annual report | 2013-14 · 2014-09-04 · 9th annual report | 2013-14 chairman’s statement r j...
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9th Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
BOARD OF DIRECTORS:
ℵ Mr. Raghavendra Shripatrao Joshi Chairman cum Director
ℵ Mrs. Meena Raghavendra Joshi Director
ℵ Mr. Shashikant Vinayakrao Shastri Director
ℵ Mr. Anil Vasant Dharmadhikari Independent Director
ℵ Mr. Chandra Prakash Tripathi Independent Director
ℵ Mr. Balaji Prithviraj Singh Independent Director
KEY MANAGERIAL PERSON:
ℵ Mr. Omprakash Shiolalji Jaiswal Chief Executive Officer
ℵ Mr. Harshwardhan Raghavendra Joshi Chief Financial Officer
ℵ Mr. Mitesh Girish Gadhiya Compliance Officer
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BANKERS:
ℵ State Bank of India
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REGISTERED OFFICE:
Siddharth Arcade, Opp. Holiday Camp,
Station Road,
Aurangabad -431 005
Maharashtra
Tel No. 0240-2354913-17
Fax No. 0240-2332111
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STATUTORY AUDITORS: REGISTRAR AND SHARE TRANSFER AGENT:
Ashok Patil & Associates Bigshare Services Private Limited
A P Heights, E-2 & 3, Ansa Industrial Estate,
Near Gopal Tea Centre Saki-Vihar Road, Sakinaka,Andheri(E),
Aurangabad Mumbai-400072
For any Queries regarding Annual report contact:
Mr. Mitesh Girish Gadhiya
Legal cum Secretarial Dept. (Head)
Siddharth Arcade, Opp. Holiday Camp, Station Road, Aurangabad -431 005
Tel No. 0240-2354913-17
Fax No. 0240-2332111
E-Mail Id: [email protected]
9th Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
INDEX
1. Chairman’s Statement Page No. 1
2. Notice of 9th Annual General Meeting Page No. 3
3. Directors’ Report Page No. 11
4. Corporate Governance Report Page No. 15
5. Certificate on Compliance of Clause 52 of SME Listing Agreement Page No. 26
6. Management and Discussion and Analysis report Page No. 27
7. Independent Auditors Report Page No. 37
8. Annual Audited Accounts with Schedules and Annexure’s Page No. 43
9. Attendance Slip & Proxy Form Page No. 63
9th
Annual Report | 2013-14
Chairman’s Statement
R J BIO-TECH LIMITED | Quality fetches, High Value
Dear Shareowners,
It gives me immense pleasure to present before you
the 9th Annual Report of R J Bio-tech Limited.
Financial Year 2013-14 witnessed weak demand
across the globe, sluggish domestic market,
deficient monsoon rain, lack of irrigation, high agro-
interest rates and fewer government aids’. All these
had a ripple effect on Indian agriculture farming
community. Seed Industry had to go through
consolidation phase due to worsening conditions of
markets coupled with high operational costs and
higher interest burden. I feel proud to state that, in
spite of such an unfavourable situation for Indian
Agriculture Sector, your Company managed to
deliver the sparkling performance.
Seeding the Future:
The growing demand and decreasing cultivable
land has brought in a severe threat to food security.
This could be evidenced in form of shortage of food,
uncontrollable food inflation and rising
malnutrition. Demand for the food is increasing at
the rate of squares whereas the cultivable area for
production of food still remains the same. Leaving
the only room for seed companies to increasingly
focus on the quality and productivity of the seeds.
R J Bio-tech has developed such variety of quality
seeds which are high on yield and low on farmer’s
pocket. Relentless efforts are being continuously
made to provide superior quality seeds.
Innovation is the way:
Since inception, we at R J Bio-tech have
continuously focused on our research and
development activities. This has helped us to bring
innovative products at affordable prices and remain
competitive in the seed market across the Country.
To bring in second green revolution, constant
investment in R&D activities is need of an hour to
fulfil India’s food demand and export to other
nations.
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Chairman’s Statement
R J BIO-TECH LIMITED | Quality fetches, High Value
The Year for R J Bio-tech:
With immense pleasure and due credit to the Board
of Directors for their relentless effort, I proudly
state you that R J Bio-tech has achieved a record-
break turnover of INR 286.81 million and net profit
of 28.72 million in the Financial Year 2013-14. In
difficult times, R J Bio-tech has been growing at 30-
40% CAGR, commendable sales was backed by our
enduring support to our dealers. Earnings per share
(EPS) has increased more than 80% compared to
previous year.
Tapping the demand:
We, at R J Bio-tech have continuously strived to
bring out more and more product through intensive
research and continued focus on achieving “PAN
INDIA” Operations. We have large variety of seeds
in different segments to cater the growing demands
of farmers across the Country. R J Biotech
continues to operate in 10 states, No. of dealers
have considerably risen from 1200+ to 1500+. This
is the result of our continuous effort for improving
supply chain and logistics management and
increasing product availability for farmers at right
time.
Financial Year No. Of Products No. Of Dealers
2013-14 26 1500+
2012-13 23 1200+
2011-12 20 900+
Relationship Building Programme’s
Conducting Relationship Building Programmes is
an ongoing process at R J Bio-tech. Your Board of
Directors, Employees and Management of all
hierarchies participate in the relationship building
programmes wherein the farmers are given
demonstration of various R J Bio-tech products. The
initiatives are also being taken to educate the
farmers about the biotechnology and organic
farming.
Moving from regulatory governance to self
governance:
It gives me immense pleasure to inform you that, it
has been decided by the Board of Directors to
voluntarily prepare the Audited Financials of the
Company on quarterly basis. The Company is not
statutorily required to do so, but as a part of good
corporate governance and to provide even more
transparency and reliability to its Stakeholders, the
Company has taken up this decision. With this
decision, R J Bio-Tech becomes the first Company
on the SME platform of BSE, to voluntarily prepare
and provide Audited Financials on quarterly basis.
Partners of Change:
On behalf of our entire R J Family, I would like to
thank our employees, for their sustained and
continuous efforts to bring value to our
stakeholders and enrich the culture of dynamism
and changing the change. It is at the heart of our
organisation where the thought for value creation
binds us together.
I further thank all our Stakeholders, Bankers,
Members, Customers, Vendors, Various government
authorities, for their continuous support and faith
in the company
Sincerely,
Sd/-
Raghavendra Joshi
Chairman cum Director
R J Bio-tech Limited
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R J BIO-TECH LIMITED | Quality fetches, High Value
NOTICE
NOTICE is hereby given that the Ninth Annual General Meeting of the Members of R J Bio-tech
Limited will be held on Monday, 29th day of September 2014 at 11.00 A.M. at the registered office
of the Company at Siddharth Arcade, Opp. Holiday Camp., Station Road, Aurangabad-431005 to
transact the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Profit and Loss Account for the year ended 31st
March 2014 and the Balance Sheet as at that date along with the reports of the directors and
auditors thereon.
2. To appoint a Director in place of Shashikant Shastri (holding DIN 00307652), who retires by
rotation and being eligible, offers himself for re-appointment.
3. To appoint M/s Ashok Patil & Associates, Chartered Accountants (ICAI Registration No.
122045W) as the Statutory Auditors of the Company and fix their remuneration.
SPECIAL BUSINESS:
4. To consider and if thought fit to pass with or without modification(s), the following resolution
as an Ordinary Resolution:
“RESOLVED that pursuant to the provisions of Sections 149, 150, 152 and any other applicable
provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory
modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to
the Companies Act, 2013, Mr. Anil Vasant Dharmadhikari (holding DIN 06410911), Director of
the Company who retires by rotation at the Annual General Meeting and in respect of whom
the Company has received a notice in writing from a member proposing his candidature for the
office of Director, be and is hereby appointed as an Independent Director of the Company to
hold office for five consecutive years for a term up to 31st March, 2019.”
5. To consider and if thought fit to pass with or without modification(s), the following resolution
as an Ordinary Resolution:
“RESOLVED that pursuant to the provisions of Sections 149, 150, 152 and any other applicable
provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory
modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to
the Companies Act, 2013, Mr. Chandra Prakash Tripathi (holding DIN 03150939), Director of
the Company whose period of office is liable to determination by retirement of directors by
rotation and in respect of whom the Company has received a notice in writing from a member
proposing his candidature for the office of Director, be and is hereby appointed as an
Independent Director of the Company to hold office for five consecutive years for a term up to
31st March, 2019.”
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6. To consider and if thought fit to pass with or without modification(s), the following resolution
as an Ordinary Resolution:
“RESOLVED that pursuant to the provisions of Sections 149, 150, 152 and any other applicable
provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory
modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to
the Companies Act, 2013, Mr. Balaji Prithviraj Singh (holding DIN 06413344), Director of the
Company whose period of office is liable to determination by retirement of directors by
rotation and in respect of whom the Company has received a notice in writing from a member
proposing his candidature for the office of Director, be and is hereby appointed as an
Independent Director of the Company to hold office for five consecutive years for a term up to
31st March, 2019.”
7. To consider and if thought fit to pass with or without modification(s), the following resolution
as a Special resolution:
“RESOLVED THAT pursuant to Section 180(1)(c) and any other applicable provisions of the
Companies Act, 2013 and the rules made there under (including any statutory
modification(s)or re-enactment thereof for the time being in force), the consent of the
Company be and is hereby accorded to the Board of Directors to borrow moneys in excess of
the aggregate of the paid up share capital and free reserves of the Company, provided that the
total amount borrowed and outstanding at any point of time, apart from temporary loans
obtained/to be obtained from the Company’s Bankers in the ordinary course of business, shall
not be in excess of 100 Crores (Rupees one hundred crores) over and above the aggregate of
the paid up share capital and free reserves of the Company.”
By order of the Board
Sd/-
Date: 02nd September 2014 MITESH GADHIYA
Place: Aurangabad (Company Secretary)
NOTES:
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.
2. The proxy Forms to be effective must reach to the Registered Office of the company not later
than 48 hours before the time fixed for the Annual General Meeting.
3. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, which sets out
details relating to Special Business at the meeting, is annexed hereto.
4. The Register of Members and Share Transfer Books of the Company will remain closed from
27th September 2014 to 29th September 2014, both days inclusive.
5. The members desiring any information regarding accounts are requested to write to company
at least seven days before the date of the Meeting so as to enable the management to keep the
information ready.
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6. All the documents referred to in accompanying notice are open for inspection at the Registered
Office of the company on all the working days except Sunday and Holiday, between 11.00 a.m.
to 5.00 p.m. up to the date of Annual General Meeting. Members are requested to notify
changes in their addresses, if any.
7. The shareholders who attend the Meeting are requested to fill in the attendance slip and
deliver the same at the entrance of the Meeting hall. The shareholders holding shares in
dematerialised form should indicate the DP ID and Client ID numbers in the attendance slip.
8. The shareholders are requested to bring their copy of the Annual Report to the Meeting.
9. The Ministry of Corporate Affairs has taken a corporate “Green Initiative in the Corporate
Governance” by allowing paperless compliance by companies. Accordingly, the Notice of the
Annual General Meeting along with Annual Report for the year 2013-2014 is being sent by
electronic mode to those members whose e-mail addresses are registered with the Company/
Depositories, unless any member has specifically requested for a physical copy of the same. In
order to support the “Green Initiative”, the Members who have not yet registered their e-mail
addresses are requested to register the same with R&T Agent/ Depositories.
10. In compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20
of Companies (Management and Administration) Rules, 2014, the Company is pleased to offer
e-Voting facility as an alternative mode of voting which will enable the Members to cast their
votes electronically. Necessary arrangements have been made by the Company with Central
Depository Services (India) Limited (CDSL) to facilitate e-voting. E-voting is optional and
members shall have the option to vote either through e-voting or in person at the general
meeting.
(A) The instructions for e-voting are as under:
(i) Log on to the e-voting website www.evotingindia.com
(ii) Click on “Shareholders” tab.
(iii) Now, select “R J BIO-TECH LIMITED” from the drop down menu and click on “SUBMIT”
(iv) Now Enter your User ID
- For CDSL: 16 digits beneficiary ID,
- For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
- Members holding shares in Physical Form should enter Folio Number registered
with the Company.
(v) Next enter the Image Verification as displayed and Click on Login.
(vi) If you are holding shares in demat form and had logged on to www.evotingindia.com
and voted on an earlier voting of any company, then your existing password is to be
used.
(vii) If you are a first time user follow the steps given below:
For Members holding shares in Demat Form and Physical Form
PAN* Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department
(Applicable for both demat shareholders as well as physical shareholders)
Members who have not updated their PAN with the Company/Depository
Participant are requested to use the first two letters of their name and the
last 8 digits of the demat account/folio number in the PAN field.
In case the folio number is less than 8 digits enter the applicable number of
0’s before the number after the first two characters of the name in CAPITAL
letters. E.g. If your name is Ramesh Kumar with folio number 100 then
enter RA00000100 in the PAN field.
DOB Enter the Date of Birth as recorded in your demat account or in the
company records for the said demat account or folio in dd/mm/yyyy
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R J BIO-TECH LIMITED | Quality fetches, High Value
format.
Dividend
Bank
Details
Enter the Dividend Bank Details as recorded in your demat account or in
the company records for the said demat account or folio.
Please enter the DOB or Dividend Bank Details in order to login. If the
details are not recorded with the depository or company please enter the
number of shares held by you as on the cut off date in the Dividend Bank
details field.
(viii) After entering these details appropriately, click on “SUBMIT” tab.
(ix) Members holding shares in physical form will then reach directly the Company selection
screen. However, members holding shares in demat form will now reach ‘Password
Creation’ menu wherein they are required to mandatorily enter their login password in
the new password field. Kindly note that this password is to be also used by the demat
holders for voting for resolutions of any other company on which they are eligible to
vote, provided that company opts for e-voting through CDSL platform. It is strongly
recommended not to share your password with any other person and take utmost care
to keep your password confidential.
(x) For Members holding shares in physical form, the details can be used only for e-voting
on the resolutions contained in this Notice.
(xi) Click on the EVSN for <R J BIO-TECH LIMITED> to choose to vote.
(xii) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the
option “YES/NO” for voting. Select the option YES or NO as desired. The option YES
implies that you assent to the Resolution and option NO implies that you dissent to the
Resolution.
(xiii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xiv) After selecting the resolution you have decided to vote on, click on “SUBMIT”. A
confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else
to change your vote, click on “CANCEL” and accordingly modify your vote.
(xv) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify
your vote.
(xvi) You can also take out print of the voting done by you by clicking on “Click here to print”
option on the Voting page.
(xvii) If Demat account holder has forgotten the changed password then enter the User ID and
the image verification code and click on Forgot Password & enter the details as
prompted by the system.
(xviii) Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) are required to log
on to www.evotingindia.com and register themselves as Corporates.
- They should submit a scanned copy of the Registration Form bearing the stamp and sign
of the entity to [email protected]
- After receiving the login details they have to create a user who would be able to link the
account(s) which they wish to vote on.
- The list of accounts should be mailed to [email protected] and on
approval of the accounts they would be able to cast their vote.
- They should upload a scanned copy of the Board Resolution and Power of Attorney
(POA) which they have issued in favour of the Custodian, if any, in PDF format in the
system for the scrutinizer to verify the same.
(xix) In case of any queries or issues regarding e-voting, you may refer to the Frequently
Asked Questions (“FAQs”) and e-voting manual available at
https://www.evotingindia.co.in under Help Section or write an email to
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R J BIO-TECH LIMITED | Quality fetches, High Value
(B) The e-voting period commences on Monday, 22nd September 2014 (9.00 a.m. IST) and ends on
Wednesday, 24th September 2014 (6.00 p.m. IST). During this period, shareholders of the
Company, holding shares either in physical form or in dematerialized form, as on the cut-off
date (Record Date) of Friday, 29th August, 2014, may cast their vote electronically. The e-voting
module shall be disabled by CDSL for voting thereafter.
