. V. D. NarkarMr. S. R. PanditMr. G. N. MehraMr. A. G. SatsangiDetails of Shareholders' Grievances and their redressal

Sr. No.1.2.3.4.

TypeTransfers/Transmission/Name CorrectionNon-receipt of Dividend WarrantDematerialisation/Remateriaiisation/Duplicate Certificate/ConsolidationOthersTotal

Received147942

256397

Cleared147939

256388

The Company has resolved most of the Shareholders' grievances within a period of 15/30 days from thedate of receipt of the same dur ing the year 2003-2004 except in cases wh ich are constrained by disputes andlegal impediments.

4. GENERAL BODY MEETINGSLocation and time where General Body Meetings held in the last three years is given below:

Year2002-20032001-20022000-2001

AGM/EGMAGMAGMAGM

LocationM.C.Ghia Hall, MumbaiM.C.Ghia Hall, MumbaiM.C.Ghia Hall, Mumbai

Date6.9.2003 -25.9.200215.9.2001

Time11.00 A.M.11.00 A.M.11.00 A.M .No Special Resolution was put through postal ballot during last year. Further, no Special Resolution is beingput through postal ballot in the ensuing AGM as there is no such business wh ich statutorily requires votin gthrough postal ballot.DISCLOSURE ON MATERIALLY SIGNIFICANT RELATED PARTY TRANSACTIONS (WITH PROMOTERS,DIRECTORS, MANAGEMENT, THEIR SUBSIDIARIES OR RELATIVES ETC.) WHICH MAY HAVE POTENTIALCONFLICT OF INTEREST WITH THE COMPANY AT LARGEThere were no such transactions during the year.NON-COMPLIANCE BY THE COMPANY, PENALTIES, STRICTURES IMPOSED ON THE COMPANY BY STOCKEXCHANGES/SEBI, IN THE LAST THREE YEARS

None.MEANS OF COMMUNICATIONSThis is being done through quarterly results, which are published in national English (Financial Express - all editions)and Marathi (Navshakti-Mumbai) daily newspapers.Half yearly rep ort was sent to each household shareholder for the half year ended 30th September, 2003. Inaddition, the financial results are also displayed on the Company's website www.savita.com. Moreover,as per SEBI guidelines, the financial data is displayed on the EDIFAR system from time to tim e.GENERAL SHAREHOLDER INFORMATION1. Date of Book closure2. Date and venue of AGM3. Dividend Payment (Equity)

4. Listing on Stock Exchanges in India

2.8.2004 to 7.8.2004 (Both days inclusive)7.8.2004 at 11 A.M. at M.C.Ghia Hall,Kaikhushru Dubash Marg, Mumbai, India.50%as regular and 25% as special dividend on Equity shares. Warrantswil l be despatched before 6.9 .2004, if dividend is approved at theAnnual General Meeting.The Stock Exchange, MumbaiPhlroze Jeejeebhoy Towers, DalaiStreet, M umbai-400001Tel:91-22-22721233,Fax:91-22-22723719/22722037Stock Code: 24667


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SAVITA CHEMICALS LIMITED

5. Status of Listin g Fees6. Registered Office7. Works

8. Depositories

9. SHARE TRANSFER IN PHYSICAL FORM AND OTHER C OM MU NIC AT IONDIVIDENDS AND CHANGE OF ADDRESS ETC. TO BE SENT EITHER TO -

National Stock Exchange of India LimitedExchange Plaza, 5th Floor, Plot N o . C / 1 , G Block,Bandra - Kurla Complex, Bandra (East) , Mumbai-400051Tel: 91-22-26598235, Fax :91-22-26598237Stock Code: SAVITA CHEM-EQThe Stock Exchange Ahmedabad,Kamadhenu Complex , Opp.Sahajanand Col lege,Panjerpo le , Ahmedabad-380015Tel:91-79-26307971 -77 , Fax :9 i -79-263088 77Stock Code: 51114/SAVITA CHEMThe Delhi Stock Exchange Association LimitedDSE House, 3/ 1 , Asaf Al i Road, New Delhi - 11000 2Tel:91 -11-232 920 39, Fax:91-11-23292341 /23292181Stock Code:7610Paid to al l the above Stock Exchanges for the year 2004-20056 6 / 6 7 , Nariman Bhavan, Nariman Point , Mumbai - 400021Tel:91-22-2288306 1-64, Fax: 91-22-2202936417/17A , Thane Belapur Road, Turbhe, Navi M um bai - 4007 05Tel: 91-22-2768 1521/22, Fax: 91-22-27672024Survey No.10/2, Kharadpada, Post Narol i , Si lvassaDadra and Nagar Havel i -396230Tel:0260-26501 83, Fax: 0260-2650182National Securit ies Depository Limited4th Floor, Trade World, Kamala Mi l ls CompoundSenapat i Bapat Marg, Lower Parel , Mumbai- 400013Tel:91-22-2497296 4-70, Fax: 91-22-24972993Central Depository Service (India) LimitedPhiroze Jeejeebhoy Towers, 20th Floor, Dalai Street, Mumbai-400001Tel:91-22-22723333, Fax: 91-22-22723199

REGARDING SHARE CERTIFICATES,Savita Chemicals Limited66/67 Nar iman BhavanNariman PointMumbai - 400021Tel: 91-22-22883061Fax:91-22-22029364

10 . SHARE TRANSFER SYSTEM

Sharepro ServicesSatam Estate, 3rd FloorAbove Bank of BarodaCardinal Gracious RoadChakala, Andheri (East)Mumbai - 400099Tel:91-22-28215168/28347719Fax:91-22 -28375646 /28300272

Transfer of shares in physical for m is gene rally registered and certificates are retu rned wi th in a perio d of 30 daysfrom the date of receipt of the documents clear in all respects. Similarly, the dematerialisation requests are processedwithin a period of 15 days. The Shareholders' Grievance committee meets as often as required. The total numberof shares transferred in physical and dem aterial ised form du ring the year 2003 -20 04 are as fol lows :

CategoryPhysicalD e m a t

N o. of requests1,0284,318

N o . of shares115,500

1,019,267

Requests attended1,0284,318



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CHEMICALS

11. DISTRIBUTION OF SHAREHOLDINGS AS ON 31st MARCH, 200 4No. of EquityShares heldUpto 500501-10001001-20002001-30003001-40004001-50005001-1000010001-AboveTOTAL

No.of ShareHolders11,410

25 210 8

3312142125

11,875

% of ShareHolders96.084 .

