9th annual report 2015-2016 - ongc teri biotech ltd · orders for 19 wells of ongc, ankleshwar...

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9TH ANNUAL REPORT

2015-2016

ONGC TERI Biotech Limited

AN ISO9001:2008;

14001:2004&18001:2007

CERTIFIED COMPANY

Reg. No. : RI91/7445

http://www.ges-geo.com/images/clip_image003.jpg


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BOARD OF DIRECTORS

Shri A. K. Dwivedi Chairman (From 11.08.2015)

(DIN07048874)

Shri Ashok Varma Chairman (Up to 11.08.2015)

(DIN06909494)

Dr. Banwari Lal Director & CEO

(DIN 01139763)

Shri M.M.Joshi Director

(DIN 01139690)

Dr. D.M.Kale Director

(DIN 01129072)

Shri R.K.Sharma Director (Up to 31.01.2016)

(DIN 05345881)

Shri Sidhartha Sur Director (From 11.05.2016)

(DIN 07513946)

STATUTORY AUDITORS

M/s Khanna & Annadhanam

Chartered Accountants,

New Delhi (Registration No: 01297N)

BANKERS

State Bank of Hyderabad,

Lodhi Road, New Delhi

REGISTERED OFFICE


The Energy and Resources Institute,

Darbari Seth Block, IHC Complex,

Lodhi Road, New Delhi-110003

CIN: U74120DL2007PLC161117 Tel.: 011-24682300, 011-41504900

Fax: 011-24682144

Website: www.otbl.co.in


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NOTICE

NOTICE is hereby given that the 9th Annual General Meeting of the Members of ONGC TERI Biotech

Limited will be held on Tuesday, the 27th September, 2016 at 15.30 Hrs. at 7th Floor, Conference Room,

ONGC, Jeevan Bharti Building, Tower-II, 124, Indira Chowk, New Delhi-110001, to transact the

following Ordinary Business:

1. To receive, consider and adopt the Audited Balance Sheet as at 31st March, 2016 and the Statement of

Profit and Loss and Cash Flow Statement of the Company for the financial year ended on that date

together with the Reports of the Directors’ and the Auditors thereon.

2. To appoint a Director in place of Shri M. M. Joshi (DIN: 01139690) who retires by rotation and being

eligible, offers himself for re-appointment.

3. To appoint a Director in place of Dr. D. M. Kale (DIN: 01129072) who retires by rotation and being

eligible, offers himself for reappointment.

4. To ratify appointment of Statutory Auditors, M/s Khanna and Annadhanam, Chartered Accountants,

(Regn. No.001297N), New Delhi, as required under section 139 of the Companies Act, 2013 read

with the Companies (Audit and Auditors) Rules 2014 and to authorize the Board of Directors to fix

their remuneration.

By Order of the Board of Directors

for ONGC TERI Biotech Limited

Sd/-

Place: New Delhi (Dr. Banwari Lal)

Dated: 29th August, 2016 Director & CEO

(DIN 01139763)

NOTE:

1. A Member entitled to attend and vote at the meeting is entitled to appoint a Proxy to attend and vote instead of

himself and the Proxy need not be a Member of the Company. Proxies in order to be effective must be received by

the Company not less than forty-eight hours before the meeting.


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DIRECTORS’REPORT

Dear Members,

Your Directors are pleased to present the 9th Annual Report together with the Audited Accounts of the

Company for the period ending on 31st March, 2016.

Financial Results

The Company has followed the Project Completion method for recognizing revenue. Based on Projects

closed, your Company during the year has generated gross revenue of Rs.2, 340.85 lakhs (Previous year -

Rs. 1,937.84 lakhs). After meeting the operational & other expenses, after tax carried forward net profit of

your Company is Rs. 816.84 lakhs (Previous year - Rs. 451.38 lakhs).

Dividend

Your Directors do not recommend payment of any dividend for the period ended 31st March, 2016.

Operations Highlights

Your Company which was set-up as a Joint-Venture of Oil and Natural Gas Corporation Ltd., (ONGC)

and The Energy and Resources Institute (TERI) continues to provide oil field services to the Oil and Gas

Industry using microbial methods primarily in four areas, namely:

1. Bio-remediation using Oilzapper Technology;

2. Microbial Enhanced Oil Recovery;

3. Application of Paraffin Degrading Bacteria (PDB) technology to prevent chocking of

Production Tubing; and

4. Wax Deposition Prevention (WDP) in flow lines.

Order Book

(i) Bioremediation Jobs

Your Company during the year successfully executed the Bio-remediation job by use of “Oilzapper”

Technology at following sites:

i) ONGC Assam Asset - 22,984 MT. of Oily Sludge

ii) ONGC Ahmedabad Asset - 8,361 MT. of Oily Sludge

iii) ONGC Ankleshwar Asset - 5,471 MT. of Oily Sludge

iv) ONGC Tripura Asset - 500 MT. of Oily Sludge

v) Reliance Industries Ltd. Nagothane - 1,000 MT. of Oily Sludge

vi) OIL India Ltd. Assam - 4,500 MT. of Oily Sludge

vii) Bharat Petroleum Corporation Ltd. - 2,400 MT. of Oily Sludge

viii) Tata Power Company Ltd. - 500 MT. of Oily Sludge


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Before Bioremediation After Bioremediation

The following work orders, which are under execution by your Company, were also received during the

year:

i) ONGC Ahmedabad Asset - 60,227 MT. of Oily Sludge

ii) ONGC Mehsana Asset - 34,759 MT. of Oily Sludge

iii) ONGC Ankleshwar Asset - 3,100 MT. of Oily Sludge

iv) BPCL, Mumbai - 3,200 MT. of Oily Sludge

v) Reliance Industries, Mumbai - 3,000 MT. of Oily Sludge

vi) Numaligarh Refinery Ltd., Numaligarh - 500 MT. of Oily Sludge

Bioremediation in Progress


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(ii) Microbial Enhanced Oil Recovery (MEoR)

Out of Work Order for execution of Microbial Enhanced Oil Recovery (MEoR) job in 10 wells of ONGC,

Ankleshwar Asset received by your Company during the previous year, job was completed in 6 wells

during the year while job in remaining 4 wells is under execution.