(c) The voting rights of Members shall be in proportion to their shares in the paid-up equity
share capital of the Company as on the cut-off date of 29th August, 2014.
(D) Once the vote on a resolution is cast by the member, he/she shall not be allowed to change it
subsequently.
(E) Mr. Nitin S, Sharma, Practising Company Secretary (Membership No. A27225) has been
appointed as “the Scrutinizer” to scrutinize the e-voting process in a fair and transparent
manner.
(F) The Scrutinizer shall, within a period not exceeding 3 (three) working days from the
conclusion of the e-voting period, unblock the votes in the presence of at least 2 (two)
witnesses not in the employment of the Company and make a Scrutinizer’s Report of the votes
cast in favour or against, as the case may be, and submit the same to the Chairman of the
Company.
(G) The results declared along with the Scrutinizer’s Report shall be displayed on the website of
the Company www.rjbiotech.com and on the website of CDSL www.evotingindia.com within
two days from the passing of the resolutions at the 9th Annual General Meeting of the Company
to be held on Monday, 29th September, 2014 at 11.00 A.M. and shall be communicated to the
stock exchanges, where the shares of the Company are listed.
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R J BIO-TECH LIMITED | Quality fetches, High Value
EXPLANATORY STATEMENT PURSUANT TO SECTIN 102 OF THE COMPANIES ACT, 2013
ITEM NO. 4
Mr. Anil Vasant Dharmadhikari is a Non-Executive Independent Director of the Company. He joined
the Board of Directors of the Company in January, 2013. Mr. Dharmadhikari is the Chairman of
Nomination & Remuneration Committee and is a member of the Shareholder/ Investor Grievance
Committee and Audit Committee, of the Board of Directors of the Company.
He has more than three decades of experience in Banking Industry. He has worked with many
scheduled Co-op Banks such as Saraswat Bank, Malkapur Urban Co-op Bank Ltd., Ajantha Urban Co-op
Bank Ltd., Punjab & Mahindra Co-op Bank Ltd. and Vaidyanath Urban Co-op Bank Ltd. His experience
includes project appraisal and processing, fund management, audit and inspection, foreign exchange
transactions, etc.
Mr. Dharmadhikari does not hold by himself or for any other person on a beneficial basis, any shares
in the Company.
Mr. Dharmadhikari retires by rotation at the ensuing Annual General Meeting under the erstwhile
applicable provisions of the Companies Act, 1956. In terms of Section 149 and other applicable
provisions of the Companies Act, 2013, Mr. Dharmadhikari being eligible and offering himself for
appointment is proposed to be appointed as an Independent Director for five consecutive years for a
term upto 31st March, 2019. A notice has been received from a member proposing Mr. Dharmadhikari
as a candidate for the office of Director of the Company.
In the opinion of the Board, Mr. Dharmadhikari fulfils the conditions specified in the Companies Act,
2013 and rules made thereunder for his appointment as an Independent Director of the Company and
is independent of the management. Copy of the draft letter for appointment of Mr. Dharmadhikari as
an Independent Director setting out the terms and conditions would be available for inspection
without any fee by the members at the Registered Office of the Company during normal business
hours on any working day, excluding Saturday.
The Board considers that his continued association would be of immense benefit to the Company and
it is desirable to continue to avail services of Mr. Dharmadhikari as an Independent Director.
Accordingly, the Board recommends the resolution in relation to appointment of Mr. Dharmadhikari
as an Independent Director, for the approval by the shareholders of the Company.
Your Directors recommend an ordinary resolution for approval of the Members.
Except Mr. Anil Vasant Dharmadhikari, none of the other Directors of the Company is in any way
concerned or interested in this resolution.
ITEM NO. 5
Mr. Chandra Prakash Tripathi is a Non-Executive Independent Director of the Company. He joined the
Board of Directors of the Company in January, 2013. Mr. Tripathi is the Chairman of the Shareholder/
Investor Grievance Committee and a member of the Audit Committee and Nomination &
Remuneration Committee, of the Board of Directors of the Company.
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Mr. Tripathi has worked with Escorts Limited as Chief General Manager and with Bajaj Auto Ltd. as
Vice President. He is the recipient of Dr. Ram Rathi Rolling Trophy for the best CEO for QC (Quality
Circle) movement in India, which was awarded to him on 7th December 2000. He is currently acting as
an advisor (Corporate Social Responsibility) to Bajaj Auto Ltd.
Mr. Tripathi does not hold any shares in the Company.
Mr. Tripathi is a director whose period of office is liable to determination by retirement of directors
by rotation under the erstwhile applicable provisions of the Companies Act, 1956. In terms of Section
149 and other applicable provisions of the Companies Act, 2013, Mr. Tripathi being eligible and
offering himself for appointment is proposed to be appointed as an Independent Director for five
consecutive years for a term upto 31st March, 2019. A notice has been received from a member
proposing Mr. Tripathi as a candidate for the office of Director of the Company.
In the opinion of the Board, Mr. Tripathi fulfils the conditions specified in the Companies Act, 2013
and rules made thereunder for his appointment as an Independent Director of the Company and is
independent of the management. Copy of the draft letter for appointment of Mr. Tripathi as an
Independent Director setting out the terms and conditions would be available for inspection without
any fee by the members at the Registered Office of the Company during normal business hours on any
working day, excluding Saturday.
The Board considers that his continued association would be of immense benefit to the Company and
it is desirable to continue to avail services of Mr. Tripathi as an Independent Director. Accordingly, the
Board recommends the resolution in relation to appointment of Mr. Tripathi as an Independent
Director, for the approval by the shareholders of the Company.
Your Directors recommend an ordinary resolution for approval of the Members.
Except Mr. Chandra Prakash Tripathi, none of the other Directors of the Company is in any way
concerned or interested in this resolution.
ITEM NO. 6
Mr. Balaji Prithviraj Singh is a Non-Executive Independent Director of the Company. He joined the
Board of Directors of the Company in January, 2013. Mr. Singh is the Chairman of the Audit Committee
and a member of Shareholder/ Investor Grievance Committee and Nomination & Remuneration
Committee, of the Board of Directors of the Company.
Mr. Singh is a Practising Chartered Accountant by profession and has more than 15 years of
experience in the field of accounts and finance. Before taking up practice he was working with
Aurangabad Motor Manufacturing Limited as Assistant Manager (Finance)
Mr. Singh does not hold by himself or for any other person on a beneficial basis, any shares in the
Company.
Mr. Singh is a director whose period of office is liable to determination by retirement of directors by
rotation under the erstwhile applicable provisions of the Companies Act, 1956. In terms of Section
149 and other applicable provisions of the Companies Act, 2013, Mr. Singh being eligible and offering
himself for appointment is proposed to be appointed as an Independent Director for five consecutive
years for a term upto 31st March, 2019. A notice has been received from a member proposing Mr.
Singh as a candidate for the office of Director of the Company.
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In the opinion of the Board, Mr. Singh fulfils the conditions specified in the Companies Act, 2013 and
rules made thereunder for his appointment as an Independent Director of the Company and is
independent of the management. Copy of the draft letter for appointment of Mr. Singh as an
Independent Director setting out the terms and conditions would be available for inspection without
any fee by the members at the Registered Office of the Company during normal business hours on any
working day, excluding Saturday.
The Board considers that his continued association would be of immense benefit to the Company and
it is desirable to continue to avail services of Mr. Singh as an Independent Director. Accordingly, the
Board recommends the resolution in relation to appointment of Mr. Singh as an Independent Director,
for the approval by the shareholders of the Company.
Your Directors recommend an ordinary resolution for approval of the Members.
Except Mr. Balaji Prithviraj Singh, none of the other Directors of the Company is in any way concerned
or interested in this resolution.
ITEM NO. 7
Section 180(1)(c) of the Companies Act, 2013 effective from 12th September, 2013 requires that the
Board of Directors shall not borrow money in excess of the company’s paid up share capital and free
reserves, apart from temporary loans obtained from the company’s bankers in the ordinary course of
business, except with the consent of the company accorded by way of a special resolution.
It is, therefore, necessary for the members to pass a Special Resolution under Section 180(1)(c) and
other applicable provisions of the Companies Act, 2013, as set out at Item No. 7 of the Notice, to
enable to the Board of Directors to borrow money in excess of the aggregate of the paid up share
capital and free reserves of the Company. Approval of members is being sought to borrow money upto
Rs. 100 Crores (Rupees one hundred crores) in excess of the aggregate of the paid up share capital and
free reserves of the Company.
Your Directors recommend the special resolution for approval of the Members.
None of the other Directors of the Company is in any way concerned or interested in this resolution.
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R J BIO-TECH LIMITED | Quality fetches, High Value
DIRECTORS’ REPORT
To the Members,
Your directors have pleasure in presenting the Ninth Annual Report on the business and operations of
Company and the financial accounts for the year ended 31st March 2014.
Particulars 2013-14 2012-13
Net Sales 2868.11 1985.19
Less: Total Expenses 2316.81 1620.67
Operating Profit 551.30 364.52
Less: Interest Expenses 264.09 233.95
Profit Before Tax 287.21 130.57
Profit After Tax 287.21 130.35
Surplus carried forward to Balance Sheet 287.21 130.35
Basic Earnings per share (Face Value of Rs. 10) 3.48 1.94
Operational review:
Unfavourable situation for Indian agriculture has taken hit for third straight year. Situation for
operating business are highly unfavourable. Your company in its Ninth Financial Year has achieved a
record increase in its revenue’s and a benchmark performance in its operations. Improvement in
supply chain management and increasing use of sophisticated technologies has helped us to achieve
benchmark performance.
Company is keen in developing high technological seeds which will further cater to growth.
Key Financial Highlights:
∋ Revenue from operations / Net sales increased by whopping 44% i.e. from Rs. 19.85 Crores to
Rs. 28.68 Crores.
∋ Whereas, Ratio of Total Expenditure to Net Sales remained unchanged.
∋ Operating profit increased by 51.24 % i.e. from Rs. 3.64 Crores to Rs. 5.51 Crores.
∋ Profit before tax increased by 120% i.e. from Rs. 130.57 Million to Rs. 287.21 Million.
∋ Profit after tax increased by 120% i.e. from Rs. 130.55 Million to Rs. 287.21 Million.
∋ Earnings per share increased by 1.54 i.e. from Rs. 1.94 to Rs. 3.48
∋ Substantial Expenditure is being expended on Research and Development activities.
∋ Book Value of Shares increased from Rs. 20.70 to Rs. 23.53
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Dividend:
Your Directors have recommended retaining the profit and declaring no dividend for the financial
year 2013-14. The dividend policy for the year under review has been formulated taking into
consideration of growth of the company and reduce the debt servicing burden.
Directors:
Mr. Shashikant Shastri (holding DIN 00307652) retires by rotation under Section 152 of the
Companies Act, 2013 and being eligible, offers himself for re-appointment.
Mr. Anil Dharmadhikari (holding DIN 06410911) retires by rotation under Section 152 of the
Companies Act, 2013 and being eligible, offers himself for re-appointment. Pursuant to Section 149
read with Schedule IV of the Companies Act, 2013 and the Companies (Appointment and Qualification
of Directors) Rules, 2014 and Clause 52 of the Listing Agreement, Mr. Anil Dharmadhikari to be
appointed as Independent Director of the Company at the ensuing Annual General Meeting.
Pursuant to Section 149 read with Schedule IV of the Companies Act, 2013 and the Companies
(Appointment and Qualification of Directors) Rules, 2014 and Clause 52 of the Listing Agreement, Mr.
Chandra Prakash Tripathi (holding DIN 03150939) and Mr. Balaji Singh (holding DIN 06413344) to be
appointed as Independent Director of the Company at the ensuing Annual General Meeting.
Statutory Auditors:
M/s Ashok Patil & Associates, Chartered Accountants (ICAI Registration No. 122045W), Statutory
Auditors of the Company for Financial Year 2013-14 offer themselves for re-appointment. Based on
the audit committee’s recommendation, Board recommends their re-appointment as statutory
auditors for Financial Year 2014-15.
Corporate Governance:
Company continues to adhere to better Corporate Governance, true & fair practices. A detailed report
is annexed as ANNEXURE I and forms part of this report. The Certificate issued by Neha P. Agrawal,
Practising Company Secretary, confirming the compliance of the conditions of Corporate Governance
as stipulated under clause 52 of the SME Listing Agreement, entered by Company with Bombay Stock
Exchange, is annexed as ANNEXURE II and forms this report.
Further CEO Certification ensuring the genuineness of financial reports and as required under clause
52 of SME Listing Agreement, is given in the Corporate Governance report.
Management Discussion and analysis:
A detailed report on the Management Discussion and analysis is annexed as ANNEXURE III and forms
part of this report.
Auditors Report:
The observations of the Auditors in their report are self-explanatory and therefore, in the opinion of
the Directors, do not call for further comments.
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The conservation of energy, technology absorption, foreign exchange earnings and outgo:
Information in accordance with the provisions of Section 217 (1) (e) of the Companies Act, 1956 read
with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 is
given in ANNEXURE IV which forms part of this Report
Risk Assessment and Management:
Your Company has been on a continuous basis reviewing and streamlining its various operational and
business risks involved in its business. Your Company also takes all efforts to train its manpower from
time to time to handle and minimise these risks.
Directors’ Responsibility Statement:
Pursuant to the requirements under Section 217(2AA) of the Companies Act, 1956, with respect to
Directors Responsibility Statement, it is hereby confirmed that:
1. In preparation of the annual accounts for the year ended 31st March, 2014, the company has
followed the applicable accounting standards and there are no material departures from the
same.
2. The Directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of
state of affair of the Company as at 31st March, 2014 and of the profit of the Company for the
year ended on that date.
3. The Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 1956 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities.
4. The Directors have prepared the annual accounts of the Company on a “going concern” basis.
Fixed Deposits:
Your Company has not accepted any deposits under Section 58A of the Companies Act, 1956 during
the period under review.
Particulars of Employees:
There is no employee in the Company whose particulars are required to be given under section
217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975,
as amended.
Industrial Relations:
The Company enjoyed cordial relations with its employees at all levels. Your Directors appreciate the
support and co-operation provided by all the employees.
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Listing:
Your Company’s shares continue to be listed on the SME platform of BSE Limited. The listing fee to
BSE Limited for the year 2014-15 has been paid by your Company on time.
Proceeds of the Issue:
Company mobilised funds of Rs. 5,00,40,000 through IPO during the period under review, and the
monies so raised have been utilized for the purpose mentioned in the prospectus i.e. for funding
working capital and no material variation has occurred between the projections and actual utilisation.
E-voting:
In compliance with the provisions of Section 108 of the Act and the Rules framed there under, the
Members are provided with the facility to cast their vote electronically, through the e-voting services
provided by CDSL, on all the resolutions set forth in the Notice. The e-voting period commences on
Monday, 22nd September, 2014 (9:00 a.m. IST) and ends on Wednesday, 24th September, 2014 (6:00
p.m. IST). During this period, Members of the Company, holding shares either in physical form or in
dematerialised form, as on 29th August, 2014, may cast their vote electronically. The e-voting module
shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by a Member, he
shall not be allowed to change it subsequently. A separate communication is being sent to the
Members to avail of the e-voting facility.
Acknowledgements:
Your Directors are pleased to express their gratitude for all the co-operation and assistance received
from bankers, members, customers, vendors, various Government authorities and employees for their
support and faith in the Company.
For and on Behalf of Board
Date: 02nd September 2014
Place: Aurangabad Sd/-
RAGHAVENDRA JOSHI
(Chairman)
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ANNEXURE I
CORPORATE GOVERNANCE REPORT
In a strict sense, Governance is the application of best management practices, compliance of laws,
rules, regulations and adherence to ethical principles in all its dealings, to achieve the objects of the
Company, enhance stakeholder value and discharge its social responsibility. R J Bio-tech is committed
to good corporate governance and adopts best management practices, because we believe that,
effective Corporate Governance practices constitute a strong foundation on which successful
commercial enterprises are built to last. Your Company recognizes that strong Corporate Governance
is indispensable to resilient and vibrant capital markets and is, therefore, an important instrument of
investor protection. It is, therefore R J Bio-tech, continues to remain committed to a corporate culture
of conscience, integrity, fairness, transparency, accountability and responsibility for efficient and
ethical conduct of its business.