2.1220.9090.2780.1010.1180.1770.211

' 100.000

N o . o fShares

1,404,139202,474159,448

81,10943 ,67066 520

155,2246,648,6668,761,250

% of ShareHolding.1 6 .0 2 7

2.3111.8200.9260.4980.759\.712.

75.887100.000 .

12. CATEGORIES OF SHAREHOLDINGS AS O N 31st MA RCH, 20 04

Overseas C orpora te BodiesNon-resident Individuals

-On non-repatriable basis-On repatriable basis

FllsPromoters, D irectorsBanks/Mutual Funds/ Public FinancialInstitutions/ TrustsOther Bodies CorporatesResident IndividualsTotal

No. of ShareHoldersN il

911Nil34

539 6

11,42011,875

VotingStrength %Nil

0.0710.113

Nil74.9720.3432.384

22.117100.000

No.ofShares heldNi l

6,2249,864

Nil6,568,475

30,110208,885

1,937,6928,761,250

13. DEMATERIALISATION OF SHARESThe Com pany's shares are com pulso rily2,073,448 shares aggregating to23.67

14 . STOCK MARKET PRICESMonth

April 2003May 2003June 2 003July 2003 'August 2003September 2003October 2003November 2003December 2003January 2004February 2004March 2004

BSEHighest Lowest(Rupees)57.2566.0074.7090.55

101.4091.9089.05

105.60158.85144.60125.15110.80

52.0053.0061.0074.7087.5577.2579.3083.75

110.45103.60100.25

93 .80

NSEHighest Lowest(Rupees)58.9067.7578.0094.40

103.6097.9094 .90

106.00164.00149.00128.40112.90

48.1052.2560.2574.3583.5076.3578.0082.65

107.00101.10

96.2093.10

traded in dematerialised form as per SEBI guidelines. As on 31st Marc h, 2004 ,of Equity 5hareso fth e Company have beendematerialfsed.Movement of Stock Price with BSE Sensitive Index

O. 125

Months-BSE Highest -BSE lowest


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SAVITA CHEMICALS LIMITED15. FINANCIAL CALENDAR - 200 4-20 05

Financial Reporting for the first quarter ending 30th June, 2004 - last week of July, 200 4.Financial Repo rting for the second qua rter and half year end ing 30 th September , 2004 - last week ofOctober, 2004.Financial Reporting for the third quarter end ing 31st December, 2004 - last week of January, 200 5.Financial Reporting for the fourth quarter ending 31st March, 2005 - last week of April, 2005 .Audited Accounts for the year ending 31 st March, 2005 - last week of May, 2005.Annual General Meeting for the year ending 31st March, 2005 - second week of August, 2005 .The website of the Company is www.savita.com.


M umb ai G. N. Mehra29th May, 2004 Chairman and M anaging Director

COM PLIANCE OF CO ND ITIO NS OF CORPORATE GOVERNANC E CERTIFICATE

To the Members ofSavita Chemicals Limited

We have examined the compliance of cond itions of Corporate Governance by Savita Chemicals Limited ( theComp any ) for the year ended 31st M arch, 2004 as stipulated in Clause 49 of the Listing Agreement of the saidCompany with Stock Exchanges.The Compliance of Con ditions of Corpo rate Governance is the responsibility of the M anagem ent. Ourexamination was limited to procedures and implementations thereof, adopted by the Company for ensuringthe compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression ofopinion 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 state that theComp any has com plied wi th the conditions of Corpora te Governance as stipulated in the aboveme ntioned clause of the Listing Agreement.We state that no investor grievance is pending for a period exceeding one month against the Company asper the records ma intained by the Shareholders' Grievance Com mittee except in cases wh ich are constrainedby disputes and legal impediments.We further state that such compliance is neither an assurance to the future viability of the Company nor theefficiency or effectiveness with which the M anagem ent has conducted the affairs of the Company.

For Bansal and AssociatesChartered Accountants

M um bai S. K. Bansal29 th May, 2004 Partner

Membership No. 12288



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S n Y i t a

MANAGEMENT DISCUSSION AND ANALYSIS REPORTPursuant to Clause 49 of the Listing Agreement, a Management Discussion and Analysis Report covering segment-wiseperformance and outlook is given below:A. INDUSTRY STRUCTURE AND DEVELOPMENT

I. Petroleu m Produ ctsThis segment mainly consists of the organised sector. Transformer Oils, Liquid Paraffins, White Oils, LubricatingOils and the like form th e pro duc t po rtfolio under this produ ct segment of the Company. The Base Oilsimp orted fro m various parts of the wo rld and also sourced domestically to some extent are the basic rawmaterials for the products in this segment.The demand for Transformer O ils depends largely on the developm ent, grow th and expansion of powerprojects and industrialisation in the country, whereas the prospects for Liquid Paraffins and White Oils aremainty decided by the market for Pharmaceuticals, cosmetics and related fields.Lubricant business consists of two broad categories - Au tom otive and Ind ustrial. Demand for this sectormainly varies based on general industrial and economic cond itions in the market. The autom obile sectorconsisting mainlyof personal, commercial and agricultural transportation categories decides the demand forthe automotive lubricants. The extent of industrial activity and general economic environment decide thescope for industrial lubricants.Petroleum Products segment is mainly ruled by the domes tic as we ll as multin ation al players. Since thesecond halfof the year 2002, the overall growth in industrial production started its upward m ovement. Theindustrial output forthe financial year 2003-04 according to the data released by Central Statistical Organisation,shows robust grow thof 6.9% , up from the previous year's 5.7%, led by revival in the manufacturing sector.

II. Wind PowerIndia already has one of the most successful renewable energy program mes in the wo rld . This has beenachieved byfavourable government framework under the auspices of a dedicated Ministry of Non ConventionalEnergy Sources.From a .modest beg innin g, renewable energy technologies w orld over and in India havereached a scale where they are technologically proven and commercially viable. In the coming years,renewable energy technologies of which Wind Power is an integral part can help in me eting India's evergrowing energy needs. The enactment of the Electricity Act, 2003 is expected to catalyse the reform processand facilitate conducive environment for growth of power sector in the country.