Execution of MeOR job in oil wells

(iii) Wax Deposition Prevention (WDP)/ Paraffin Degrading Bacterial (PDB)

During the year, your Company successfully completed Paraffin Degrading Bacterial (PDB) jobs Work

Orders for 19 wells of ONGC, Ankleshwar Asset, 45 wells of ONGC, Mehsana Asset and 52 wells of

ONGC Ahmedabad Asset, respectively. Out of a Work Order for PDB jobs in 45 Wells received from

ONGC, Mehsana Asset, job in 4 Wells was completed during the year while the remaining jobs were

under execution.

Execution of PDB Job Solvent Mixing for PDB Job

Rate Contract

During the year, under the Long-term three years Rate Contract with ONGC, which expired in the month

of December, your Company received work order for Bioremediation of approximately 3,000 MT of oily

sludge/oil soaked soil worth about Rs. 75 lakhs from ONGC Ankleshwar Asset. The work order is

currently under execution. The Rate Contract with ONGC has since been renewed for a further period of

two years.


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Future Outlook

The order book of your Company continues to be overflowing with several proposals in pipeline and

nearing maturity.

ISO Certificate of Compliance

Your Company during the year successfully completed the 1st Surveillance Audit under the renewed

Three Years period of the Certificate issued by the International Certification Services Pvt. Ltd.,(ICS)

for its Integrated Management System for ‘Providing & Promoting Biotechnological Solutions to Oil

and Gas Industry’, being compliant with the requirements of International Standards of quality

Management System-ISO 9001:2008; Environmental Management System- ISO14001:2004 and

Occupational Health and Safety Management System-OHSAS18001:2007. The Certificate is valid up to

15th March, 2018.

Authorization of Bioremediation Services by PCB, Assam

The Pollution Control Board, Assam has given authorisation under provisions of Rules5 (4) of Hazardous

Waste (Management, Handling & Transboudary Movement) Rules, 2008 for collection, reception,

treatment, transportation & storage of Hazardous Wastes (Oily Sludge) during the Bio-remediation of

sludge pits at various sites throughout Assam, valid up to December, 2016.

Deposits

The Company has not accepted any Deposits from the public in terms of Section 73 of the Companies

Act, 2013.

Meetings of the Board of Directors

During the year ended 31st March, 2016, the Board of Directors of your Company met four times. The

dates on which the Board meetings were held are 13th May, 22nd July & 23rd October, 2015 and 12th

February, 2016.

Auditors

M/s Khanna and Annadhanam, Chartered Accountants, New Delhi, (Regd. No.001297N), were

appointment as the Statutory Auditors of the Company from the conclusion of the 7th Annual General

Meeting until the conclusion of the 12th Annual General Meeting at such remuneration as to be fixed by

the Board of Directors. Their continued appointment is to be ratified by the Members at the ensuing 9th

Annual General Meeting.

There is no qualification in the Auditors’ Report for the year ended 31st March, 2016.

Particulars of Employees

There is no employee in the Company whose particulars are required to be given in terms of the

provisions of Section 197 of the Companies Act,2013 read with Rules 5 of the Companies (Appointment

and Remuneration of Managerial Personnel) Rules, 2014,


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Particulars of Conservation of Energy, Technology Absorption, Foreign Exchange etc.

Your Company while providing bioremediation solutions to the Oil and Gas Industry is continuously

endeavouring to develop most energy efficient processes and devices. Wherever possible, energy

conservation measures have been implemented. Effort to conserve & optimize use of energy and absorb

new techniques is a continuous process in your Company. The Company neither earned nor spent any

foreign exchange during the accounting period ended 31st March, 2016.

Directors’ Responsibility Statement

Pursuant to the requirement under Section 134 of the Companies Act, 2013, with respect to the Directors'

Responsibility Statement, the Board of Directors of the Company hereby confirms:

(i) that in the preparation of the Annual Accounts, the applicable accounting standards have been

followed;

(ii) that the accounting policies selected and applied are consistent and the judgment and

estimates made are reasonable and prudent so as to give a true and fair view of the state of

affairs of the Company at the end of the financial year and of the profit or loss of the

Company for that period;

(iii) that proper and sufficient care has been taken for the maintenance of adequate accounting

records in accordance with the provisions of the Companies Act, 2013 for safeguarding

the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Annual Accounts have been prepared on a going concern basis;

(v) That the internal financial controls to be followed have been laid down which are adequate

and were operating effectively; and

(vi) That proper system has been devised to ensure compliance with the provisions of all

applicable laws and that such system was adequate and operating effectively.

Extracts of Annual Return

The Extracts of Annual Return is prepared in Form MGT-9 as per the provisions of the Companies Act,

2013 and Rule 12 of Companies (Management and Administration) Rules, 2014 and the same is enclosed

as Annexure-“A” to this Report.

Corporate Social Responsibility

Your Company has constituted a Corporate Social Responsibility (CSR) Committee and has framed a

Corporate Social Responsibility Policy pursuant to enactment of the Companies Act, 2013 and

Companies (CSR Policy) Rules, 2014 .The CSR Policy has been approved by the Board of Directors, and

the same is uploaded on the Company’s website: www.otbl.co.in. As a responsible corporate citizen,

though your Company is committed to contribute to Projects leading to social and economic development

on regular basis, it is yet to identify and undertake a Project as per CSR Policy. The Annual Report on

CSR Activities is given in Annexure-“B” forming a part of this Report.

http://www.otbl.co.in/


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Contracts and Arrangements with Related Parties

All contracts / arrangements / transactions entered by the Company during the financial year with related

parties were in the ordinary course of business and on an arm’s length basis. There were no materially

significant related party transactions made by the Company which may have a potential conflict with the

interest of the Company at large. The details of transactions entered into with related parties are attached

as Annexure-“C” in form AOC-2 that forms an integral part of this Report.

Your Directors draw attention of the members to Note 21 to the financial statement which also sets out

related party disclosures.

Directors and Key Managerial Personnel

S/Shri A. K. Dwivedi (DIN 07048874) and Sidhartha Sur (DIN 07513946) were appointed Directors on

the Board w. e. f. 11th August, 2015and 11th May, 2016, respectively.

