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CONTENTS
Board of Directors 2
Directors’ Report 3
Ten Years’ Highlights 26
Sources & Uses of Funds 27
Auditors’ Report 28
Balance Sheet 32
Profit & Loss Account 33
Cash Flow Statement 34
Notes to the Financial Statements 36
Annual General Meeting on Saturday, the 29th September, 2012at Solan Brewery (H.P.) at 11:00 A.M.As a measure of economy, copies of the Annual Report willnot be distributed at the Annual General Meeting, Shareholdersare requested to kindly bring their copies to the meeting.
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BOARD OF DIRECTORS
Managing Director Directors
Brig.(Dr.) Kapil Mohan, Shri Vinay Mohan
VSM(Retd.) Ph.D.
Shri L.K. Malhotra
Deputy Managing Director
Shri Hemant Mohan Shri J.K. Jain
Financial Director Shri Swaraj Suri
Shri P.D. Goswami, F.C.A., F.C.S.
Shri M. Nandagopal
Secretary
Shri H.N. Handa, Shri Yash Kumar Sehgal
B.Com., F.C.A., F.C.S., A.M.C.I.A. (London)
A.I.C.S. (Australia)
Statutory Auditors: Bankers:
A.F. Ferguson & Co., Punjab National Bank
Chartered Accountants,
New Delhi. Solicitors:
Koura & Company,
Cost Auditors: Advocates & Barristers,
Neeraj Sharma & Co., New Delhi.
Cost Accountants,
Ghaziabad.
Registered Office: Registrar & Transfer Agents:
Solan Brewery P.O. M/s. Beetal Financial & Computer
(Shimla Hills) Services (P) Ltd.,
Himachal Pradesh Beetal House, 3rd floor, 99, Madangir,
Pin-173214. Behind Local Shopping Centre,
Near Dada Harsukhdas Mandir, New Delhi-110062.
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DIRECTORS’ REPORT :
TO THE MEMBERS :
The Directors present their 78 th Annual Report on the business and operations of the Company with theAudited Statement of Accounts for the year ended 31st March, 2012 together with the report of Auditors,Messrs. A.F. Ferguson & Co.
FINANCIAL RESULTS:
Year ended Year endedMarch 31, 2012 March 31, 2011
(Rs. in lacs) (Rs. in lacs)
Revenue from Operation 47,950.80 41,401.99
Less: Excise duty 9,080.35 9,190.23
Revenue from Operation (Net) 38,870.45 32,211.76
Other Income 789.82 489.04
Net Revenue from Operation & Other 39,660.27 32,700.80
Less: Total Expenditure excluding Exceptional items 39,890.09 33,246.49
Profit/(Loss) before exceptional items & tax (229.82) (545.69)
Exceptional items (862.94) 1,600.00
(CY-E/duty 460.94, Entry Tax 402.00 lacs)
(LY-Sale of Freehold land 1600.00 Lacs)
Profit/(loss) before tax (1,092.76) 1,054.31
Tax Expenses:
Provision for current tax 55.00 314.85
Minimum alternate tax (MAT) credit entitlement - (80.90)
Deferred tax charges/(benefits) (404.13) 53.50
Provision for taxation relating to earlier year - (65.34)
Profit/(Loss) for the year (743.63) 832.20
Balance brought forward from previous year 3,006.70 2,174.50
Profit/(Loss) available for appropriation 2,263.07 3,006.70
APPROPRIATIONS:
1. Proposed Dividend - -
2. Tax on proposed Dividend - -
3. Balance carried to Balance Sheet 2,263.07 3,006.70
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RESULTS:
The net revenue, after adjusting excise duty, fromoperation and other income of the Company hasregistered an increase from Rs.32,700 lacs last year toRs. 39,660 lacs during the year under review which issatisfactory in the face of stiff competition.
DIVIDEND:
No dividend is recommended for the year ended31.3.2012.
DIRECTORS:
In accordance with provisions of the Companies Act, 1956and the Company’s Articles of Association, Shri J.K. Jainand Shri Hemant Mohan retire by rotation and beingeligible offer themselves for re-appointment. Werecommend their re-appointments as their advice fromtime to time has proved beneficial in the interest of theCompany.
Shri Yash Kumar Sehgal was appointed as AdditionalDirector w.e.f. 26.9.2011 and holds office upto the dateof forthcoming Annual General Meeting of the Company.The Company has received notice from shareholderproposing his name for appointment as Director. Hisappointment will be in the interest of the Company.Resolution seeking approval of the shareholders for hisappointment has been incorporated in the Notice of theforthcoming Annual General Meeting of the Company.Shri P.D. Goswami holding the position of FinancialDirector in the Company shall be retiring on 9th September,2012 after completion of his tenure of appointment.The Board of Directors has decided that the vacancy beingcaused by his retirement shall not be filled up for thetime being. The Directors place on record theirappreciation of the valuable advice and guidance givenby him as Director and for the services rendered by himas the Financial Director of the Company.
RE-APPOINTMENT OF MANAGING DIRECTOR:
The term of re-appointment of the Managing Director, Brig.(Dr) Kapil Mohan, VSM (Retd.) Ph.D., will expire on31.3.2013. Keeping in view his long experience in theliquor industry and his contributions towards the progressof the Company, the Board of Directors has recommendedhis re-appointment for a further period of 3 years w.e.f. 1st
April, 2013 on the remuneration package as approved bythe Remuneration Committee and the proposal for hisre-appointment is being placed in the forthcoming AnnualGeneral Meeting of the Company, for its approval.
RE-APPOINTMENT OF DEPUTY MANAGINGDIRECTOR:
The term of re-appointment of the Deputy Managing
Director, Shri Hemant Mohan will expire on 31.3.2013.Keeping in view his talent and experience, the Board ofDirectors has recommended his re-appointment for afurther period of 3 years w.e.f. 1st April, 2013 on theremuneration package as approved by the RemunerationCommittee and the proposal for his re-appointment isbeing placed in the forthcoming Annual General Meetingof the Company, for its approval.
AUDITORS:
Messrs A.F. Ferguson & Co., Chartered Accountants,will retire at the conclusion of the forthcoming AnnualGeneral Meeting. They being eligible offer themselvesfor re-appointment.Messrs Mohan & Co., Chartered Accountants, for theaudit of accounts of the Company’s Lucknow Branchwill also retire at the conclusion of the forthcoming AnnualGeneral Meeting. They being eligible, offer themselvesfor re-appointment.
ANNEXURE TO THE AUDITORS’ REPORT:
The observations made by the Auditors, have alreadybeen fully explained in the notes attached to the Accountsand therefore do not call for any further comments underSection 217(3) of the Companies Act, 1956.
COST AUDIT:
The Ministry of Corporate Affairs, Govt. of India vide itsOrder dated 3rd June, 2011 has made it compulsory forevery Company including all its Units and Branches tokeep Cost Records w.e.f. 1st April, 2011 and vide itsNotifications dated 30th June, 2011 and 24.1.2012 theGovernment has further directed to get the costaccounting records pertaining to Glass factory andPackaged Food Units respectively audited by a CostAuditor. The Company has taken necessary steps inthis direction.
FIXED DEPOSITS:
As on March 31, 2012 the total number of Fixed DepositAccounts numbering 289 amounting to Rs.78,23,500 havebecome due for payment but the depositors have notclaimed or sent instructions for renewal, although beingreminded at regular intervals.
TRANSACTIONS WITH NATIONAL CEREALSPRODUCTS LIMITED:
The purchases made by the Company during the yearincluded purchases aggregating to Rs.2,85,67,064/- madefrom National Cereals Products Ltd., which has beenmanufacturing the bulk requirements of barley malt forthe last more than five decades. The Company holds341352 shares (approx.26%), while the Mohan Family
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holds 366310 shares (approx. 28%) (including 48,536shares (3.69%) held by Brig.(Dr.) Kapil Mohan, VSM(Retd.) Ph.D., Managing Director) of the total shares ofNational Cereals Products Ltd., Mrs. Comilla Mohan,Sister-in-law of Brig.(Dr.) Kapil Mohan, VSM (Retd.)Ph.D., is the Managing Director of National CerealsProducts Limited.
INSURANCE:
The Company’s assets have been adequately insured.
PARTICULARS OF EMPLOYEES AS REQUIREDUNDER SECTION 217(2A) OF THE COMPANIES ACT,1956 AND RULES MADE THEREUNDER:
As per the recent amendment made by the CentralGovernment in the Companies (Particulars of Employees)Rules 1975, a statement giving particulars under Section217(2A) of the Companies Act, 1956 and required to beincluded in the Directors’ Report is not applicable, as noemployee of the Company was in receipt of remunerationexceeding the limits prescribed therein.The Cash Flow Statement for the year 2011-2012 isattached to the Balance Sheet.
ENERGY CONSERVATION TECHNOLOGYABSORPTION & FOREIGN EXCHANGE:
Information pursuant to Section 217 (1) (e) of theCompanies Act, 1956 read with the Companies(Disclosure of Particulars in the Report of Board ofDirectors) Rules, 1988 is given in Annexure forming partof this Report.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the requirement of Section 217(2AA) of theCompanies Act, 1956, and based on the representationsreceived from the operating management and after dueenquiry the Directors hereby confirm that:
a) In the preparation of the Annual Accounts, theapplicable Accounting Standards have beenfollowed.
b) They have selected such accounting policies inconsultation with the statutory auditors and appliedthem consistently and made judgments andestimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of theCompany at the end of the financial year and of theLoss of the Company for the financial year.
c) They have taken proper and sufficient care to thebest of their knowledge and ability for themaintenance of adequate accounting records inaccordance with the provisions of the Companies
Act, 1956. They confirm that there are adequatesystems and controls for safeguarding the assetsof the Company and for preventing and detectingfraud and other irregularities; and
d) They have prepared the Annual Accounts on agoing concern basis.
CORPORATE GOVERNANCE:
As required by Clause 49 of the Listing agreement,separate report on the Corporate Governance andManagement Discussion and Analysis is attached as apart of this Annual Report.
Certificate of Practising Company Secretary regardingcompliance of the conditions of Corporate Governanceas stipulated in Clause 49 of the Listing Agreement ofthe Stock Exchanges is also attached and forms a partof the Annual Report.
CURRENT TREND:
The sales of the Company’s products for the first quarterof the current year are slightly down as compared to thecorresponding period of the year under review. TheCompany is taking all necessary steps to achieve highersales and it is expected that the measures being takenwill bring the desired results barring unforeseencircumstances.
INDUSTRIAL RELATIONS:
The Company continues to enjoy excellent industrialrelations as usual. Smooth harmonious managementemployees relationship is the result of dynamicleadership of the Managing Director of the Company, Brig.(Dr) Kapil Mohan, VSM (Retd.) Ph.D., who considersthe Company’s manpower as its precious asset. YourDirectors wish to place on record their deep sense ofappreciation for the devoted services of the Executives,Staff and Workers of the Company for its success.
Brig.(Dr) Kapil Mohan Managing Director VSM (Retd.)Ph .D.Shri Hemant Mohan Deputy Managing Director
Shri P.D. Goswami Financial Director
Shri Vinay Mohan Director
Shri J.K. Jain Director
Shri Sawraj Suri Director
Shri L.K.Malhotra Director
Mohan Nagar13th August, 2012.(Ghaziabad) U.P.
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Annexure ‘A’ Forming part of the Directors’ Report
Particulars under Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, forthe year ended March 31, 2012
A. Conservation of energy
(a) Energy conservation measures taken:
All business units continued their efforts to improve energy usage efficiencies. Innovative ways and newtechnology were constantly explored to efficiently usage of energy. Some of the measures adopted were :
i) Improvement in energy usage efficiency by replacing old tube lights by CFL tubes and replacementof old motor pumps with higher efficiency sets in some of the departments.
ii) Clubbed two production lines into one for better usage of energy.
(b) Additional investment and proposals if any, being implemented for reduction of consumption ofenergy.
Company has plan to :
i) Replacing old tube lights by CFL tubes and replacement of old motor pumps with higher efficiencysets in other major departments.
ii) Procure following equipment for manufacture of Corn Flakes.
a) High Efficiency Flaker extruder type.
b) Toaster of modified designs where heat after toasting will be recycled, and reused.
c) Efficient grit drying system.
iii) Insulate old steam carrying pipe lines afresh to arrest transit loss.
(c) Impact of measures of (a) & (b) above for reduction of energy consumption
Energy conservation measures taken above have resulted in marginal savings on energy costs bothelectrical as well as thermal besides marginal reduction in cost.
(d) Total energy consumption and energy consumption per unit of production is given in the prescribed form ‘A’in respect of Industries specified in the schedule thereto :
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FORM ‘A’
Form for disclosure of particulars with respect to consumption of energy
(A) POWER AND FUEL CONSUMPTION:Glass Juice & Maize Rice, Cold
Bottles Canned Corn Flakes & StorageProducts Wheat Porridge
1 Electricity
a) Purchased
Units (KWH) 6253011 18102 872830 234073(5616126) (17006) (769057) (249904)
Total amount (Rs.) 29889393 86528 4172127 1118869(27074908) (82139) (3714545) (1207036)
Rate/Unit (Rs.) 4.78 4.78 4.78 4.78(4.82) (4.83) (4.83) (4.83)
b) Own generation
Through Generator (H.S.D./L.D.O./F.O.)
Units (KWH) 646472 1940 85409 24790(755904) (2000) (79119) (30039)
Units per Litre of Oil 2.57 2.57 2.57 2.57(2.80) (2.86) (2.86) (2.86)
Cost/Unit (Rs.) 14.21 15.12 15.02 15.07(11.07) (11.16) (11.16) (11.16)
2 L.D.O.
Quantity (K.Ltrs.) - - - -(15.816) ( - ) ( - ) ( - )
Total cost (Rs.) - - - -(502095) ( - ) ( - ) ( - )
Average rate per k.ltrs (Rs.) - - - -(31746) ( - ) ( - ) ( - )
3 Furnace Oil
Quantity (K.Ltrs.) - - - -(10.312) ( - ) ( - ) ( - )
Total cost (Rs.) - - - -(270916) ( - ) ( - ) ( - )
Average rate per k.ltrs (Rs.) - - - -(26272) ( - ) ( - ) ( - )
4 L.P.G.
Quantity (Tonnes) - - - - (2.50) ( - ) ( - ) ( - )
Total cost (Rs.) - - - -(70451) ( - ) ( - ) ( - )
Average rate per tonne (Rs.) - - -(28180) ( - ) ( - ) ( - )
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Glass Juice & Maize Rice, ColdBottles Canned Corn Flakes & Storage
Products Wheat Porridge5 Natural Gas
Quantity (Cubic Meters) 5885121 - 719000 -(5685690) ( - ) (753168) ( - )
Total cost (Rs.) 111110224 - 14218784 -(89371657) ( - ) (11804751) ( - )
Average rate per cubic meter (Rs.) 18.88 - 19.78 -(15.72) ( - ) (15.67) ( - )
6 Steam Used from the Main Boiler House *
Total Cost (Rs.) - 1936359 14544441 - ( - ) (787759) (10435772) ( - )
(B) CONSUMPTION PER UNIT OF PRODUCTION
Glass Juice & Maize Rice, ColdFactory Canned Corn Flakes & Storage
Products Wheat Porridge
Standard Per tonne Per KL Per tonne(if any)
Electricity - units (KWH) - 261 32 273 - ( - ) (241) (34) (261) ( - )
LDO (KL) - - - - - ( - ) (0.00059) ( - ) ( - ) ( - )
Furnace Oil (KL) - - - - - ( - ) (0.00039) ( - ) ( - ) ( - )
L.P.G. (Tonne) - - - - - ( - ) (0.00009) ( - ) ( - ) ( - )
Natural Gas (Cubic Meters) - 223 - 205 - ( - ) (215) ( - ) (232) ( - )
Notes :
(i) * The unit wise consumption of Coal, HSD and Natural Gas is not available as the steam has been suppliedto various production division from main boiler house.
(ii) The L.D.O., Furnace Oil and L.P.G. has been used only when the natural gas was available in scarcity.
(iii) Glass melting furnace was renovated during financial year ended 31st March, 2006. Consumption per MT ofnatural gas and electricity units per MT of glass produced is increasing year after year due to decrease inefficiency of furnace.
(iv) Previous year figures are in brackets and modified wherever necessary.