B. OPPORTU NITIES AND THREATSI. Petroleum ProductsBecause of the overall improvement in the Indian economy since the second half of the year 2002, thegeneral demand for Petroleum Products amongst others has been steadily imp rov ing. This recovery will alsohave a positiyeimpact on the automotive sector which in turn would increase the demand for lubricating oils.The economic recovery and the expectation of a goo d m onsoon again in the year 200 4, wo uld result inhigher industrial ou tpu t fuelled from higher consumer demand and spending. This suggests an optimisticoutlook fo r general demand for you r Company's various produc ts.' However, in spite of increased demand forthe products, the profitability of your Company in this sector largely depends on prices and availability ofBase Oils which are decided by international forces. The prices of Base Oils have remained firm during lastyear and the trend continues.

II . Wind PowerAt present, in India, power production is mainly from fossil fuels such as coal, oil and gas. Not on ly does useof fossil fuels have a detrimental effect on the environment, it is also being realised internationally that thestock of fossil fuelsis fast deple ting . Thus, there is a strong case for power generation f rom renewable energysources like wind.Accordingly, the wind power sector in India has been growing rapidly over the last few years and shouldcontinue to show such robust growth in future considering the ever incre sing power needs of thecountry.However, the grow th in this sector may be adversely affected by inadequate power evacuation infrastructure,whee ling and transmission facilities, regulatory risks and the financial h ealth of State Governm ent ownedelectrical utilities.

C. SEGMENT-WISE PERFORMANCEI. Petroleum Products

The Petroleum Products sector continued to show good performance with aggregate sales of Transformer Oilsand Other Specialities at 112,134 KLs/MTs against 83,531 KLs/MTs in the previous year, registered a growth of



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SAVITA CHEMICALS LIMITED34% and resulting in revenue of Rs.29,399 lacs against Rs.19,642 lacs in the previous year. The LubricatingOils and Greases with a turnover of 21,624 KLs/MTs against 18,187 KLs/MTs in the previous year, clocked agrowth of 19% in quantity terms resulting in revenue of Rs.13,599 lacs against 10,992 lacs in the previous yearregistering a grow th of 24% in value terms.

II . Win d PowerWith the commissioning of four Wind Power Generators of 950 KW each during the year under review, theCompany's Wind Power Plants situated in the states of Maharashtra and Karnataka generated a total of12,701,758 units against 7,781,079 units in the previous year. The Company has an installed capacity of 8.60MW in this sector.This segment shows negative financial results because of continuous investments made by the Company fromyear to year and written down value method of depreciation followed by the Company.

D. FUTURE OUTLOOKThe prices of Base Oils, which are the main raw materials of your Company are largely dependent on the CrudeOil prices. Crude Oil prices are up 27 % this year fuelled by wo rld econom ic g row th, supply security fears and USRefinery bottlenecks.Prices have con tinued to remain firm though Saudi Arabia, a leading OPEC producer promisesto raise outp ut sharply an d pum p a t full cap acity, if necessary. The m ovemen ts in Base Oil prices wou ld play asignificant role in deciding the profitability of your Company.The Electricity Act enacted in June 2003 is expected to consolidate regulatory provisions relating to generation,transmission, trading and use of electricity. It is also expected to promote competition in the power sector andrationalisation of electricity tariff. It contem plates form ulatio n of transparent policies regarding subsidies,constitution of Central ElectricityAuthority, Regulatory Commissions and Appellate Tribunal. These measures areexpected to create conducive enviro nm entfor the grow th in this sector. The Company may consider additionalinvestments at appropriate sites looking at the future developments in this sector.

E. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACYThe Company has an adequate system of internal controls comm ensurate w ith its size and nature of the business.Procedural manuals are in place to ensure that all its assets are safeguarded and protected against loss fromunauthorised use and disposal and that all transactions are authorised, recorded and reported correctly.The internal control systems of the Company are monitored and evaluated by internal audits, reviewed by theAu dit Committee of Board of Directors. The internal controls are designed to ensure tha t appropriate financialrecords are available for preparing financial statements and other data and for ensuring adequate safety of assetsfor showing a true and fair picture of the state of affairs of the Company.

F. MATERIAL DEVELOPMENTS IN HU MA N RESOURCES/INDUSTRIAL RELATIONSThe Company's human resource strategy revolves around the development of the individual employees of theCompany, w ith a focus on impr oving produ ctivity, qua lity and safety. The human relations climate generallycontinued to remain harmonious through out the year.The Company places great emphasis on trainin g and developm ent of employees at all levels. The Company, asin the past, strives to maintain a safe and healthy work environmerit for all the employees.


M um bai G. N. Mehra29th May, 2004 Chairman and M anaging Director



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o r i l a

AUDITORS' REPORTTo the. Members of Savita Chemicals Limited1. We have audited the attached Balance Sheet of Savita Chemicals Limitedas at 31st March, 2004 and also the Profitand Loss Account and the Cash Flow Statement for the year ended on that date, annexed thereto. These financialstatements are the responsibility of the Company's management. Our responsibility is to express an opinion onthese financial statements based on our audit.2. We cond ucted ou r audit in accordance with a uditin g standards generally accepted in India. Those Standardsrequire that we plan and perform the audit to obtain reasonable assurance about whether the financial statementsare free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amountsand disclosures in the financial statements. An audit also includes assessing the accounting principles used andsignificant estimates made by the management, as well as evaluating the overall financial statement presentation.We believe that our audit provides a reasonable basis for our opinion.3. As required by the Companies (Auditor's Report) Order, 2003 , issued by the Central Government of India in termsof sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on thematters specified in paragraphs 4 and 5 of the said Order.4. Further to our comments in the Annexure referred to above, we report that:

(a) We have obtained all the inform ation and explanations, which to the best of our knowledge and belief werenecessary for the purposes of our Audit;

(b ) In our opin ion , proper books of account as required by law have been kept by the Company so far as appearsfrom our examination of those books;(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt w ith by this report are in agreementwith the books of account;(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this reportcomply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act,1956;(e) On the basis of written representations received from the Directors, as on 31st March , 2004 and taken onrecord by the Board of Directors, we report that none of the Directors is disqualified ason 31st March, 2004from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies

Act, 1956;(f) In our opinion and to the best of our inform ation and according to the explanations given to us, the saidaccounts read together with the notes thereon give the information required by the Companies Act, 1956, inthe manner so required and give a true and fair view in conformity with the accounting principles generallyaccepted in India:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2004 ,(ii) In the case of the Profit and Loss Account, of the pro fit fo r't he year ended on that date and(iii) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.