S/Shri Ashok Varma (DIN 06909494) and R. K. Sharma (DIN 05345881) ceased to be Directors on the

Board w. e. f. 11th August, 2015 & 31st January, 2016, respectively. Your Board of Directors places on

record its appreciation of the guidance, support and the contribution made by them during their respective

tenure they were Directors on the Board.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Articles of

Association of the Company, Shri M. M. Joshi (DIN 01139690) and Dr. D. M. Kale (DIN 01129072),

Directors retire by rotation and being eligible, offer themselves for re-appointment.

None of the Directors are disqualified under Section 164(2) of the Companies Act, 2013.

Acknowledgements

The Directors wish to thank and deeply acknowledge the co-operation, assistance and support extended

by ONGC, TERI and other shareholders, Company’s bankers and Statutory Auditors etc. The Directors

also wish to place on record their appreciation of the contribution made at all levels by the employees of

your Company, and look forward to a long term future with confidence.

Regd. Office: On behalf of the Board of Directors

for ONGC TERI Biotech Limited The Energy and Resources Institute,

Darbari Seth Block, IHC Complex, Sd/-


(A.K.Dwivedi)

Date: 29th August, 2016 Chairman

(DIN 07048874)

.


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Annexure “A” to the Directors’ Report

Form No.MGT-9 EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED 31st MARCH, 2016

[Pursuant to section 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 : U74120DL2007PLC161117

ii) Registration Date : 26th March, 2007

iii) Name of the Company : ONGC TERI Biotech Limited

iv) Category/Sub-Category of the Company : Company Limited by Shares / Public

Company

v) Address of the Registered : The Energy and Resources Institute,

Office and contact details Darbari Seth Block, IHC Complex,


Tel.: 011-24682300, 011-41504900

Fax: 011-24682144

Website: www.otbl.co.in

vi) Whether listed Company : No

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:

All the business activities contributing 10 % or more of the total turnover of the Company:

S. No. Name and Description of main NIC Code of the % to total turnover of the Company

Product/ Service Products /Services I. Bioremediation Services of Group: 99944 90%

Cleaning of Oil Contaminated Class:999441

Soil/Sludge Sub-Class : 9994413

III. PARTICUALRS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES: Nil

IV. Shareholding Pattern:

i) Category-wise Shareholding: Sl.

No.

Category of

Shareholders

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

1. Promoters:

Bodies Corporate 49,000 98 49,000 98 -

2 Individuals 1,000 2 1,000 2 -

Total 50,000 100 50,000 100

ii) Shareholding of Promoters: Sl.

No.

Shareholder’s

Name

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

1 Oil and Natural

Gas Corporation

Ltd. (ONGC)

24,990 49.98 24,990 49.98 -

2 The Energy and

Resources

Institute(TERI)

24,010 48.02 24,010 48.02 -

Total 49,000 98 49,000 98 -


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iii) Changes in Shareholding of Promoters during the year: No Change

iv) Shareholding Pattern of Top Ten Shareholders (Other than Directors & Promoters: Sl.

No.

Shareholder’s

Name

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

1 Mr. S.K.C.Mathur 200 0.4 200 0.4 -

2. Mr. Albert Trevor 200 0.4 200 0.4 -

Total 400 0.8 400 0.8 -

v) Shareholding of Directors & Key Managerial Personnel (KMP): Sl.

No.

Shareholder’s

Name

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

A. Directors:

1. Dr. Banwari Lal 200 0.4 200 0.4 -

2. Mr. Sidhartha Sur 200 0.4 200 0.4 -

3. Dr.D.M.Kale 200 0.4 200 0.4 -

B. KMP: - - - - -

Total 600 1.2 400 1.2 -

V. Indebtedness:

Neither at the beginning nor at the end of the Financial Year, the Company had any debts, secured or unsecured.

VI. Remuneration of Directors & Key Managerial Personnel:

No Director or any Key Managerial Personnel were paid any remuneration during the Financial Year, except

Dr. D.M.Kale, who was paid Rs.5,000/- as sitting fees for attending meetings of the Board of Directors.

VII. Penalties/Punishment/Compounding of Offences, if any:

Type Section of The

Companies Act

Brief Description Details of Penalty / Punishment/

Compounding fees imposed

Authority [RD

/NCLT/COURT]

Appeal made,

if any

A. Company

Penalty Punishment

Compounding

B. .Directors

Penalty

Punishment

Compounding

C. Other Officers In

Default Penalty

Punishment

Compounding

Nil

_______________________________________________________________________________________


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Annexure “B” to the Directors’ Report

Annual Report on Corporate Social Responsibility (CSR) Activities

[Pursuant to clause (o) of sub-section (3) of Section 134 of the Act and

Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]

1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to

be undertaken and a reference to the web-link to the CSR policy and projects or programs:

Your Company’s CSR Policy is guided by the philosophy to care for the environment through sustainable

utilization of natural resources. As a responsible corporate citizen, your Company will try to contribute for

social and economic development on regular basis, maintaining highest standards of corporate behaviour

towards it employees, consumers and societies in which it operates. The overall CSR mission of your

Company is aligned to strengthen people and planet by devising effective solutions for the community at

large, to ensuring socio-economic development of the community through different participatory and need-

based initiatives in the best interest of the poor and deprived sections of the society so as to help them to

become self reliant and build a better tomorrow for themselves, and as well to ensuring environmental

sustainability through ecological conservation and regeneration, energy efficiency measures,

biotechnological interventions, renewable technology interventions, protection and re- growth of

endangered plant species and promoting biodiversity. Your Company’s detailed CSR Policy is stated on

Website: www.otbl.co.in.

2. The Composition of the CSR Committee: 1. Shri M. M. Joshi – Chairman

2. Shri A. K. Dwivedi-Member

3. Dr. Banwari Lal-Member

3. Average net profit of the Company for last three financial years: Rs.642.82 lakhs.

4. Prescribed CSR Expenditure (two per cent of the average net profit): The Company is required to

spend Rs.12.86 lakhs towards CSR during the financial year 2015-16.