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FORM ‘B’
Particulars under Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, forthe year ended March 31, 2012
Research & Development
i) Specific areas in which R & D was carried out by the company.
(a) The new grits making plant has been commissioned and balancing equipment has been fabricated and trialsare to be carried out for optimizing higher yield from maize grit of different variety.
(b) Corn Flakes production is carried out from the maize by process of pearling grit making, cooking, drying,flaking and toasting and now experiment and study is going on to produce the Corn Flakes, from the maizeflour by extrusions process.
ii) Future plan of action
Company has plan to renovate glass melting furnace in near future which will save reasonable units of energy,increase quality and quantity of production and reduction in cost of production.
1. Technology absorption, adaptation and innovation:
Efforts which are being made towards technology absorption, adoption and innovation are:
(a) It has been possible to adopt technologies and processes successfully because the company has experiencedstaff and technical facilities for scaling up the processes to commercial scale production.
(b) The maize variety adoption is under active study with addition of balancing equipment for increasing the yield,the same equipment has been fabricated and trials will be carried out in due course.
2. Benefit derived as a result of the above efforts:
By implementing the above plans, there was reduction in energy consumption better quality of product,reduction in menpower and reduction in cost of production.
3. Foreign exchange earnings and outgo:
The Company continues to treat exports as major thrust area. New customers are added to the list yearafter year.
Total Foreign Exchange used and earned for current year Rs.in lacs
- Foreign Exchange used
On Import of Raw material, and Store & Spares 373
- Foreign Exchange earned 1025
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ANNEXURE TO THE DIRECTORS' REPORT
1. COMPANY’S PHILOSOPHY ON THE CODE OF GOVERNANCE:
Your Company’s philosophy of Corporate Governance is aimed at safeguarding and adding value to the interest of
the various stakeholders of the Company including shareholders, lenders and public at large. Emphasis is laid on
striking a balance between individual interests and corporate goals while operating within the accepted norms of
propriety, equity fair plan and sense of justice. Under good corporate governance we are committed to ensure that
all functions of the Company are discharged in a professionally sound, accountable and competent manner.
Over the years, governance processes and systems have been strengthened. In addition to complying with the
statutory requirements effective governance systems and practices towards improving transparency disclosures,
internal controls and promotion of ethics at workplace have been institutionalized.
Keeping in line with the above philosophy the Company has implemented the requirements of the Code of Corporate
Governance, as stipulated in the amended clause 49 of the Listing Agreement. Given below are the requisite details
relating to Corporate functions of your Company for the purpose of due transparency on this aspect.
2. BOARD OF DIRECTORS:
During the year 2011-2012, the Board of Directors comprised of 9 Directors. The Chairman of the Board is the
Managing Director who is also the Chief Executive Officer of the Company.
During the said period, out of 9 Directors, five Directors were Non-executive Independent Directors, being more than
half of the Board. The composition of the Board of Directors met the stipulated requirement of Clause 49 of the
Listing Agreement. The Board reviews and approves policies/strategies and oversees the actions and results of the
Management to ensure that the long term objectives of enhancing stakeholders values are met.
a) Number of Board Meetings:
The Board of Directors meets at-least once a quarter to review the Company’s performance and financial results and
more often, if necessary, to transact other business. During the year ended 31st March, 2012, five Board Meetings
were held as against the minimum requirement of four Meetings. The dates on which the Meetings were held are as
follows:
30th May, 2011, 12th August, 2011, 26th September, 2011, 12th November, 2011 and 13th February, 2012.
b) Composition, Status, Attendance at the Board Meetings and at the Last A.G.M.
As on 31st March, 2012 Company’s Board comprised of 9 members. The Chairman & Managing Director is also the
Chief Executive Officer of the Company and two other members are Executive Directors, and out of the remaining
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Name Status i.e. No. of Board Meetings Number of Membership Whetherpromoters, of the Company in other Boards or other attendedexecutive, Committees as a member the lastnon-executive, or chairperson AGMindependentnon-executive,nominee of Held Attended Board Committeefinancial during duringinstitution the year the year
Brig.(Dr.)Kapil Managing 5 5 4 - YesMohan, Director-VSM(Retd.)Ph.D Promoter
Shri Hemant Dy.Managing 5 1 1 - NoMohan Director-
Promoter
Shri P.D. Financial 5 4 - - NoGoswami Director
Shri Vinay Promoter 5 4 5 - YesMohan Non-Executive
Director
Shri L.K. Independent 5 4 7 1 as Member YesMalhotra Non-Executive
Director
Shri J.K. Jain Independent 5 5 4 4 as Member YesNon-ExecutiveDirector
Shri Swaraj Suri Independent 5 5 - - YesNon-ExecutiveDirector
Shri M.Nandagopal Independent 5 4 11 1 as Chairman YesNon-Executive 2 as MemberDirector
Shri Yash Kumar Independent 5 1 - - -Sehgal Non-ExecutiveAppointed w.e.f. Director26.9.2011
6 members, 5 are Independent non-Executive Directors. The names and categories of Directors, their attendanceat the Board Meetings held during the year and at the last Annual General Meeting are given below:
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1. There is no nominee director.
2. The Non-Executive Directors have no pecuniary relationship or transactions with the Company in their personalcapacity during the year 2011-2012 (other than the sitting fees for Board/Committee meetings).
3. As mandated by Clause 49, none of the Director is a member of more than ten Board level Committees nor isany of them a Chairman of more than five Committees in which they are members. The number of Directorshipsand Committee positions held by them in public companies are given above.
c) Board Procedure:
A detailed Agenda folder is sent to each Director in advance of Board and Committee Meeting. To enable theBoard to discharge its responsibility effectively , the Managing Director & Chief Executive Officer of theCompany briefs the Board at every Meeting on the overall performance of the Company. A detailed operationsReport is also presented at every Board Meeting. Amongst other things, the Board also reviews strategy andbusiness plan, annual operating and capital expenditure budgets, remuneration of non-executive Directors,Compliance with statutory/regulatory requirements and review of major legal issues, adoption of quarterly/halfyearly/annual results, risk management policy, investor’s grievances and minutes, major accounting provisionsand write- offs, Corporate re-structuring , Minutes of Meeting of the Audit Committee and other Committees ofDirectors of the Board, etc.
3. Board Committees :
Standing Committees :
The Company has the following standing Committees of the Board :
(i) Audit Committee:
The Board of the Company has constituted an Audit Committee, comprising of three Independent Non-executive Directors.
The terms of reference of the Committee are in accordance with the requirements of Clause 49 of theListing Agreement as Section 292A of the Companies Act, 1956 is not applicable to the Company.
The Audit Committee has been granted powers as prescribed under Clause 49 II (C) of the Listing Agreement.Generally all items listed in Clause 49 II(D) are covered in the terms of reference and inter-alia include:
w Overview of the company’s financial reporting process and the disclosure of its financial information toensure that the financial statement is correct, sufficient and credible.
w Recommending to the Board, the appointment, re-appointment and, if required, the replacement orremoval of the statutory auditors and the fixation of their fees.
w Review of the internal control systems with the management, internal auditors and statutory auditors.
w Review with the management, the annual financial statements before submission to the Board forapproval, with special emphasis on accounting policies and practices, compliance and other legalrequirements concerning financial statements.
w Review the adequacy of internal audit function, significant internal audit findings and follow-ups thereon.
w Review Management Discussion and Analysis.
Review Material Individual Transactions with related parties not in normal course of business or whichare not on an arms length basis.
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During the financial year ending 31st March, 2012, four meetings of the Audit Committee were held andattended by the committee members as under:
Name of Member Status No. of meetings attended
Shri L.K. Malhotra Chairman 3
Shri J.K. Jain Member 4
Shri Swaraj Suri Member 4
The Financial Director is permanent invitee and the Statutory Auditors, Main Internal Auditors and the CostAuditor are regularly invited to attend the Audit Committee meetings. The Company Secretary functions as theSecretary of the Committee.
All the members of Audit Committee possess strong accounting/financial management knowledge.
(ii) Remuneration Committee :
The Remuneration Committee was formed by the Board of Directors comprising of three members–allIndependent Non-executive Directors namely Shri L.K. Malhotra, Shri Swaraj Suri and Shri M. Nandagopal.The terms of reference of the Remuneration Committee, inter-alia, consists of the determination of theremuneration payable to the Executive Directors, recommendation for appointment/re-appointment of theExecutive Directors, revision in the remuneration of the existing Executive Directors of the Company fromtime to time.
Remuneration of employees largely consists of basic remuneration/perquisites. The total remunerationvary for different cadres and are governed by industry pattern, qualifications and experience of the employees,responsibilities handled, individual performance etc. the objectives of the remuneration policy are tomotivate employees to excel in their performance, recognize their contribution, retain talent in the Organizationand reward merit.
During the year 2011-12 no meeting of the Remuneration Committee was held.
Details of Directors’ remuneration paid for the year ended 31.03.2012 are as follows:
(a) Executive Directors:
Managing Director/Whole Salary Commission Perquisites Retirement-Time Director benefits
Rs. Rs. Rs. Rs.
Brig. (Dr). Kapil Mohan, 18,60,000 - 15,66,375 2,23,200VSM (Retd.)Ph.D.(re-appointed w.e.f.01.04.2010 for 3 years)
Shri Hemant Mohan 15,60,000 - 20,05,752 1,87,200(re-appointed w.e.f. 01.04.2010for 3 years)
Shri P.D. Goswami 9,00,000 - 3,97,419 1,08,000(appointed w.e.f. 10.09.2010for 2 years)
1. Notice period for termination of appointment of Managing Director/Whole-time Directors is six months oneither side.
2. No severance pay is payable on termination of appointment.
3. Your Company presently does not have a scheme for grant of stock options.
4. No sitting fee is paid to the Executive Directors for attending the Board Meeting or a Committee thereof.
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(b) Non-Executive Directors:
The Company paid sitting fees to all the Non–executive Directors at the rate of Rs.5,000 for attending eachmeeting of the Board and/or Committee thereof. The sitting fees paid for the year ended 31st March, 2012 areas follows and the No. of shares held by each of them as on that date is indicated against their names:
Name Sitting Fee No. of Shares
Shri Vinay Mohan Rs. 20,000 3,91,847Shri L.K. Malhotra Rs. 50,000 4,500Shri J.K. Jain Rs. 65,000 500Shri Swaraj Suri Rs. 45,000 450Shri M. Nandagopal Rs. 15,000 500Shri Yash Kumar Sehgal Rs. 5,000 500
(iii) Shareholders’/Investors’ Grievance Committee:
(a) Composition:
The Board of the Company has constituted a Shareholders’/Investors’ Grievance Committee, comprising ofthree Independent Non-executive Directors.
(b) Terms of reference:
The Committee, inter alia, approves issue of duplicate share certificates and oversees and reviews all mattersconnected with the securities transfers. The Committee also looks into redressal of shareholders’ complaintslike transfer/transmission of shares, non-receipt of balance sheet/dividends/interest, and any other relatedmatter. The Committee also oversees the performance of the Registrar and Transfer Agents, and recommendsmeasures for overall improvement in the quality of investor services. The transfer of shares is signed by any oneof the Directors and the Company Secretary and is subsequently approved in the next Board Meeting.
Insider Trading:In compliance with the SEBI regulation on prevention of insider trading, the Company has instituted acomprehensive Code of Conduct for Prevention of Insider Trading for its designated employees. The Code laysdown guidelines, which advises them on procedures to be followed and disclosures to be made while dealingwith shares of the Company and cautioning them of the consequences of violations.
Shri H.N. Handa, Company Secretary is the Compliance Officer for complying with the requirements of theSecurities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 and in his absenceShri R.C. Jain, Addl. Secretary of the Company is the Compliance Officer.
During the year, the Committee had four meetings which were attended by the Committee members as under:
Name of the Member Status No. of meetings attendedShri L.K. Malhotra Chairman 3Shri J.K. Jain Member 4Shri M. Nandagopal Member 1
The total number of complaints received and replied to the satisfaction of shareholders during the year underreview, were 5. Outstanding complaint as on 31st March, 2012 was 1. No request for transfer was pending ason 31.3.2012.
(c) General Body Meeting:
Location and time for last 3 Annual General Meetings were as follows :
Financial year Date Time Place
2008-2009 26.9.2009 11 A.M. Solan Brewery (H.P.)2009-2010 30.9.2010 11 A.M. Solan Brewery (H.P.)2010-2011 26.9.2011 11 A.M. Solan Brewery (H.P.)
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Special Resolutions passed in last 3 Annual General Meetings:
The shareholders of the Company have passed the following special resolutions in the last 3 Annual GeneralMeetings:
75th Annual General Meeting held on 26th September, 2009:
1. Re-appointment of Brig. (Dr) Kapil Mohan, VSM (Retd.) Ph.D., as Managing Director of the Company.
2. Re-appointment of Shri Hemant Mohan, as Deputy Managing Director of the Company.
76th Annual General Meeting held on 30th September, 2010:
Re-appointment of Shri P.D. Goswami as Financial Director of the Company.
77th Annual General Meeting held on 26th September, 2011:
No Special Resolution was passed at the 77th Annual General Meeting of the Company.
No Extra-ordinary General Meeting (EGM) was held during the last three years.
No special resolutions were required to be put through postal ballot last year.
No special resolutions on matters requiring postal balloting are being placed for shareholders’ approval at theforthcoming 78th Annual General Meeting.
(d) Disclosures:
1. There is no subsidiary Company.
2. During the financial year 2011-12, there were no materially significant transactions entered into betweenthe Company and its Promoters, Directors or the Management, subsidiaries or relatives etc., that mayhave potential conflict with the interest of the Company at large according to the disclosure made by theDirectors under Section 299 of the Companies Act, 1956. Further details of related party transactions arepresented in the Notes to the Financial Statements No.32 appended in the Annual Accounts of the AnnualReport.
3. There has not been any non-compliance, penalties or strictures imposed on the Company by the StockExchanges, SEBI or any other Statutory authority on matters related to Capital Markets, during last threeyears.
4. No Director is related to any other Director on the Board except Shri Hemant Mohan and Shri Vinay Mohanwho are brothers and are also nephews (brother’s sons) of Brig. (Dr) Kapil Mohan, VSM (Retd. )Ph.D.
Whistle Blower Policy:
The Company promotes ethical behaviour in all its business activities.Employees are free to report anyviolation of Laws, Rules, Regulations or Un-ethical conduct to their superiors. The Managing Director andthe other Executive Directors maintain confidentiality of such reporting and the persons reporting areprotected and not subjected to any discriminatory practices and it is affirmed that no personnel has beendenied access to the Audit Committee.
(e) Disclosure of Accounting Treatment:
The financial statements are prepared under the historical cost convention in accordance with GenerallyAccepted Accounting Principles in India, the Accounting Standards issued by the Institute of CharteredAccountants of India and the provisions of the Companies Act, 1956.
(f) Means of Communication:
Quarterly, half-yearly and yearly results are published in the national dailies, i.e. The Indian Express(English) and The Dainik Tribune (Hindi) circulating in the region where the Registered Office of the Companyis located.
16
The Company’s results are available on its Web-site. There is no practice of the Company to send halfyearly report to the shareholders. The Company does not display official news releases and no presentationsare made to Institutional Investors.
Management’s Discussion and Analysis forms part of the Annual Report which is being mailed to theshareholders of the Company.
4. General shareholders information:
1. 78th Annual General Meeting is proposed to be held on Saturday the 29th September, 2012 at the RegisteredOffice of the Company at Solan Brewery at 11 A.M.
2. Financial Calendar: (Tentative and subject to change)
Accounting year April – MarchAnnual results of previous year End MayMailing of Annual Reports End AugustAnnual General Meeting 29th September, 2012Payment of Dividend Within the statutory time limit of 30 days subject to
Shareholders approval.First quarter results Before Mid AugustSecond quarter results Before Mid NovemberThird quarter results Before Mid February Annual results (Audited) End May
3. Listing of equity shares on Delhi Stock Exchange Association Ltd., (Stock Code DSE: 100032) and CalcuttaStock Exchange Association Ltd., (Stock Code CSE: 10023333)
Listing Fee for 2011-12: The annual Listing Fee has been paid to both the Stock Exchanges.