M um ba i S. K. Bansal29th May, 2004 . PartnerMembership No. 12288



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SAVITA CHEMICALS LIMITEDANNEXURE TO THE AUDITORS1REPORTReferred to in paragraph 3 of our report of even date1 In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details andsituation of fixed assets.(b ) These fixed assets were phys ically verified by the m anag ement at regular intervals in accordance w ith a programme of verification adopted by the Company, which in our opinion is reasonable having regard to the sizeof the Company and the nature of its assets. No material discrepancies were noticed on such verification.(c) There was no substantial disposal of fixed assets during the year.

2. In respect of its inventories;(a) As explained to us, inventories have been physically verified during the year by the m anagement at reasonableintervals.(b ) In our opinio n and according to the in form ation and explanations given to us, the procedures of physicalverification of inventories followed by the management are reasonable and adequate in relation to the size ofthe Company and the nature of its business.(c) In our opinion and according to the information and explanations given to us, the Company has maintainedproper records of its inventories and no material discrepancies were no ticed on physical verification.

3. According to the inform ation and explanations given to us, in respect of loans, secured or unsecured, granted ortaken by the Company to / from companies, firms or other parties covered in the Register maintained underSection 301 of the Companies Act, 1956 :(a ) The Company has not gra nted any loans to com panies, firms or other parties covered in the Register maintainedunder Section 301 of the Companies Act, 1956. The Company has taken fixed deposits in the nature ofunsecured loans aggregating to Rs. 104.55 lacs from thirteen parties covered in the register maintainedunder Section 301 of the Companies Act, 1956.(b ) The rate of interest and other terms and conditions on which loans have been taken by the Company are notprima facie, prejudicial to the interest of the Company.(c) The payment of principal amount and interest are also regular.(d) There are no overdue amounts of principal and interest.

4. In our opinion and according to the inform ation and explanations given to us, there are adequate internal, controlprocedures commensurate with the size of the Company and the nature of its business for the purchase ofinventory and fixed assets and for the sale of goods.5. In respect of transactions entered in the register m aintained under Section 301 of the Companies Act, 1956:

(a) In our opinion and to the best of our knowledge and belief and according to the information and explanationsgiven to us, transactions that needed to be entered into the register have been so entered.(b ) In our opinion and according to the information and explanations given to us, where each of such transactions(exc luding fixed deposits rep orted under paragraph 3 above) is in excess of Rs. five lacs in respect of eachparty, the transactions have been made at prices which are prima facie reasonable having regard to theprevailing market prices at the relevant time or the prices at which similar transactions have been made withother parties.

6. In our opinion and according to the information and explanations given to us, the Company has complied withthe provisions of Section 58 A and 58 AA of the Companies Act, 1956 and the Rules framed thereunder and thedirectives issued by the Reserve Bank of India, where applicable, with regard to the deposits accepted from thepublic.7. In our op inion, the Company has an internal audit system commensurate with the size and nature of its business.8. We have broadly reviewed accounts and records ma intained by the Compa ny pursua nt to rules made by theCentral Government for the maintenance of cost-records under Section 209(1) (d) of the Companies Act, 1956, inrespect of the Company's products to which the said rules are made applicable and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We have however, not made adetailed examination of the same.9. In respect of statutory dues:

(a) The Company has been regular in depositing undisputed statutory dues including provident fund, employees'state insurance, investor education and protection fund, income tax, sales tax, wealth tax, custom duty, exciseduty, cess and other statutory dues with the a ppropriate authorities during the year. According to the informationand explanations given to us, no undisputed amounts payable in respect of aforesaid dues were outstandingas at 31st March, 2004 for a period of more than six months from the date of becoming payable.


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n v i t(b ) The disputed statutory dues aggregating to Rs. 114.67 lacs that have not been deposited on account ofmatters pending before appropriate authorities are as under:ST .N O .

12

Name of the statuteCentra\Excise Act, 1944Central Sales Tax Act andSales Tax Act of various states

Nature of theduesExcise Duty andService TaxSales Tax

Forum where disputeis pendingCommissioner and AssistantCommissioner of Central ExciseDeputy Commissioners andAssistant CommissionersAppellate Tribunal

Total

AmountRupees in lacs

96.2717.900,50

114.6710. The Company has no accumulated losses as at the end of the financial year and the Company has not incurredcash losses during the current and in the immediately preceding financial year.11. Based on our audit procedure and on the basis of the info rma tion and explanations given by the m anagemen t,we are of the opinion that the Company has not defaulted in the repayment of dues to financial institutions andbanks. The Company does not have any borrowings by way of debentures.12. In our opinion and according to the inform ation and explanations given to us, no loans and advances have beengranted by the Company on the basis of security by way of pledge of shares, debentures and other securities.13. In our opinio n, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, clause 4(xiii)of the Companies ( Auditors' Report ) Order, 2003 is not applicable to the Company.14. The Company is not dealing in securities. However, in respect of investments the Cornpany has maintainedproper records of the transactions and contracts s well stimely entries have been made therein. These investmentshave been held by the Company in its own name.15. According to the information and explanations given to us, the Company has not given an y guaranee for loanstaken by others from banks of financial institutions.16. The Company has not raised any new term loan during the year. The term loan outstanding at the beginning of

the year were applied for the purposes for which they were raised.17. According to the Cash Flow Statement and other records examined by us and the information and explanationand given to us, on an overall examination funds raised on short term basis have prima facie.not been usedduring the year for long term investment and vice versa,18. The Company has'not any preferential allotment on shares during the year.19. No deben tures have been issued by the Com pany during the year.20 . The Company has not raised any money by way of public issue during the year.21 . To the best of our know ledge and belief and according to the information and explanations given to us, no fraudon or by the Company was noticed or reported during the year.


Mumbai29th May, 2004 S. K. BansalPartnerMembership No. 12288



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SAVITA CHEMICALS LIMITEDBALANCE SHEET AS AT 31st M AR CH , 2 00 4

SOURCES OF FUNDS1 . Sha rehold ers' FundsCapi ta lReserves and SurplusDeferred Subsidy2 . Loan FundsSecured LoansUnsecured Loans

APPLICATION OF FUNDS1 . Fixed AssetsGross BlockLess: Depreciation

Net BlockCapital Work-in-ProgressNet Fixed Assets2 . Investments

TOTAL

Schedule

123

45.

As3 1 .3 .