I. BOARD OF DIRECTORS’
A. COMPOSITION OF BOARD
Board of directors provides leadership and guidance to its management, employees, plays vital role in
the operations of the Company. Board has a fiduciary responsibilities ensuring the inalienable rights
of stakeholders and their interest are protected. Your directors are committed towards enhancing
long term value of its stakeholders through transparency and a balanced growth strategy.
As of the date of report, the Board of your company consists of six directors comprising of Three Non-
Executive Directors and Three Independent Directors of which, Mr. Raghavendra Shripatrao Joshi,
Chairman is Non-Executive Director of the Company.
B. NON-EXECUTIVE DIRECTORS’ AND DISCLOSURES
None of the Directors were paid any remuneration or sitting fees during the previous financial year
2013-14
C. BOARD AND COMMITTEES
Board Meetings:
None of the directors on the Board is a member of more than 10 committees and chairman of more
than 5 committees.
During the Financial year 2013-14 there were 11 Meetings held on 2nd May 2013, 30th July 2013, 28th
August 2013, 2nd September 2013, 16th September 2013, 20th September 2013, 26th October 2013,
28th October 2013, 23rd December 2013, 3rd February 2014, and 31st March 2014.
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Attendance of Board Meeting:
Name of Director
Category
Attendance of No.
of meetings held
during the year
Attendance of last AGM
No. Of Other Directorship/Committee
Membership / Chairmanship held in
Board Committees Meetings
held
During
their
Office of
Director
ship
Attended No. Of Other
Directorship
Committee
Membership
Chairmanship
held in Board
Committees
Mr.
Raghavendra
Shripatrao
Joshi
Chairman,
Non-
executive
director,
Non-
independe
nt
11 11 YES
12 6 3
Mr.
Shashikant
Vinayakrao
Shastri
Chairman,
Non-
executive
director,
Non-
independe
nt
11 11 YES 4 - -
Mrs. Meena
Raghavendra
Joshi
Non-
executive
director,
Non-
independe
nt
11 11 YES 12 - -
Mr. Anil
Vasant
Dharmadhika
ri
Non-
executive
director,
Non-
independe
nt
11 11 YES - - -
Mr. Chandra
Prakash
Tripathi
Non-
executive
director,
independe
nt
11 11 YES 4 - -
Mr. Balaji
Prithviraj
Tripathi
Non-
executive
director,
independe
nt
11 11 YES - - -
D. CODE OF CONDUCT
To promote adherence your board has laid down code of conduct for all board members and senior
management and the same is available on the website of the company.
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II. AUDIT COMMITTEE
A. COMPOSITION OF AUDIT COMMITTEE
Audit Committee consists of three directors, all of whom are Non-executive Directors and
Independent Directors. Audit Committee is lead by Chairman Mr. Balaji Prithviraj Singh and Mr.
Mitesh Girish Gadhiya, Company Secretary is the Secretary of the Audit Committee.
Audit Committee is formed in accordance of clause 52 of Listing Agreement and also Section 292A of
Companies Act, 1956 and the gap between two meetings did not exceed four months. Key Notes on
agenda of the meetings were Appointment of Statutory auditors, Operational, Financial review, risk
mitigation and other matters assigned to them. Chief Financial Officer of the Company assists the
Committee on Financial Concerns of the Company. The Chairman of the Committee briefs the Board
members about the significant discussions at Audit Committee Meetings.
Chairman of the Audit Committee, Mr. Balaji Prithviraj Singh was present at the Eighth Annual General
Meeting held on 30th Sep, 2013 at the registered office of the Company.
B. AUDIT COMMITTEE MEETINGS
Name of Member Status No. Of Meetings held
during the year
No. Of Meetings
attended during the
year
Mr. Balaji Prithviraj Singh Chairman 4 4
Mr. Chandra Prakash Tripathi Member 4 4
Mr. Anil Vasant Dharmadhikari Member 4 4
Requisite quorum was present during the meeting.
C. POWERS OF AUDIT COMMITTEE
The audit committee has followings powers:
1. To investigate any activity within its terms of reference.
2. To seek information from any employee.
3. To obtain outside legal or other professional advice.
4. To secure attendance of outsiders with relevant expertise, if it considers necessary
D. ROLE OF AUDIT COMMITTEE
The role of the audit committee includes the following:
1. Oversight of the Issuer’s financial reporting process and the disclosure of its financial
information to ensure that the financial statement is correct, sufficient and credible.
2. Recommending to the Board, the appointment, re-appointment and, if required, the
replacement or removal of the statutory auditor and the fixation of audit fees.
3. Approval of payment to statutory auditors for any other services rendered by the statutory
auditors.
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4. Reviewing, with the management, the annual financial statements before submission to the
board for approval, with particular reference to:
a. Matters required being included in the Director’s Responsibility Statement to be included in
the Board’s report in terms of clause (2AA) of section 217 of the Companies Act, 1956.
b. Changes, if any, in accounting policies and practices and reasons for the same.
c. Major accounting entries involving estimates based on the exercise of judgment by
management.
d. Significant adjustments made in the financial statements arising out of audit findings.
e. Compliance with listing and other legal requirements relating to financial statements.
f. Disclosure of any related party transactions.
g. Qualifications in the draft audit report.
5. Reviewing, with the management, the half yearly financial statements before submission to the
board for approval
6. Reviewing, with the management, the statement of uses / application of funds raised through
an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for
purposes other than those stated in the offer document/prospectus/notice and the report
submitted by monitoring agency monitoring the utilisation of proceeds of a public or rights
issue, and making appropriate recommendations to the Board to take up steps in this matter.
7. Reviewing, with the management, performance of statutory and internal auditors, adequacy of
the internal control systems.
8. Reviewing the adequacy of internal audit function, if any, including the structure of the
internal audit department, staffing and seniority of the official heading the department,
reporting structure coverage and frequency of internal audit.
9. Discussion with internal auditors any significant findings and follow up there on.
10. Reviewing the findings of any internal investigations by the internal auditors into matters
where there is suspected fraud or irregularity or a failure of internal control systems of a
material nature and reporting the matter to the board.
11. Discussion with statutory auditors before the audit commences, about the nature and scope of
audit as well as post-audit discussion to ascertain any area of concern.
12. To look into the reasons for substantial defaults in the payment to the depositors,
debenture holders, shareholders (in case of non payment of declared dividends) and
creditors.
13. To review the functioning of the Whistle Blower mechanism, in case the same is existing
14. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person
heading the finance function or discharging that function) after assessing the qualifications,
experience & background, etc. of the candidate.
15. Carrying out any other function as is mentioned in the terms of reference of the Audit
Committee.
E. REVIEW OF INFORMATION BY AUDIT COMMITTEE
The Audit Committee reviewed the following information:
1. Management discussion and analysis of financial condition and results of operations.
2. Statement of significant related party transactions (as defined by the audit committee),
submitted by management.
3. Management letters / letters of internal control weaknesses issued by the statutory auditors.
4. Internal audit reports relating to internal control weaknesses; and
5. The appointment, removal and terms of remuneration of the Chief internal auditor shall be
subject to review by the Audit Committee.
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F. SHAREHOLDERS /INVESTOR GRIEVANCE COMMITTEE
Your Company has constituted a shareholder / investors grievance committee to redress the
complaints of the shareholders. The said Committee was constituted vide resolution passed at the
meeting of the Board of Directors held on December 31, 2012.
The Investor Grievances Committee comprises of Independent Directors of the Company, of which Mr.
Chandra Prakash Tripathi is the Chairman. Mr. Mitesh Girish Gadhiya, Company Secretary cum
Compliance Officer assists the Shareholders Committee in resolving shareholders compliant and acts
as secretary to the committee. Till date Company has not received any compliant.
As on date, No Compliant is pending with the Company and No meeting has been conducted till date.
G. GENERAL BODY MEETINGS
Location, time & date, where the three immediately preceding Annual General Meetings of the
company were held are given below;
No special resolution was passed in the last year through postal ballot.
Year Date Venue Time Whether any Special
resolution passed in
the AGM
2010-11 26/09/2011 Siddharth Arcade, 3.00 P.M No
Opp. Holiday camp,
Station Road,
Aurangabad
2011-12 26/09/2012 Siddharth Arcade, 12.30 P.M No
Opp. Holiday camp,
Station Road,
Aurangabad
2012-13 30/09/2013 Siddharth Arcade, 4.00 P.M No
Opp. Holiday camp,
Station Road,
Aurangabad
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III. SUBSIDIARY COMPANIES
Company doesn’t have any subsidiary company or associate company in terms of definition
mentioned under Companies Act, 1956 or Companies Act, 2013.
IV. DISCLOSURES
A. RELATED PARTY TRANSACTIONS
There are no materially significant related party transactions of the Company which have potential
conflict with the interests of the Company at large. During the year, there were no materially
significant related party transactions, i.e. transactions of the Company of material nature with its
promoters, their subsidiaries, the Directors or the management or relatives, etc. That may have
potential conflict with the interests of the Company at large. Declarations have been received from the
senior management personnel to this effect.
Summary of related party transactions was placed before audit committee for their review and no
transaction were entered in other than arm’s length and abnormal course of business. The related
party transactions are disclosed in the Schedules on Notes to Accounts in the Annual Report and may
be referred for further details. Further 301 registers is maintained by the company in regard to
related party transactions, Copy of the same is available at registered office of the Company for
inspection of members of the Company.
B. ACCOUNTING TREATMENT
The Company has followed the Accounting Standards laid down by the Companies (Accounting
Standards Rules, 2006) in the preparation of its financial statements.
C. RISK MANAGEMENT
The Company has a well defined risk management framework in place and Companies follows
balanced risk to return strategy. The Company periodically places before the Audit Committee and the
Board, the key risks and the risk assessment and mitigation procedures followed by the Company. Till
date, Company has not entered into transaction which has material effect on company’s financial
position.
D. PROCEEDS FROM PUBLIC ISSUE
Company mobilised funds of Rs. 5,00,40,000 through Initial Public Offering Opened on 10th September
2013 and Closed on 12th September 2013 for the purpose of funding working capital needs. No
deviations of the proceeds were made for the monies raised through IPO and no material variations
have occurred between projections and actual utilisation. Half yearly report were reviewed by audit
committee regarding to the use / applications of the proceeds raised through IPO.
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E. REMUNERATION OF DIRECTORS
Neither Sitting fee nor remuneration was paid to Non-Executive Directors of the Company and the
said Directors does not hold any pecuniary relationship with Company.
F. MANAGEMENT DISCUSSION AND ANALYSIS
A detailed report on the Management Discussion and analysis is annexed as ANNEXURE III and forms
part of this report.
G. DETAILS OF NON-COMPLIANCE BY THE COMPANY
No penalties were imposed on the Company, during last three years, by any Statutory Authority on
any matter related to Capital Market.
H. CODE OF PREVENTION OF INSIDER TRADING
The Company has instituted a code of conduct for its management and staff. The code laid down
guidelines, which advises them on procedures to be followed and disclosures to be made, while
dealing with shares of R J Bio-tech Limited, and cautioning them of the consequences of violations.
I. CODE OF CONDUCT
The Code of Conduct, as adopted by the Board of Directors is applicable to all Directors, Senior
Management / employees of the Company. The Code is available on the Company’s website. For the
year under review, all Directors and Senior Management of the Company have confirmed their
adherence to the provisions of the said Code.
Declaration as required under Clause 52 of the SME Listing Agreement entered into with Bombay
Stock Exchange:
I hereby confirm that: All Directors and Senior Management have affirmed compliance with Code of
Conduct for the financial year ended 31st March, 2014.
On behalf of Board
Sd/-
Place: Aurangabad Raghavendra Joshi
Date: 02nd September 2014 Chairman
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J. GENERAL SHAREHOLDERS INFORMATION
(i) Date, time and venue of Annual General Meeting:
Monday, 29th September 2014 at 11.00 am at Siddharth Arcade, Opposite Holiday Camp,
Station Road, Aurangabad – 431 005.
(ii) Financial year of the Company:
1st April to 31st March
(iii) Book Closure Date:
27th September 2014 to 29th September 2014 (both days inclusive)
(iv) Payment of Dividend:
Board of Directors has recommended retaining the profit and declaring no dividend for the
financial year 2013-14.
(v) Listing on Stock Exchanges:
Your Company is listed on the SME platform of Bombay Stock Exchange, Phiroze J eejeebhoy
Towers, Dalal Street, Mumbai – 400023 having Stock Exchange code “A-1”
GROUP INDEX: M / S&P BSE SME IPO
SCRIP ID: RJBIOTECH
SCRIP CODE: 536456
ISIN CODE: INE594O01015
(vi) Market Price Data: High. Low during each month in last financial year
Your Company was listed on 25th September 2013 on the SME platform of Bombay Stock
Exchange, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400023 following is the
Monthly High-Low Trading price in each month in last financial year since listing.
Month Open High Low Close
13-Sep 21.00 23.15 21.00 23.15
13-Oct 24.30 48.75 24.30 38.55
13-Nov 40.40 42.35 36.35 36.35
13-Dec 34.55 34.55 32.85 32.85
14-Jan 36.05 43.35 34.70 34.70
14-Mar 28.00 35.00 28.00 30.00
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(vii) Performance in comparison to broad-based indices such as BSE Sensex, CRISIL index
etc
Performance of Company’s stock during last financial year i.e. 25th Sep ’13 to 31st Mar ‘14
Performance of Company’s stock compared to BSE SENSEX during last financial year i.e. 25th
Sep ’13 to 31st Mar ‘14
(viii) Registrar and Transfer Agents x. Share Transfer System
Big Share Services Private Limited,
E-2 & 3, Ansa Industrial Estate,
Saki-Vihar Road, Sakinaka,
Andheri(E),
Mumbai-400072
(ix) Distribution of shareholding
Category (Shares) No of Shares % to holders No of Share holders % to equity
1-1000 300 0.01% 3 2%
1000-10000 357100 3.99% 54 31%
10000-100000 2334000 25% 101 58%
100000-1000000 3726200 39% 14 8%
1000000-10000000 3050000 32% 1 1%
Total 9467600 100% 173 100%
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(x) Dematerialization of Shares
As of 31st March, 2014, 87% of Shares are held in Demat mode, following is the details of
share held in various modes.
No. of shares held in dematerialised form in CDSL: 1,044,000 11%
No. of shares held in dematerialised form in NSDL: 7,165,700 76%
No. of shares held in physical form: 1,257,900 13%
Total No.of shares 9,467,600 100%
To enable us to serve our investors better, we request shareholders whose shares are in the
physical mode to dematerialize their shares and update their bank accounts with the
respective depository participants.
(xi) Registered Office and Correspondence Address:
Siddharth Arcade,
Opposite Holiday Camp,
Station Road,
Aurangabad,
Maharashtra– 431005
Ph. (0240) 2354912 to 17 Fax: (0240) 2332111
E-mail:[email protected]
Website: www.rjbiotech.com
(xii) Plant Location:
a. Plot No. J-1/8, MIDC, Chikalthana, Aurangabad, Maharashtra.
b. C/o Mahalaxmi Seeds Processing Plant, S. No. 38, Village Munipally, Mandal Jakranpally,
Nizambad, Andra pradesh.