4. Stock Market Data for the year 2011-2012: Mohan Meakin shares are quoted on Delhi and Calcutta Stock Exchanges: During the period from 1.4.2011to 31.3.2012 no quotations were received and the Company did not receive any response to its lettersabout the trading of shares for the financial year ending 31st March, 2012 from the Delhi Stock ExchangeAssociation Ltd., Delhi. However, in reply to the letter the Company had written to Calcutta Stock ExchangeAssociation Ltd., Kolkata where the shares of the Company are listed, they have sent computerizedstatement showing trade details of the equity shares of the Company, where the rate of Company’s sharewas quoted at Rs.31.50 per share of Rs.5/- each as on 31st March, 2012.
Depositories National Securities Depository Ltd.Central Depository Services (I) Ltd.
Registrar and Share Transfer Agent:
M/s. Beetal Financial & Computer Services (P) Ltd., Beetal House, 3rd Floor, 99, Madangir, Behind LocalShopping Centre, Near Dada Harsukhdas Mandir, New Delhi-110 062 are the Company’s Registrar and ShareTransfer Agent (R&TA) . The aforesaid R&TA acknowledges and executes transfer of securities, arranges forissue of dividend warrants etc.
The aforesaid R&TA deals with and resolves complaints of shareholders. They also dispatch the Annual BalanceSheet to all the Shareholders.
Share Transfer System:
Shares which are received in physical form are processed, transferred and returned within a period of 10 to 15days from the date of receipt, subject to the documents being valid and complete in all respects. The Companyhas, as per SEBI guidelines with effect from 26th March, 2001 offered the facility of transfer cum demat also. Ason date there are no pending share transfers pertaining to the year under review.
17
Distribution of shareholding as on 31st March, 2012:
No. of shares No. of % of share- Share- % of share-Shareholders holders holdings holdings
Upto 1000 6323 96.42 700468 8.231001-2000 82 1.25 126962 1.492001-4000 59 0.90 164030 1.934001-6000 18 0.27 87669 1.036001-8000 11 0.17 71772 0.848001-10000 6 0.09 55505 0.6510001-20000 12 0.18 187817 2.2120001 and above 47 0.72 7114256 83.62
6558 100.00 8508479 100.00
Shareholding pattern as on 31st March, 2012:
Category No. of shares held % of shareholdings
Promoters holding 56,05,846 65.89
Banks, financial institutions,Insurance Companies, Central/State Govts.,Mutual Funds & UTI etc. 7,34,993 8.64Private Corporate Bodies 5,41,317 6.36
NRI/OCBs/HUF 4,11,649 4.84
General Public 12,14,674 14.27
85,08,479 100.00
Dematerialisation of shares :
As on 31st March, 2012, 50.47% of the Company’s total shares representing 42,93,923 shares were held indematerialized form and the balance 49.53% representing 42,14,556 shares in paper form.
The Company has not issued any GDRs/ADRs warrants or non-convertible instruments, which are pending forconversion.
Secretarial Audit:
As stipulated by the Securities and Exchange Board of India (SEBI) and the Stock Exchanges a qualifiedpracticing Company Secretary carries out the secretarial audit and provides a report to reconcile the totaladmitted capital with the National Securities Depository Limited (NSDL) and Central Depository Services (India)Limited (CDSL) and the total issued and listed capital. This audit is carried out every quarter and the reportthereon is submitted to the Stock Exchanges.
Plant locations :
The Company’s plants are located at Solan Brewery (H.P.), Mohan Nagar, Ghaziabad (U.P.), Lucknow(U.P.), Mohangram, Bhankarpur (Punjab) and Kasauli (H.P.)
Address for Correspondence :
The Shareholders may correspond with the Company at its registered office at Mohan Meakin Ltd., SolanBrewery, P.O., 173214 (H.P.)
and/or with the Registrar & Share Transfer Agents at
M/s. Beetal Financial & Computer Services (P) Ltd.,Beetal House, 3rd Floor,
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99, Madangir, Behind Local Shopping Centre,Near Dada Harsukhdas Mandir, New Delhi-110 062.Phone No. 29961281-82Fax: 29961284Shareholders holding shares in electronic mode should address all their correspondence to their respectiveDepository Participants (DPs).
5. Compliance with Clause 49 :
i) Mandatory Requirements.As on 31st March, 2012, the Company is fully compliant with all applicable mandatory requirements ofthe revised Clause 49.
ii) Non-mandatory RequirementsThe Company has set up the Remuneration Committee of the Board of Directors, the details of which havebeen provided under the section “Committees of Board”. The Financial statements of the Company areunqualified.
The Company has not adopted the following non-mandatory requirements.
a. The Chairman of the Board is the Managing Director who is an Executive Director.b. As the financial performance of the Company is well publicized by publishing its quarterly/half-yearly
results in the Newspapers, individual communication of half yearly results is not being sent to theshareholders.
c. During the year under report the Company has not passed any resolution requiring approval of theshareholders by postal ballot, as none of the items recommended in the annexure to Clause 49 falls there-under.
d. No specific tenure has been specified for the independent Directors.
As regards the other non-mandatory requirements, the Board has taken cognizance of the same and shallconsider adopting the same as and when necessary.
6. Transfer of unclaimed amounts to Investor Education and Protection Fund :
As per the provisions of Section 205A read with Section 205C of the Companies Act, 1956, the Company isrequired to transfer unpaid dividends, matured deposits, redeemed debentures and interest accrued thereonremaining unclaimed and unpaid for a period of 7 years from the due date to the Investor Education andProtection Fund set up by the Central Government. The Company has been complying with the provisions ofthe Companies Act, 1956 in this regard. It may be noted that no claims will lie against the Company nor theIEPF in respect of the said unclaimed amounts transferred to the Fund.
During the year under review the Company has credited a sum of Rs.3,33,853.00 to the Investor Education andProtection Fund pursuant to Section 205C of the Companies Act, 1956 and the Investor Education and ProtectionFund (awareness and protection of investors) Rules, 2001.
7. Risk Management :
The Company has laid down procedure to inform Board Members about the risk assessment and minimizationprocedures. These procedures are periodically reviewed to ensure that executive management controls riskthrough means of a properly defined framework.
8. CEO/CFO Certificate :
Certification by Chief Executive Officer (CEO) and Chief Financial Officer (CFO) pursuant to Clause 49 (V) of theListing Agreement.
We, Brig. (Dr.) Kapil Mohan, Managing Director and P.D. Goswami, FinancialDirector hereby certify that :
(a) We have reviewed financial statements for the year ended on 31.3.2012 and that to the best of our knowledgeand belief:
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(i) these statements do not contain any materially untrue statement or omit any material fact or containstatements that might be misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliancewith existing accounting standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during theyear which are fraudulent, illegal or violative of the Company’s Code of Conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and thatwe have evaluated the effectiveness of internal control systems of the Company pertaining to financialreporting and we will disclose to the auditors and the Audit Committee that there are no deficiencies in thedesign or operation of such internal controls, of which we are aware and so the question of any stepstaken or propose to take to rectify these deficiencies does not arise.
(d) We have indicated to the auditors and the Audit Committee that there are no -
(i) significant changes in internal control over financial reporting during the year.
(ii) significant changes in accounting policies during the financial year ended March 31, 2012 and thatthe same have been disclosed in the notes to the financial statements; and
(iii) instances of significant fraud of which we have become aware and the involvement therein, if any, ofthe management or an employee having a significant role in the Company’s internal control systemover financial reporting.”
For MOHAN MEAKIN LIMITED,
Brig. (Dr) Kapil Mohan, VSM (Retd.) Ph.D. (P.D. Goswami)Managing Director Financial Director(Chief Executive Officer) (Chief Financial Officer)
9. Code of Business Conduct and Ethics for Directors and Senior Management :
The Board at its Meeting held on 29th October, 2005 has adopted the Code of Business Conduct and Ethics forDirectors and Senior Management (‘the Code”). This Code is a comprehensive Code applicable to all, Directors,Executive as well as Non Executive as well as members of Senior management. The Code has been circulatedto all the members of the Board and Senior Management and the compliance of the same has been affirmed bythem.
Declaration on Code of Conduct.
As required by Clause 49 of the Listing Agreement the Declaration for Code of conduct is given below:
To
The Members of Mohan Meakin Ltd.
I, Brig.(Dr.) Kapil Mohan, VSM (Retd.)Ph.D., Managing Director & Chief Executive Officer of the Companydeclare that all Board Members and Senior Management of the Company have affirmed compliance withthe Code of Conduct.
For Mohan Meakin Ltd.
Brig.(Dr.) Kapil Mohan, VSM(Retd.)Ph.D.,
Managing Director & Chief Executive Officer
10. Certificate of Practising Company Secretary on Corporate Governance :
As required by Clause 49 of the Listing Agreement, Certificate from the Practising Company Secretary isgiven as Annexure to the Directors’ Report.
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CERTIFICATE ON CORPORATE GOVERNANCE
To The Members
MOHAN MEAKIN LIMITED
We have examined the compliance of conditions of Corporate Governance by Mohan Meakin Limited (“the Company”)for the year ended on March 31,2012, as stipulated in Clause 49 of the Listing Agreements of the Company with theStock Exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examinationwas limited to a review of the procedures and implementation thereof, adopted by the Company for ensuring thecompliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on thefinancial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representationsmade by the Directors and the management, we certify that the Company has complied with the conditions ofCorporate Governance as stipulated in the above mentioned Listing Agreements.
We state that such compliance is neither an assurance as to future viability of the Company nor of the efficiencyor effectiveness with which the management has conducted the affairs of the Company.
For Tuli Pradeep & AssociatesCOMPANY SECRETARIES
Place : Solan Pradeep Kumar TuliDated : August 11, 2012 Proprietor
C.P. NO. 3914FCS-1850
ANNEXURE TO THE DIRECTORS’ REPORT TO THE SHAREHOLDERS:
MANAGEMENT DISCUSSION AND ANALYSIS:
In line with the Indian Practice, Mohan Meakin Limited (MML) has been reporting consolidated results taking into
account the results of its established branches and the results of sale of its products by the collaborators/bottlers
spread throughout the country, with whom the Company has Manufacturing, Usership and Technical Know-how
Agreements. This discussion, therefore, covers the financial results and other developments during the year ended
31st March, 2012 in respect of the Company as a whole. Some statements in this discussion describing the
projections, estimates, expectations or outlook may be forward looking. Actual results may, however, differ materially
from those stated on account of various factors such as changes in government regulations, tax regimes, economic
developments in different States in the country where your Company conducts its business and interest rates
fluctuations, impact of competition, demand and supply constraints etc.
1. Industry Structure and Developments:
Mohan Meakin Ltd., (formerly known as E. Dyer & Co., Dyer Meakin & Co. Ltd., Dyer Meakin Breweries Ltd.,
and Mohan Meakin Breweries Ltd.) was established as far back as 1855 for manufacture of Beer and IMF
Spirits.
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The Company has been pioneer in the liquor industry and made steady progress, and established Breweries
and Distilleries in the various parts of the Country and has created a respected name for itself by delivering an
array of highly successful products. At present the Company has following manufacturing centres, besides
other Breweries & Distilleries established under collaboration arrangements in various other places in India.
Solan Brewery (H.P.) Brewery for manufacture of Beer and Bottling Plant for bottling of IMFL.
Kasauli Distillery (H.P.) Distillery producing Malt Spirit.
Mohan Nagar (Ghaziabad) Brewery, Distillery, Malt Extract, Breakfast Foods, Glass Factory, Fruit
(U.P.) Products Factory, Engineering Works & Foundry.
Mohangram Bottling Plant for bottling of IMFL.
Bhankarpur (Punjab)
Lucknow (U.P.) Distillery - Production stopped for the time being.
The Company is manufacturing Beer of all types and prestigious IMF brands and blended Malt Whiskies
including Rum, Gin, Vodka etc. In addition to the main products of Beer and IMFS, the Company is manufacturing
Juices and Canned products and Corn Flakes, Wheat Porridge, Malt Extract, Glass Bottles, Mineral Water,
Vinegars and Castings etc. The Company’s products are quite famous in the market and are well received by
the customers being quality products.
The Company’s Products like Old Monk Rum, Old Monk Gold Reserve Rum, Old Monk Rum Supreme, Solan
No.1 Whisky, Golden Eagle Beer, Old Monk 10000 Super Beer, Golden Eagle Deluxe Premium Beer and
Meakin 10000 Super Strong Beer are exported to 19 countries i.e. U.A.E., U.S.A., Singapore, Qutar, Germany,
Australia, Estonia, Malyasia, Switzerland, Japan, Italy, New Zealand, Canada, Nigeria, Rusia, Baharin (through
UAE), Oman (through UAE), Hongkong and Korea. There is a growth of 13% (in quantity) in export during
2011-12.Old Monk Rum produced by the Company as per certain World publication is rated as the largest
selling brand of Rum. The Company’s revenue streams are from 3 areas of activities i.e. –
a) Manufacture and Sale of alcoholic products,
b) Manufacture and Sale of non-alcoholic products, and
c) Royalty and Technical Know-how.
Net sales and other income of the Company has increased during the year under review and the complete
details of the licensed capacity and actual production and sales appear in the Annual Report.
The recent trend with the State Governments is to restrict the competitors from other States to enter their
States by formulating their own Excise Policies suitable and favourable to the manufacturers within the State.
There is no rationale behind such policies which are changed every year to control the production, sale and
distribution of Beer and IMFL in certain States having devised the system of buying these products through
their own Companies/Undertakings specially established for this purpose.
Thus the trend of various State Governments shows that they do not allow free flow of Beer and Whisky
manufactured outside the States by putting restrictions and imposing exorbitant import fee as a result the
liquor industry established outside the State cannot compete with the importing State. Moreover, due to
22
unabated rise in oil prices, the lorry freight has gone up tremendously with the result that sending the goods
from one corner of the country to the other has become a costly affair and is un-remunerative and economically
unviable. Therefore to overcome these obstacles most of the leaders in the liquor Industry have opted for
collaboration, technical know-how and bottling arrangements in various other States and our Company is one
of them.
2. Opportunities and Threats:
We operate in a highly competitive and rapidly changing market.
Due to stiff competition and restricted excise and sales-tax policies of State Governments, the business of
Beer and IMFS has almost become a localized affair. However, the Company has been successful in making
technical collaboration arrangements at various places in the country looking to the sales potential of Beer
and IMFS. In this way to some extent the Company has been able to overcome the restrictions imposed by
the State Governments and has been able to earn income by way of royalty.
However, with the steady growth in demand and several initiatives being taken to improve efficiency in operations,
the Company is confident to increase its capacity utilization and market share.
The only threat the liquor industry has been facing is the continuous illicit liquor trade throughout the country
whereby not only the industry is suffering but also the State Governments are losing heavily on account of
excise duty, sales tax etc. In the rural and semi-urban areas the illicit liquor is making its presence almost
every-where and there is no foolproof system to check this illicit trade.
3. Segment-wise/product-wise performance:
The Company’s business activities broadly fall in two segments i.e. alcoholic products (includes beers,
whiskies, brandies, gins and rums etc.) and non-alcoholic products (includes juice, vinegar, mineral water,
breakfast foods and extracts etc.). For details regarding segment assets and liabilities, revenue and expenses,
unallocated expenses and segment revenue, profit etc. segment-wise, please refer to the Notes on Accounts
for the year ending 31st March, 2012. Despite tough competition the product-wise performance is satisfactory.
The Company is taking all possible steps to achieve better product-wise performance. As far as the manufacture
and sale of Company’s main products (alcoholic) are concerned, they are governed by excise policies of the
State Government and the manufacturers cannot exceed the licensed/installed capacities.
4. Outlook, Risks and concerns:
This Section discusses the various aspects of enterprise-wide risk management. Risks can occur in a number
of areas, including products, transactions, operations, pricing, trade/credit policies, interest rates, taxes and
duties, demand variations, market liquidities positions etc. Higher inflation and interest rates prevail and
inflations continues to be cause for concern. Intense competition in the market and competition from the un-
organised sector which produces inferior quality at cheap prices could reduce our share of business.
Management ensures that competition is monitored and continuous efforts are made to attract as well as
retail new and existing customers. The Company keeps an eye on all risk factors and all possible steps are
being taken to maintain and enhance the competitive edge.