5. Details of CSR spent during the financial year 2015-16.

(a) Total amount to be spent for the financial year 2015-16: Rs. 24.53 lakhs

(b) Amount unspent, if any: Rs. 24.53 lakhs

(c) Manner in which the amount spent during the financial year 2015-16: NA

6. In case the company has failed to spend the two per cent of the average net profit of the last three

financial years or any part thereof, the company shall provide the reasons for not spending the

amount in its Board report.

Due to paucity of available time subsequent to the approval accorded by the Board and the close of the

financial year 2015-16, despite earnest efforts not much progress could be achieved in identifying Projects

& allocating funds for fulfilling & meeting CSR obligations. Your Company is actively pursuing effective

steps to identify Projects that would ensure long term impactful contributions towards the upliftment of the

underprivileged in the Society.


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Annexure “C” to the Directors’ Report

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013

and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related

parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013 including certain arm’s

length transactions under third proviso thereto.

1. Details of contracts or arrangements or transactions not at arm’s length basis: Nil

(a) Name(s) of the related party and nature of relationship

(b) Nature of contracts/arrangements/transactions

(c) Duration of the contracts / arrangements/transactions

(d) Salient terms of the contracts or arrangements or transactions including the value, if any

(e) Justification for entering into such contracts or arrangements or transactions

(f) Date(s) of approval by the Board

(g) Amount paid as advances, if any:

(h) Date on which the special resolution was passed in general meeting as required under first proviso

to Section 188

2. Details of material contracts or arrangement or transactions at arm’s length basis

(a) Name(s) of the related party and nature of relationship Oil and Natural Gas Corporation Limited- JV Partner

The Energy and Resources Limited- JV Partner

(b) Nature of contracts/arrangements/transactions

Oil and Natural Gas Corporation Limited- Providing of Bioremediation Solutions & Rental

Payment of Premises Occupied

The Energy and Resources Limited- Purchase of “OILZAPPER”

(c) Duration of the contracts / arrangements/transactions:

Oil and Natural Gas Corporation Limited- Need Based

The Energy and Resources Limited- Need Based

(d) Salient terms of the contracts or arrangements or transactions including the value, if any:

Oil and Natural Gas Corporation Limited- Rs. 185, 324,939/-

The Energy and Resources Limited- Rs.48,783,460/-

(e) Date(s) of approval by the Board, if any:

Not required as all transactions were at arms’ length price and were in ordinary course of Business

(f) Amount paid as advances, if any: – Nil


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Independent Auditor’s Report

To the Members of ONGC Teri Biotech Limited Report on the Standalone Financial Statements We have audited the accompanying Standalone Financial Statements of ONGC Teri Biotech Limited (‘the Company’), which comprise the Balance Sheet as at March 31, 2016, 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 Standalone Financial Statements

that give a true and fair view of the financial position, financial performance and cash flows of the

Company in accordance with the 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 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 are 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

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, but not for the purpose of expressing an opinion on

whether the Company has in place an adequate internal financial controls system over financial reporting

and the operating effectiveness of such controls. 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 audit opinion on the Standalone Financial Statements.


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Opinion In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the 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 31st March, 2016, its profit and its cash flows for the year ended on that date. 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) 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;

(e) On the basis of the written representations received from the directors as on 31 March 2016 taken

on record by the Board of Directors, none of the directors is disqualified as on 31 March 2016 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the Internal Financial Controls over financial reporting of the

Company and the operating effectiveness of such controls, refer to our separate Report in Annexure “B”.

(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11

of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

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

ii. The Company does not have any long term contracts including derivative contracts; as such the

question of commenting on any material foreseeable losses thereon does not arise.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

for Khanna & Annadhanam

Chartered Accountants

(Registration No: 01297N) Sd/-

(Kapil Miglani)

Place: New Delhi Partner

Date: 11th May, 2016 (Membership No: 527679)


15

Annexure “A” to the Independent Auditors’ Report

The Annexure referred to in Independent Auditors’ Report to the members of the Company on the Standalone Financial Statements for the year ended 31st March 2016, we report that:. On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of the Audit, we report that: (i) (a) The Company has maintained proper records showing full particulars, including quantitative

details and situation of fixed assets.

(b) As explained to us, fixed assets have been physically verified by the Management at regular

intervals and as informed to us no material discrepancies were noticed on such verification. In

our opinion, this periodicity of physical verification is reasonable having regard to the size of the

Company and the nature of its assets.

(c) The Company does not have any Immovable Property registered in its name. Hence, the question

of verification of the title deeds thereof does not arise. (ii) The nature of business of the Company does not require it to have any inventory. Hence, the

requirement of clause (ii) of paragraph 3 of the said order is not applicable to the Company. (iii) According to the information and explanations given to us and on the basis of our examination of the

Books of Accounts, the Company has not granted any loans, secured or unsecured to companies,

firms, Limited Liability Partnerships or other parties covered in the register maintained under section

189 of the Companies Act. Accordingly, the paragraphs 3(iii) (a) and 3(iii) (b) of the Order are not

applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, the Company has not

given any loans, made investments, given guarantees or security during the year which is covered

under provisions of Section 185 and 186 of the Act.

(v) The Company has not accepted any deposits from the public.

(vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of

the Act, for any of the services rendered by the Company.

(vii) a) According to the information and explanations given to us and on the basis of our

examination of records of the Company, amounts deducted/accrued in the Books of

accounts in respect of undisputed statutory dues including provident fund, income tax,

sales tax, value added tax, duty of customs, service tax, cess and other material statutory

dues have been regularly deposited during the year by the Company with the appropriate

authorities. As explained to us, the Company did not have any dues on account of

Employees’ State Insurance and duty of excise.

According to the information and explanations given to us, no undisputed amounts

payable in respect of provident fund, income tax, sales tax, value added tax, duty of

custom, service tax ,cess and other material dues were in arrears as at 31st March, 2016 for

the period of more than six months from the date they become payable.

b) According to the information and explanations given to us and based on the records

of the Company examined by us, there are no dues of Income Tax, Service Tax etc. which

have not been deposited on account of any disputes.


16

(viii) The Company does not have any loans or borrowing from any financial institutions, banks,

government or debenture holders during the year. Accordingly, paragraph 3 (vii) of the Order is not applicable.