(xiii) Research Centre:
a. Gut No. - 245, Farola, Villege Bidkin, Tq. Paithan, Dist. – Aurangabad, Maharashtra
b. Gut No.-27, Patodawadi, Walmi Naka, Paithan Road, Aurangabad, Maharashtra
c. S. No.- 272, 273, 274 & 279, Near PDR Function Hall, Aushapur Village, Ghatkesar
Mandal, Rangareddy, Andhra pradesh
K. MEANS OF COMMUNICATION
All the material information about the company and any significant material changes
effecting shareholders interest are posted on company’s website i.e.
http://www.rjbiotech.com
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V. CEO/CFO CERTIFICATION TO THE BOARD
To,
The Board of Directors,
R J Bio-tech Limited
We, Omprakash Jaiswal, Chief Executive Officer and Harshwardhan Joshi, Chief Financial Officer of R J
Bio-tech Limited to the best of our knowledge, information and belief certify that:
(i) We have reviewed financial statements and the cash flow statement for the Financial year 203-
14 and that to the best of our knowledge and belief :
a. These statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading;
b. These statements together present a true and fair view of the company’s affairs and are in
compliance with existing accounting standards, applicable laws and regulations.
(ii) We also certify that, to the best of our knowledge and belief, no transactions entered into by
the company during the financial year 2013-14, which are fraudulent, illegal or violative of the
company’s code of conduct.
(iii) We accept responsibility for establishing and maintaining internal controls for financial
reporting and we have evaluated the effectiveness of internal control systems of the company
pertaining to financial reporting and we have also disclosed to the Auditors and the Audit
Committee, deficiencies in the design or operation of company’s internal controls, if any, of
which we were aware off and the appropriate steps have been taken to rectify those
deficiencies.
(iv) We have indicated to the auditors and the Audit committee
a. significant changes in internal control over financial reporting during the year;
b. significant changes in accounting policies during the year and if any, the same have been
disclosed in the notes to the financial statements; and
c. Instances of significant fraud of which we have become aware and the involvement therein, if
any, of the management or an employee having a significant role in the company’s internal
control system over financial reporting.
Sd/- Sd/-
Place: Aurangabad Omprakash Jaiswal Harshwardhan Joshi
Date: 02nd September 2014 Chief Executive Officer Chief Financial Officer
R J BIO-TECH LIMITED R J BIO-TECH LIMITED
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ANNEXURE II
Certificate on compliance with the conditions of Corporate Governance under clause 52 of SME
Listing Agreement with Bombay Stock Exchange
To,
The Members of,
R J Bio-tech Limited
I have examined the Compliance of conditions of Corporate Governance by R J Bio-tech Limited for the
year ended 31st March, 2014 as stipulated in Clause 52 of the SME Listing Agreement, entered by R J
Bio-tech Limited into with the Bombay Stock Exchange.
The Compliance of conditions of Corporate Governance is the responsibility of the management. My
examination was limited to procedures and implementations thereof, adopted by the Company for
ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an
expression of opinion on the financial statement of the Company.
In my opinion and to the best of my information and according to the explanation given to me, I report
as under:
I certify that the Company has complied with the conditions of Corporate Governance as stipulated in
Clause 52 of SME Listing Agreement entered between R J Biotech Limited and Bombay Stock
Exchange.
I further state that such compliance is neither an assurance as to the future viability of the Company
nor the efficiency or effectiveness with which the management has conducted the affairs of the
Company.
Aforementioned certificate is given on the basis my information and according to the examination of
the documents carried out by me and explanations furnished to me by the Company, its officers and
agents. This certificate is given at the specific request of the R J Bio-tech Limited.
Hence certified.
SD/-
NEHA P. AGARWAL
DATE: 02nd September 2014 PRACTISING COMPANY SECRETARY
PLACE: AURANGABAD M. NO. F7350 & C. P . NO. 8048
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ANNEXURE III
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Industry Structure and Outlook:
ndian agriculture has come a long way since the Green Revolution of the late 1960’s. India
presents an interesting scenario: both GDP and food grain production in the country have risen
faster than the growth in population over the last 50 years. But now the situation is becoming
alarming as the agricultural growth has been static in recent years.
The total demand estimate for food grains will touch 280 million tons by 2020. To achieve the
forgoing amount of production a growth rate of 4% in agricultural sector has to be maintained over
next 15 years. It is very important that the economic growth fosters social equity. For this the
agricultural growth should be in the forefront of our national GDP growth.
Therefore the focus of the Second Green Revolution or the so called “Evergreen Revolution” is on
ensuring food and nutritional security to the Indian populace especially below poverty line population
which constitutes around 28% of the Indian population. With practically no more land to farm and
some depletion of the agricultural land, this miracle is not easy to achieve. Science and technology
have to play a big role. High productive seeds, private sector involvement and expenditure on long
stalled irrigation schemes are the keys to achieving higher production. Hence a Second Green
Revolution that maximizes productivity and generates income and employment opportunities for the
rural population is need of hour. As the most critical of all farm inputs in agricultural production,
SEED holds the key for increased productivity. Coupled with biotechnology and other crop
improvement technologies, seeds offer tremendous opportunity for improving the productivity of
Indian Agriculture.
India’s GDP growth for 2013-14 has been about 5% and at the same levels as that of the previous
financial year. In the last five years, the growth rate of the economy has been lower than the estimates.
Indian Seed industry still remains to be amongst the largest top 5 seed market in the world and
continuing to grow around 12-13.5% Per annum. Opportunity lies unprecedented in field crops and
vegetable crops, Cotton crops have been exploited well with GM technology. Second green revolution
is taking shape at slower pace, lesser than planned due to deficient monsoons and other economic,
political reasons.
The Industry structure, conduct and performance of the global seeds industry witnessed dramatic
change in the last 3 decades with the advent of hybrid and GM seeds along with the ability to patent
seeds and traits making this an attractive investment option. Market share of proprietary hybrids is
more than 85% of the total global seed market. However, it is only 25% of in the Indian context thus
presenting a huge value creation opportunity. Hybrid seeds have achieved good penetration in
vegetables and crops like pearl millet, sorghum and maize and rapid adoption of BT cotton showcases
the willingness of Indian farmers to adapt to high-yield products, provided they demonstrate superior
performance. The policies for the sector are likely to be favourable, given the new governments stated
intent of improving seed availability.
Given the number of fundamental factors providing strong tailwinds to the sector, going forward, the
value creation in the Indian seed industry is headed upward.
I
27
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Annual Report | 2013-14
R J BIO
Indian Seeds Industry valuation over the period of time:
On a positive note Indian seed industry is poised to grow at a CAGR of 17% for next 4 years. By
India will rank at No 3 or 4 in the Global Seed Business.
brought positive vibes to the industry, it’s is keen on appr
bring India to the state of self-sufficiency in food consumption.
Future Thrust Areas
• Going forward, increasing population and reduction in arable land will make food scarcity an all
important concern. The food grain production needs to be increased faster than the demand, for
the food security of the country and this can be done through high yielding hybrids.
• Technologies that reduce consumption of water and other inputs along with reduction of crop
duration will be the norm for the future to enable farmers practice sustainable agriculture.
• Advent of new technologies in crop engineering for nutritional enhancement, production of
vaccines and antibiotics , industrial uses like enhanced starch content, useful enzy
biofuel efficacy etc.
• Changing lifestyles and health awareness is causing people to shift towards more organic food
products. Hybrids crop varieties with enhanced disease and pest tolerance to reduce application of
chemicals and fertilizers will meet this requirement.
• Increasing usage of hybrids in paddy from the present 6% can contribute to food production
through higher yields. Hybrid rice is reported to provide 15
traditional varieties. All the area under hybr
Chhattisgarh, Bihar and Uttar Pradesh.
hybrids for the South, East and Northern parts of the country.
• In crops like Wheat, Mustard, Red gram
industry is spending huge financial and human resources for breeding hybrids in these crops
which may be launched in the next few years.
enhance the yields by at least 10% per annum thereby incentivizing the farmers.
R J BIO-TECH LIMITED | Quality fetches, High Value
uation over the period of time:
On a positive note Indian seed industry is poised to grow at a CAGR of 17% for next 4 years. By
India will rank at No 3 or 4 in the Global Seed Business. “Clear Mandated” New Government has
brought positive vibes to the industry, it’s is keen on approving new scientific technologies which can
sufficiency in food consumption.
Going forward, increasing population and reduction in arable land will make food scarcity an all
grain production needs to be increased faster than the demand, for
the food security of the country and this can be done through high yielding hybrids.
Technologies that reduce consumption of water and other inputs along with reduction of crop
ll be the norm for the future to enable farmers practice sustainable agriculture.
Advent of new technologies in crop engineering for nutritional enhancement, production of
vaccines and antibiotics , industrial uses like enhanced starch content, useful enzy
Changing lifestyles and health awareness is causing people to shift towards more organic food
products. Hybrids crop varieties with enhanced disease and pest tolerance to reduce application of
l meet this requirement.
Increasing usage of hybrids in paddy from the present 6% can contribute to food production
through higher yields. Hybrid rice is reported to provide 15-20% yield gains when compared to
traditional varieties. All the area under hybrids now is in Central part of the country in and around
Chhattisgarh, Bihar and Uttar Pradesh. The industry is working overtime to develop suitable Rice
hybrids for the South, East and Northern parts of the country.
In crops like Wheat, Mustard, Red gram (Arhar) also there is potential to develop hybrids and
industry is spending huge financial and human resources for breeding hybrids in these crops
which may be launched in the next few years. The Introduction of the hybrids in these crops can
ields by at least 10% per annum thereby incentivizing the farmers.
Quality fetches, High Value
On a positive note Indian seed industry is poised to grow at a CAGR of 17% for next 4 years. By 2016,
“Clear Mandated” New Government has
oving new scientific technologies which can
Going forward, increasing population and reduction in arable land will make food scarcity an all-
grain production needs to be increased faster than the demand, for
the food security of the country and this can be done through high yielding hybrids.
Technologies that reduce consumption of water and other inputs along with reduction of crop
ll be the norm for the future to enable farmers practice sustainable agriculture.
Advent of new technologies in crop engineering for nutritional enhancement, production of
vaccines and antibiotics , industrial uses like enhanced starch content, useful enzymes, higher
Changing lifestyles and health awareness is causing people to shift towards more organic food
products. Hybrids crop varieties with enhanced disease and pest tolerance to reduce application of
Increasing usage of hybrids in paddy from the present 6% can contribute to food production
20% yield gains when compared to
ids now is in Central part of the country in and around
The industry is working overtime to develop suitable Rice
(Arhar) also there is potential to develop hybrids and
industry is spending huge financial and human resources for breeding hybrids in these crops
The Introduction of the hybrids in these crops can
ields by at least 10% per annum thereby incentivizing the farmers.
28
9th
Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
Seed Conditioning – Quality Control
RJ biotech has developed a very systematic and
rigorous testing protocol which depicts the
comprehensive quality assurance system.
The Company follows a stringent quality assurance
system, which involves thorough monitoring at field
level during seed production and after seed arrival
through different laboratory and field tests.
The different processes adopted by the Company for
quality control are as follows
Quality Control Tests
• Physical Purity
Test
• Moisture Test
• Germination Test
• Warm Test
• Cold Test
• Seed Viability Test
• Seed Health
• Vigour Test
• Genetic Purity Test/
Molecular GOT
Company’s performance:
R J Bio-Tech Limited, an agri-biotechnology company in India, was incorporated in the year 2005. It
focused on its R & D activities for three years and launched its proprietary products in 2008. Presently
the Company deals in 31 field crops and 42 vegetable crops as its proprietary products. Research and
Development is an ongoing activity at R J Bio-Tech Limited. It is one the few companies in the Country
who has its own R & D infrastructure facilities.
R J Bio-tech has its own research programmes for developing varieties as per Indian agro-climatic
conditions. These varieties are thoroughly tested on various parameters before being introduced into
the product portfolio for commercial sale. The outcome of research (Nucleus Seed) is thoroughly
tested under different laboratory and farm conditions for adaptability. The seeds, bred in controlled
conditions are called the foundation or parent seed which is provided to the seed growers for
multiplication in their farms.
The harvested crop yields commercial seed which is processed and sold in the market. The seed
collected from farmers is tested on various parameters as per the Seed Act 1966 and the seeds
qualifying the tests are further processed, treated and conditioned and packed for commercial sale to
farmers. The sale is managed through a channel distributors and dealers spread across the country for
proper and timely delivery.
Processing Infrastructure
• Since seed marketing is a seasonal business,
the marketing staff works in close
connection with channel partners and end
users (farmers) for disseminating the new
agriculture technology as well as
researching the market for future trends
and demand estimation.
• The Company manages and conducts the
sale through a channel of distributors and
dealers spread across the country for
proper and timely delivery of the product to
the end user.
• The Company is selective in choosing the
dealers and distributors based on technical
expertise, local market knowledge and
financial stability and builds dealers/
distributors loyalty through an emphasis on
service, access to breeders, joint trials,
ongoing training and extensive promotional
material support.
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Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
• The Company organizes dealer conferences to create confidence and appraise the innovative
technology of the Company and also offers distributor discounts and other attractive
incentives, tours and cash discounts for promotion of sales.
• The Company conducts field demonstrations through demonstration of technology in the
farmers’ fields on the superiority of the product.
• The sales force tags with the delivery channel for executing the sale as well as for realization
from the channel members.
Branding & Sales Promotion Strategy
Competitive analysis and future play:
• The Company has a strong R&D based business model. It has a vibrant R&D programme with
portfolio of products in pipeline to compete with any product in the market.
• Demonstrated superior performance of its existing products in crops like paddy, chilli, cotton
etc. where company’s products are competing against MNC products.
• Strong promoter support and professional management.
• Highly skilled and experience man power at the top in all the functional areas like R&D,
Production, Marketing etc.
• Current market presence in 10 States. Focus on building a pan-Indian distributor network to
deliver the products to the end users in time with the highest level of efficiency.
• Focus on developing and deploying innovative marketing methods to create brand value and
penetrate the market.
• Focus on Launching BG (Bollgaurd) Cotton Seeds by Khariff, 2015.
• To Launch Maize seeds across India in near future, as the company has received approval from
Central Government
• Focus on increasing Marketing personnel and substantial investment into R&D Activities which
will provide strong base to the company.
Seed Processing Plant Facility
J1/9, MIDC, Chikalthana,
Aurangabad
Grading, Gravity,
Treatment & Packing
At village Munipally,
Nizamabad
Grading, Gravity
Treatment, Packing
• Pre-season and post
season result
demonstrations
• Video on wheels campaign
• Mass postering & banners
• Wall & Bus paintings
• Auto stickers
• Hoardings at village
level
• Advertisement in
newspapers, agriculture
magazines
• Farmer training programs
• Participation in Krishi Melas
• Participation in Exhibition
and Agri Expo
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Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
FINANCIAL ANALYSIS AND DISCUSSION ON PERFORMANCE OF OPERATIONS:
Particulars 2013-14 % to
revenue
2012-13 % to
revenue
Growth
rate
I Revenue from Operations 2,868.11 100% 1,985.19 100% 44%
II Expenses :
Cost of Materials Consumed 1,318.84 46% 902.34 45% 46%
Purchases of Stock-in-Trade
Changes in Inventories of Finished
goods,
(440.83) -15% (240.64) -12% 83%
work-in-progress and Stock-in-Trade
Employee Benefit Expenses 240.48 8% 201.96 10% 19%
Finance Costs 264.09 9% 233.95 12% 13%
Depreciation & Amortization
Expenses
45.24 2% 36.21 2% 25%
Other Expenses 1,153.08 40% 720.80 36% 60%
Total Expenses 2,580.90 90% 1,854.62 93% 39%
III Profit/(Loss) before exceptional
and extraordinary items and tax
287.21 10% 130.57 7% 120%
Exceptional Items - 0.17
IV Profit/(Loss) before extraordinary
items and tax
287.21 10% 130.40 7% 120%
V Profit before tax 287.21 10% 130.40 7% 120%
VI Tax Expense:
(1) Income tax - 0.05
(2) Current tax - -
(3) Deferred tax charge / (credit) - -
(4) MAT Credit - -
VII Profit after Tax 287.21 10% 130.35 7% 120%
VIII Earning per equity share:
Basic & Diluted 3.48 1.94 79%
� Sales increased by 44% during financial year 2013-14 compared to financial year 2012-13.