23
Readers are cautioned that the risk related information outlined here is not exhaustive and is for information
purpose only. The discussion may contain statements, which may be forward-looking in nature. Our business
model is subject to uncertainties that could cause actual results to differ materially from those reflected in the
forward-looking statements. Readers are requested to exercise their own judgment in assessing the risks
associated with the Company.
Apart from normal risk as are applicable to an industrial undertaking, the Company does not foresee any
other areas of concern. The compliance of norms prescribed by the Pollution Control Board and other
Government Agencies are strictly complied with and adhered to. The Company’s operations have historically
shown significant resilience to the normal ups and downs of the economic and industry cycles, with demand
for most of its key products continuing to grow at healthy rate.
Your Company will meet the ever increasing challenges in the business through its quality products, easy
reach and quick response to customers. We also enjoy customer confidence in pricing and other decisions.
5. Internal control systems and their adequacy:
The Company has a proper, strong, independent and adequate system of As on 31st March, 2012 Company’s
Board comprised of 9 members. The Chairman & Managing Director is also the Chief Executive Officer of the
Company and two other members are Executive Directors, and out of the remaining internal control procedures
commensurate with its size and nature of business to ensure that all assets are safeguarded, and protected
against loss from unauthorized use or disposition, and that transactions are authorized, recorded and reported
correctly. An extensive programme of internal audits, reviews by management, and documented policies,
guidelines and procedures, supplements the internal control systems. The internal control systems are
designed to ensure that the financial and other records are reliable for preparing financial statements and
other data, and for maintaining accountability of assets.
The Company has strong and independent internal audit system covering on a continuous basis, the entire
gamut of operations and services spanning all locations, businesses and functions. The top management
and the Audit Committee of the Board review internal audit findings and recommendations. Six firms of
Chartered Accountants are appointed annually as Internal Auditors to carry out internal audit of all the Units
of the Company.
6. Discussion on financial performance with respect to operational Performance :
The details of the financial performance of the Company are appearing in the Balance Sheet, Profit & Loss
Account and other financial statements attached with these accounts. Also please refer to 10 years highlight
appearing just after Management Discussion and Analysis Report in the printed Balance Sheet. However,
analysis of the financial affairs are given below under summarised headings indicated therein net sales/other
income from operations, other operating income, increase/decrease in stock-in-trade and work in progress,
purchase of finished goods for sale, others, profit/loss from operations before interest, exceptional items and
tax etc.
24
Year ended Year ended
31.03.2012 31.03.2011
(Rs. in lacs) (Rs. in lacs)
Income
Revenue from Operation 47,950 41,402
Less: Excise Duty 9,080 9,190
Revenue from Operation (Net) 38,870 32,212
Other Income 790 489
Total Income 39,660 32,701
Expenses:
Cost of material consumed 10,347 10,379
Purchases of Stock in Trade 17,526 10,599
Change in inventories of finished goods,
WIP& Stock in Trade (475) (10)
Employees benefit Expenses 2,908 2,728
Finance cost 27 20
Depreciation expenses 454 432
Other expenses 8,167 8,273
Total expenses 38,954 32,421
Profit/(Loss) from operations before interest, 706 280
Exceptional items & Tax
Interest 936 826
Profit/(Loss) from ordinary activities before,
Exceptional items & tax (230) (546)
Exceptional items (Profit on sale of freehold
Land & (Loss) on demand of entry tax & Excise duty (863) 1,600
Profit/(Loss) from ordinary activities before tax (1,093) 1,054
Tax Expenses:
Provision for current tax 55 315
Minimum alternate tax (MAT) credit entitlement - (81)
Deferred tax charges/(benefits) (404) 53
Profit/(Loss) after tax but before earlier year
Tax adjustment (744) 767
Provision for taxation relating to earlier year - (65)
Net profit/(loss) from ordinary activities
After tax (744) 832
25
7. Human Resources/industrial relations:
Your Company’s constant endeavour has been to attract, retain and nurture human potential by developing
culture of family and human values. The purpose of human potential development is to enable Associates to
manage in a manner that brings in a sense of belonging and feeling of ownership. From the date Brig.(Dr.)
Kapil Mohan, VSM (Retd.)Ph.D., took over the command of the Company, the industrial relations have been
cordial throughout.
8. Forward-looking statement – cautionary statement:
This Section contains forward-looking statements that involve risk and uncertainties . Our actual results
could differ materially from those anticipated in these statements as a result of certain factors.
The following lists our outlook, risks and concerns:
s Our revenues and expenses are difficult to predict and can vary significantly from period to period which
could cause our profitability to decline. We may not be able to sustain our profit margins or levels of
profitability.
s Intense competition in the market could affect our cost advantages, which could reduce our share of
business and decrease our revenue.
s In the event the State Governments changed its tax policies in a manner that is adverse to us, our tax
expense may materially increase, reducing our productivity/profitability.
The statement in this management discussion and analysis report may be forward looking statement within
the meaning of applicable laws and regulations.
Forward-looking statements are based on certain assumptions and expectations of future events. The Company
cannot guarantee that these assumptions and expectations are accurate or will be realized by the Company.
Actual results could differ materially from those expressed or implied. Important factors that could make a
difference to the Company’s operations include demand, supply conditions, changes in the Governments’
excise policies, tax regimes and such other factors. The Company assumes no responsibility to publicly
amend, modify or revise any forward-looking statement on the basis of any subsequent developments, information
or events.
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TEN YEARS’ HIGHLIGHTS
(Rs.in lacs)________________________________________________________________________________________________________________________________
YEAR 2003 2004 2005 2006 2007 2008 2009 2010 2011 **2012________________________________________________________________________________________________________________________________
Funds Employed 7733 8043 8318 9598 9959 10168 11087 12027 12606 12470
Represented by:
Net Fixed Assets andInvestments 2233 2205 2279 3562 3562 3583 3654 3325 3093 3564
Net Current Assets 5500 5838 6039 6036 6397 6585 7433 8702 9513 8906
Turnover 34343 35661 36062 36153 41705 40042 42307 38489 40840 47394
Profit/(Loss) before tax 501 538 401 102 160 152 63 (452) 1054 (1093)
Tax for the year 197 215 175 5 8 85 19 - 315 55
Minimum Alternate Tax (MAT)credit entitlement - - - (5) (8) - - - (81) -
Deferred tax (17) (14) (29) 31 51 (15) (40) (117) 53 (404)
Fringe benefit tax - - - 41 36 44 45 - - -
Profit for the year after tax 321 337 255 30 73 38 39 (335) 767 (744)
Adjustment & Balanceof Profit & Loss A/c* 1441 1756 2127 2363 2401 2447 2447 2509 2240 3007
Available for distribution toShareholders 1762 2093 2381 2393 2474 2485 2486 2174 3007 2263
Profit retained in business 1714 2045 2333 2364 2439 2450 2486 2174 3007 2263
Dividend 43 43 43 26 30 30 - - - -
Tax on proposed dividend 5 5 5 3 5 5 - - - -
Salaries, Wages & Bonus 3050 3052 3010 2875 2925 3238 3100 2844 2727 2908
Number of Shareholders asat close of financial year 6528 6512 6486 6861 6803 6681 6625 6584 6562 6558
________________________________________________________________________________________________________________________________
*These figures include previous year’ tax adjustments and balance of Profit and Loss Account.
** Figure from current period have been regrouped/rearranged/reclasified as per old schedule VI to theCompanies Act, 1956 in order to make them comparable with the previous periods figures.
27
SOURCES AND USES OF FUNDS
(Rs. in lacs)
2008 2009 2010 2011 2012
SOURCES OF FUNDS :
Internal Sources
Reserve & SurplusGeneral & Other Reserves 3214 3249 2938 3770 3027
Provision :Depreciation 4612 5028 5358 5688 5980
Taxation less advancepayments 24 - - - -
Provision for fringe benefit tax 7 4 - 1 1
Provision for gratuity 332 392 236 48 39
Proposed dividend 30 - - - -
Corporate dividend tax 5 - - - -
Leave encashment on retirement 144 126 139 142 142
External Sources
Paid-up Capital 425 425 425 425 425
Borrowings 6503 7412 8664 8411 9018
Trade Dues & Other CurrentLiabilities 7510 7224 6808 7423 8765
Deferred tax liabilities (net) 26 (14) (131) (78) (482)
22832 23846 24437 25830 26915
USES OF FUNDS :
Fixed Assets (Gross)
Land, Buildings, Plant & Machinery, etc 8161 8640 8641 8740 9503
Investments 34 41 41 41 41
Current Assets :
Stores & Spares, Loose Toolsand Stock-in-Trade 5110 5167 5067 5004 5513
Sundry Debtors 5773 6106 6948 7388 7477
Cash & Bank Balances 1131 673 517 616 642
Loans & Advances 2623 3016 3223 4041 3739
Miscellaneous Expenditure - 203 - - -
22832 23846 24437 25830 26915
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AUDITORS’ REPORT
TO THE MEMBERS OFMOHAN MEAKIN LIMITED
1. We have audited the attached Balance Sheet ofMOHAN MEAKIN LIMITED (“the Company”) as atMarch 31, 2012, the Statement of Profit and Loss forthe year ended on that date, annexed thereto, in bothof which are incorporated the Returns from theLucknow Distillery Branch audited by other auditorsand the Cash Flow Statement for the year ended onthat date. These financial statements are theresponsibility of the Company’s Management. Ourresponsibility is to express an opinion on thesefinancial statements based on our audit.
2. We conducted our audit in accordance with theauditing standards generally accepted in India. ThoseStandards require that we plan and perform the auditto obtain reasonable assurance about whether thefinancial statements are free of materialmisstatements. An audit includes examining, on atest basis, evidence supporting the amounts and thedisclosures in the financial statements. An audit alsoincludes assessing the accounting principles usedand the signif icant estimates made by theManagement, as well as evaluating the overallfinancial statement presentation. We believe that ouraudit provides a reasonable basis for our opinion.
3. We did not audit the financial statements of theLucknow Distillery Branch of the Company, whosefinancial statements reflect total assets of Rs. 537.43lacs as at March 31, 2012 and total revenues ofRs.40.89 lacs for the year ended on that date. Thesefinancial statements have been audited by otherauditors.
4. As required by the Companies (Auditor’s Report)Order, 2003 (CARO) issued by the CentralGovernment in terms of Section 227(4A) of theCompanies Act, 1956, we give in the Annexure astatement on the matters specified in paragraphs 4and 5 of the said Order.
5. Further to our comments in the Annexure referred toin paragraph 4 above, we report that:
(i) we have obtained all the information andexplanations, which to the best of our knowledgeand belief were necessary for the purposes of ouraudit;
(ii) in our opinion, proper books of account as requiredby law have been kept by the Company so far as itappears from our examination of those books and
proper returns adequate for the purposes of our audithave been received from the Lucknow DistilleryBranch audited by other auditors;
(iii) the reports on the accounts of the Lucknow DistilleryBranch audited by other auditors have beenforwarded to us and have been dealt with by us inpreparing this report;
(iv) the Balance Sheet, the Statement of Profit and Lossand the Cash Flow Statement dealt with by this reportare in agreement with the books of account and theaudited Branch Returns;
(v) in our opinion, the Balance Sheet, the Statement ofProfit and Loss and the Cash Flow Statement dealtwith by this report are in compliance with theAccounting Standards referred to in Section 211(3C)of the Companies Act, 1956;
(vi) in our opinion and to the best of our information andaccording to the explanations given to us, the saidaccounts give the information required by theCompanies Act, 1956 in the manner so required andgive a true and fair view in conformity with theaccounting principles generally accepted in India:
(a) in the case of the Balance Sheet, of the state ofaffairs of the Company as at March 31, 2012;
(b) in the case of the Statement of Profit and Loss, ofthe loss of the Company for the year ended on thatdate; and
(c) in the case of the Cash Flow Statement, of the cashflows of the Company for the year ended on that date.
6. On the basis of the written representations receivedfrom the Directors as on March 31, 2012 and takenon record by the Board of Directors, we report thatnone of the Directors is disqualified as on March 31,2012 from being appointed as a director in terms ofSection 274(1)(g) of the Companies Act, 1956.
For A. F. FERGUSON & CO.Chartered Accountants
(Registration No. 112066W)
Jaideep Bhargava Partner
Membership No. : 090295Place : New DelhiDate : May 30, 2012
29
ANNEXURE TO THE AUDITORS' REPORT(Referred to in paragraph 4 of our report of even date)
Having regard to the nature of the Company’s business/activities and results for the year, clauses 4 (xiii) and(xiv) of the Companies (Auditor’s Report) Order, 2003 are not applicable.
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars, including quantitative details andsituation of the fixed assets.
(b) The fixed assets were physically verified during the year by the Management in accordance with a regularprogramme of verification which, in our opinion, provides for physical verification of all the fixed assets atreasonable intervals. The discrepancies noticed on such verification were not material and have beenproperly dealt with in the books of account.
(c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of thefixed assets of the Company and such disposal has, in our opinion, not affected the going concern statusof the Company.
(ii) In respect of its inventory:
(a) During the year, the inventories have been physically verified by the management. In our opinion, thefrequency of the verification is reasonable.
(b) In our opinion and according to the information and explanations given to us, the procedures of physicalverification of inventories followed by the management are reasonable and adequate in relation to the sizeof the Company and the nature of its business.
(c) On the basis of our examination of the records of inventories, we are of the opinion that, the Company hasmaintained proper records of inventories. The discrepancies noticed on physical verification of inventoriesas compared to book records were not material and have been properly dealt with in the books of account.
(iii) (a) According to the information and explanations given to us, the Company has,during the year, not grantedany loan, secured or unsecured to companies, firms and other parties covered in the register maintainedunder Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4 (iii) (b),(c) and (d) of CARO arenot applicable.
(b) According to the information and explanations given to us, the Company has, not taken any loan, securedor unsecured from companies, firms and other parties covered in the register maintained under Section301 of the Companies Act, 1956, other than unsecured loans aggregating Rs.115.35 lacs taken fromdirectors covered in the register maintained under Section 301 of the Companies Act, 1956. The maximumamount due during the year was Rs.115.35 lacs and the year-end balance of loans taken was Rs.115.35lacs.
(c) In our opinion, the rate of interest and other terms and conditions of unsecured loans taken by the Companyare, prima facie, not prejudicial to the interest of the Company.
(d) According to the information and explanations given to us, the Company is regular in payment of theprincipal amount and interest thereon.
(iv) In our opinion and according to the information and explanations given to us, having regard to the explanationsthat some of the items purchased are of special nature and suitable alternative sources are not readily availablefor obtaining comparable quotations, there is an adequate internal control system commensurate with the sizeof the Company and the nature of its business with regard to purchases of inventory and fixed assets and thesale of goods and services. During the course of our audit, we have not observed any major weakness in suchinternal control system.
(v) In respect of contracts or arrangements entered in the Register maintained in pursuance of Section 301 of theCompanies Act, 1956, to the best of our knowledge and belief and according to the information and explanationsgiven to us:
(a) The particulars of contracts or arrangements referred to Section 301 that needed to be entered in theRegister maintained under the said Section have been so entered.
(b) Where each of such transaction is in excess of Rs.5 lakhs in respect of any party, the transactions havebeen made at prices which are prima facie reasonable having regard to the prevailing market prices at therelevant time except in the case of items stated to be of specialized nature for which as informed there areno alternate sources of supply to enable a comparison of the prices paid/ charged.
30
(vi) In our opinion and according to the information and explanations given to us, the Company has complied withthe provisions of section 58A, section 58AA or any other relevant provisions of the Companies Act, 1956 andthe Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public.As per information and explanations given to us, no order under the aforesaid sections has been passed bythe Company Law Board or Reserve Bank of India or any Court or any other Tribunal on the Company.
(vii) In our opinion, the internal audit function carried out during the year by firms of Chartered Accountants appointedby the Management have been commensurate with the size of the Company and the nature of its business.
(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (CostAccounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1)(d) of theCompanies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained.We have, however, not made a detailed examination of the cost records with a view to determine whether theyare accurate or complete.
(ix) (a) According to the information and explanations given to us and records of the Company examined by us,the Company has generally been regular in depositing undisputed statutory dues including provident fund,investor education and protection fund, employees’ state insurance, wealth tax, income-tax, sales tax,service tax, customs duty, excise duty, cess and other applicable material statutory dues. We are informedthat there are no undisputed statutory dues as at the year end outstanding for a period of more than sixmonths from the date they became payable.