Rupeesin lacs

876 .4812 ,348 .517.42

656 .191,170.78

at2004Rupeesin lacs

13,232 .41

1,826.97

31Rupeesin lacs

876 .4810,304.839.92

780.24944.94

As at.3.2003Rupeesin lacs

11,191.23

1,725.18

8 265.243 544.514,720.7357 .28

Current Assets, Loans and AdvancesInventoriesSundry DebtorsCash and Bank BalancesLoans and Advances

891011

8,238.529,836.04833 .89928 .21

15,059.38

4,778.01

1 228.90

6 532.262 953.183 579.08, 22.92

19,836.66

5 197.007 189.45720.231,587.02

14,693.70

12,916.41

3 602.001,408.38

Less: Current Liabilities and ProvisionsCurrent Liabi l i t iesProvisionsNet Current Assets

4. Deferred Tax (Refer Schedule 18 No te No . 5)TOTAL

12 9 291.62868.5510 ,160 .17 9 676.49

624.02)15,059.38

Notes to the Accounts 18The schedules referred to herein and annexed form part of the Balance Sheet

5 934.33444.776 379.10

8,314.60(408 .57)

12,916.41

In terms of our report of the even date.For Bansal & AssociatesChartered AccountantsS.K. BansalPar tnerMembership No. 12288M um ba i C .V . A l exander29th May, 2004 Secretary

For and on behalf of the BoardG.N.Mehra

N.B. KarpeMrs . S .N. MehraV .D . NarkarS.R. Pandit

Cha i rman andManag ing D i rec to rDi rec torDi rec torDi rec torDi rec tor

S.M.DixitVice-President- Finance



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PROFIT A ND LOSS ACCOU NT FOR THE YEAR ENDED31 stMARCH, 2004

S Y i t

INCOMEIncome from OperationsOther Income

EXPENDITUREMaterialsExcise DutyPersonnelOthersDepreciationInterest

Profit for the year before taxProvision for taxation - current

- deferredProfit for the year after taxBalance as per last Balance SheetAPPROPRIATIONSProposed DividendTax on DividendGeneral ReserveBalance carried to Balance Sheet

Schedule

1314

TOTAL

151617

TOTAL

Year ended31.3.2004Rupees

In lacs45,641.66

1,056.8146,698.47

30,881.345,712.96

742.975,057.21

577.5283.94

43,055.943,642.53

610.0021 5.45

2,817.081,592.074,409.15

657.0984.19

350.003,317.87

Year ended31.3.2003Rupeesin lacs

32,628.32223.94

32,852.26

.20,580.634,040.80

649.874,587.13

441.49137.11

30,437.032,415.23

515.00(88.90)

1,989.13347.37

' 2,336.50394.2650.51

299.661,592.07

Basic and Diluted earnings per share (Rupees) 32.15 22.70

Notes to the Accounts 18The schedules referred to herein and annexed form part of the Profit and Loss AccountIn terms of our report of the even date.For Bansal & AssociatesChartered Accountants


S.K. BansalPartnerMembership No. 12288Mumba i29th May, 2004

G.N.MehraN.B. Karpe ,Mrs. S.N. MehraV.D. NarkarS.R. Pandit

C.V. AlexanderSecretary S.M.DixitVice-President- Finance

Chairman andManaging DirectorDirectorDirectorDirectorDirector



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SAVITA CHEMICALS LIMITEDSC HED ULES 1 TO 18 A N N EX ED TO A N D FOR MIN G PAR T OF TH E A C C OUN T S FOR TH E YEAR EN D ED3 1 st M A R C H , 2 0 0 4

As at31.3 .2004

1. SHARE CAPITALAuthorised15,000,000 (Previous Year 15,000,000) Equity Shares of Rs.10 each.Issued and Subscribed8,7 61,2 50 (Previous Year 8,76 1,250) Equity Shares of Rs.10 each fully called u p.Add : 7,100 (Previous Year 7,100) Forfeited Shares

Of the above :(i) 2,50 0 (Previous Year 2,5 00) E quity Shares were allot ted as fully pa idup pursuant to a scheme of amalgamat ion without payment being

received in cash,(i i) 5,73 0,000 (Previous Year 5,73 0,000 ) Equity Shares were allotted asfully paid up Bonus Shares by capitalisation of Share Premium,

Revaluation Reserve, General Reserve and Profits.2 . RESERVES A ND SURPLUS

Capital ReserveAs per last Balance Sheet

Share PremiumAs per last Balance Sheet

Revaluation ReserveAs per fast Balance SheetLess: Transfer to Profit and Loss Account

General ReserveAs per last Balance SheetAd d : Transfer from Profit and Loss Ac cou nt

Profit and Loss Account

3. DEFERRED SUB SIDYGovernment Subsidy -Wind Power PlantLess : Transfer to Profit and Loss Account

Rupees RupeesIn lacs in lacs

1,500.00

876 .130.35

876.48

118 .8 7

2,307.68

As at31.3.2003Rupeesin lacs

1,500.00

876.130.35

876.48

118.87

2,307.68136.2132.12

6 ,150.003 50 .00

104.09

6 ,500.003 ,317.87

12,348.51

9.922.507.42

^70.8334.62136.21

5,850.34299.66

6,150.001,592.07

10,304.83

12.422.509.92



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a r i h iCHEMICALS

SCHEDULESTOTHE ACCO UN TS FOR THE YEAR ENDE D 31stM A R C H , 2 0 0 4

4. SECURED LOANSFrom BanksCash Credits / Working Capita l Demand Loan *From OthersIndian Renewable Energy Development Agency L imited **[Repayable within ayear Rs.Nil,(Pre vious Year Rs.28.56 lacs)]

* Secured by second charge on fixed assets situate at 17-17A,Thane BelapurRoad, N a v i Mu mb a i and hypo theca t ion of inventories and receivables andguaranteed by a d irector of the C o mp a n y .** Secured by f irst charge on the movab le and immovable assets pertaining toWind Power Plants at Vankusavade, District Satara, Maharashtra Stateandguaranteed by Savita Polymers Limited, an associate company.