Phenomenal increase in sales was due to aggressive marketing strategy and development of
quality seeds, which helped company to gain confidence over customer and customer get
availability of these quality seeds around the clock and with ease.
� Operational cost rise marginally during the period under review on account of inflation but the
pressure of rising operational cost was controlled with increase in sales and economies of
scale.
� Other expenses rose by over 60% due to increasing overheads.
� As the Company continues to enjoy tax exemption in both direct and indirect taxes, the strategy
proved accretive. Wherein PAT increased by 120% from 130.40 Lacs to 287.21 Lacs and EPS
(Basic & Diluted) from Rs. 3.48 to Rs. 1.94.
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Annual Report | 2013-14
R J BIO
Segment wise performance:
Cotton seeds continue to remain growth driver for the Company
the demand of Cotton seeds and Maize seeds were
seen due to reason of rise in prices of Cotton and
Maize. Due to deficient monsoon
Vegetables and other field crops didn’t witness the
steep rise as seen in Cotton and Maize Crops.
Cotton seeds continue to remain growth driver for
the Company in the major geographies. Shoot in
the demand of Cotton seeds and Maize seeds were
seen due to reason of rise in prices of Cotton and
Maize. Due to deficient monsoon, Paddy,
Negative growth in Other field crops was
deficient and delayed monsoon and shifting of
farmers sowing cotton seeds.
Cotton
25%
Paddy
25%Maize
23%
Vegetabl
e
17%
Other
field
Crops
10%
Sales Mix
2013-14
Composition of Sales %wise
Type of Crop 2013-
14
2012-
13
2011
12
Cotton 25% 12% 12%
Paddy 25% 32% 30%
Maize 23% 17% 23%
Vegetables 17% 22% 15%
Other field
Crops 10% 16% 19%
Total 100% 100% 100%
R J BIO-TECH LIMITED | Quality fetches, High Value
to remain growth driver for the Company in the major geographies
Maize seeds were
seen due to reason of rise in prices of Cotton and
. Due to deficient monsoon, Paddy,
nd other field crops didn’t witness the
steep rise as seen in Cotton and Maize Crops.
Cotton seeds continue to remain growth driver for
the Company in the major geographies. Shoot in
the demand of Cotton seeds and Maize seeds were
seen due to reason of rise in prices of Cotton and
Maize. Due to deficient monsoon, Paddy,
Vegetables and other field crops didn’t witness the
steep rise as seen in Cotton and Maize Crops.
Amongst Cotton crops “R J 101” was star product in
Gujarat and “R J 105” in Karnataka and Maharashtra.
“R J 20-20” Maize variety perfumed exceptionally well
in all ten states.
Negative growth in Other field crops was due to
deficient and delayed monsoon and shifting of
Segment wise Sales
Type of Crop 2013-14
Cotton 726.15
Paddy 708.33
Maize 665.53
Vegetables 481.63
Other field
Crops 286.47
Total 2868.11
2011-
12
12%
30%
23%
15%
19%
100% YoY Growth Chart
Type of Crop 2013-
14
Cotton 194%
Paddy 13%
Maize 92%
Vegetables 9%
Other field Crops -11%
Overall Sales
Growth 44%
Quality fetches, High Value
geographies. Shoot in
field crops didn’t witness the
steep rise as seen in Cotton and Maize Crops.
Amongst Cotton crops “R J 101” was star product in
Gujarat and “R J 105” in Karnataka and Maharashtra.
20” Maize variety perfumed exceptionally well
Segment wise Sales (in Lacs)
2012-13 2011-
12
247.19 198.51
625.49 483.19
347.05 376.11
443.46 244.89
321.99 307.00
1985.18 1609.7
YoY Growth Chart
2012-13 2011-12
25% 246%
29% -25%
-8% 92%
81% 26%
5% 21%
23% 20%
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Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
Human Resource:
We believe that employee’s of our Company are the strong pillar to our success. Various Programmes
are conducted for employee motivation, their development and engagement as a part of good human
resources management. Your Board follow the policy of “let the best talent be rewarded and the rest
be motivated and nurtured”.
Company employed more than 140 employees (previous year: 110+ employees) as of the year end,
and enjoys cordial relations with its employees and workers. All the wage agreements have been
renewed in a timely manner and are all valid and subsisting. Employees support in implementation of
reforms that impact quality, cost erosion and improvements in productivity across all locations which
is commendable.
Company is keen on hiring the Personnel in line with the growth strategy. During the previous 2-3
years Company has constantly being hiring Marketing Staff and R&D Staff in order to broad base the
products as well as market for those products. Company has steep recruitment and selection process,
interview consists of test consisting of aptitude and technical test and also panel interviews for senior
positions
Your Company continues to adopt employee performance review system. Each employee is given Key
Review Areas (KRA’s) based on his department and functional role on which his performance will be
assessed on a half yearly basis. These appraisals form a basis for identifying the shortcomings and
provide training facilities to improve his overall performance. Your company also has well defined
appraisal system in place for recognition of talented and deserving employees, which includes line
and staff function personnel.
No Strikes, Lock out’s or any anarchy occurred during the period under review and Company enjoys
cordial industrial relations with its employees.
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Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
Swot Analysis:
Strength
• The Company has a strong R&D based
business model. It has a vibrant R&D
programme with portfolio of products in
pipeline to compete with any product in the
market.
• Growing dealers and distributors chain
• Demonstrated superior performance of its
existing products in crops like paddy, chilli,
cotton etc. where company’s products are
competing against MNC products.
• Strong promoter support and professional
management.
• Current market presence in 10 states. Focus
on building a pan-Indian distributor network
to deliver the products to the end users in
time with the highest level of efficiency.
• Focus on developing and deploying
innovative marketing methods to create
brand value and penetrate the market.
• Cost efficient and value addition
manufacturing process.
• More products in pipeline.
Opportunity
• Rise in consumption pattern of food has
provided a room to Indian seed industry to
provide more high quality seeds with better
productivity.
• The company has continuously invested and
focused on its R & D, thus in forthcoming
period, there are more high quality seeds to
hit the market.
• New Government will boost the agriculture
sector and has been stressing on bringing
science into agriculture.
• Ease of regulatory barriers by both state and
central government.
• Faster adoption of new technological seeds by
Indian farmers
• Sprawling demand for the food.
• Slow and Steady improvement in the
domestic as well as global economy.
• Further Tax exemptions to Indian Seed
Industry waited.
Weakness
• Presence not in all Indian states.
• High employee / labour attrition rate.
• Inadequate Working Capital during the peak
period.
• High Marketing Cost
Threat
• Worsening of domestic and global economy.
• Cultural resistance to change by farmers.
• Deficient and delayed monsoon and drought
like situations in coming future.
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9th
Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
Risk and Concerns:
The performance of the crop protection industry and other Agri inputs is heavily dependent on
monsoons, pest and disease incidences on crops. Major fluctuations in total rainfall and its
distribution affect the crop acreages and overall productivity and have a direct correlation with sales.
The new technological seeds such as genetically modified seeds could affects company’s public image
as it has negative perseverance and in many countries have enacted laws and prohibits the use of GM
seeds in farming. Over the period industry has become more fragmented and which may affect
company’s’ profitability and also effect company’s credit rating.
Farmers’ willingness and ability to spend will be an important driver to demand generation. Strong
support produce prices and better availability of credit will ease the pressure on the farming
community. Tightening regulations can be looked upon as an opportunity by committed enterprises.
Exchange rate fluctuations between Dollar and Rupee could also impact revenues as well as costs in
the foreseeable future. The rising crude prices could have an impact on the costs and prices of various
products.
Internal Control Systems and their adequacy:
The Company’s operations are spread across 10 States in India. The internal control system is
commensurate with the size, scale and complexity of its operations. All operations run on the ERP
system. The operations in different geographies need to adhere to their own legal compliances and
regulatory framework.
The in-house internal audit team plans the audit schedule of all plants, subsidiaries and depots. The
schedule is worked out on the basis of risk assessment to ensure that all the assets of the Company are
protected against loss. It also ensures that the transactions are authorised and recorded in the books
of the Company. Apart from the in-house team, external professionals are engaged by the Company to
ensure a compliance of all statutory regulations.
The Audit Committee of the Board is informed regularly about the significant findings of the internal
audit regarding various locations and functions to help take effective steps to ensure compliance and
good governance. The Audit Committee reviews the internal audit plan at the beginning of every year
to ensure coverage of most of the functions and locations with a view to mitigate the risks. The
periodic report prepared by internal audit team forms the basis of certification by the Managing
Director and Chief Financial Officer for financial reporting as required under Clause 52 of the Listing
Agreement.
35
9th Annual Report | 2013-14
R J BIO-TECH LIMITED | Quality fetches, High Value
ANNEXURE IV
Information in accordance with the provisions of Section 217 (1) (e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules, 1988
FORM A
A. POWER AND FUEL CONSUMPTION:
Electricity 2013-14 2012-13 a) Units Purchased (Nos.) 37,455 63,200
Total Amount (in Lacs) 2.60 4.75
Rate per unit (avg) 6.95 7.51
b) Own Generation
N.A N.A
Through diesel generator
Unit
Unit per litre of diesel oil
Cost per unit
Coal
Quantity (Tonnes)
Total Amount
Average rate
Furnace Oil
Quantity (Litres)
Total Amount
Average rate
Others / Internal Generation
Quantity
Total Amount
Average rate
FORM B
A. RESEARCH AND DEVELOPMENT ACTIVITIES
Till date Company has made expenditure of more than Rs. 8 Crores on its R & D Activities, and your
Board of Directors has decided to continue to expend on Research and Development Activities, which
will help Company to build a better and large product portfolio.
B. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:
Continuous efforts are being made towards technology absorption, adaptation and innovation.
C. FOREIGN EXCHANGE EARNING AND OUTGO:
Foreign Exchange 2013-14 2012-13
Forex Earnings : NIL NIL
Forex Outgo 22.88 Lacs 33.70 Lacs
36
01]
02]
03]
An audit involves performing procedures to obtain audit evidence about the amounts and
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 control relevant to the Company’s preparation and fair presentation of the
financial statements in order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of accounting policies used
and the reasonableness of the accounting estimates made by management, 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.
Auditor’s Responsibility
Management is responsible for the preparation of these financial statements that give a true and
fair view of the financial position, financial performance and cash flows of the Company in
accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956. This responsibility includes the design, implementation and maintenance
of internal control 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.
Management’s Responsibility for the Financial Statements
Our responsibility is to express an opinion on these financial statements based on our audit. We
conducted our audit in accordance with the Standards on Auditing issued by the Institute of
Chartered Accountants of India. 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.
ASHOK PATIL & ASSOCIATES,,CHARTERED ACCOUNTANTS
"A P Heights", Behind Gopal Cultural Hall, New Osmanpura,Aurangabad - 431 005
R J Bio-Tech Limited.
“Siddharth Arcade”, Opp. Holiday Camp, Station Road,
Aurangabad – 431 005
(Formerly known as R J Bio-Tech Private Limited)
Report on the Financial Statements
INDEPENDENT AUDITOR’S REPORT
To,
The Members,
We have audited the accompanying financial statements of R J Biotech Limited (Formerly known
as R J Bio-Tech Private Limited), which comprise the Balance Sheet as at March 31, 2014, and the
Statement of Profit and Loss and Cash Flow Statement for the for the year ended, and a
summary of significant accounting policies and other explanatory information.
37
04]
a)
b)
c)
05]
1)
2)
a)
b)
c)
d)
e)
f)
in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement
comply with the Accounting Standards referred to in subsection (3C) of section 211 of the
Companies Act, 1956;
Firm Reg. No. 122045W
Since the Central Government has not issued any notification as to the rate at which the cess
is to be paid under section 441A of the Companies Act, 1956 nor has it issued any Rules
under the said section, prescribing the manner in which such cess is to be paid, no cess is
due and payable by the Company.
on the basis of written representations received from the directors as on March 31, 2014,
and taken on record by the Board of Directors, none of the directors is disqualified as on
March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1)
of section 274 of the Companies Act, 1956.
For Ashok Patil & Associates
Chartered Accountants
(Ashok P.Patil)
PartnerPlace : Aurangabad
M. No. 34423
the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this
Report are in agreement with the books of account;
As required by section 227(3) of the Act, we report that:
in our opinion proper books of account as required by law have been kept by the Company so
far as appears from our examination of those books;
Opinion
in the case of the Balance Sheet, of the state of affairs of the Company as at March 31,
2014;
in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
we have obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit;
in the case of the statement of Profit & Loss, of the Profit for the year ended on that date;
and
As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central
Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.
In our opinion and to the best of our information and according to the explanations given to us,
the 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:
sd/-
38
(i)
(ii)
(iii)
The company is maintaining proper records of inventory of stocks of raw materials, finished
goods of seeds, etc. No material discrepancies were noticed on physical verification of
stock as compared to book records.
(b)
Inventory:
The procedure of physical verification of inventory followed by the management is
reasonable and adequate in relation to the size of the company and nature of its business.
(c)
(b) The fixed assets have been physically verified by the management under a regular
programme of verification, which in our opinion is reasonable having regard to the size of
the company and nature of its business. No material discrepancies were noticed on such
verification.
(b)
ASHOK PATIL & ASSOCIATES,,
CHARTERED ACCOUNTANTS
"A P Heights", Behind Gopal Cultural Hall, New Osmanpura,Aurangabad - 431 005
(a) The Company has maintained proper records showing full particulars including quantitative
details and situation of fixed assets.
Fixed Assets:
ANNEXURE TO THE AUDITOR'S REPORT
REFERRED TO IN PARAGRAPH 5 OF OUR REPORT OF EVEN DATE OF
R J BIO-TECH LIMITED;
FOR THE YEAR ENDED AS ON 31.03.2014
(FORMERLY KNOWN AS R J BIO-TECH PRIVATE LIMITED);
As per the information given to us on our enquiries, the disposal of assets during the year
was not substantial and would not have an impact on the operations of the company.
(a)
(c)
Loans:
(a) During the year under review, the company has given fresh unsecured loan, to one
company covered in the register maintained u/s 301 of the Companies Act, 1956 the
maximum amount involved in such transaction is Rs.63,05,535/- & the outstanding balance
as at the end of year is Rs.Nil.
In our opinion, the company has conducted physical verification of inventory at reasonable
intervals.
As per information given and records made available, the company is not charging any
interest on loan granted. The other terms and conditions of loans granted by the Company
are prima facie not prejudicial to the interest of the company.
39
(iv)
(v)
(vi)
The company has not accepted any deposits during the year from the public within the
meaning of section 58A, 58AA or any other relevant provisions of the Companies Act, 1956
and rules framed there under.
(g) As no tenure of loan taken is fixed it is not possible to express opinion, whether the
payment of principal and interest is regular.
(a) In our opinion and according to the information and explanations given to us, the
transactions which need to be entered into a register maintained in pursuance of section
301 of the Companies Act, 1956 has been so entered.
In our opinion and according to the information and explanations given to us, there is
adequate internal control system commensurate with the size of the company and the
nature of its business for the purchase of inventory and for the sale of goods and there are
no major weaknesses in internal control system.
Internal Control System:
Information on transactions entered in Sec. 301 register:
Public Deposits:
(b) The transactions so entered during the year, have been in our opinion and as per
information and explanation given to us, made at prices which are reasonable having regard
to the prevailing market prices available with the company for such transactions or prices
at which transactions for similar goods have been made with other parties at the relevant
times.
(c)
(e)
(d)
As tenure of loan given is not fixed, opinion regarding repayment of loan cannot be
expressed.
As per information and explaination given to us, there is no stipulation as regard to the
repayment of the amount hence this clause is Not applicable.