(b) According to the information and explanations given to us and the records of the Company examined byus, there are no disputed dues of wealth tax and cess.According to the information and explanations givento us and the records of the Company examined by us, the details of disputed dues not deposited/deposited under protest of sales/ trade tax, customs duty, service tax, excise duty and income tax duesare as follows:
Name of Nature of the Forum where dispute is Amount* Amount paid Period to which thethe Statute dues pending (Rs. lacs) under protest amount relates
(Rs.lacs)
Sales tax Sales tax Appellate authority up to 1,015.58 1.10 1975-76, 1977 to 1979,laws Commissioner's level 1987 to 1989, 1999-2000,
2007-2008, 2008-2009
Sales tax Appellate Tribunal 14.76 - 1991 to 1993,1994 to 1996,1997 to 1999
High Court 11.52 - 1984 to 1986, 2009-2010
Trade tax Appellate authority up to 15.69 - 2005 to 2008Commissioner's level
Appellate Tribunal 0.17 - 1994 to 1996High Court 20.40 - 1984 to 1986, 1987to 1988,
1990 to 1993
State Excise Excise duty High Court 149.30 31.31 1978 to 1981,laws 1983 to 1986,
1988 to 2002
Central Excise Excise duty CESTAT 26.53 13.27 2005 to 2007laws
Service tax Service tax Appellate authority up to 100.92 - 2004 to 2008laws Commissioner's level
Custom laws Custom duty CESTAT 66.56 - 1994 to 2004
Income tax Income tax Income tax Appellate 423.95 423.95 2002 to 2006laws Tribunal
Commissioner 8.09 8.09 1990-91, 1991-92, 1993-94(Appeals) 1994-95, 1995-96, 1996-97
* Amount as per demand orders including interest and penalty wherever quantified in the order.
31
The following matters, which have been excluded from the table above, have been decided in favour of the Companybut the concerned authorities have preferred appeals at higher levels:
Name of Nature of the Forum where dispute is pending Amount* Period to which thethe Statute dues (Rs. lacs) amount relates
Sales tax laws Sales tax Sales tax appellate Tribunal 358.08 1987 to 1989, 1990 to 1993
State Excise Excise duty Supreme Court 36.67 1997 to 1999laws
Central Excise Excise duty Supreme Court 39.06 2003-2004laws
(x) The Company does not have accumulated losses at the end of the financial year March 31, 2012. Further, theCompany has incurred cash losses only during the current financial year ended March 31, 2012 but has notincurred any cash losses in the immediately preceding financial year ended March 31, 2011.
(xi) According to the records of the Company examined by us and on the basis of information and explanationsgiven to us, the Company has not defaulted in repayment of dues to banks and financial institutions during theyear. The Company has not issued any debentures during the year.
(xii) In our opinion and according to the information and explanations given to us, the Company has not grantedany loans and advances during the year on the basis of security by way of pledge of shares, debentures andother securities.
(xiii) According to the information and explanations given to us, the Company has not given any guarantees duringthe year for loans taken by others from banks or financial institutions.
(xiv) In our opinion and according to the information and explanations given to us, the term loans have been appliedfor the purposes for which they were obtained.
(xv) According to the information and explanations given to us and on an overall examination of the balance sheetof the Company, we report that short term funds have not been used to finance long term investments.
(xvi) The Company has not made any preferential allotment of shares during the year, paragraph 4 (xviii) of CAROis not applicable.
(xvii) As the Company has not issued any debentures during the year, paragraph 4 (xix) of CARO is not applicable.
(xviii) Since, the Company has not raised any money by way of public issue during the year, paragraph 4 (xx) ofCARO is not applicable.
(xix) To the best of our knowledge and according to the information and explanations given to us, no fraud by theCompany and no fraud on the Company has been noticed or reported during the year.
Place : New Delhi,Date : May 30, 2012 For A. F. FERGUSON & CO.
Chartered Accountants(Registration No. 112066 W)
Jaideep BhargavaPartner
Membership No. : 090295
32
BALANCE SHEET AS AT MARCH 31, 2012
Note No. As at As atMarch 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
EQUITY AND LIABILITIESShareholders’ fundsShare capital 2 425.42 425.42Reserves and surplus 3 3026.74 3770.37
3452.16 4195.79Non-current liabilitiesLong-term borrowings 4 702.03 323.96Other long-term liabilities 5 397.53 372.49Long-term provisions 6 123.81 126.38
1223.37 822.83Current liabilitiesShort-term borrowings 7 5846.25 5616.34Trade payables 8 6253.07 5927.43Other current liabilities 9 4623.67 3641.12Short-term provisions 6 18.34 16.21
16741.33 15201.10
Total 21416.86 20219.72ASSETSNon-current assetsFixed assets - Tangible assets 10 2350.08 2454.43 - Capital work in progress 1172.75 597.51
3522.83 3051.94Non - current investments 11 41.08 41.09Deferred tax assets (net) 12 482.00 77.87Long - term loans and advances 13 1409.99 1112.66
5455.90 4283.56Current assetsInventories 14 5512.61 5004.38Trade receivables 15 8757.24 9143.52Cash and cash equivalents 16 641.59 615.54Short - term loans and advances 17 1033.60 1152.94Other current assets 18 15.92 19.78
15960.96 15936.16
Total 21416.86 20219.72
Summary of significant accounting policies 1The accompanying notes are an integral part of the financial statementsIn terms of our report attached BRIG. (Dr.) KAPIL MOHAN, VSM (Retd.) Ph.D. Managing DirectorFor A. F. FERGUSON & CO. HEMANT MOHAN Dy. Managing DirectorChartered Accountants P.D. GOSWAMI Financial Director
VINAY MOHAN DirectorH.N. HANDA SWARAJ SURI Director
Jaideep Bhargava Secretary J.K. JAIN DirectorPartner YASH KUMAR SEHGAL Director
M. NANDAGOPAL DirectorNEW DELHI,Date : 30.05.2012
33
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2012
Note No. Year ended Year endedMarch 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacsIncomeRevenue from operations 20 47,950.80 41,401.99Less: Excise duty 9,080.35 9,190.23Revenue from operations (net) 38,870.45 32,211.76Other income 21 789.82 489.04Total revenue 39,660.27 32,700.80
ExpensesCost of materials consumed 22 10,347.36 10,378.85Purchase of stock in trade 23 17,525.80 10,599.40Changes in inventories of finished goods,work in progress and stock in trade 24 (474.69) (10.57)Employee benefits expense 25 2,907.90 2,727.45Finance costs 26 962.62 846.24Depreciation expense 27 454.41 431.69Other expenses 28 8,166.69 8,273.43Total expenses 39,890.09 33,246.49
Profit /(loss) before exceptional items and tax (229.82) (545.69)
Exceptional items 29 (862.94) 1,600.00
Profit / (loss) before tax (1,092.76) 1,054.31
Tax expense :Provision for current tax 55.00 314.85Minimum alternate tax (MAT) credit entitlement - (80.90)Deferred tax charge/(benefits) (404.13) 53.50Provision for taxation relating to earlier years - (65.34)
Profit / (loss) for the year (743.63) 832.20
Earnings/(losses) per equity share- Basic/Diluted (Rs.)1 (8.74) 9.781 Refer note 34
Summary of significant accounting policies 1
The accompanying notes are an integral part of the financial statements
In terms of our report attached BRIG. (Dr.) KAPIL MOHAN, VSM (Retd.) Ph.D. Managing DirectorFor A. F. FERGUSON & CO. HEMANT MOHAN Dy. Managing DirectorChartered Accountants P.D. GOSWAMI Financial Director
VINAY MOHAN DirectorH.N. HANDA SWARAJ SURI Director
Jaideep Bhargava Secretary J.K. JAIN DirectorPartner YASH KUMAR SEHGAL Director
M. NANDAGOPAL DirectorNEW DELHI,Date : 30.05.2012
34
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2012
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
A. Cash flows from operating activities
Net profit / (loss) before tax and exceptional items (229.82) (545.69)Adjustments for :Depreciation expense 454.41 431.70Fixed assets written off 5.09 27.22Finance costs 962.62 846.24Voluntary retirement scheme expenses 9.09 37.78Dividend income on long term investment (0.91) (0.94)Interest income (29.54) (70.82)Rent from long term investments in immovable properties (1.37) (1.34)Profit on sale of fixed assets (205.43) (166.13)Loss on sale of fixed assets - 0.12
Operating profit before working capital changes 964.14 558.14Adjustments for :
Trade and other receivables 501.13 (1174.57)Inventories (508.23) 62.53Trade and other payables 529.94 439.32
Cash generated from operations 1,486.98 (114.58)Taxes paid (208.51) (250.08)Voluntary retirement scheme expenses (9.09) (37.78)
Net cash flows from operating activities (A) 1,269.38 (402.44)
B. Cash flows from investing activitiesPurchase of fixed assets (1068.21) (247.44)Sale of fixed assets 210.86 1786.35Dividend income on long term investment 0.91 0.94Interest income 33.40 65.87Rent from long term investments in immovable properties 1.37 1.34
Net cash flows from investing activities (B) (821.67) 1607.06
C. Cash flows from financing activitiesProceeds/repayment from/to short-term borrowings 250.46 (121.40)Proceeds from long-term borrowings 585.93 473.70Repayment of long-term borrowings (358.09) (670.01)Finance costs (896.75) (785.53)Dividend paid (3.21) (3.03)
Net cash flows from financing activities (C) (421.66) (1106.27)
35
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
Net Increase in cash and cash equivalents (A) + (B) + (C) 26.05 98.35
Cash and cash equivalents as at opening 615.54 517.19
Cash and cash equivalents as at closing 641.59 615.54
Components of cash and cash equivalentsCash on hand 3.44 17.63Cheques in hand 7.98 14.33Balance with bank
- in current account 249.31 329.12- in deposits accounts 370.90 241.27- unpaid dividend account1 9.37 12.60- others 0.59 0.59
Total cash and cash equivalents (note 16) 641.59 615.54
1The Company can utliilise these balances only towards settlement of related liabilities
Summary of significant accounting policies 1
In terms of our report attached BRIG. (Dr.) KAPIL MOHAN, VSM (Retd.) Ph.D. Managing DirectorFor A. F. FERGUSON & CO. HEMANT MOHAN Dy. Managing DirectorChartered Accountants P.D. GOSWAMI Financial Director
VINAY MOHAN DirectorH.N. HANDA SWARAJ SURI Director
Jaideep Bhargava Secretary J.K. JAIN DirectorPartner YASH KUMAR SEHGAL Director
M. NANDAGOPAL DirectorNEW DELHI,Date : 30.05.2012
36
Notes to the financial statements
1. Significant Accounting Policies
1.1 Basis of accounting and preparation of financial statements
The financial statements of the Company have been prepared in accordance with the Generally AcceptedAccounting Principles in India (Indian GAAP) to comply with the Accounting Standards notified under theCompanies (Accounting Standards) Rules, 2006 (as amended) and the relevant provisions of the CompaniesAct, 1956. The financial statements have been prepared on accrual basis under the historical cost convention.The accounting policies adopted in the preparation of the financial statements are consistent with thosefollowed in the previous year.
1.2 Use of estimates
The preparation of the financial statements in conformity with IndianGAAP requires the Management to makeestimates and assumptions considered in the reported amounts of assets and liabilities (including contingentliabilities) and the reported income and expenses during the year. The Management believes that the estimatesused in preparation of the financial statements are prudent and reasonable. Future results could differ due tothese estimates and the differences between the actual results and the estimates are recognised in theperiods in which the results are known / materialise.
1.3 Inventories
Inventories are valued at the lower of cost weighted average basis and the net realisable value after providingfor obsolescence and other losses, where considered necessary. Cost includes all charges in bringing thegoods to the point of sale, including octroi and other levies, transit insurance and receiving charges. Work-in-progress and finished goods include appropriate proportion of overheads and, where applicable, excise duty.
1.4 State excise duty
The state excise duty payable on finished goods is accounted for on the clearance of goods from the factorypremises or bonded warehouses. The amount of state excise duty payable on finished goods not clearedfrom the factory premises and bonded warehouses as at the year end is not determinable as it varies accordingto the places to which the goods will be despatched. However, non-provision of this liability does not affect theprofit for the year.
1.5 Depreciation
Depreciation has been provided on a pro-rata basis from the day the assets are put to use at written downvalue except for additions from April 1, 1983 of plant and equipment and electrical installation at one of the unitwhich are depreciated on the straight line method as per the rates prescribed in Schedule XIV to the CompaniesAct, 1956. The assets costing upto Rs. 5,000 each are fully depreciated in the year of capitalisation. Noamortisation is made in respect of leasehold land being a long-term lease.
1.6 Revenue recognition
a) Sale of goods
Sales are recognised, net of returns and trade discounts, on transfer of significant risks and rewards ofownership to the buyer, which generally coincides with the delivery of goods to customers. Sales includeexcise duty but exclude sales tax and value added tax.
b) Rents and royalties are recognised on accrual basis in accordance with the terms of agreements.
37
Notes to the financial statements
c) Export benefits are accounted for in the year of exports based on eligibility and when there is no uncertaintyin receiving the same.
d) Dividends are accounted for as and when the Company’s right to receive payment is established.
1.7 Tangible fixed assets
Fixed assets are carried at cost less accumulated depreciation and impairment losses, if any. The cost offixed assets includes interest on borrowings attributable to acquisition of qualifying fixed assets up to the datethe asset is ready for its intended use and other incidental expenses incurred up to that date. Machineryspares which can be used only in connection with an item of fixed asset and whose use is expected to beirregular are capitalised and depreciated over the useful life of the principal item of the relevant assets.Subsequent expenditure relating to fixed assets is capitalised only if such expenditure results in an increasein the future benefits from such asset beyond its previously assessed standard of performance.
Fixed assets acquired and put to use for project purpose are capitalised and depreciation thereon is includedin the project cost till commissioning of the project.
Capital work-in-progress:Projects under which assets are not ready for their intended use and other capitalwork-in-progress are carried at cost, comprising direct cost, related incidental expenses and attributableinterest.
1.8 Foreign currency transactions and translations
Initial recognition
Transactions in foreign currencies entered into by the Company are accounted at the exchange rates prevailingon the date of the transaction.
Measurement of foreign currency monetary items at the Balance Sheet date
Foreign currency monetary items (other than derivative contracts) of the Company outstanding at the BalanceSheet date are restated at the year-end rates.
Treatment of exchange differences
Exchange differences arising on settlement / restatement of short-term foreign currency monetary assets andliabilities of the Company are recognised as income or expense in the Statement of Profit and Loss.
Accounting of forward contracts
Premium / discount on forward exchange contracts, which are not intended for trading or speculation purposes,are amortised over the period of the contracts if such contracts relate to monetary items as at the BalanceSheet date.
1.9 Investments
Long-term investments (excluding investment properties), are carried individually at cost less provision fordiminution, other than temporary, in the value of such investments. Current investments are carried individually,at the lower of cost and fair value. Cost of investments include acquisition charges such as brokerage, feesand duties. Investment properties are carried individually at cost less accumulated depreciation and impairment,if any. Investment properties are capitalised and depreciated (where applicable) in accordance with the policystated for Tangible Fixed Assets. Impairment of investment property is determined in accordance with thepolicy stated for Impairment of Assets.
38
Notes to the financial statements
1.10 Employee benefits
Defined contribution plans
The Company’s contribution to provident fund, employee state insurance corporation etc. are considered asdefined contribution plans and are charged as an expense as it falls due based on the amount of contributionrequired to be made.
Defined benefit plans For defined benefit plans in the form of gratuity fund, the cost of providing benefits is determined using the
Projected Unit Credit method, with actuarial valuations being carried out at each Balance Sheet date. Actuarialgains and losses are recognised in the Statement of Profit and Loss in the period in which they occur. Pastservice cost is recognised immediately to the extent that the benefits are already vested and otherwise isamortised on a straight-line basis over the average period until the benefits become vested. The retirementbenefit obligation recognised in the Balance Sheet represents the present value of the defined benefit obligationas adjusted for unrecognised past service cost, as reduced by the fair value of scheme assets. Any assetresulting from this calculation is limited to past service cost, plus the present value of available refunds andreductions in future contributions to the schemes.
Short-term employee benefits
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the servicesrendered by employees are recognised during the year when the employees render the service.