5. UNSECURED LOANSFixed Deposits[Repayable w i th in ayear Rs.34.50 lacs, (Previous Year Rs.70.45 lacs)Due to directors Rs.43.25 lacs, (Previous Year Rs.43.25 lacs)]Sales Tax D eferment Loan

6. FIXED ASSETS

As at31.3.2004

Rupeesin lacs

656.19

6S6.19

104.551,066.231,170.78

Asat31.3.2003

Rupeesin lacs

516.06

264.18780.24

111.95832.99944.94

PARTICULARS

Freehold LandLeasehold LandBuildingsWind Power PlantsPlants MachineryFurniture,Fixturesand Office EquipmentsVehiclesTOTALPrevious YearCapital Work-in-Progess

' As at1.4.2003

89.35257.42868.39

2,403.702,537.71

265.31110.38

6,532565,909.31

Additionsduring

the year0.34

-52.45

1,543.36134.8014.6912.00

1,757.64639.49

GROSS BLOCKDeductions

duringthe year

----

2.511.60

20.5524.6616.54

As at31.32004

89.69257.42920.84

3,947.062,670.00

278.40101.83

8,265.246,53226

As at1.4.2003

-13.86

338.72780.65

1,582.74178.8658.35

2,953.182,49074

DEPRECIATIONFor the

year-

4.6242.25

384.87144.1919.4314.28

609.64476.11

Deductionsduring

the year----

1.230.31

16.7718.3113.67

As at31.3.2004

-18.48

380.971,165.521,725.70

197.9855.86

3,544.512,953,18

Rupees in lacsNET BLOCKAs at

31.3200489.69

238.94539.87

2,781.54944.3080.4245.97

4,720.73

5728477&01

As at31.3.2003

89.35243.56529.67

1,623.05954.9786.4552.03

3,579.08

22.923,602.00

NOTES1 Lease dee d with CIDCO in respect of Leasehold LandofRs.75 lacs PreviousYear Rs.75 lacs has not yet been executed.2) Buildings include cost of shares of Rs.0.02 lac (Previous Year Rs,0.02lac) in aco-operative housing society.3 ) Add i t ions dur ing theyear inc lude Cap i ta l Expend i tu re am oun t ing to Rs.2.47 lacs (Previous Year Rs.Nil) towardsResearch & De ve lo p me n t .


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SAVITA CHEMICALS LIMITEDSCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

FaceValueRupees

INVESTMENTSAt cost, unless otherwise stated)Long Term, Non-TradeA. Government Securities unquoted)

National Savings Certificates 1,000(Deposited with Government departments as security)

B. Shares fully paid up)UnquotedCompanies under the same management :

Savita Polymers Limited 10Savita Petro-Additives Limited 10

OthersDynamix Dairy Industries Limited-Equity* 10IOL Technologies Private Limited

-10 Convertible CumulativeRedeemable Preference* 10

*[Net of provision for permanent diminution invalueRs.187.49 lacs (Previous Year Rs.73.76 lacs)]

QuotedE-Serve International Limited 10Union Bank of India 10UCO Bank 10Vijaya Bank 10

C. OthersPartnership FirmSiddharth Investments

Current Investments, Non -TradeUnits - Mutual FundsQuoted At lower of cost or net realisable value)

Morgan Stanley Growth Fund 10 200,000Unquoted At lower of cost or net realisable value)

Alliance Basic Industries Fund-DividendBirla Dividend Yield Plus-Plan A-DividendBirla Dividend Yield Plus-PlanB-GrowthDeutsche Short Maturity Plan Fund-GrowthDSP Merrill Lynch Govt.Security Fund-Plan A-Growth 10Franklin India Prima Plus-GrowthGDGB Grindlays Dynamic Bond Fund-GrowthHDFC Capital Builder Fund-Dividend PlanHDFC Equity Fund-Dividend PlanHDFC Growth Fund-GrowthHDFC Liquid Fund-GrowthHDFC MF MIP Short TermHDFC Index Fund-Sensex PlusHDFC Top 200 Fund-DividendIL & FS Bond Fund-BonusIL & FS Growth and Value Fund-BonusIL & FS Growth and Value Fund-Growth

As at31.3.2004Quantity

Nos.

As at31.3.2003Quantity

Nos.



0.07

26.77

0.07

10,00040

53,300

10,00040

833,300

745,000

1.000.01

62.50

1.000.01

249.99

0.74

-19,90016,3006,400

10035,900

--

-3.181.961.54

0.525.74

--

4.61

1010101010101010101010101010101010

358,937454,545493,343

105,352

237,017579,262

2,000,000

902,738266,111386,740210,438

134,168--750,000

131,909-

462,712-

411,457284,738415,755

163,699-

321,806-

2,913,532

50.0050.0050.0025.00

34.4376.33

200.00

150.0025.0040.1625.00

15.00-

75.0025.00

-50.00

-48.3923.1850.00

-.50.00

-33.33

-325.81



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SAVITA CHEMICALS LIMITEDSCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MAR CH, 2 00 4

8. INVENTORIESRaw and Packing MaterialsWork-in-ProcessFinished GoodsStores and Spares

9. SUNDRY DEBTORSOver six months:Unsecured - considered good

Unsecured - considered doubtfulLess : Provision for doubtful debtsOther debts :

Unsecured - considered goodUnsecured - considered doubtfulLess: Provision for doubtful debts

10 . CASH AND BANK BALANCESCash and cheques on handRemittances in transitWith Scheduled Banks :On Current accountsOn Deposit accounts

11. LOANS AND ADVANCESAdvances recoverable in cash or in kind or for value to be received(Unsecured, considered good)Loans to others (Unsecured)Considered goodConsidered doubtfulLess: Provision for doubtful loansBalance with Central Excise DepartmentDeposits (Unsecured)Considered goodConsidered doubtfulLess: Provision for doubtful depositsAdvance Tax (net)

Rupeesin lacs

1,037.25775.561,812.81775.56

8,798.798 798 79

As at31.3.2004Rupees

in lacs5,701.94450.162,042.0544.378,238.52

1,037.25 .

8,798.799,836.04

320.83191.60307.6813.78


3,498.06328.931,330.7639.255,197.00

1,119.01660.121,779.13660.12

1,119.016,070.440.636,071.07

0.636,070.447,189.45

28.42237.01442.3012.50

833.89

697.78

720.23

1,307.49

70.6599.47170.1299.47

130.6659.58190.2459.58

70.653.04

130.6626.08928.21

95.5274.60170.1274.60

95.5226.85

140.4344.69185.1244.69140.4316.731 587.02



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a v i h i:MIC

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15 . MATERIALSConsumption of Raw and Packing materialsTrading Purchases(Increase)/Decrease in stockOpening Stock:Work-in-ProcessFinished GoodsClosing Stock:

Work-in-ProcessFinished Goods

16. PERSONNELSalaries, Wages and BonusContribution to Employees' Provident an d other fundsEmployees' welfare expenses

17 . OTHERSStores and spares consumedFuel and powerRentFreightRates, taxes and octroiInsuranceBrokerage and commissionDonationsRepairs and maintenance:BuildingsPlant and MachineryOthersDiscountsRoyaltyTechnical assistance feesAdvertisement and Sales promotion expensesLoss on sale of fixed assetsLoss on sale of current, investmentsProvision for doubtful debts, loans and depositsProvision for diminution in value of investments - Long TermProvision for diminution in value of investments - CurrentMiscellaneous expenses