As per the information & explanations given to us, during the year under review, the
company has taken fresh unsecured loans from one company & one other party listed in the
register maintained under section 301 of the Act. The Maximum amount involved during the
period and the year end balance of said loans were aggregating to Rs.3,74,16,130/- &
Rs.98,00,000/- respectively.
(f) As per the information & explanations given to us, rate of interest and other terms and
conditions of unsecured loan taken by the company are prima facie not prejudicial to the
interest of the company.
40
(vii)
(viii)
(ix)
(x)
(xi)
(xii)
(xiii)
(xiv)
(xv)
We have broadly reviewed the books of account and records maintained by the company
relating to certain areas of the company pursuant to Sec 209(1)(d) of the Companies Act,
1956 and are of the opinion that prima facie the list of accounts and records have been
made and maintained. We have, however not made a detailed examination of the same.
As per information & explanations given to us, during the year under review, the company
has not given any guarantee for loans taken by others from banks or financial institutions.
Guarantees:
Trading in Shares, Debentures, etc. – Not Applicable
(a)
During the year under review, company has not granted any loans & advances on the basis
of security by way of pledge of shares, debentures or other securities.
As per the records made available and information given, the company has not defaulted in
repayment of dues to the financial institutions.
Documentation in the case of Pledge of Shares, etc.:
Chit Fund, Nidhi, etc. – Not Applicable
Statutory Dues:
Sickness Indicator:
Default to FIS & Banks:
The company does not have any accumulated losses and it has also not incurred cash losses
during this financial year and the financial year immediately preceding to this financial
year.
According to the record made available for our verification and information given, there
are no disputed dues of Income Tax, VAT, Excise Duty, Cess.
According to the records made available and information and explanation given to us,
company is regular in depositing undisputed statutory dues including provident fund,
Income Tax, Value Added Tax, Local Body tax, cess and any other statutory dues with the
appropriate authorities
It is explained to us that, the company has in house Internal Audit System which is
commensurate with the size of the company and nature of its business.
Cost Records :
Internal Audit:
(b)
41
(xvi)
(xvii)
(xviii)
(xix)
(xx)
(xxi)
Chartered Accountants
Firm Reg. No. 122045W
(Ashok P.Patil)
Partner
M. No. 34423
Use of Short-term & Long-term Funds :
Place : Aurangabad
Date : 05.05.2014
For Ashok Patil & Associates
During the course of our examinations of the books & records of the company, carried out
in accordance with the generally accepted auditing practices in India, & according to the
information & explanations given to us, we have neither come across any instances of
material fraud on or by the Company, noticed or reported during the year, nor have we
been informed of such case by management.
Frauds:
Use of money raised by Public Issue. – Not Applicable
According to the information and explanations given to us, the company has not made
preferential allotment of shares to parties and companies in the register maintained under
section 301 of the Act.
Preferential Allotment of Shares:
In our opinion & according to information & explanations given to us the company has not
utilized short term funds for long term investments.
In our opinion & according to information & explanations given to us the company has
applied loans for the purpose for which they were taken.
Application of Term Loans:
Security for Debentures. – Not Applicable
sd/-
42
Particulars Note No. As on 31.03.2014 As on 31.03.2013
I] EQUITY AND LIABILITIES
(1) Shareholder's Funds
(a) Share Capital 1 94,676,000.00 69,656,000.00
(b) Reserves & Surplus 2 128,848,613.68 75,107,327.41
(c) Money received against share warrants
(2) Share Application money pending allotment -
(3) Non-Current Liabilities
(a) Long-term Borrowings 3 24,711,494.10 31,362,104.69
(b) Deffered Tax Liabilities (Net) 4 - -
(c) Other Long term Liabilities 5 7,430,370.00 4,748,370.00
(d) Long-term Provisions
(4) Current Liabilities
(a) Short-Term Borrowings 6 210,058,450.81 153,276,270.09
(b) Trade Payables 7 27,311,594.00 8,336,077.50
(c) Other Current Liabilities 8 82,883,166.79 56,805,590.02
(d) Short-Term Provisions 9 4,220,412.00 6,293,294.00
TOTAL 580,140,101.38 405,585,033.71
II] ASSETS
(1) Non Current Assets
(a) Fixed Assets 10
(i) Tangible Assets 29,941,834.91 29,126,440.91
(ii) Intangible Assets 4,769.00 7,949.00
(iii) Capital Work-in-progress - -
(iv) Intangible Assets under Development
(b) Non-Current Investments - -
(c) Deffered tax Assets (Net) - -
(d) Long-term loans & Advances 11 3,817,842.00 1,998,756.00
(e) Other non-Current assets 12 23,447,720.10 28,336,191.65
(2) Current Assets
(a) Current Investments - -
(b) Inventories 13 285,248,132.00 203,334,375.00
(c) Trade Receivables 14 113,700,755.05 86,895,323.47
(d) Cash & Cash equivalents 15 5,364,955.41 2,000,125.74
(e) Short-term loans and advances 16 113,035,560.91 44,275,421.97
(f) Other current assets 17 5,578,532.00 9,610,449.97
TOTAL 580,140,101.38 405,585,033.71
Notes on Financial Statements 1 to 37 0.00 -
Notes referred to above form an integral part of the Balance Sheet .
This is the Balance Sheet referred to in our report of even date.
For & On Behalf of the Board of
R J Bio-Tech Limited
(Director) (Director)
(Company Secretary)
Place : Aurangabad
Date : 05.05.2014
(Ashok P.Patil)
Partner
M. No. 34423
R J BIO-TECH LIMITED
"Siddharth Arcade", Opp. Holiday Camp, Station Road, Aurangabad - 431 005
Chartered Accountants
Balance Sheet as at 31.03.2014 (Amount in Rs. )
Firm Reg. No. 122045W
[Formerly known as R J Bio-Tech Private Limited]
For Ashok Patil & Associates
Raghavendra Joshi Meena Joshi sd/- sd/- sd/-
DIN:00307124 DIN:00307708
Mitesh Gadhiya sd/-
sd/-
43
No. Particulars Note No. For the year ended
31.03.2014
For the year ended
31.03.2013
Income :
I Revenue from Operations 18 286,811,084.51 198,519,438.50
III Total Revenue (I+II) 286,811,084.51 198,519,438.50
IV Expenses :
Cost of Materials Consumed 19 131,883,802.08 90,234,211.50
Purchases of Stock-in-Trade
Changes in Inventories of Finished goods, 20 (44,082,836.00) (24,063,849.00)
work-in-progress and Stock-in-Trade
Employee Benefit Expenses 21 24,047,581.00 20,196,396.00
Finance Costs 22 26,409,234.05 23,395,116.11
Depreciation & Amortization Expenses 23 4,523,867.00 3,620,681.00
Other Expenses 24 115,308,150.11 72,079,801.05
Total Expenses (IV) 258,089,798.24 185,462,356.66
V Profit/(Loss) before exceptional and 28,721,286.27 13,057,081.84
extraordinary items and tax (III-IV)
VI Exceptional Items 25 - 17,219.00
VII Profit/(Loss) before extraordinary items 28,721,286.27 13,039,862.84
and tax (V-VI)
VIII Extraordinary Items - -
IX Profit before tax (VII-VIII) 28,721,286.27 13,039,862.84
X Tax Expense:
(1) Income tax 5,290.00
(2) Current tax -
(3) Deffered tax charge / (credit) -
(4) MAT Credit -
XI Profit/(Loss) from the period from continuing 28,721,286.27 13,034,572.84
operations (IX-X)
XII Profit/(Loss) from discontinuing operations - -
XIII Tax Expense of discontinuing operations - -
XIV Profit/(Loss) from discontinuing operations - -
XV Profit/(Loss) for the period (XI+XIV) 28,721,286.27 13,034,572.84
XVI Earning per equity share:
(1) Basic & Diluted 26 3.48 1.94
Notes on Financial Statements 1 to 37
The Notes referred to above form an integral part of the Statement of Profit & Loss.
This is the Statement of Profit & Loss referred to in our report of even date.
(Director) (Director)
(Company Secretary)
Date : 05.05.2014
[Formerly known as R J Bio-Tech Private Limited]
R J BIO-TECH LIMITED
"Siddharth Arcade", Opp. Holiday Camp, Station Road, Aurangabad - 431 005
Statement of Profit & Loss for the year ended 31st March, 2014 (Amount in Rs.)
For & On Behalf of the Board of
R J Bio-Tech Limited
Place : Aurangabad
For Ashok Patil & Associates
Chartered Accountants
Partner
M. No. 34423
(Ashok P.Patil)
Firm Reg. No. 122045W
Raghavendra Joshi Meena Joshi sd/-
DIN:00307124 DIN:00307708
sd/- sd/-
Mitesh Gadhiyasd/-
44
Sr No. Particulars As on 31.03.2014 As on 31.03.13
A) CASH INFLOW FROM OPERATING ACTIVITIES
Profit before tax 28,721,286 13,057,081.8
Adjustments to reconcile profit before tax to cash provided by
operating activities
Depreciation and amortisation expense 4,523,867 3,620,681.0
Interest & Finance Cost 26,409,234 23,395,116.1
R &D Exp W/off 12,818,067 15,332,654.0
Deferred Expenses written off 6,747,982 9,421,910
Operating Profit Before Working Capital Changes 79,220,436 64,827,443.0
Adjusted for:
Inventories (81,913,757) (4,946,415.0)
Trade Receivables (26,805,432) (24,731,111.1)
Loans and advances and other assets (64,728,221) (6,667,481.7)
Liabilities & Provisions 42,980,211 11,968,481.0
Cash Generated From Operations (51,246,762) 40,450,916.1
Direct Tax Paid - (1,631,090.0)
NET CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES (51,246,762) 38,819,826.1
B) CASH FLOWS FROM INVESTING ACTIVITIES
Payment towards capital expenditure (4,104,205) (2,274,249.0)
Sale of Fixed Assets - 128,889.0
Payment towards Research & Development & other deferred
expenses (15,909,454) (21,682,530)
Realisation of long-term loans and advances (1,819,086) 97,882
NET CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES (21,832,745) (23,730,008.0)
C) CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds From Share Capital & Share Premium 50,040,000 10,800,000
Proceeds from Long Term Borrowings & Long Term Liabilities (3,968,611) (389,974)
Proceeds from short-term borrowings 56,782,181 (13,687,405)
Interest & Financial Charges (26,409,234) (23,395,116)
NET CASH USED IN FINANCING ACTIVITIES 76,444,336 (26,672,495.4)
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 3,364,830 (11,582,677.3)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD 2,000,126 13,582,803
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 5,364,955 2,000,126
- -
For & On Behalf of the Board of For Ashok Patil & Associates
R J Bio-Tech Limited Chartered Accountants
Firm Reg. No. 122045W
(Director) (Director)
(Company Secretary)
Place : Aurangabad
Date : 05.05.2014
M. No. 34423
R J BIO-TECH LIMITED
[Formerly known as R J Bio-Tech Private Limited]
Cash Flow Statement For the period ended 31st March, 2014
(Ashok P.Patil)
Partner
Raghavendra Joshi Meena Joshi sd/-sd/- sd/-
DIN:00307124 DIN:00307708
Mitesh Gadhiyasd/-
45
Note:1 Share Capital
Sr No. As on 31.03.2014 As on 31.03.2013
1 Capital
I) Authorised Capital - Equity Shares
1,00,00,000 (1,00,00,000) Equity Shares of Rs.10 Each 100,000,000.00 100,000,000.00
II) Issued, Subscribed & Paid Up Capital
94,67,600 (69,65,600) Equity Shares of Rs.10 each as 94,676,000.00 69,656,000.00
fully paid up
94,676,000.00 69,656,000.00
1.1 The details of Shareholders holding more than 5% shares
Sr No. As on 31.03.2014 As on 31.03.2013
1 Raghavendra Shripatrao Joshi 30,500,000.00 30,500,000.00
30,50,000 (30,50,000) shares - 32.22% (43.79%) held
2 Meena Raghvendra Joshi 9,200,000.00 9,200,000.00
920,000 (920,000) shares - 9.72% (13.21%%) held
3 Khadkeshwar Breeders Pvt. Ltd. 5,000,000.00 5,000,000.00
500,000 (500,000) shares - 5.28% (7.18%) held
4 Maruti Fertochem Ltd. 5,000,000.00 5,000,000.00
500,000 (500,000) shares - 5.28% (7.18%) held
5 Parmeshwar Vyankatrao Solunke - 4,000,000.00
424,000 (400,000) shares - 4.48% (5.74%) held
6 Others 44,976,000.00 15,956,000.00
94,676,000.00 69,656,000.00
1.2 Reconciliation of Outstanding Shares - -
As on 31.03.2014 As on 31.03.2013
No. of Share No. of Share
Authorised Share Capital 10,000,000.00 10,000,000.00
Less : Issued, Subscribed & Paid Up Share Capital 9,467,600.00 6,965,600.00
Fully Paid up
Shares Available for Allotment 532,400.00 3,034,400.00
R J BIO-TECH LIMITED
"Siddharth Arcade", Opp. Holiday Camp, Station Road, Aurangabad - 431 005
Notes on Financial Statements for the year ended 31st March, 2014
Sr No.
[Formerly known as R J Bio-Tech Private Limited]
(Out of Above 9,00,000 Equity shares were issued for
consideration other than cash in F.Y. 2008-09)
Particulars
Shareholders Name
Particulars
Total
Total
46
Note:2 Reserves & Surplus
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
A) Securities Premium A/c
Balance as per Last Balance Sheet 39,044,000.00 33,644,000.00
Add: Amount credited during the year 25,020,000.00 5,400,000.00
64,064,000.00 39,044,000.00
B) Surplus in Statement of Profit & Loss
Balance as per Last Balance Sheet 36,063,327.41 15,652,454.57
Add: Profit for the year 28,721,286.27 13,034,572.84
Add: Deferred Tax Liability Reversed - 7,376,300.00
64,784,613.68 36,063,327.41
128,848,613.68 75,107,327.41
Note: 3 Long Term Borrowings
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
A) Secured Loans:-
From Banks
Vehicle Loans 2,212,494.10 1,404,474.69
Term Loans 12,499,000.00 12,503,000.00
14,711,494.10 13,907,474.69
B) Unsecured Loans :-
From Others 10,000,000.00 17,454,630.00
10,000,000.00 17,454,630.00
24,711,494.10 31,362,104.69
3.1
3.2 Balances of Unsecured Loans are subject to confirmation & reconciliation if any.
Note:4 Deferred Tax Liability
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Opening Balance (DTL) - 7,376,300.00
Add: Deffered Tax charge/ (credit) for the year - (7,376,300.00)
- -
4.1
Note:5 Other Long-term Liabilities
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Dealers Security Deposit 7,430,370.00 4,748,370.00
7,430,370.00 4,748,370.00
5.1 Balance of security deposits are subject to confirmations.
The Company has adopted the Accounting Standard (AS-22) “Accounting for Taxes on Income”
issued by the Institute of Chartered Accountants of India. As the company is claiming exemption
u/s 10 of The Income Tax Act, 1961 for earning profit from agricultural operations, there will be no
Income Tax Liability on the company consequently there will also be no Deferred Tax Liability.
Vehicle Loans taken from various Banks & Financial Institutions are secured by hypothecation of
vehicles purchased out of said loans.