Long-term employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period inwhich the employee renders the related service are recognised as a liability at the present value of the definedbenefit obligation as at the Balance Sheet date.
1.11 Borrowing costs
Borrowing costs include interest and amortisation of ancillary costs incurred. Costs in connection with theborrowing of funds to the extent not directly related to the acquisition of qualifying assets are charged to theStatement of Profit and Loss over the tenure of the loan. Borrowing costs, allocated to and utilised for qualifyingassets, pertaining to the period from commencement of activities relating to construction / development of thequalifying asset upto the date of capitalisation of such asset is added to the cost of the assets. Capitalisationof borrowing costs is suspended and charged to the Statement of Profit and Loss during extended periodswhen active development activity on the qualifying assets is interrupted.
1.12 Earnings per share
Basic earnings per share is computed by dividing the profit / (loss) after tax by the weighted average number ofequity shares outstanding during the year. Diluted earnings per share is computed by dividing the profit / (loss)after tax as adjusted for dividend, interest and other charges to expense or income relating to the dilutivepotential equity shares, by the weighted average number of equity shares considered for deriving basic earningsper share and the weighted average number of equity shares which could have been issued on the conversionof all dilutive potential equity shares.
1.13 Taxes on income
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance withthe provisions of the Income Tax Act, 1961.Minimum Alternate Tax (MAT) paid in accordance with the tax laws,
39
Notes to the financial statements
which gives future economic benefits in the form of adjustment to future income tax liability, is considered asan asset if there is convincing evidence that the Company will pay normal income tax. Accordingly, MAT isrecognised as an asset in the Balance Sheet when it is probable that future economic benefit associated withit will flow to the Company.Deferred tax is recognised on timing differences, being the differences between thetaxable income and the accounting income that originate in one period and are capable of reversal in one ormore subsequent periods. Deferred tax is measured using the tax rates and the tax laws enacted or substantiallyenacted as at the reporting date. Deferred tax liabilities are recognised for all timing differences.Deferred taxassets in respect of unabsorbed depreciation and carry forward of losses are recognised only if there is virtualcertainty that there will be sufficient future taxable income available to realise such assets.
1.14 Impairment of assets
The carrying values of assets / cash generating units at each Balance Sheet date are reviewed for impairment.If any indication of impairment exists, the recoverable amount of such assets is estimated and impairment isrecognised, if the carrying amount of these assets exceeds their recoverable amount. The recoverable amountis the greater of the net selling price and their value in use. Value in use is arrived at by discounting the futurecash flows to their present value based on an appropriate discount factor. When there is indication that animpairment loss recognised for an asset in earlier accounting periods no longer exists or may have decreased,such reversal of impairment loss is recognised in the Statement of Profit and Loss, except in case of revaluedassets.
1.15 Provisions and contingencies
A provision is recognised when the Company has a present obligation as a result of past events and it isprobable that an outflow of resources will be required to settle the obligation in respect of which a reliableestimate can be made. Provisions (excluding retirement benefits) are not discounted to their present value andare determined based on the best estimate required to settle the obligation at the Balance Sheet date. Theseare reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. Contingentliabilities are disclosed in the Notes.
40
Notes to the financial statements
2. Share capitalAs at As at
Particulars March 31, 2012 March 31, 2011Rs.in lacs Rs.in lacs
Authorised2,00,00,000 (previous year 2,00,00,000)Equity shares of Rs. 5 each 1,000.00 1,000.00
Issued, subscribed and fully paid up85,08,479 (previous year 85,08,479) Equity shares of Rs.5 each 425.42 425.42
Total 425.42 425.42
(i) Reconciliation of the number of shares : Nos. Nos.Number of outstanding shares at the beginning of the year 8,508,479 8,508,479Shares issued/ bought back during the year - -Number of outstanding shares as at the end of the year 8,508,479 8,508,479
(ii) The Company has only one class of equity shares having a par value of Rs. 5 per share. Each holder of equityshares is entitled to one vote per share.
(iii) Shares in the Company held by each shareholder holding more than 5% shares :
Name of shareholder As at As at March 31, 2012 March 31, 2011
No. of %age of No. of %age ofShares held holding Shares held holding
1. Trade Links Private Limited 2,049,923 24.09 2,049,923 24.09 2. Life Insurance Corporation of India 712,749 8.38 712,749 8.38 3. Vinay Mohan (including shares held as joint holder) 486,506 5.72 312,436 3.67
(iv) There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/disinvestment.
3. Reserves and surplus
As at As atParticulars March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacsShare premium accountsOpening balance 0.04 0.04Add / less : Movement during the year - -Closing balance 0.04 0.04
General reserveOpening balance 763.63 763.63Add / less : Movement during the year - -Closing balance 763.63 763.63
Surplus / (deficit) in the statement of profit and lossOpening balance 3,006.70 2,174.50Add : Profit / (loss) for the year (743.63) 832.20Closing balance 2,263.07 3,006.70
Total 3,026.74 3,770.37
41
Notes to the financial statements
4. Long-term borrowings Non-current portion Current maturities
Particulars As at As at As at As atMarch 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs Rs.in lacs Rs.in lacsSecuredTerm loans- From banks 691.44 306.79 192.64 344.01- From others1 (also refer S.No. 1b below) - - 429.27 429.27Finance lease obligations- From banks 6.01 17.17 11.45 13.09- From financial institutions 4.58 - 2.78 -
702.03 323.96 636.14 786.37Less : Amount disclosed under head “othercurrent liabilities” (refer note 9) - - 636.14 786.37
Total 702.03 323.96 - -
Details of terms of repayment for the long-term borrowings and security provided in respect of the securedlong term borrowings:-
S.No. Particulars Rate of Terms and conditions As at As atinterest March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs1. Term loansa) From banksi) Corporate loan for 13.5% to 14.5% Secured by a first charge on entire
working capital (previous year block assets and second charge on11.5% to 13.25%) entire current assets of the Company
(both present and future). Repayablein 20 equal quarterly installments. 64.80 97.20
ii) Loans for acquisition of 13.5% to 14.5% Secured by a first charge on entireplant and equipment (previous year block assets and second charge on
11.5% to 13.25%) entire current assets of the Company(both present and future). Repayablein 20 to 28 equal quarterly installments. 73.20 99.94
iii) Loans for acquisition of 13.5% to 14.5% Secured by first charge on fixed/blockplant and equipment (previous year assets of the Company (both present
11.5% to 13.25%) and future). Repayable in 20 to 40 equalquarterly installments. 650.08 195.89
v) Loan for Voluntary 13.5% to 14.5% Secured by first charge on fixed/blockretirement scheme (previous year assets of the Company (both present
11.5% to 13.25%) and future). Repayable in 20 equalquarterly installments. 96.00 257.77
Sub-total 884.08 650.80b) From Othersi) Deferred payment loan1 15% Installments payable to UPSIDC Limited
(previous year towards land at Salempur Industrial Area,15%) Hathras, (U.P). to be secured by first
charge on such land and buildings andmachines thereon. Repayable in 8 equalhalf yearly installments. 429.27 429.27
42
Notes to the financial statements
S.No. Particulars Rate of Terms and conditions As at As atinterest March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
2. Finance lease obligationsi) Loans for purchase of 10% to 12.75% Secured by hypothecation of specific
vehicles (previous year vehicles. Repayable in 36 to 60 equal10% to 11.75%) monthly installments. 24.82 30.26
Total 1,338.17 1,110.33
1 In respect of the leasehold land at Salempur Industrial Area, Hathras, Uttar Pradesh, purchased from the U.P. StateIndustrial Development Corporation Limited (UPSIDC) on installment payment basis, although the possession letterfor the entire piece of land of 830 acres had been issued by UPSIDC, in view of claims of Forest Department on 265acres of land costing Rs.286.38 lacs (including Rs.113.16 lacs lying under capital work in progress), the Companyhas not paid the installments due to UPSIDC, for which UPSIDC had served a notice to terminate the lease deedand forfeit the amount already paid. The Company had filed a writ petition in the High Court of Allahabad challengingthe said notice along with waiver of interest claimed by UPSIDC as the possession of some part of land has beenchallenged by Forest Department. The High Court vide its order dated September 4, 2009 has disposed off thepetition of the Company with a direction to UPSIDC to take a final decision on the objections raised by the Companyin accordance with the law.
In compliance with the order of the Honourable High Court, Allahabad, meetings have taken place with the RegionalManager, UPSIDC, who has still not yet disposed off the Company’s representation.
The objection filed by the Company and the suit filed by UPSIDC against the claim of Forest Department have finallybeen disposed off by the Van Bandovast Adhikhari on 22.1.2011 in favour of the Forest Department. Based on legaladvise, the Company is in the process of filing a fresh writ petition in Allahabad High Court seeking direction toUPSIDC to clearly demarcate the land of 565 acres with proper fencing and making available encumbrance freeresidual portion of 265 acres to the Company as per the aforesaid lease deed terms.
5. Other long-term liabilitiesAs at As at
Particulars March 31, 2012 March 31, 2011Rs.in lacs Rs.in lacs
Security deposits 397.53 372.49
Total 397.53 372.49
6. Provisions
Particulars Long-term Short-term
As at As at As at As atMarch 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs Rs.in lacs Rs.in lacs
Provision for employee benefits
- Compensated absences 123.81 126.38 17.81 15.68
Others - Fringe benefit tax (net of advances) - - 0.53 0.53
Total 123.81 126.38 18.34 16.21
43
Notes to the financial statements
7. Short-term borrowingsAs at As at
Particulars March 31, 2012 March 31, 2011Rs.in lacs Rs.in lacs
Secured
Loans repayable on demandFrom banks1
- Cash credit 551.97 751.63 - Working capital demand loan 4,160.00 3,760.00
Sub-total (A) 4,711.97 4,511.63
UnsecuredFixed deposits 2 1,134.28 1,104.71
Sub-total (B) 1,134.28 1,104.71
Total (A)+(B) 5,846.25 5,616.34
1 Cash credit and working capital demand loan are secured by way of hypothecation of inventory and book debts andcollaterally secured by way of second charge on entire block assets of the Company (both present and future). Thecash credit and working capital demand loans are repayable on demand and carry interest @ 12.25% to 13.5%(previous year 11% to 12.25%) per annum.
2 Fixed deposits include Rs.115.35 lacs (previous year Rs. 115.35 lacs) from Directors. Fixed deposit does notinclude any amount required to be credited to Investor Education and Protection Fund.
8. Trade payables
As at As atParticulars March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
- Acceptances 16.65 30.00 - Dues to micro and small enterprises 18.14 1.81 - Dues to other than micro and small enterprises 6,218.28 5,895.62
Total 6,253.07 5,927.43
Disclosure as per Micro, Medium and Small Enterprises Development Act, 2006 (MSMED)
a) Amount payable to supplier under MSMED(suppliers) as at the end of year- Principal 18.14 1.81- Interest due thereon - -
b) Payment made to suppliers beyond the appointed day during the year- Principal - -- Interest due thereon - -
44
Notes to the financial statements
c) Amount of interest due and payable for delay in payment (which hasbeen paid but beyond the appointed day during the year) but withoutadding interest under MSMED - -
d) Amount of interest accrued on remaining unpaid as at the end of year - -
e) Amount of Interest remaining due and payable to suppliers disallowableas deductible expenditure under the Income-tax Act, 1961 - -
9. Other current liabilities
As at As atParticulars March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
Current maturities of long term borrowings 636.14 786.37Gratuity liability 38.66 47.83
Interest accrued but not due on borrowings 36.79 35.26Interest accrued and due on borrowings 1 450.73 386.34Unpaid dividends 2 9.37 12.58
Unpaid matured deposits and interest accrued thereon 3 83.21 62.66Capital creditors 56.81 49.88
Other payables
- Statutory dues and other taxes payable 586.67 562.36- Interest payable on statutory dues 718.32 145.27- Advance from customers 346.04 332.50
- Advance towards sale of land 450.00 75.00- Amount held in trust: - for employees 99.77 124.24
- for others 208.89 153.87- Security deposits 902.27 866.96
Total 4,623.67 3641.12
1 Represents interest pertaining to Hathras land. Refer foot note1 in note 4.
2 Represents unclaimed dividend and does not include any amount required to be credited to Investor Education and Protection Fund.
3 Represents unclaimed matured deposits and does not include any amount required to be credited to Investor Education and Protection Fund.
45
Notes to the financial statements
10 Fixed assets
(Rs. in lacs.)
Gross carrying amount Depreciation Net carrying amount
Particulars As at Addi t ions Deduct ions As at As at For the On As at As at As at31.03.2011 31.03.2012 31.03.2011 year deductions 31.03.2012 31.03.2012 31.03.2011
Tangible assets
Freehold land 63.63 - 0.11 63.52 - - - - 63.52 63.63Buildings 695.16 - - 695.16 5,56.64 12.19 - 568.83 126.33 138.52Plant and equipment 6,217.65 326.40 57.77 6,486.28 4,609.00 410.75 54.04 4,965.71 1,520.57 1,608.65Furniture and fixtures 140.51 1.40 0.24 141.67 123.66 3.34 0.18 126.82 14.85 16.85Vehicles 332.65 6.65 115.04 224.26 289.89 10.76 108.48 192.17 32.09 42.76Office Equipment 102.14 8.58 - 110.72 94.36 5.64 - 100.00 10.72 7.78Livestock 0.06 - 0.06 - - - - - - 0.06Assets under leaseLeasehold land1 542.88 - - 542.88 - - - - 542.88 542.88Vehicles 47.75 17.54 - 65.29 14.45 11.72 - 26.17 39.12 33.30
Sub-total 8,142.43 360.57 173.22 8,329.78 5,688.00 454.40 162.70 5,979.70 2,350.08
Previous year 8,008.24 283.87 149.68 8,142.43 5,358.44 431.69 102.13 5,688.00 2,454.43
Capital work-in-progress 1,172.75 597.51
Total 3,522.83 3,051.94
1 Represents Hathras land. Refer foot note1 in note 4.
46
Notes to the financial statements
11. Non-current InvestmentsAs at As at
Particulars 31.03.2012 31.03.2011 Rs. in lacs Rs. in lacs
Long-term investments(at cost, unless otherwise stated)
Investments in equity shares
TradeQuoted- In associate companiesEquity shares of Re.1 each fully paid 0.46 0.46366,408 shares; (previous year 366,408 shares) of
National Cereals Products Limited
- OtherEquity shares of Rs.10 each fully paid18,738 shares; (previous year 18,738 shares) 1.69 1.69
of Artos Breweries Limited
Unquoted- In associate companiesEquity shares of Rs.10 each fully paid30,000 shares; (previous year 30,000 shares) 3.00 3.00
of Mohan Closures Limited
- OthersEquity shares of Rs.10 each fully paid89,000 shares; (previous year 89,000 shares) 8.90 8.90
of Mohan Rocky Springwater Breweries Limited76,000 shares; (previous year 76,000 shares) 7.60 7.60
of Mohan Goldwater Breweries Limited29,50,400 shares; (previous year 29,50,400 shares) # #
of Macdonald Mohan Distillers Limited,a company under liquidation (at book value)
Sub-total (A) 21.65 21.65Non-trade
Quoted-OthersEquity shares of Rs.10 each fully paid 7.35 7.3552,197 shares; (previous year 52,197 shares)
of The Indian Hotels Company Limited48,650 shares; (previous year 48,650 shares) 4.87 4.87
of John Oakey & Mohan Limited30,000 shares; (previous year 30,000 shares) 3.00 3.00
of Tai Industries Limited
Unquoted- In associate companiesEquity shares of Rs.100 each fully paid16,366 ordinary shares; (previous year 16,366 ordinary shares)
of 100 Nepalese Rupees each of Himalayan Brewery LimitedCost : Rs.11.29 lacsLess : Provision for diminution
in value Rs.11.29 lacs # #
47
Notes to the financial statements
As at As atParticulars 31.03.2012 31.03.2011
Rs. in lacs Rs. in lacs
-OthersEquity shares of Rs.10 each fully paid100,000 shares; (previous year 100,000 shares) of # #
Maruti Limited (at book value)83,300 shares; (previous year 83,300 shares) of # #
Sideco Mohan Tools Kerala Limited (at book value)5,000 shares; (previous year 5,000 shares) # #
of Associated Journals Limited (at book value)22,500 shares; (previous year 22,500 shares) # #
of Mohan Carpets (India) Limited (at book value)Equity shares of Rs.100 each fully paid150 shares; (previous year 150 shares) of Fabron # #
Textile & General Industries Private Limited(at book value)
Sub-total (B) 15.22 15.22Investment in government securities(Including Rs 4.08 lacs; previous yearRs 4.08 lacs; lodged as security deposits)
Unquoted4% Loan 1980 0.05 0.054 3/4% Loan 1989 0.37 0.375 3/4% M.P. Development Loan 1980 0.02 0.024 1/2% Ten Year Defence Deposit Certificates 0.10 0.1012 Year National Plan Certificates 0.20 0.2012 Year National Defence Certificates 0.05 0.057 Year National Savings Certificates 2.37 2.376 Year National Savings Certificates 0.97 0.97
Sub-total (C) 4.13 4.13
Investment property (at written down value)
Freehold land and buildingsCost per last balance sheet 1.02 1.02Less : Depreciation to date 0.94 0.93
(Depreciation to date Rs.93,670 (previous year Rs.93,209)
Sub-total (D) 0.08 0.09
Total (A)+(B)+(C) +(D) 41.08 41.09
# represent Re.1
Aggregate amount of quoted investments - Rs.17.37 lacs (previous year Rs.17.37 lacs); Market value - Rs.49.53lacs (previous year Rs.60.43 lacs).