(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 explanation 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 the explanations given to us and based on our examination of the

records of the Company, the Company has not paid/provided for any managerial remuneration to its personnel. Hence, the clause relating to compliance of provisions of Section 197 read with Schedule V of the Act does not arise.

(xii) In our opinion and according to 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 give 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 any 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.




(Kapil Miglani) Place: New Delhi Partner



17

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 ONGC TERI Biotech

Limited (“the Company”) as of March 31, 2016 in conjunction with our audit of the Standalone Financial

Statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls

based on “the internal control over financial reporting criteria established by the Company considering

the essential components of internal control stated in the Guidance Note on Audit of Internal Financial

Controls over Financial Reporting issued by the Institute of Chartered Accountants of India”. These

responsibilities include the design, implementation and maintenance of adequate internal financial

controls that were operating effectively for ensuring the orderly and efficient conduct of its business,

including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of

frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of

reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's Internal Financial Controls over Financial

Reporting based on our audit. We 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 judgement, including the assessment of the risks of

material misstatement of the Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our audit opinion on the Company’s Internal Financial Controls System over Financial Reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company's Internal Financial Control over Financial Reporting is a process designed to provide

reasonable assurance regarding the reliability of Financial Reporting and the preparation of Financial

Statements for external purposes in accordance with generally accepted accounting principles. A

Company's Internal Financial Control over Financial Reporting includes those policies and procedures

that:


18

(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 authorisations

of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorised

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 March 31, 2016, 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”.




(Kapil Miglani)

Place: New Delhi Partner



19

BALANCE SHEET AS AT 31ST MARCH, 2016

PARTICULARS

NOTE NO. CURRENT YEAR

(31.03.2016)

(In Rs.)

PREVIOUS YEAR

(31.03.2015)

(In Rs.)

I. EQUITY AND LIABILITIES

1 Shareholders’ funds

Share Capital 2 500,000 500,000

Reserve and Surplus 3 288,801,477 207,117,329

2 Non-current liabilities

Long-term Provisions

4

627,747

503,727

3 Current liabilities

Trade payables 20,991,435 27,964,808

Deferred tax liabilities (Net)

_ _

Other current liabilities 5 224,765,439 260,009,279

Short term provisions 6 9,426,465 2,067,276

545,112,563 498,162,419

II. ASSETS

1 Non-current assets

Fixed Assets

- Tangible Assets 7 3,977,248 4,831,557

Deferred Tax Assets (Net) 360,525 230,578

Long Term Loan and Advances 8 5,520,152 3,976,823

2 Current assets

Trade Receivables 9 73,819,749 175,262,265

Cash and Cash Equivalents 10 312,800,289 173,883,587

Short Term Loan and Advances 11 5,565,328 7,275,258

Other Current Assets 12 143,069,272 132,702,351

545,112,563 498,162,419

Significant Accounting Policies 1

The accompanying Notes are significant part of the Financial Statements (16 to 24) As per our report of even date

For KHANNA & ANNADHANAM

CHARTERED ACCOUNTANTS

( Firm Reg. No. 01297N)

Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C. CHAUHAN) (A.K.DWIVEDI) (BANWARI LAL) PARTNER MANAGER-F&A

(M. No. 527679)

CHAIRMAN

(DIN 07048874)

DIRECTOR & CEO

(DIN 01139763)

PLACE :NEW DELHI

DATED: 11th May, 2016


20

STATEMENT OF PROFIT & LOSS ACCOUNT FOR THE PERIOD ENDED 31ST MARCH, 2016

PARTICULARS NOTE

NO.

CURRENT YEAR

(31.03.2016)

(In Rs.)

PREVIOUS YEAR

(31.03.2015)

(In Rs.)

I. Revenue from projects 210,693,989 179,836,832

II. Other Income 13 23,391,763 13,947,694

III. Total Revenue (I+II) 234,085,752 193,784,526

IV. Expenses :

Costs on projects

90,621,419 90,300,551

Employee benefits expense

14 10,564,340

10,336,686

Other expenses

15 8,682,485

24,830,041

Depreciation

7 1,084,484

1,202,263

Total Expenses 110,952,728 126,669,541

V. Profit before Extraordinary items and tax(III-IV) 123,133,024

67,114,984

VI.

VII.

VIII.

Extraordinary items

Profit before tax (V-VI)

Tax expense:

630,896

122,502,128

40,947,927

-

67,114,984

22,121,517

Current tax

(129,947)

(144,790)

Deferred tax asset

IX. Profit after tax (VI -VIII) 81,684,148 45,138,257

X. Earning Per Equity Share

Basic & Diluted 1,634 903

Significant Accounting Policies 1

The accompanying Notes are an integral part of the Financial Statements (16-24) As per our report of even date

for KHANNA & ANNADHANAM


( Firm Reg. No. . 01297N) Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C.CHAUHAN)

(A.K.DWIVEDI) (BANWARI LAL)

PARTNER MANAGER-F& A

(M. No. 527679)

CHAIRMAN

(DIN 07048874)

DIRECTOR & CEO

(DIN 01139763)

PLACE :NEW DELHI DATED : 11th May, 2016


21

CASH FLOWS STATEMENT FOR THE PERIOD ENDED 31ST MARCH, 2016

PARTICULARS CURRENT YEAR

(31.03.2016)

(In Rs.)

PREVIOUS YEAR

(31.03.2015)

(In Rs.)