Sub Total (A)
Total (A+B)
Sub Total (A)
Sub Total (B)
Total
Total
Sub Total (B)
Total
47
Note:6 Short-term Borrowings
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
Secured Loans
1 Cash Credit - State Bank of India A/c No. 4088 210,019,394.81 153,276,270.09
2 Cash Credit - State Bank of India A/c No. 0896 39,056.00 -
210,058,450.81 153,276,270.09
6.1
a)
b)
c)
d)
e)
Note:7 Trade Payables
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Trade Payables 27,311,594.00 8,336,077.50
27,311,594.00 8,336,077.50
7.1 Balances of Trade Payables are subject to confirmations & reconciliations if any.
Note:8 Other Current Liabilities
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
I) Current Maturities of Long term debts
Vehicle Loans 991,925.82 1,046,634.03
Term Loans 11,950,146.00 12,282,807.00
12,942,071.82 13,329,441.03
II) Other Payables
Advances from Customers 68,062,659.97 43,476,148.99
Payables to Staff 1,878,435.00 -
69,941,094.97 43,476,148.99
82,883,166.79 56,805,590.02
8.1 Balance of Advance from Customers are subject to confirmations.
Installments of Loans Due in Next 12 Months are subject to Sanction Letter issued by the respective
Bank. The amount of these installments which are due in next 12 months may vary depending on
the change in rate of Interest or repayment schedule.
8.2
Total
Total
Sub Total (I)
Sub Total (II)
Total (I + II)
Primary Security - Equitable Mortgage of Land & Building in the name of the Company, situated at
Gut No.245-246, Village Pharola, Paithan Road, Taluka Paithan, Dist. Aurangabad.
Hypothecation of existing as well as future entire stocks of raw materials, finished goods, stock-in-
process, spares, packing material of the unit at their factory premises or at some other places
including goods in transit, outstanding moneys, book debts & receivables.
The working capital facility i.e. cash credit & Term Loan, from the State Bank of India, Kranti
Chowk, Aurangabad is Secured by :-
Personal Guarantee of Mr.Raghvendra S.Joshi & Mrs. Meena R. Joshi. Corporate Guarantee of
Khadkeshwar Oil Mill Pvt. Ltd.
Hypothecation of Stock, Semi-finished Goods & Finished Goods and Book Debts, etc. Pledge of
movable assets like Plant & Machineries, lab equipments, Polyhouse, Tools & Other assets situated
at Gut No. 245 & 246 at Village Pharola, Tq. Paithan, Dist. Aurangabad.
Collateral Security - Equitable Mortgage of Industrial Plot & Factory Building, Office Building, etc.
in the name of Khadkeshwar Oil Mill Pvt Ltd. At Plot No. J-1/8, MIDC, Chikalthana, Aurangabad.
48
Note:9 Short-term provisions
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
I) Provision for Employees Benefits
PF Employees Payable 101,797.00 85,921.00
PF Employers Payable 114,416.00 96,649.00
R.J.Group Employees Deogiri Bank Loan 10,400.00 -
Bouns Payable 772,112.00 740,914.00
R.J.Group Employees Credit Co-op. Society 56,618.00 56,393.00
Salary Payable 1,880,729.00 1,545,236.00
II) Provision for Govt. Dues
Payable TDS on Commission 49,210.00 24,107.00
Payable TDS on Contractors 104,172.00 22,677.00
Payable TDS on Interest 183.00 1,344.00
Payable TDS on Professional Fees 29,518.00 270,064.00
Payable TDS on Salary 70,000.00 226,400.00
Payable TDS on Rent 7,506.00 24,637.00
Payable Local Body Tax 403,975.00 596,550.00
Payable Employees Profession Tax 20,250.00 17,400.00
III) Others
Electricity charges Payable 2,949.00 3,550.00
Interest on Unsecured Loans Payable 1,650.00 1,650.00
Travelling Expenses Payable 257,835.00 1,661,642.00
Auditors Remuneration Payable 85,955.00 -
Power & Fuel Payable 55,860.00 42,040.00
Rent Payable 17,396.00 32,133.00
Telephone Charges Payable 16,112.00 39,700.00
Consultancy Charges payable 161,769.00 804,287.00
4,220,412.00 6,293,294.00
Note:10 Fixed Assets
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
I) Tangible Assets
Gross Block 45,900,649.91 41,796,444.91
Less: Depreciation 15,958,815.00 12,670,004.00
29,941,834.91 29,126,440.91
II) Intangible Assets
Gross Block 67,623.00 67,623.00
Less: Depreciation 62,854.00 59,674.00
4,769.00 7,949.00
III) Capital work -in-progress - -
29,946,603.91 29,134,389.91
Total
Total
49
10.1 Details of Additions & deletions of Fixed assets are given in Annexure "A"
10.2 The Fixed assets of the Company have not been revalued during the year under review.
10.3 Depreciation on fixed assets is provided on Written Down Value Method.
Note:11 Long-term Loans & Advances
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Deposits 3,817,842.00 1,998,756.00
3,817,842.00 1,998,756.00
Note:12 Other non-current Assets
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
Miscellaneous Expenditure
A] Preliminary Expenses
Opening Balance 140,201.00 252,431.00
Less: Written off during the year 112,230.00 112,230.00
27,971.00 140,201.00
B] Research & Development Cost
Opening Balance 21,448,008.65 21,846,114.65
Add : Expenses incurred during the year 10,311,224.50 14,934,548.00
Less: Amount trf. To Statement of Profit & Loss 12,818,067.05 15,332,654.00
18,941,166.10 21,448,008.65
C) Defferment of Expenses -
i) Field Programme Expenses 1,902,758.00
ii) Sales Promotion Expenses 1,307,705.00
iii) Travelling Expenses 3,537,519.00
iv) IPO Expenses 4,478,583.00 -
4,478,583.00 6,747,982.00
23,447,720.10 28,336,191.65
12.1 Please refer Note No. 37 for amortisation of Reasearch & Development Expenses.
Year in Which Expenses are Incurred 2013-14
Amount of Expenditure 5,598,229.00
1/5 th To be Written Off 1,119,646.00
Last year in which expenses will be fully written off 2017-18
Sub Total (A)
Sub Total (B)
Sub Total (C)
Fixed Assets except freehold land are carried at cost of acquisition, Construction or at
manufacturing cost, as the case may be, less Accumulated Depreciation.
It is explained by the management that the Company has assessed recoverable value of assets,
which worked out to higher than corresponding than book value of net assets, hence no impairment
loss has been recognized.
10.4
10.5
IPO Expenses have been incurred in F.Y 2013-14. As the expenditure incurred is going to benefit in
more than one year, the same has been amortised in 5 years i.e only 20% of the expenses has been
claimed in current F.Y .
12.2
Total
Total (A to C)
50
Note:13 Inventories
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Raw Material 139,010,447.00 101,179,526.00
2 Finished Goods 146,237,685.00 102,154,849.00
285,248,132.00 203,334,375.00
13.1 Closing Stock is taken as valued and certified by the Management.
13.2 Closing stock has been valued at cost or market price whichever is lower.
Note:14 Trade Receivables
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Outstanding exceeding Six months 9,479,266.59 8,533,932.27
2 Others
a) Secured, considered good - -
b) Unsecured, considered good 104,221,488.46 78,361,391.20
c) Doubtful - -
113,700,755.05 86,895,323.47
14.1 Balance of Trade Receivables are subject to confirmations.
Note:15 Cash & Cash Equivalents
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
1 Balances with Banks
a) Current A/c - ICICI Bank 452,161.68 501,292.71
c) Current A/c - SBH, A'bad No. 93129 208,467.34 177,492.34
d) Current A/c - SBH, Himayatnagar No. 70278 9,929.00 10,012.00
e) Current A/c - SBI Agri. Br. A'bad No. 94099 1,226,755.00 184,544.49
f) Current A/c - SBI, Ankapur No. 53829 8,769.00 9,319.00
g) Current A/c - SBI, A'bad No. 63837 79,056.39 10,149.90
2 Cash on Hand 3,379,817.00 1,107,315.30
5,364,955.41 2,000,125.74
Note:16 Short-term Loans & Advances
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
I) Loans and Advances
Staff Advances 1,230,127.30 1,006,581.30
Advances to Suppliers 111,805,433.61 43,268,840.67
113,035,560.91 44,275,421.97
16.1 Balances of Advances Paid to Suppliers are subject to confirmations and reconciliation ,if any.
Total
Total
Total
Total
Advance paid to suppliers is in normal course of business which will be cleared in the normal
operating cycle of the Company.
16.2
51
Note:17 Other Current Assets
Sr No. Particulars As on 31.03.2014 As on 31.03.2013
A) Balances with Govt. Authorities
Income Tax Refund receivable F.Y. 2012-2013 1,000,000.00 1,000,000.00
MAT Credit Entitlement 3,849,077.00 3,849,077.00
VAT Refund Receivable 389,445.00 852,793.97
5,238,522.00 5,701,870.97
B) Prepaid Expenses & Others
Prepaid Worksmen compensation 56,429.00 -
Prepaid Insurance 251,914.00 697,923.00
Prepaid Expenses - 12,093.00
Prepaid IPO Expenses - 2,935,848.00
Cholamandalam receivable - TDS Deduction Receivable 7,337.00 7,337.00
Mahalaxmi Seed Processing Plant Deposit Receivable 24,330.00 155,624.00
Shri Mahalaxmi Godown Deposit Receivable - 99,754.00
340,010.00 3,908,579.00
5,578,532.00 9,610,449.97
17.1
Note:18 Revenue from Operations
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
1 Sales of Seeds 286,811,084.51 198,519,438.50
286,811,084.51 198,519,438.50
Note:19 Cost of Materials Consumed
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
I) Opening Stock 101,179,526.00 120,296,960.00
Add: Purchases 169,714,723.08 71,116,777.50
Less: Closing Stock 139,010,447.00 101,179,526.00
131,883,802.08 90,234,211.50
Note:20 Changes in inventories of Finished goods, work-in-progress and Stock-in-Trade.
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
I) Opening Stock 102,154,849.00 78,091,000.00
Less: Closing Stock 146,237,685.00 102,154,849.00
(44,082,836.00) (24,063,849.00)
As these items are not fit into any other assets categories, these are grouped under other current
assets.
Total
Total (A+B)
Total
Total
Sub Total (B)
Sub Total (A)
52
Note:21 Employee Benefit Expenses
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
1 Salary & Wages 20,459,700.00 17,741,450.00
2 Provident Fund [Employers Contribution] 1,263,845.00 1,276,037.00
3 Group Insurance 44,631.00 27,917.00
4 Staff Welfare 140,856.00 41,538.00
5 Staff Bonus 772,112.00 740,914.00
6 Mediclaim Insurance 211,255.00 97,630.00
7 Labour Welfare Fund 5,616.00 7,704.00
8 Group Gratuity Premium 1,149,566.00 263,206.00
24,047,581.00 20,196,396.00
Note:22 Finance Cost
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
1 Bank Commission & Charges 1,190,107.85 809,551.45
3 Interest on Vehicle Loans 324,582.20 344,312.66
4 Interest on Term Loans 3,349,271.00 1,380,432.00
5 Interest on Unsecured Loans 21,997.00 41,546.00
6 Interest on Cash Credit 21,513,446.00 20,774,860.00
7 Interest on TDS 9,830.00 3,183.00
8 Loss on Foreign Exchange Transaction - 41,231.00
26,409,234.05 23,395,116.11
Note:23 Depreciation & Amortization Expenses
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
1 Depreciation 3,291,991.00 3,508,451.00
2 Preliminary Expenses Written off 112,230.00 112,230.00
3 IPO Expenses 1,119,646.00 -
4,523,867.00 3,620,681.00
23.1
Note:24 Other Expenses
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
A) Direct Expenses
1 Power & Fuel Charges 281,750.00 474,886.00
2 Processing & Designing Charges 418,118.00 1,758,364.00
3 Consumables 2,828,644.00 1,270,566.00
4 Commission on Purchases - 39,448.00
Total
Depreciation on fixed assets is provided on written down value method on Pro-Rata basis.
Total
Total
53
5 Repairs & Maintenance - Machinery 272,023.00 158,904.00
6 Security Charges - 61,181.00
7 Research & Development Expenses 12,818,067.00 15,332,654.00
16,618,602.00 19,096,003.00
B) Office & Administrative Expenses
8 Local Conveyance 261,350.00 248,212.40
9 Profession Tax 2,500.00 2,500.00
10 Electricity Charges 87,332.00 144,150.00
11 Insurance Charges 1,260,475.00 559,617.00
12 Keyman Insurance - 85,878.00
13 Postage & Telegram 142,889.00 131,788.00
14 Printing & Stationery 378,968.00 281,132.00
15 Membership & Subscriptions 36,000.00 36,704.00
16 Legal & Professional Fees 1,168,275.72 315,165.00
17 Telephone charges 346,921.00 476,175.00
18 Repairs & Maintenance - Vehicles 291,617.00 278,044.00
19 Repairs & Maintenance - Others General 50,099.00 135,815.00
20 Repairs & Maintenance - Computers 213,438.00 80,848.00
21 Office Rent 705,025.00 806,380.00
22 Registration Expenses - 39,700.00
23 Office & Misc. Expenses 619,202.15 601,246.92
24 Auditors Remuneration
Audit Fees 104,270.00 112,360.00
VAT Audit Fees 56,180.00 44,944.00
Legal & Professional Fees 39,326.00 33,708.00
5,763,867.87 4,414,367.32
C) Selling & Distribution Expenses
25 Advertisement & Publicity 1,075,488.00 1,118,112.00
26 Carriage Outward 8,551,651.50 7,108,035.50
27 Discount Allowed 55,422,029.40 14,584,131.29
28 Travelling Expenses 10,085,983.00 10,216,531.48
29 Godown Rent & Charges 678,932.00 1,668,977.00
30 Booking Incentives 7,832,155.50 6,819,011.00
31 Sales Commission & Brokerage 247,376.00 201,619.00
32 Sales Promotion expenses 3,206,596.00 2,943,709.00
33 Field Programme Expenses 5,217,503.75 3,009,649.00
34 Bad debts 169,456.09 -
35 Value Added Tax 33,969.00 40,365.46
36 Local Body Tax 403,975.00 859,290.00
37 Wealth tax 565.00
92,925,680.24 48,569,430.73
115,308,150.11 72,079,801.05
Total (A)
Total (B)
Total (C )
Total (A+B+C)
54
Note:25 Exceptional Items
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
1 Loss on Sale of Motor Car - 17,219.00
- 17,219.00
Note:26 Earning per Share
Sr No. Particulars For the year ended
31.03.2014
For the year
ended 31.03.2013
Net Profit Attributable to Share holders 28,721,286.27 13,034,572.84
Weighted Average No. of Shares 8,247,447.00 6,706,312.00
Earning per Share 3.48 1.94
27
28
29
30
31
32 Prior Period Items :-
Income : Nil
Expenses : Nil
33 Exemption for Agricultural Income :
It is explained by the management that the company has assessed recoverable value of assets,
which worked out to higher than corresponding book value of net assets. Hence no impairment loss
has been recognized.
Balances of Sundry Debtors, Sundry Creditors, Secured Loans, Unsecured Loans, Advances and
Deposits are subject to confirmations.
Micro, Small & Medium Enterprises Development Act, 2006 :
Total
Figures of previous year are regrouped and rearranged wherever necessary.
Under the Micro, Small & Medium Enterprises Development Act, 2006 which came into force from
2nd October, 2006, certain disclosures are required to be made relating to Micro, Small & Medium
Enterprises. The Company is in the process of compiling relevant information from its suppliers
about their coverage under the said Act. Since the relevant information is not readily available, no
disclosure have been made in the accounts.
The Income generated from cultivation and marketing of seeds and vegetables, which is in the
nature of agricultural activity, is fully exempt from Income Tax u/s 10(1) of the Income Tax Act,
1961. Hence no provision has been made either for income tax or deferred tax.
Sales has been accounted for net of Sales return . For the period 01.04.2013-30.09.2013, the
Discount on Sales has been debited under Selling and Distribution expense whereas for the period
01.10.2013-31.03.2014 discount has been reduced from the value of Sales.