2003-2004Rupeesin tacs

328.931.330.761.659.69450.162.042.05

2,492.21

24.2398.3819.63

Rupeesin lacs

29,865.381,848.48

(832.52)30,881.34

636.3261.5045.15742.97

77.29104.97116.761,032.0377.9490.08447.2130.00

142.24448.491,039.5561.18262.871.8442.52179.97187.499.94704.84

5,057.21

2002-2003Rupeesin lacs

470.12990.921,461.04

328.931.330.761,659.69

-

4.8966.8017.32

Rupeesin lacs

19,418.511,360.77

(198.65)20,580.63

544.0262.8043.05649.87

48.11109.73100.38826.S649.2869.59435.0021.00

89.01411.46907.1367.46151.080.92291.54292.4473.763.07639.314,587.13


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S a v i h=MIClCHEMICALS

SCHEDULES TO THE ACCOUN TS FOR THE YEAR ENDED 31st MAR CH, 2 00 418 . NOTES TO THE ACCOUNTS1. Significant Accou nting Policies:

(a) Basis of Acco unting:The accounts are prepared under historical cost convention on an accrual basis except revaluation of certainFixed Assets and are in conformity with the requirements of Accounting Standards issued by the Institute ofChartered Accountants of India and the provisions of Companies Act, 1956.(b) Subsidy:

Subsidy on W ind Power Plant is treated as deferred subsidy and is recognised as income in the p rofit and lossaccount over a period of eight years from the year of commencem ent of power generation by the plant.(c) Fixed Assets and De preciation:

i) Fixed Assets are shown at cost (net of cenvat) or at revalued amoun t less accumulated depre ciation.ii) a Depreciation is provided as per written down value method at the rates prescribed under ScheduleXIV to the Companies Act, 1956.

b) The Leasehold Land is amortised over the residual lease period from the financial year 2000-2001.c) Depreciation in respect of the amoun t added to fixed assets on revaluation is withd raw n fromrevaluation reserve.

(d) Investments:Long term investments are stated at cost less provision for permanent diminution,ifany, in value. Currentinvestments are stated at lower of cost or net realisable value.

(e) Inventories:Inventories are valued at the lower of cost or net realisable value, on 'first in first out1(FIFO) basis. The costincludes cost of conversion and other costs incurred in bringing them to their present location and condition.

(f) Recognition of Income and Expenditure:i) Income and expenditure are accounted on accrual basis. Income in respect of insurance/ other claims,interest, commission, etc. is recognised whenit is reasonably certain that the ultimate collection will bemade.ii) Domestic sales are accounted on despatch of goods to customers. Export sales are accounted on the basisof date of bill of lading. Sales include excise duty but exclude sales tax and are net of trade discounts.in) Purchases are net of sales tax set off and cenvat wherever applicable, bu t include inward freigh t. Im portpurchases are accounted on the basis of date of bill of lading.

(g ) Expenditure on Research and De velopm ent:Revenue expenditure on Research and Development is charged to revenue under the respective heads ofexpenses. Capital expenditure is accounted as fixed assets.

(h ) Foreign Currency Transactions:i) Foreign currency transactions are accounted at the exchange rate prevailing on the date of transaction.ii) The difference b etween the rate at whic h the transactions are accounted as stated above and thecontracted rate is spread over the life of the contract. The difference on account of fluctuation in the rateof exchange (except in respect of liabilities for purchase of fixed assets which is adjusted to the cost of theassets) is dealt with in the profit and loss account.iii) Year end receivables and payables are trans lated a t year end rate of exchange e xcep t in case oftransactions coveFed by forward contracts which are translated at the contracted rate.



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SAVITA CHEMICALS LIMITEDSCHEDULES TO THE ACCOU NTS FOR THE YEAR ENDED 31 st M ARC H, 20 04

(i) Deferred Revenue Expenses:Deferred Revenue Expenses are am ortised over a period du ring w hic h be nefit from such expenses isexpected to accrue.

(j) Retirement Benefits to Employees:The Company's contributions to provident and pension funds are charged to the profit and loss account onaccrual basis.The Company's contribution to gratuity fund and provision for leave encashment aredetermined on the basis of actuarial valuation and are charged to the profit and loss account.(k) Taxation:

i) Current tax is determined as the amount of tax payable in respect of taxable income for the year.ii) Deferred tax is recognised on timin g difference between accounting income and the taxable income forthe year and quantified using tax rates and laws enacted or substantively enacted as at the balance sheetdate. Deferred tax assets are recognised subject to consideration of prudence.

(I) Borrowing Costs :Borrowing costs are charged to Profit and Loss Account except to the extent attributable to acquisition/construction of qualifying fixed assets.

2. Con tingen t Liabilities:As at31.3.2004Rupeesin lacs

769.61421.95167.8311.72

385.1018.40

As at- 31.3.2003Rupeesin lacs624.89424.63198.91

51.34371.56

19.69

a) Letters of creditb) Guarantees/Bondsc) Bills discounted with bankd) Disputed demands

i) Income Taxii) Excise and Customsiii) Sales Tax

3. Estimated am oun t of contracts rem aining to be executed on capital account and not provided for (netof advances) Rs.38.89 lacs (Previous Year Rs.1,194.01 lacs).4. Trade debtors include amountsdue from:Companies in which a director is interested as a director 0.02 13.335. Deferred tax liability and asset arising out of timin g differences are:

a) Deferred tax liability:Depreciation 1,030.46 696.95

b) Deferred tax assets:i) Provision for doubtful debts and advancesii) Provision for diminution in the value of investmentsiii) OthersNet deferred tax ( liability) / asset

6. Sale of power from Wind Power Plants in Maharashtra to M aharashtra State Electricity Board (MSEB) is accountedat the rates specified in the Government of Maharashtra's Policy on Wind Power Generation, 1998. However,matters relating to determination of rates, wheeling and transmission loss charges were referred to MaharashtraElectricity Regulatory Commission (MERC). During the year, MERC has issued an order in this regard. On mattersrelating to wheeling and transmission loss charges, MERC has sough t further data to determine the same. In viewof the aforesaid, the Company has made necessary provision in this respect.