Cash Flow from Operating Activities

Net Profit after Tax

81,684,148

45,138,257

Adjustments for:

Depreciation 1,084,484 1,202,263

Operating Profit before working capital changes

82,768,632

46,340,521

Adjustments for:

(Increase) / Decrease in Current Assets 91,242,196 (117,319,590)

Increase / (Decrease) in Current Liabilities (34,734,004) 80,124,346

Deferred Tax Assets (129,947) (144,790)

Net Cash from Operating Activities 'A' 139,146,877 139,146,877 9,000,487

Cash Flow from Investing Activities

Purchase of Fixed Assets (230,175) (702,575)

Net Cash utilised in Investing Activities 'B' (230,175) (702,575)

Cash Flow from Financing Activities

Net Cash utilised in Financing Activities 'C' - -

Net Increase / (Decrease) in Cash and Cash

Equivalents (A+B+C)

138,916,702 8,297,912

Opening Cash and Cash Equivalents 173,883,587 165,585,675

Closing Balance of Cash and Cash Equivalents 312,800,289 173,883,587

Cash and Cash Equivalents comprise:

Cash and Bank Balance 312,800,289 173,883,587

312,800,289 173,883,587

As per our report of even date

for KHANNA & ANNADHANAM


( Firm Reg. No. 01297N)

Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C. CHAUHAN) (A.K.DWIVEDI ) (BANWARI LAL)

PARTNER MANAGER- F & A

(M. No. 527679)

CHAIRMAN

(DIN 07048874)

DIRECTOR & CEO

(DIN 01139763)

PLACE :NEW DELHI

DATED : 11th May, 2016


22

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31ST MARCH, 2016

1 SIGNIFICANT ACCOUNTING POLICIES

a)

Basis of Preparation

The Company has followed mercantile system of accounting and recognizes Income &

Expenditure on accrual basis. The accounts are prepared on historical cost basis, as a going

concern and are consistent with the generally accepted accounting principles.

b) Use of Estimates

The preparation of financial statements requires estimates and assumptions which affect the

reported amount of assets, liabilities, revenues and expenses of the reporting period. The

difference between the actual results and estimates are recognized in the period in which the

results are known or materialized.

c) Fixed Assets / Depreciation

d)

Fixed Assets are stated at historical cost less accumulated depreciation and impairment loss,

if any. Temporary site installations for execution of job are expensed as project expenditure

in the year in which they are incurred. Depreciation on Fixed Assets has been provided on

written down value basis according to the useful lives specified under Schedule II of the

Companies Act, 2013.

Impairment

The carrying amounts of assets are reviewed at each Balance Sheet date to assess

impairment, if any based on internal / external factors. An asset is treated as impaired when

the carrying cost of the asset exceeds its recoverable value being higher of value in use and

net selling price. An impairment loss is recognised as an expense in the Statement of Profit

& Loss in the year in which an asset is identified as impaired. The impairment loss

recognised in prior accounting period is reversed if there has been an improvement in

recoverable amount.

e) Revenue Recognition

Revenue is recognised based on the nature of activity when consideration can be reasonably

measured and there exists reasonable certainty of its recovery. Revenue from projects and

costs are recognised based on substantial completion of the related projects and is billed in

accordance with the contractual terms specified in the contract/agreement.


23

f) Employee Benefits

g)

h)

i)

a) Employee benefits in the form of Provident Fund are charged to the Profit and Loss

Account of the year when the contributions to the respective funds are due. There are

no other obligations other than the contribution payable to the respective funds.

b) Gratuity liability is accrued and provided for on the basis of an actuarial valuation on

the projected unit credit method made at the end of the financial year.

c) Short term compensated absence are provided for based on estimates. Long term

compensated absences in the form of leave encashment are provided for based on

actuarial valuation at the end of the financial year. The actuarial valuation done as per

projected unit credit method.

d) Actuarial gains/losses are debited to profit and loss account and are not deferred.

Project Expenses

All direct expenses incurred towards execution of job as well as other general

administrative expenses incurred at site are allocated to the activities /job and charged

/treated in profit and loss statement accordingly.

Taxes on Income

a) Tax expense for the period, current tax and deferred tax is included in determining the

net profit (loss) for the period.

b) Deferred tax is recognised for all timing difference between the accounting income

and taxable income and is quantified using the enacted/substantially enacted tax rates

as at the balance sheet date.

c) Deferred Tax Assets are recognised where realisation is reasonably certain where as in

case of carried forward losses or unabsorbed depreciation, deferred tax assets are

recognised only if there is a virtual certainty of realisation backed by convincing

evidence. Deferred Tax assets are reviewed for the appropriateness of their respective

carrying value at each Balance Sheet date.

Provisions, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognized when

there is a present obligation as a result of past events and it is probable that there will be an

outflow of resources. Contingent Assets are neither recognized nor disclosed in the financial

statements.


24

CURRENT YEAR PREVIOUS YEAR (31.03.2016) (31.03.2015)

(In Rs.) (In Rs.)

2 SHARE CAPITAL

AUTHORISED

10,00,000 Equity Shares of Rs.10/- each 10,000,000 10,000,000

10,000,000 10,000,000

ISSUED, SUBSCRIBED AND PAID UP

50,000 Equity Shares of Rs.10/-each fully

paid up

500,000 500,000

500,000 500,000

a) The Company has issued only one class of shares referred to as equity shares having a

par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share.

b) Details of Equity Shareholders holding more than 5 percent Shares:

Oil and Natural Gas Corporation ( ONGC) 24,990 24, 990

Percentage 49.98 49.98

The Energy and Resources Institute (TERI) 24,010 24,010

Percentage 48.02 48.02

3 RESERVES AND SURPLUS

Opening balance

Less: Adjustment towards depreciation

207,117,329

-

162,060,260

81,188 Add: Net Profit/(Net Loss) for the current year 81,684,148 45,138,257

Closing balance 288,801,477 207,117,329


25

4

LONG TERM PROVISIONS

Leave Encashment Payable

Gratuity Payable

CURRENT YEAR

(31.03.2016)

(In Rs.)

292,012

335,735

PREVIOUS YEAR

(31.03.2015)

(In Rs.)

242,385

261,342

627,747 503,727

5

OTHER CURRENT LIABILITIES

- Billing - Ongoing Projects

- Expenses Payable

- TDS Payable

- Employee contribution to Provident Fund

- Other Liabilities

223,450,603

1,181,662

132,174

-

1,000

258,930,076

769,177

287,420

21,606

1,000

224,765,439 260,009,279

6 SHORT TERM PROVISIONS

- Leave Encashment Payable

- Gratuity Payable

14,267

12,359

14,010

4,646 - Provision for Taxation 120,219,585

Less:- Advance Tax/TDS 110,819,746 9,399,839 2,048,620

9,426,465 2,067,276

8 LONG TERM LOANS AND ADVANCES

- Security Deposit Against Projects 5,466,802 3,913,473

- Security Deposit Others 53,350 63,350

5,520,152 3,976,823


26

CURRENT YEAR

(31.03.2016)

(In Rs.)