55
34 Related Party Transactions
34.1 Name of Related Parties :
Key Management Personnel :
Mr. Raghvendra Shripatro Joshi (Director)
Mrs. Meena R. Joshi (Director)
Mr. Shashikant Vinayakrao Shastri (Director)
Other Related Parties
Maruti Agro Services
Maruti Fertochem Limited
Maruti Tyres [Prop. Mrs. Meena R. Joshi]
Mr. Deepak Keshavrao Jantikar (Ex-Director)
Mr. Chandra Prakash Tripathi (Director)
Mr. Balaji Prithviraj Singh (Director)
Mr. Anil Vasant Dharmadhikari (Director)
34.2 Related Party Transactions :
Particulars Key Management
Personnel
Other Related
Parties
Repairs & Maintenance - Expenses - 58,125.00
Loans Taken 316,130.00 37,100,000.00
Loans Repaid 316,130.00 43,154,630.00
Loans Outstanding as at 31.03.2014
Name of Party Nature Outstanding as at
31.03.2014
Mrs. Meena R. Joshi Key management 9,800,000.00
35 Particulars of the Company :
a) Registration No. - CIN
b) Date of Incorporation
c) Balance Sheet as on
d) Nature of Business
e) Name of Bank and A/c No.
f) PAN
36 Balance Sheet Abstract & Companies General Business Profile
I. Capital Raised during the year: (Rs. In Lacs)
Public Issue Nil Right Isssue Nil
Preferential Issue 250.20 Bonus Issue Nil
Share Premium 250.20
State Bank of India, Krnati Chowk, Aurangabad
C/ C A/C No. - 32133824088
AADCR1924L
U-24234-MH-2005PLC 158420
28.12.2005
31st March 2014
Production of Hybrid Seeds
As per Accounting Standard 18 "Related Party Disclosures" , issued by the Institute of Chartered
Accountants of India, the disclosures of transactions with the related parties as defined in the
Accounting Standard are given below
56
II. Position of Mobilization and Development of Funds: (Rs in Lacs )
Total Liabilities 4,786.67 Total Asset 4,786.67
Sources Of Fund Application Of Fund
Paid Up Capital 946.76 Net Fixed Asset 299.47
Reserve and Surplus 1,288.49 Net Current Asset 4214.55
Deferred tax Liability - Investment -
Secured Loan 2,377.12 Long Term Assets 272.66
Long Term Liabilities 174.30
III. Performance of the Company: (Rs. In Lacs)
Turnover: 2,868.11
Profit before Tax: 287.21
Profit After Tax: 287.21
Total Expenditure: 1,702.89
Earning Per Share: 3.48
Dividend Rate (%): -
IV.
a) Item Code No. (ITC Code)-
Product Description Item Code
Production of Hybrid Seeds. 0101
37
Particulars 2013-14 2012-13
i) CIF value of Imports 2,287,671.00 3,370,619.00
ii) Earnings in foreign currency Nil Nil
iii) Expenditure in foreign currency
Travel Expenses
Nil Nil
Details of Value of Imports, Earnings in foreign currency, and Expenditure in foreign currency:
Generic Names of Three Principal Products/ Services of Company ( As per Monetary Terms)
57
38 Research & Development Expenses : -
2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-2017
11,064,600.00 2,766,150 2,766,150 2,766,150 2,766,150 - -
14,961,898.65 - 3,740,475 3,740,475 3,740,475 3,740,475
14,934,548.00 3,733,637 3,733,637 3,733,637 3,733,637
10,311,224.50 2,577,805 2,577,805 2,577,805 2,577,805
Total 51,272,271.15 2,766,150 6,506,625 10,240,262 12,818,067 10,051,917 6,311,442 2,577,805
39 Calculation Of Weighted Average No. Of Share :-
No. of Days
365.00
187.00
As the company is engaged in the business of producing & marketing of seeds , it has incurred heavy expenditure on
research & development, even though revenue expenditure incurred on R & D in one year, its benefit may be derived
by the company not only in the year in which it is incurred but over some further period. Therefore company has
adopted the policy to claim total revenue expenditure incurred on R & D as deduction while computing taxable income
in the year in which this expense is incurred . But in books of accounts, it is deferred for a total period of four years &
acordingly it is disclosed in the Balance sheet & Statement of Profit & Loss. The expenditure which is deferred as
above is added back in the relevent years, while computing taxable income, as it is claimed 100 % in the year in which
it is incurred . Details of revenue R & D exp. incurred , deferred & debited to statement of profit and loss are as under -
Deferred (Financial Years)F. Y. In
which it is
incurred
Amount
2010-2011
2011-2012
2012-2013
2013-2014
Weighted Average No. of Shares
6,965,600
Issued During the year 2013-14
9,467,600
2,502,000 1,281,847
Total No. of Share Outstanding during the year
Date Of Issue 25.09.2013
Opening No. of Shares
Particulars
8,247,447
6,965,600
58
B. SIGNIFICANT ACCOUNTING POLICIES
1 Method of Accounting
2 Basis for preparation of Financial Statements
3 Inventories
4 Revenue Recognition
5 Current Assets, Loans & Advances
6 Accounting for Taxes on Income
a
b
7 Contingencies and events occurred after the Balance sheet date
8 Borrowing Costs
The accounts of the Company are prepared in accordance with the accounting principles generally
accepted in India. The company has maintained its accounts on mercantile system of accounting.
The financial statements have been prepared under the historical cost conventions and in
accordance with generally accepted accounting principles. Accounting policies not specifically
referred to otherwise are consistent and in accordance with generally accepted accounting
principles.
The Income generated from cultivation and marketing of seeds and vegetables, which is in the
nature of agricultural activity, is fully exempt from Income Tax u/s 10(1) of the Income Tax Act,
1961. Hence no provision has been made either for income tax or deferred tax.
Payment of MAT results in tax credit according to the Income Tax Act,1961; can be carried forward
for subsequent ten years & adjusted against future tax liabilities. On the basis of estimates made by
the company, the management is of the view that it would have sufficient tax liabilities to offset
the MAT Credit during the prescribed carry forward period.
b] There are no such events occured after the Balance sheet date which will have bearing on
profitability and / or State of Affairs of the company.
The inventory consists of stock of Seeds. The company has valued the Inventory at cost or market
price, whichever is lower and on the basis of physical verification of stock by the management at
the end of the year. There is no change in the method of valuation of stock as compared to previous
year.
Sales are accounted for on the basis of dispatches to customers and Other Income is recorded on
accrual basis.
In the opinion of the management, the value of all current assets, loans & advances and other
realizables are not less than their realizable value in the ordinary course of business.
a] No such liabilities were noticed which are contingent in nature.
Borrowing costs that are directly attributable to acquisition of assets has been capitalized and other
borrowing costs has been treated as an expense during the period in which they have incurred.
59
9 Research and Development Expenditure
10 Deferrement of Expenditure
11 Earnings Per Share
12 Segment Reporting
13 Retirement Benefits
14 Cash Flow Statement
The company was following the policy of deferring revenue expenses related to travelling,
Marketing & sales promotion expenses incurred for a total period of 2 years. Out of total revenue
expenses related to travelling, Marketing & sales promotion expenses Incurred in a particular year,
1/2 was debited to statement of profit and loss in that year & balance 1/2 was carried as defered
revenue expenditure & transferred to statement of profit and loss, equally over a period of
subsequent year. In current year the company has changed the policy & now it is debiting 100%
expenses incurred as mentioned above to Statement of Profit & Loss. Due to change in accounting
policy the profit before tax of current half year ended 31.03.2014 has been decreased by
Rs.75,68,046.38/-. If the company has followed accounting policy as of last year i.e deferring
expenses incurred over two years the profit before tax for the Year Ended 31.03.2014 would have
been Rs.5,02,89,332.65/-.
The company is following the policy of deferring revenue R & D expenses incurred for a total period
of 4 year . Out of total revenue R & D expense incurred in a particular year, 1/4 is debited to
statement of profit and loss in that year & balance 3/4 is carried as defered revenue expenditure &
transfer to statement of profit and loss, equally over a period of subsequent 3 years
Basic Earning Per Share is calculated by dividing the Net Profit for the period attributable to the
Equity Shareholders by the weighted average number of Equity Shares outstanding during the year.
The company produces and deals primarily in Seeds and as such there is a single business segment.
Further, the company is engaged in providing and selling its products in single economic
environment in India i.e. there is a single geographical segment. Hence, no further disclosures are
made.
Retirement Benefits in the form of provident fund contributions and Family Pension Fund are
charged to the Profit & Loss Account of the period when the contributions to the fund are due.
There are no obligations other than the contribution payable to the fund.The company has
participated in Group Gratuity Cum Life Assurance Scheme of Life Insurance Corporation of India for
gratuity payable to the employees and contribution thereto is charged to the Statement of Profit &
Loss.
Cash Flows are reported using the Indirect method, whereby Profit Before Tax is adjusted for the
effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating
cash receipts or payments and items of Income or expense associated with investing or financing
Cash flows.
60
15 Impairment of Assets
16 Foreign Currency Transactions:
17 Operating Leases:
18 Prior Period Items
Prior Period Items are included in the respective heads of accounts and material items are disclosed
by way of notes to the accounts.
(Ashok P.Patil)(Director) (Director)
Firm Reg. No. 122045W
For & On Behalf of the Board of
Assets acquired on lease where a significant portion of the risks and rewards of the ownership are
retained by the lessor are classified as operating lease. Lease rentals are charged off to the
Statement of Profit & Loss Account as incurred.
The carrying amount of asset is reviewed periodically for any indication of impairment based on
internal/ external factors. An impairment loss is recognised wherever the carrying amount of an
asset exceeds its recoverable amount. The recoverable amount is greater of the asset's net selling
price & value in use. In Assessing value in use, the estimated future cash flow are discounted to
their present value at the weighted average cost of capital. Post impairment, depreciation is
provided on the revised carrying value of the asset over its remaining useful life.
Foreign currency transactions are dealt with in accordance with the Accounting Standard 11 “The
Effects of Changes in Foreign Exchange Rates”, notified by the Companies (Accounting Standards)
Rules, 2006.
Date : 05.05.2014
For Ashok Patil & Associates
Chartered Accountants
Place : Aurangabad
R J Bio-Tech Limited
(Company Secretary)
Partner
M. No. 34423
Raghavendra Joshi Meena Joshi sd/-
DIN:00307124 DIN:00307708
Mitesh Gadhiyasd/-
sd/- sd/-
61
A) Tangible Assets
As On Additions Deletions As On Upto For the period Deletions Total As on As on
31.03.2013 31.03.2014 31.03.2013 2013-2014 31.03.2014 31.03.2014 31.03.2013
1 Land at Pharola 9,300,650.00 - - 9,300,650.00 - - - - - 9,300,650.00 9,300,650.00
2 Land Development &
Internal Roads
4,093,759.00 - - 4,093,759.00 - - - - - 4,093,759.00 4,093,759.00
3 Polyhouse 2,923,511.79 - - 2,923,511.79 10.00 936,523.00 198,699.00 - 1,135,222.00 1,788,289.79 1,986,988.79
4 Cold Storage 1,348,925.00 - - 1,348,925.00 10.00 213,055.00 113,587.00 - 326,642.00 1,022,283.00 1,135,870.00
5 Electrical Fittings 131,376.00 - - 131,376.00 10.00 32,977.00 9,840.00 - 42,817.00 88,559.00 98,399.00
6 Plant & Machineries 5,202,839.24 - - 5,202,839.24 13.91 1,375,611.00 532,367.00 - 1,907,978.00 3,294,861.24 3,827,228.24
7 Laboratory Equipments 857,722.85 28,308.00 - 886,030.85 13.91 295,363.00 81,508.00 - 376,871.00 509,159.85 562,359.85
8 Tools & Equipments 1,914,720.00 1,189,268.00 - 3,103,988.00 13.91 803,710.00 227,197.00 - 1,030,907.00 2,073,081.00 1,111,010.00
9 Office Equipments 360,273.00 71,319.00 - 431,592.00 13.91 114,838.00 40,201.00 - 155,039.00 276,553.00 245,435.00
10 Air Conditioner 109,896.00 - 109,896.00 13.91 19,654.00 12,553.00 - 32,207.00 77,689.00 90,242.00
11 Furniture & Fittings 3,000,595.00 222,198.00 - 3,222,793.00 18.10 1,444,763.00 296,330.00 - 1,741,093.00 1,481,700.00 1,555,832.00
12 Vehicles - Car 7,904,267.00 2,302,267.00 - 10,206,534.00 25.89 3,656,962.00 1,358,588.00 - 5,015,550.00 5,190,984.00 4,247,305.00
13 Computers & Softwares 4,647,910.03 290,845.00 - 4,938,755.03 40.00 3,776,548.00 417,941.00 - 4,194,489.00 744,266.03 871,362.03
TOTAL (A) 41,796,444.91 4,104,205.00 - 45,900,649.91 12,670,004.00 3,288,811.00 - 15,958,815.00 29,941,834.91 29,126,440.91
1 Website 67,623.00 - - 67,623.00 40.00 59,674.00 3,180.00 - 62,854.00 4,769.00 7,949.00
TOTAL (B) 67,623.00 - - 67,623.00 59,674.00 3,180.00 - 62,854.00 4,769.00 7,949.00
TOTAL (A+B) 41,864,067.91 4,104,205.00 - 45,968,272.91 12,729,678.00 3,291,991.00 - 16,021,669.00 29,946,603.91 29,134,389.91
Previous Year 38,642,944.91 3,600,249.00 379,126.00 41,864,067.91 9,454,245.00 3,508,451.00 233,018.00 12,729,678.00 29,134,389.91 29,188,699.91
1 Plant & Machinery - - - - - - - - - - -
TOTAL - - - - - - - - - -
C) Capital Work in Progress :
R J BIO-TECH LIMITED
"Siddharth Arcade", Opp. Holiday Camp, Station Road, Aurangabad - 431 005
SCHEDULE 10 OF FIXED ASSETS & DEPRECIATION STATEMENT AS ON 31.03.2014
(As per Companies Act,1956)
Depreciation Net Block
Sr.
No.Description of Assets
Gross Block Rate of
Dep.
(%)
[FORMERLY KNOWN AS R J BIO-TECH PRIVATE LIMITED]
B) Intangible Asset :
62
R J BIO-TECH LIMITED
Registered Office: Siddharth Arcade, Opp. Holiday Camp, Station Road, Aurangabad-431005.
Attendance Slip
Members Attending the Meeting in person or by Proxy are requested to complete the attendance slip and hand it over at
the entrance of the meeting hall.
I hereby record my presence at the 9th
Annual General Meeting of the Company at Siddharth Arcade,
Opp. Holiday Camp, Station Road, Aurangabad-431005 at 11.00 a.m. on Monday, 29th
September 2014.
-------------------------------------------------- ----------------------------------------
Full name of the Member (in block letters) Signature
Folio No.
-------------------------------------------------- ----------------------------------------
Full name of the Proxy (in block letters) Signature
Notes:
1. Member/Proxy holder wishing to attend the meeting must bring the Attendance Slip at the meeting.
2. Member/Proxy holder desiring to attend the meeting should bring his copy of the Annual Report for reference at the
meeting.
R J BIO-TECH LIMITED
Registered Office: Siddharth Arcade, Opp. Holiday Camp, Station Road, Aurangabad-431005.
Proxy
I/We………………………………………………………………. Of ……………………………………. ……….in the
district of ………………………… being a Member/Members of the above named Company, hereby appoint ………
……………………………………of ………………………………. in the district of ………………………………...
or failing him …………………………….. Of …….. ……………… in the district of ……………………… as my/our
Proxy to attend and vote for me/us and on my/our behalf at the 9th
Annual General Meeting of the Company, to be held
on Monday, 29th
September, 2014 or at any adjournment thereof.
Signed this ……………… day of ……………………. 2014.
Folio No ……………….. ……………………
No. of Shares …………….. Signature
Notes: The Proxy form must be returned as so to reach the Registered Office of the Company, Siddharth Arcade, Opp.
Holiday Camp, Station Road, Aurangabad-431005, not less than FORTY EIGHT HOURS before the time for holding
the aforesaid meeting.
Affix
Revenue
stamp
63