1,030.46335.29

39.9731.18406.44

(624.02)

696.95279.841.107.44288.38

(408.57)


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SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

S n v i h

7 . M a na ge ria l Re mu ne ra tio n:a) Directors' Rem uneration:SalaryPerquisitesContribution to Provident FundCommission [Refer note 7 (c)]

As the employee-wise break-up of con tribu tion to Gratuity Fund andProvision for leave encashme nt is no t available, the same is no t include d.b) Co mp utation of Net Profit under Sections 198 and 349 of the

Companies Act 1956:Net Profit as per Profit and Loss AccountAdd: i) Dep reciation as per prof it and loss accoun tH) Directors' Remunerationiii) Loss on sale of assets (net)iv) Diminut ion in the value of Investmentsv) Losson sale of investments

Less:i) Profit on sale of fixed assets (ne t)ii) Profit on sale of investmentsiii) Dep reciation under Section 350 of the Companies Act,19 56

Net Profitascom puted under Sections 198 and 349 of the CompaniesAct,1956.c) Com mission payable to Directors

1% of Net Profit to Managing Director1% of N et Profit to oth er Directors, restricted to Rs.1.00 lac each per annum.

8. Other expenses include:Auditors' remunerationa) Aud it feesb) Tax Au dit feesc) Other servicesd) Ou t of pocket expenses

9. Depreciation debited to Profit and Loss Accou nt is as underDepreciationLess: W ithd raw n fro m Revaluation ReserveNet depreciation


13.2210.20

1.5941.0366.04


12.009.031.45

32.5455.02

3 642.53 2,415.23577.5266.040.34197.4342.52

4,526.38m

313.44609.643,603.30

36.035.0041.03

2.380.320.270.37

609.6432.12

577.52

441.4955.02-76.83291.543,280.11

0.3549.63476.11

2,754.02

27.545.0032.54

2.380.320.060.36

476.1134.62

441.49

10. Interest includes interest on fixe d pe riod loans Rs.66.85 Eacs (Previous Year Rs.122.63 lacs) and to the ManagingDirector on fixed deposit Rs.3.63 lacs (Previous Year Rs.3.63 lacs).



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SAVITA CHEMICALS LIMITEDSCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

11. Particulars of goods manufactu red :

U n i t

KLKL / MTMTM TM TKLMW/KWH

LicencedCapacity

pe r ;2003 -04

101 ,0003 5 ,000

2 ,0003,0002 ,500

2 4 , 0 0 0

annum2002-03

101,00035,0002,0003,0002,500

24 ,000

InstalledCapacity

p e r a n n u m*2003-04

114 ,0003 3 ,000

2 ,0003,000

6 0 02 8 , 0 0 0

8.60M W

2002-03

84 ,00023 ,0002,0003,000

60016,000

4 .80M W

ActualProduct ion

2003-04

94,63322 ,486

-33

-17 ,978

1 2 , 7 0 1 , 7 5 8 7,KW H

2002-03

72,62118,678

113

311,102

781,079KW H

ParticularsTransformer Oil/ LiquidParaffins and White Oils **Lubricating Oils/ Greases **Petroleum SulfonatesPetroleum JelliesPetroleum Sulfonates (Synthetic) MTOther SpecialitiesWind Power (Electricity)installed capacity is as certified by the Management of the Company on which the Auditors have relied.**lndicates capacity approved by a letter of intent issued by the Ministry of Industry, Government of India.Production of Lubricating Oils/Greases includes processing done by outside parties: 536 MT (Previous Year 586 MT)Production excludes processing for outside parties: Transformer Oil 7,607KL (Previous Year5,347KL)Wind Power (Electricity) includes captive consumption 803,639 KWH (Previous Year 727,633 KWH)

12 . Consumption of raw and packing materials:

Class of goods

Base OilsProcess Chemicals/SolventsPacking MaterialsOthers

13 . Trading purchases:

Base OilsLubricating Oils/ GreasesPetroleum JelliesOthers

Unit

KL

2003-2004Quantity Value

Rupeesin lacs

134,369 25,217.592,315.832,299.19

32.7729,865.38

2002-2003Quantity

90,571

ValueRupeesin lacs

15,402.071,957.782,023.04

_35.6219,418.51

KLM TM T

11,3595 0

113

1,616.3442.8938.80

150.451,848.48

10,7562969

1,230.6619.4823.6486.99

1,360.77



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SCHEDULES TO THE ACCOU NTS FOR THE YEAR ENDED 31 st MAR CH, 20 0414 . Sales:

Class of goods

Transformer Oil/Liquid Paraffins andWhite OilsLubricating Oils/GreasesBase OilsPetroleum SulfonatesPetroleum JelliesPetroleum Sulfonates (Synthetic)Other SpecialitiesElectricity (Wind Power)Others

15 . Stock of finished goods:Class of goods

Transformer Oil/Liquid Paraffins andWhite OilsLubricating Oils/CreasesPetroleum SulfonatesPetroleum JelliesPetroleum Sulfonates (Synthetic)Other Specialities

16 . Raw and Packing materials con sum ed:Class of goods

ImportedIndigenous

Unit

KLKL/MTKLM TM TM TKLKWH

Unit

KL

KL/MTM T

M T

M T

KL

2003-2004Quantity

93,99821>62411,357

1145

17,99011,752,874

ValueRupeesin lacs

24,719.4613,598.75

1,752.651,14

72.83-

4,605.69348.88146.26

45,245.66Opening StockQuantity

1,5340,352)2,205(1,685)

1(18)2

(6 )3

(2 )9 9(53)

ValueRupeesin lacs394.29(322.70)887.59(634.69)

0.27(13.50)0.67(1.99)2.46(1.26)

45.48(16.78)1,330.76(990.92)

2003-2004ValueRupeesin lacs24,631.68

5,233.7029,865.38

(% )

8 218

100

2002-2003Quantity

72,36918,18710,756

1886

211,056

6 626 935

ValueRupeesin lacs

17,324.7610,992.10

1,3363920.81

. 47.583.65

2,245.15175.93109.55

32,255.92Closing StockQuantity

2,024(1,534)3,117(2,205)

_0 )3

(2 )3

(3 )8 7(99)

ValueRupeesin lacs549.27(394.29)

1,448.96(887.59)(0.27)

1.97(0.67)2.12(2.46)

- 39.73(45.48)2,042.05(1,330.76)

2002-2003ValueRupeesin lacs15,657.13

3,761.3819,418.51

(% )

8119

100



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17. Spare parts and compone nts consumed:ImportedIndigenous

18 . Value of imp orts o n CIF basis:

Raw

Savita Oil (AR 2004 03 31)

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