PREVIOUS YEAR

(31.03.2015)

(In Rs.)

9 TRADE RECEIVABLES (Unsecured considered good)

Trade receivables exceeding six months

23,154,098

11,270,348 Others 50,665,651 163,991,917

73,819,749 175,262,265

10 CASH AND CASH EQUIVALENTS

- Cash-in-Hand

715

715 - Balance with Scheduled Bank 586,523 290,619

- Fixed Deposit

- held as margin money 25,046,162 50,487,554

- others 287,166,889 123,104,699

312,800,289 173,883,587

11 SHORT TERM LOANS AND ADVANCES

(Unsecured considered good)

- Advance to Suppliers/Others - -

- Advance to Staff

- Tax Deducted at Source(against ongoing

projects

-Income Tax Refundable

-Cenvat Credit

3,012

5,108,215

438,151

15,950

20,253

6,716,829

438,151

100,025 5,565,328 7,275,258

12 OTHER CURRENT ASSETS

- Expenses- Ongoing Projects 132,342,737 128,417,734

- Interest accrued on Fixed Deposit 10,669,395 4,225,067

- Prepaid Expenses 57,140 59,550

143,069,272 132,702,351


27

CURRENT YEAR PREVIOUS YEAR

(31.03.2016) (31.03.2015)

(In Rs.) (In Rs.)

13 OTHER INCOME

- Interest on Fixed Deposit

- Liabilities no longer required written back

22,980,887

410,876

13,792,086

155,608

23,391,763 13,947,694

14 EMPLOYEE BENEFITS EXPENSES

Staff salary, allowances and reimbursement 9,684,961 8,995,866

Employer's contribution to PF and admin.

charges

309,805 314,868

Group Insurance 271,757 289,657

Staff Welfare & Training Expenses

- Leave Encashment Expenses

- Gratuity Expenses

125,327

49,884

122,606

213,912

256,395

265,988

10,564,340 10,336,686

15 OTHER EXPENSES

Web development & Maintenance Charges

18,668

5,356 Rent-Project / Site office 594,382 674,095

Books & Periodicals 4,950 3,332

Telephone/Internet Expenses 142,007 136,668

Courier charges 33,877 40,936

Electricity charges 75,373 79,683

Professional / Consultancy/legal fees 3,029,882 3,134,403

Travelling & Conveyance 2,955,190 3,096,611

Vehicle Running and Maintenance Expenses 311,277 305,865

Bank Charges 109,777 457,629 Miscellaneous / Sundry Expenses 247,134 18,918

Printing Stationery & Computer supplies 212,751 151,503

Repair & Maintenance-Others 566,152 232,240

Taxes & Fees 59,314 7,563

Advertisement, Publicity & Business Promotion 211,751 231.361

Auditors Remuneration 110,000 147,117

Service Tax paid for earlier years (including

interest)

- 16,106,761

8,682,485 24,830,041


28


(31.03.2016) (31.03.2015)

(In Rs.) (In Rs.)

16 CONTINGENT LIABILITIES

Claims against the company not

acknowledged as debts

i) Outstanding performance guarantees 37,403,4018 36,534,875

issued by the company bankers

(secured against Fixed Deposits under

Lien)

ii) Estimated amount of contracts remaining

to be executed to the Capital Account (net

of advances)

iii) Tax demand under disputes 7,572,050 -

(Also Refer Point (a))

24,695,845

-

12,804,250

37,403,418

-

7,572,050

37,500,095 44,975,468

Additional Information

(a) The department has on conclusion of assessment for A.Y. 2012-13 to 2015-16 raised

demands aggregating to Rs. 128.04 lacs (including interest) against which no provision

exists since the demand have come to be raised owing to short allowance of taxes deducted

at source. Provision for the demands raised has not been considered, pending disposal of

rectification application for the A.Y. 2012-13 and for others pending filing of the

rectification application, issues being similar for all the years.

17 Disclosure for Gratuity and Leave Benefit plans

The Company has a defined benefit gratuity plan. The present value of obligation is

determined based on actuarial valuation using the projected unit method, which recognizes

each period of services as giving rise to additional unit of employee benefit entitlement and

measures each unit separately to build up the final obligation. The obligation for leave

encashment is recognized in the same manner as gratuity.

(i) Changes in the present value of defined benefit obligations are as under:

Particulars Gratuity Leave Encashment

2015-16 2014-15 2015-16 2014-15

Opening defined benefit 265,988 - 256,395 -

Interest cost/ current year 90,096 265,988 80,083 256,395

Annual return on plan assets - - - -

Benefit paid (40,500) - (27,690) -

Actuarial gain/loss on 32,510 - (2,509) -

Closing defined benefit obligation 348,094 265,988 306,279 256,395


29

(ii) Changes in the fair value of plan assets are as follows:


2015-16 2014-15 2015-16 2014-15

Opening fair value of plan assets - - - -

Expected returns - - - -

Contributions by employer - - - -

Benefit paid - - - -

Actuarial gain/losses - - - -

Closing fair value of plan assets - - - -

(iii) Net employee benefit expense debited to Profit and Loss Account:


2015-16 2014-15 2015-16 2014-15

Interest cost/ current year 90,096 265,988 80,083 256,395

Expected return on plan assets - - - -

Actuarial gain/loss on 32,510 - (2,509) -

Net benefit expense to P&L 122,606 265,988 77,574 256,395

Actual return on plan assets - - - -

(iv) Actuarial Assumptions:


2015-16 2014-15 2015-16 2014-15

Mortality Table IALM-

2006-08

- IALM-

2006-08

-

Discount Rate 8.00% 7.75% 8.00% 7.75%

Expected rate of return on plan - - - -

Rate of escalation in salary per 5.50% 5.25% 5.50% 5.25%

The estimates of future salary increase considered in actuarial valuation take into account the

inflation, seniority, promotion and other relevant factors such as demand in the employment

market and supply.


30

18 CSR

Gross amount required to be spent by the Company during the year is Rs. 12 85,643/- (Previous

year Rs. 11, 67,314)

Amount Spent during the year Spent Unspent Total

Construction/acquisition of any asset Nil Nil Nil

On purpose other than above Nil Nil Nil

Expenditure related to Corporate Social Responsibility is as per Section 135 of the Companies

Act, 2013 read with Schedule VII thereof.