Aggregate amount of unquoted investments - Rs.23.63 lacs (previous year Rs.23.63 lacs).
48
Notes to the financial statements
12. Deferred tax assets (net)
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Deferred tax assets on- Provision for doubtful debts and advances 89.10 90.87- Accrued expenses deductible on payment 378.88 73.74- Unabsorbed depreciation 89.91 -- Others 71.31 112.09
Sub-total (A) 629.20 276.70
Less :Deferred tax liabilities on
- Accumulated depreciation 107.80 157.86-Others 39.40 40.97
Sub-total (B) 147.20 198.83
Deferred tax assets (net) (A) - (B) 482.00 77.87
13. Long-term loans and advances
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
(unsecured, considered good unless stated otherwise)
Capital advances 166.56 27.23Security deposits 220.36 192.78Recoverable from government authorities 129.86 136.07Prepaid expenses 6.24 9.70Other recoverable 4.64 18.06Advance tax (net of provisions) 869.33 647.92MAT credit entitlement 13.00 80.90
Total 1,409.99 1,112.66
14. Inventories (at cost and net realisable value, whichever is lower)
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Raw materials including packing materials1 1,252.45 1,215.09Work-in-process 154.15 247.17Finished goods 3,470.41 2,888.37Stock in trade 67.37 81.70Stores and spares 566.73 570.55Loose tools 1.50 1.50
Total 5,512.61 5,004.38
1Includes in transit - Rs. Nil (previous year Rs.32.14 lacs)
49
Notes to the financial statements
15.Trade receivables
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Receivables outstanding for a period exceeding six months from the due date of payment
- Secured, considered good1 133.72 94.97 - Unsecured - considered good1 2,486.79 1,449.84 - Doubtful 208.18 194.10
2,828.69 1,738.91
Less : Allowance for doubtful debts (208.18) (194.10)
Sub-total (A) 2,620.51 1,544.81
Other receivables - Secured, considered good 599.91 529.14 - Unsecured, considered good 1 5,536.82 7069.57
Sub-total (B) 6,136.73 7,598.71
Total (A)+(B) 8,757.24 9,143.52
1 Trade receivables include amounts receivable from a PrivateLimited Company in which director is a director 927.05 321.53
16. Cash and cash equivalents
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Cash and cash equivalentsCash on hand 3.44 17.63Cheques in hand 7.98 14.33Balance with bank On current account 249.31 329.12
Sub-total (A) 260.73 361.08Other bank balances
Fixed deposits with banks with less than three months maturity 111.02 11.00Fixed deposit with bank with maturity of more than threemonths but less than twelve months 151.00 170.97Fixed deposit with banks lodged as security 108.88 59.30Saving bank account (employees’ security deposits) 0.01 0.01Margin deposits 0.01 0.01Deposits with Post Office, on savings bank account lodged assecurity with government authorities. (maximum balance duringthe year Rs. 0.57 lacs) 0.57 0.57Unpaid dividends 9.37 12.60
Sub-total (B) 380.86 254.46
Total (A)+(B) 641.59 615.54
50
Notes to the financial statements
17. Short-term loans and advances (unsecured, considered good unless stated otherwise)
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Loan and advances to related parties 1 32.88 -Other loans and advancesBalance with government authorities 399.20 449.15Dues from employees 33.25 33.66Advance to suppliers 404.19 459.77Prepaid expenses 96.72 108.77Insurance claim receivables 52.03 76.99Other recoverable - Good 15.33 24.60 - Doubtful 66.43 72.73
1,100.03 1,225.67
Less : Allowance for doubtful advances (66.43) (72.73)
Total 1,033.60 1,152.941 Amount due from a Private Limited company in which director is a director. 32.88 -
18. Other current assets
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Interest accrued on Investment and deposits 15.92 19.78
Total 15.92 19.78
19. Contingent liabilities and commitments (not provided for)
As at As atParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
(i) Contingent liabilitiesIn respect of -
Claims against the Company not acknowledged as debts(excluding claims by employees, where amount is not ascertainable)1 463.76 282.57Income tax matters1 432.04 432.04Excise / Service tax / Customs duty matters1 236.45 315.63Sales tax matters1 1,507.01 2,562.53
(ii) CommitmentsEstimated amount of contracts remaining to be executed on capitalaccount and not provided for 73.50 131.01
1Matters are subject to legal proceedings in the ordinary course ofbusiness. The legal proceedings, when ultimately concluded will not, inthe opinion of the management, have a material effect on the results ofthe operations or financial position. Liabilities include interest and penalty.
51
Notes to the financial statements
20. Revenue from operationsYear ended Year ended
Particulars March 31, 2012 March 31, 2011 Rs. in lacs Rs. in lacs
Sale of products - Manufactured goods 1 28,706.58 28,444.79Sale of traded goods 18,618.45 12,292.49Less : Excise duty 9,080.35 9,190.23
Sub-total (A) 38,244.68 31,547.05Other operating revenues - Sale of scrap 69.34 103.25 - Export incentives 14.71 10.36 - Royalty income 518.96 382.19 - Non compete fees - 150.00 - Cold storage charges 22.76 18.91
Sub-total (B) 625.77 664.71
Total (A)+(B) 38,870.45 32,211.761 refer note 35
21. Other income
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Interest income 29.54 70.82Dividend income on long term investment 0.91 0.94Profit on sale of assets 205.43 166.13Rent 35.02 45.64Excess provision written back 315.14 145.66Surrender value of keyman insurance policy 153.68 -Miscellaneous income 50.10 59.85
Total 789.82 489.04
22. Cost of material consumed
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Malt and malt extract 848.17 1,004.88Barley, maize, wheat, rice flakes, etc 1,099.52 959.96Spirit1 1,735.32 1,523.47Molasses 20.20 -Raisins 8.40 19.95Hops and hop pellets 36.17 97.39Sugar 321.07 381.80Soda ash 650.25 583.69Sundry chemicals 186.85 138.36Silica sand 213.99 203.71Cullets2 557.23 474.51Essence 196.33 219.96Bottles3 2,189.56 2,498.77Fruits, vegetables, juices etc. 46.55 37.15Other packing materials 2,237.75 2,235.25
Total 10,347.36 10,378.851 Excluding spirit consumed out of own production.2 In addition 428 MT (previous year 516 MT) was consumed out of own generation.3 Excluding bottles consumed out of own production.
52
Notes to the financial statements
23. Purchase of stocks in trade
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Beer 2,925.54 3,078.09IMFL 14,600.26 7,521.31
Total 17,525.80 10,599.4024. Changes in inventory
Year ended Year ended March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Finished goods - Opening 2,888.37 2,932.66 - Closing 3,470.41 2,888.37
Sub-total (A) (582.04) 44.29
Work-in-progress - Opening 247.17 226.76 - Closing1 154.15 247.17
Sub-total (B) 93.02 (20.41)
Stock in trade - Opening 81.70 47.25 - Closing 67.37 81.70
Sub-total (C) 14.33 (34.45)
Total (A)+(B)+(C) (474.69) (10.57)1 Details of work-in-progress
Bulk Beer in tanks 64.76 133.03Bulk spirit, flavouring material and essence 36.17 48.13Mould in process 24.68 35.95Molten glass in furnace 20.79 18.03Maize grits etc. 7.75 12.03
Total 154.15 247.1725. Employee benefits expense
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Salary, wages, bonus etc. 2,477.52 2,296.98Company’s contribution to provident fund and other fund 242.19 252.33Staff welfare 188.19 178.14
Total 2,907.90 2,727.4526. Finance costs
Year ended Year endedMarch 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacsInterest expenses on borrowings1 935.46 826.15Other borrowing costs 27.16 20.09
Total 962.62 846.241 Excluding borrowing costs capitalised during the year Rs.13.99 lacs (previous year Rs.Nil).
53
Notes to the financial statements
27. Depreciation expenses
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Depreciation on fixed assets 454.40 431.69
Depreciation on investment property 0.01 #
454.41 431.69# represent Rs. 485
28. Other expenses
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Stores and spares consumed 259.31 315.63Increase / (decrease) in excise duty on finished goods andcaptive consumption 171.89 148.23
Power and fuel 1 3,024.12 2,647.97Repair - Building 101.56 169.34 - Plant and machinery 364.76 349.46 - Other repair 76.84 89.19Rent 43.31 42.10Insurance 81.29 78.69Rates and taxes 350.88 322.79Legal and professional charges 62.69 73.67Travelling and conveyance 113.34 119.37Advertisement, sales promotion and publicity 112.91 173.36Freight and cartage 904.09 1,113.12Voluntary retirement scheme expenses 9.09 37.78Fixed assets written off 5.09 27.22Loss on sale of fixed assets - 0.12Depot operation charges / Selling Expenses 760.70 891.20Provision for doubtful debts and advances 18.25 9.15Bad debts and advances written off 0.81 26.12Auditors’ remuneration As auditors (inclusive of service tax) - Audit fees 28.49 28.12 - Out-of-pocket expenses 1.73 1.79 In other capacity - Fees for limited review, special reports, certificate etc. 11.20 10.81 - Tax audit fees 0.10 0.10Breakages, leakages, samples and cash discount 60.69 91.12Commission to - Selling Agents 633.90 501.30 - Others 3.48 8.62Manufacturing and miscellaneous works expenses 370.31 433.90Miscellaneous expenses 636.35 603.76Less : Cost of own manufactured moulds, machinery, etc. capitalised (40.49) (40.60)
Total 8,166.69 8,273.43
1 Power and fuel is net of recoveries of Rs. 64.71 lacs (previous year Rs 77.38 lacs)
54
Notes to the financial statements
29. Exceptional itemsYear ended Year ended
Particulars March 31, 2012 March 31, 2011Rs. in lacs Rs. in lacs
Profit on sale of freehold land - 1,600.00Excise duty1 460.94 -Entry tax2 402.00 -
862.94 1,600.00
1 During the year, the Hon’ble Supreme Court of India has decided against a favorable Allahabad High Court Orderreceived by the Company in an earlier year regarding excise duty matter. The Company had filed a review petitionagainst this Order which was also dismissed. The Company is in the process of filing a curative petition in theSupreme Court of India. Pending outcome thereof, the Company out of abundant caution has made a provision ofRs.461 lacs for the possible exposure in the accounts.2 During the year, consequent to Allahabad High Court upholding the constitutional validity of Entry tax w.e.f 1stNovember, 1999 in the State of Uttar Pradesh, the Company has accounted for the possible exposure relatingthereto amounting to Rs. 402 lacs in these accounts.
30. Employee benefits
The Company has recognised the various employee benefits provided to employees as under :
i) Employee plans
Year ended Year endedMarch 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
Employers’ contribution to
a) Provident fund 86.17 81.25b) Pension scheme 80.34 79.68c) Employee’s state insurance corporation 74.30 69.77d) Other benefits (annual insurance expenses) 18.39 23.45
In addition to above the Company has accrued liability amounting to Rs. Nil; (previous year Rs.56.65 lacs) to meetthe short fall in the provident fund trust administered by the Company.
ii) Defined benefit plans
a) Gratuityb) Compensated absences – Earned leave
In accordance with AS - 15 (revised 2005), actuarial valuation was done in respect of the aforesaid defined benefitplans and details of the same are given below :
Gratuity Compensated absences(Funded) (Unfunded)
Particulars Year ended Year ended Year ended Year endedMarch 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs Rs.in lacs Rs.in lacs Principal Assumptions Discount rate (per annum) 8.50% 8% 8.50% 8% Future salary increase 6% 5.50% 6% 5.50% Expected rate of return on plan assets 9.40% 9.30% - - In service mortality LIC (1994-96) LIC (1994-96) LIC (1994-96) LIC (1994-96)
duly modified duly modified duly modified duly modified
55
Notes to the financial statements
Gratuity Compensated absences(Funded) (Unfunded)
Particulars Year ended Year ended Year ended Year endedMarch 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs Rs.in lacs Rs.in lacs
I. Expense recognised in the statementof profit and loss
Current service cost 46.87 46.81 8.90 9.66Past service cost - 8.84 - -Interest cost 96.83 93.09 12.07 11.13Expected return of plan assets (102.58) (86.23) - -Net actuarial (gain) / loss recognised in the year 34.56 28.89 (21.41) (17.82)
Total expense 75.68 91.40 (0.44) 2.97
II. Net asset/(liability) recognised in thebalance sheet
Present value of Defined benefit obligation 1,147.40 1,139.12 141.62 142.06Fair value of plan assets 1,108.74 1,091.29 - -Funded status [surplus/(deficit)] (38.66) (47.83) (141.62) (142.06)
Net asset/(liability) (38.66) (47.83) (141.62) (142.06)
Further classification :
- Short term - - (17.81) (15.68)- Long term - - (123.81) (126.38)- Current liabilities (38.66) (47.83) - -
III. Change in the present value ofobligation during the year
Present value of obligationas at the beginning of the year 1,139.12 1,163.67 142.06 139.09Past service cost - 8.84 - -Interest cost 96.83 93.09 12.07 11.13Current service cost 46.87 46.81 8.90 9.66
Benefits paid (153.78) (202.18) - -Actuarial (gains) / losses on obligation 18.36 28.89 (21.41) (17.82)
Present value of obligation as at the end
of the year 1,147.40 1,139.12 141.62 142.06
56
Notes to the financial statements
Gratuity Compensated absences(Funded) (Unfunded)
Particulars Year ended Year ended Year ended Year endedMarch 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs Rs.in lacs Rs.in lacs
IV. Change in the fair value of plan assetsduring the year
Fair value of plan assets as at the beginningof the year 1,091.29 927.24 - -Expected return on plan assets 102.58 86.23 - -Contribution 84.85 280.00 - -Benefits paid (153.78) (202.18) - -Actuarial gains / (losses) on plan assets (16.20) - - -
Fair value of plan assets as at the end ofthe year 1,108.74 1,091.29 - -
V. Detail of plan assets : - Funded with LIC #
# The plan assets are maintained with Life Insurance Corporation of India Gratuity Scheme. The details of investmentsmaintained by the Life Insurance Corporation are not made available to the Company and have therefore not beendisclosed.
Gratuity Compensated absences(Funded)
Particulars Year ended Year ended Year ended Year endedMarch 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs Rs.in lacs Rs.in lacsVI. Other disclosures
Present value of Defined benefitobligation as at the end of the year 1,163.67 1,169.89 139.09 125.57
Fair value of plan assets asat the end of the year 927.24 777.88 - -
Funded status [surplus/(deficit)]as at the end of the year (236.42) (392.01) (139.09) (125.57)
Actuarial (gains) / losses on obligation 129.66 129.66 (4.69) (7.76)
Actuarial gains / (losses) on plan assets - (8.87) - -
57
Notes to the financial statements
31. Segment reporting
A. Business segments
Based on the guiding principles given in Accounting Standard (AS) - 17 ‘Segment Reporting’ notified under theCompanies (Accounting Standard) Rules, 2006, the Company’s business segments include : Alcoholic products(including whiskies, brandies, gins, beers, rums and glass bottles etc.) and Non-alcoholic products (including juice,vinegar, mineral water, breakfast foods and malt extract etc.).
B. Geographical segments
Since the Companies activities / operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.
C. Segment accounting policies
In addition to the significant accounting policies applicable to the business segment as set out in note 1 of Schedule13 ‘Notes to the Accounts’, the accounting policies in relation to segment accounting are as under:
a. Segment assets and liabilitiesSegment assets include all operating assets used by a segment and consist principally of operatingcash, debtors, inventories and fixed assets, net of allowances and provisions which are reported asdirect offsets in the balance sheet. Segment liabilities include all operating liabilities and consistprincipally of creditors and accrued liabilities. Segment assets and liabilities do not includeinvestments, share capital, reserves and surplus, loan funds, dividends payable, income-tax (current,deferred and fringe benefit tax) and certain other assets and liabilities not allocable to the segmentson a reasonable basis. While most of the assets/liabilities can be directly attributed to individualsegments, the carrying amount of certain assets / liabilities pertaining to two or more segments areallocated to the segments on a reasonable basis.
b. Segment revenue and expenses
Joint revenue and expenses of segments are allocated amongst them on a reasonable basis. Allother segment revenue and expenses are directly attributable to the segments.
c. Unallocated expenses
Unallocated expenses represents general administrative expenses, head-office expenses and otherexpenses that arise at the Company level and relate to the Company as a whole. As such, these expenseshave not been considered in arriving at the segment results.
Year ended March 31, 2012 Year ended March 31, 2011
Particulars Alcoholic Non-Alcoholic Total Alcoholic Non-Alcoholic Total(Rs. in lacs) (Rs. in lacs) (Rs. in lacs) (Rs.in lacs) (Rs.in lacs) (Rs.in lacs)
Segment revenue
External sales (includingexcise duty) 43,899.71 3,424.32 47,324.03 37,605.52 3,235.02 40,840.54Other income (excludinginterest income) 896.22 33.85 930.07 728.50 43.77 772.27
Total 44,795.93 3,458.17 38,334.02 3,278.79
Unallocated other income 456.98 207.40
Total revenue 48,711.08 41,820.21
58
Notes to the financial statements
31. Segment reporting (Contd.)
Year ended March 31, 2012 Year ended March 31, 2011
Particulars Alcoholic Non-Alcoholic Total Alcoholic Non-Alcoholic Total(Rs. in lacs) (Rs. in lacs) (Rs. in lacs) (Rs.in lacs) (Rs.in lacs) (Rs.in lacs)
Segment results beforeexceptional items 376.21 348.68 724.89 89.03 472.29 561.32
Exceptional items (see note 29)
Excise duty (460.94) - (460.94) - - -
Entry tax (402.00) - (402.00) - - -
Profit on sale of freehold land - - - - - 1,600.00
Segment results afterexceptional items (486.73) 348.68 (138.05) 89.03 472.29 2,161.32
Unallocated income/(expenses)(net of expenses/income) (21.63) (331.59)Interest income 29.54 70.82
Profit for the year before finance costs and tax (130.14) 1,900.55
Finance costs (962.62) (846.24)
Profit for the year before tax (1,092.76) 1,054.31
Provision for current tax 55.00 314.85
Less : Minimum alternativetax (MAT) credit entitlement - (80.90)Deferred tax charge / (benefits) (404.13) 53.50
Profit/(loss) for the year (743.63) 766.86
Provision for taxation relatingto earlier years (net) - (65.34)
Profit/(loss) for the year (743.63) 832.20
Other informationSegment assets 18,329.76 1,005.19 19,334.95 18,066.16 739.79 18,805.95Unallocated assets 2,081.91 1,413.77
Total assets 21,416.86 20,219.72
Segment liabilities 7,443.05 518.38 7,961.43 6,381.30 603.78 6,985.08Share capital and reserves 3,452.16 4,195.79Secured and unsecured loans 9,013.18 8,410.59Unallocated liabilities 990.09 628.26
Total liabilities 21,416.86 20,219.72
Capital expenditure 1,062.14 11.27 1,073.41 214.30 3.34 217.64Depreciation 393.34 26.10 419.44 365.93 30.09 396.02Non cash expenses otherthan depreciation 22.66 - 22.66 62.42 0.06 62.48
59
Notes to the financial statements
32. Related party disclosures under Accounting Standard-18
A. Name of related party and relationship
i) Associate Companies : National Cereals Products Limited (NCPL), Mohan Closures Limited (MCL),Himalayan Brewery Limited (HBL)
ii) Key Managerial Personnel : Brig. (Dr.) Kapil Mohan, Mr. Hemant Mohan and Mr. P.D. Goswami
iii) Relatives of Key Managerial Personnel : Mrs. Pushpa Mohan (Wife of Brig. (Dr.) Kapil Mohan), Mrs. SeemaBakshi (Daughter of Brig. (Dr.) Kapil Mohan), Mrs. Usha Mohan (Mother of Mr. Hemant Mohan), Mrs.Poonam Narang (Sister of Mr. Hemant Mohan), Mr. Vinay Mohan (Brother of Mr. Hemant Mohan), Mrs.Molina Chandra (Sister of Mr. Hemant Mohan) and Mrs. Veena Malik (Daughter of Mr. P.D Goswami)
iv) Enterprises over which Key Managerial Personnel and/or their relatives exercise significant influence :Mohan Rocky Springwater Breweries Limited (Brig. (Dr.) Kapil Mohan and Mr. Vinay Mohan are Directors),Mohan Dairy Farm (proprietary concern of Brig. (Dr.) Kapil Mohan (HUF)), Modern Dairy Farm (proprietaryconcern of Mrs. Pushpa Mohan), Trade Links Private Limited (Mr. Vinay Mohan is a whole time Director),Mohan Shakti Trust (Brig. (Dr.) Kapil Mohan is Chairman, Mr. Hemant Mohan and Mr. P.D. Goswami areTrustee) and Narinder Mohan Foundation (Brig. (Dr.) Kapil Mohan is Chairman and Mr. Hemant Mohan isTrustee)
B. Transactions with related parties referred to in - (A)
i) Transactions with Associate CompaniesYear ended Year ended
Particulars March 31, 2012 March 31, 2011Rs. in lacs Rs. in lacs
Sales (MCL) 0.12 0.34Purchases
- NCPL 285.67 816.08- MCL 81.22 114.50
Electricity & water charges recovered- NCPL 13.49 13.45
Rent income- NCPL 7.99 24.00- MCL 1.20 1.20
Expenses recovered (NCPL) 1.15 1.00Expenses recovered (MCL) 3.09 4.21Expenses incurred on Company’s behalf reimbursed to
- NCPL 12.52 11.21Interest incurred on Company’s behalf reimbursed to
- NCPL 33.10 28.42
60
Notes to the financial statements
Related party disclosures under Accounting Standard-18 (Contd..)
Year ended Year endedMarch 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacs
Balances outstanding as at the year endPayable- NCPL 922.10 891.78- MCL 11.10 17.46
ii) Transactions with Key Managerial PersonnelInterest on fixed deposit taken 11.53 12.07Remuneration :- Brig. (Dr.) Kapil Mohan 33.71 23.94- Mr. Hemant Mohan 37.53 35.29- Mr. P.D. Goswami 12.70 13.02Balances outstanding as at the year end Payable 14.35 18.26 Fixed deposits taken from Managing Director 115.30 115.30
iii) Transactions with relatives of Key Managerial Personnel
ParticularsInterest on fixed deposit taken 4.02 2.72Sitting fees to a non-working director 0.20 0.20Balances outstanding as at the year end Fixed deposits taken 76.45 26.45
iv) Transactions with enterprises over which Key Managerial Personneland/or their relatives exercise significant influence
Purchases of finished goods- Mohan Rocky Springwater Breweries Limited 15,573.19 9,336.74Purchases of services- Narinder Mohan Foundation 4.99 6.67Sales- Mohan Rocky Springwater Breweries Limited 252.41 202.43- Trade Links Private Limited 2,516.16 1,799.19Royalty from- Trade Links Private Limited 5.00 11.00Commission to a selling agent- Trade Links Private Limited 197.22 243.24Depot handling charges to a selling agent- Trade Links Private Limited 83.42 115.53Rent income 0.96 1.58
61
Notes to the financial statements
Related party disclosures under Accounting Standard-18 (Contd..)
Year ended Year endedMarch 31, 2012 March 31, 2011
Rs. in lacs Rs. in lacsExpenses recovered- Narinder Mohan Foundation 1.86 0.37- Mohan Rocky Springwater Breweries Limited 1.51 -- Trade Links Private Limited 11.70 14.93- Others 1.17 3.61Expenses/ payments incurred on Company’s behalf reimbursed- Mohan Rocky Springwater Breweries Limited 0.94 126.52- Trade Links Private Limited 200.51 209.21Balances outstanding as at the year end (Payable) /Receivable- Mohan Rocky Springwater Breweries Limited 624.24 (192.85)- Trade Links Private Limited 959.93 942.58Payable- Mohan Shakti Trust 210.83 154.14- Narinder Mohan Foundation 40.03 36.95
62
Notes to the financial statements
33. The details of dues of sales tax, excise duty, service tax, customs duty and income tax which have not beendeposited/ paid under protest on account of dispute as at March 31, 2012 are as follows :-
Name of Nature of the Forum where dispute is pending Amount Amount paid Period to which thethe Statute dues (Rs.)* under protest amount relates
(Rs.)
Sales tax Sales tax Appellate authority up to 1,015.58 1.10 1975 to 1976, 1977 to 1979,laws Commissioner's level 1987 to 1989, 1999-2000,
2007-2008, 2008-2009
Sales tax Appellate Tribunal 14.76 - 1991 to 1993,1994 to 1996,1997 to 1999
High Court 11..52 - 1984 to 1986, 2009-10
Trade tax Appellate authority up to 15.69 - 2005 to 2008
Commissioner's level
Appellate Tribunal 0.17 - 1994 to 1996
High Court 20.40 - 1984 to 1986, 1987 to 1988,1990 to 1993
State Excise Excise duty High Court 149.30 31.31 1978 to 1981, 1983 to 1986laws 1988 to 2002
Central Excise Excise duty CESTAT 26.53 13.27 2005 to 2007laws
Service tax Service tax Appellate authority up to 100.92 - 2004 to 2008laws Commissioner's level
Custom laws Custom duty CESTAT 66.56 - 1994 to 2004
Income tax Income tax Income tax 423.95 423.95 2002 to 2006laws Appellate Tribunal
CIT (Appeals) 8.09 8.09 1990-91, 1991-92, 1993-941994-95, 1995-96, 1996-97
* Amount as per demand orders, including interest and penalty, wherever quantified in the order.
63
Notes to the financial statements
The following matters, which have been excluded from the table above, have been decided in favour of theCompany but the concerned authorities have preferred appeals at higher level
Name of Nature of the Forum where dispute is pending Amount Period to which thethe Statute dues (Rs.) amount relates
Sales tax Sales tax Sales Tax appellate Tribunal 358.08 1987 to 1989, 1990 to 1993
laws
State Excise Excise duty Supreme Court 36.67 1997 to 1999laws
Central Excise duty Supreme Court 39.06 2003-2004Excise laws
34. Earnings/(Losses) per share
Particulars Year ended Year endedMarch 31, 2012 March 31, 2011
Profit / (Loss) after tax (Rs. in lacs) (743.63) 832.20Weighted average number of Equity shares outstanding (Nos.) 8,508,479 8,508,479Earnings/(Losses) per share - basic / diluted(face value - Rs. 5 per share) (Rs.) (8.74) 9.78
35.Particulars of sales, manufactured goods and traded goods1
(a) Manufactured goods Sales Closing OpeningValue Inventory Inventory
(Rs. in lacs) (Rs. in lacs) (Rs. in lacs)
Beer 8,981.32 271.44 184.15(11,052.84) (184.15) (362.64)
Spirit and flavouring material 12,152.63 2,076.51 1,932.83 (10,356.15) (1,932.83) (1,907.25)
Juices and canned products 238.57 16.77 9.81 (230.54) (9.81) (22.07)
Maize, rice and corn flakes 2,878.10 74.72 56.09(2,650.18) (56.09) (71.38)
Wheat porridge 21.51 0.36 0.13(27.30) (0.13) (0.94)
Liquid and dry CO2 - 0.02 0.02 - (0.02) (0.13)
Glass bottles 3,944.37 1,030.59 705.34 (3,682.52) (705.34) (568.25)
Miscellaneous 490.08 - - (445.26) - -
Total 28,706.58 3,470.41 2,888.37 (28,444.79) (2,888.37) (2,932.66)
64
Notes to the financial statements
(b) Traded goods Sales Closing Opening Value Inventory Inventory
(Rs.in lacs) (Rs.in lacs) (Rs.in lacs)
Beer 3,292.07 15.11 - (3,336.64) - -
IMFL 15,326.38 52.26 81.70 (8,955.85) (81.70) (47.25)
Total 18,618.45 67.37 81.70 (12,292.49) (81.70) (47.25)
1 Previous year figures are in brackets
36.Value of imported/indigenous materials and
stores and spares consumed
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs.in lacs % Rs.in lacs %
(i) Materials consumedImported 301.05 6.72 309.53 2.98Indigenous 10,046.31 93.28 10,069.32 97.02
10,347.36 100.00 10,378.85 100.00(ii) Stores and sparesImported 41.64 16.06 52.60 16.67Indigenous 217.67 83.94 263.03 83.33
259.31 100.00 315.63 100.00
37.Other disclosure
Year ended Year endedParticulars March 31, 2012 March 31, 2011
Rs.in lacs Rs.in lacs
(a) Value of imports on CIF basisRaw materials 274.03 252.51Components and spare parts 61.80 66.14Capital goods 36.78 -
(b) Expenditure in foreign currencyTravelling 13.06 -Others 10.11 -
(c) Earnings in foreign exchangeFOB value of exports 1,025.32 728.83
65
Notes to the financial statements
38. Foreign currency exposures that are not hedged by derivative instruments or otherwise is as follows
Description As at March 31, 2012 As at March 31, 2011Amount in Amount Amount in Amount
foreign currency (Rs.in lacs) foreign currency (Rs.in lacs)
Trade receivable 5,56,377 USD 282.17 4,66,950 USD 208.10
39. The revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements.This has significantly impacted the disclosure and presentation made in the financial statements. Previousyear’s figure have been regrouped / reclassified wherever necessary to correspond with the current year’sclassification / disclosure.
66
ALCOHOLIC PRODUCTS
NON-ALCOHOLIC PRODUCTS
JUICES
Mohun's Gold Coin Apple Juice
VINEGARS
Mohun's Brewed VinegarMohun's Non-Fruit Vinegar
MANUFACTURES : Glass Bottles
EXTRACTS : Malt Extract
EXPORTS : Beer, Rum, Whisky, Brandy & Gin.
MINERAL WATER
Golden Eagle Mineral WaterMohun's Mineral Water
BREAKFAST FOODS
Mohun's New Life Classic Corn Flakes
Mohun's New Life Corn FlakesMohun's Wheat PorridgeMohun's Wheat FlakesMohun's Wheat Dalia
WHISKIES
Summer HallColonel's SpecialGolden EagleKing CastleTop BrassDiplomat DeluxeBlack KnightSolan No.1Cellar 117MMBBlue Bull
BRANDIES
Triple CrownDoctor's Reserve No.1D.M.MMB
GINS
Big Ben London (Export Quality)
VODKAKnight Rider Premium
BEERS
Golden Eagle LagerGolden Eagle Deluxe Premium LagerGold Lager Beer (Herbal Beer)Golden Eagle Super StrongGymkhana Premium LagerAsia 72 Extra Strong LagerBlack Knight Super StrongSolan No.1 PremiumI QLionMeakins 10000 Super StrongOld Monk Super Strong
RUMS
Old Monk SupremeOld Monk Gold ReserveOld Monk XXXOld Monk Deluxe XXXOld Monk Matured Deluxe XXXOld Monk White
67
THE MANAGEMENT OF MOHAN MEAKIN LIMITED
WISHES TO THANK THE EMPLOYEES, DISTRIBUTORS
AND OTHER ASSOCIATES FOR THE EXCELLENT
WORK PERFORMANCE AT ALL LEVELS.