19 JOINT VENTURES / ASSOCIATES

The Company is a joint venture company formed by Oil and Natural Gas Corporation Limited

in association with The Energy and Research Institute, New Delhi (a Society formed and

registered in Societies Registration Act, 1860).

20 CONFIRMATION OF BALANCES

(a) Interest Income has been accounted for based upon the certificate issued by the bankers.

(b) The balances in parties’ accounts as at 31st March, 2016 are subject to confirmation/

reconciliation in some of the cases. Adjustments, if any, upon due reconciliation thereof is

proposed to be accounted for in future. The management, however, is of the view that the

impact of adjustment entries, if any, would not be significant.


31

21 RELATED PARTY DISCLOSURES

Key Managerial Personnel (KMP)

Dr. Banwari Lal (C.E.O)

Investing Entities (JV Partners)

Oil and Natural Gas Corporation Ltd. (ONGC)

The Energy & Resources Institute, New Delhi (TERI)

Details of Transactions

Transactions Joint Ventures KMP

CURRENT

YEAR (In Rs.)

PREVIOUS

YEAR (In Rs.)

CURRENT

YEAR (In Rs.)

PREVIOUS

YEAR (In Rs.)

Services Provided:

ONGC

(based on invoicing)

184,950,640 260,974,788 Nil Nil

Purchases /Services availed:

TERI

(based on invoicing)

48,783,460 51,553,413 Nil Nil

ONGC (Rent) 318,522 313,005 Nil Nil

Electricity Charges

Paid

55,777 62,248 Nil Nil

Amount Receivable:

ONGC Ltd. 70,082,402 163,359,060 Nil Nil

Amount Payable

TERI 11,522,500 10,665,500 Nil Nil

Key Management Personnel

No remuneration was paid to key management personnel during current as well as previous year.


32


(31.03.2016) (31.03.2015)

(In Rs.) (In Rs.)

22 AUDITOR’S REMUNERATION

The details of Auditors remuneration is as under:

Audit Fees 75,000 75,000

Certification work & other services 25,000 47,700

Out of Pocket Expenses & Service Tax 25,950 24,417

23 EXPENDITURE INCURRED IN FOREIGN CURRENCY

Receipts in Foreign Currency - 8,412,265

Expenditure in Foreign Currency (Travel) - 19,080

24 Previous Year’s figures have been regrouped / rearranged to make them comparable with the

current year’s figures.

As per our report of even date

For KHANNA & ANNADHANAM


(Firm Reg. No: 01297N)

Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C.CHAUHAN) (A.K.DWIVEDI) (BANWARI LAL)

PARTNER MANAGER- F & A

M. No : 527679

CHAIRMAN

(DIN 07048874)

DIRECTOR &CEO

(DIN 01139763)

Place : New Delhi

Date : 11th May,2016

125,950 147,117

- 8,431,345


33

NOTE-7

Fixed Asset Schedule as on 31.03.2016

Particulars Gross Block Depreciation Net Block

As on

31.03.2015

Additions

during

the

period

Deletions/

Adjustment

during the

period

As on

31.03.2016

Up to

31.03.2015

For the

Period

Adjustment

during the

period

Up to

31.03.2016

As on

31.03.2016

As on

31.03.2015

Computer

649,454

-

-

649,454

389,437

163,353

-

552,790

96,664

260,017

Equipment

and Field

Installations

7,712,727

230,175

_

7,942,902

3,292,937

877,438

-

4,170,375

3,772,527

4,419,790

Furniture

373,191

_

_

373,191

221,441

43,693

-

265,134

108,057

151,750

TOTAL

8,735,372

230,175

-

8,965,547

3,903,816

1,084,484

-

4,988,299

3,977,248

4,831,557

P .Year

8,463,834

702,575

431,037

8,735,372

3,051,400

1,202,263

349,848

3,903,816

4,831,557

5,412,434


34

ONGC TERI Biotech Limited Darbari Seth Block, IHC Complex, Lodhi Road, New Delhi-110003

CIN: U74120DL2007PLC161117 Tel.: 011-24682300, 011-41504900; Fax: 011-24682144; Website: www.otbl.co.in

FORM OF PROXY

(To be filled in and signed by the Shareholder)

Regd. Folio No.:____________

No. of Shares: ______________

I/We____________________________resident/s of__________________________________being a shareholder/s

of ONGC TERI Biotech Limited, hereby appoint Shri/Smt._____________________resident of

___________________________ or failing him/her Shri/Smt._____________________resident of

___________________________ or failing him/her Shri/Smt._____________________resident of

___________________________ as my/our proxy to vote for me/us and on my/our behalf at the 9th Annual General

Meeting of the shareholders of the Company to be held on Tuesday, the 27th September,2016 at 15.30 Hrs. at 7th

Floor, Conference Room, ONGC, Jeevan Bharti Building, Tower-II, 124, Indira Chowk, New Delhi-110001 and at

any adjournment thereof in respect of such resolutions as are indicated below:

Resolution No. Optional*

Ordinary Business: For Against

1. Adoption Financial Statements for the year ended 31st March, 2016.

2. Re-appointment of Shri M.M.Joshi who retires by rotation.

3. Re-appointment of Dr. D.M.Kale who retires by rotation.

4. Ratify appointment of M/s Khanna and Anndhanam, Chartered Accountants,

(Regn. No.001297N), New Delhi, as Statutory Auditors and to authorize the Board

of Directors to fix their remuneration.

Signed this________dayof________________2016.

Affix

Revenue

Stamp

Signature of the Proxy________________ Signature of sole/first holder

Note:

1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the

Company, not less than 48 hours before the commencement of the Meeting.

2. For the Resolutions, please refer to the Notice of the 9th Annual General Meeting.

* 3. It is optional to put a ‘X’ in the appropriate column against the Resolutions indicated in the Box. If you leave the ‘For’ or

‘Against’ column blank against any or all Resolutions, your Proxy will be entitled to vote in the manner as he/she thinks

appropriate.

9th annual report 2015-2016 - ongc teri biotech ltd · orders for 19 wells of ongc, ankleshwar...

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