Ashar annual report, 2014

8/10/2019 Ashar annual report, 2014

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Still young. Still adding color to people’s lives.on value based growth. Still enhancing shareholdStill exploring.



DisclaimerIn this Annual Report we have disclosed forward-looking information to enable investors to comprehendour prospects and take informed investment decisions.This report and other statements – written and oral– that we periodically make contain forward-lookingstatements that set out anticipated results based onthe management’s plans and assumptions. We havetried wherever possible to identify such statements byusing words such as ‘anticipates’, ‘estimates’, ‘expects’,‘projects’, ‘intends’, ‘plans’, ‘believes’ and words ofsimilar substance in connection with any discussion offuture performance.

We cannot guarantee that these forward-lookingstatements will be realised, although we believe wehave been prudent in assumptions. The achievement

of results is subject to risks, uncertainties and eveninaccurate assumptions. Should known or unknownrisks or uncertainties materialise, or should underlyingassumptions prove inaccurate, actual results could varymaterially from those anticipated, estimated or projected.

We undertake no obligation to publicly update anyforward-looking statements, whether as a result of newinformation, future events or otherwise.



AT AKSHARCHEM IS NOT ONLY DESTINATION THAT WE HAVE ARRIV

IT IS MORE ABOUT THE PATH THAT WJOURNEY THAT WE MADE AND THE THAT WE FACED.

IT IS MORE ABOUT OUR DETEPERSISTENCE, RESILIENCE AND WIL

IT IS MORE ABOUT WHERE WE IN



SINCE INCEPTION, WE TOOK PATH OF BEING A

RESPONSIBLE COMPANY THAT FOCUSES ON THEUSE OF BEST TECHNOLOGY TO MANUFACTURETHE BEST QUALITY PRODUCTS TO BE DELIVEREDTO THE WORLD’S BEST COMPANIES.

The result:

Today, we are one ofthe fastest growing vinylsulphone manufacturers

in India.

Today, we are one of themost trusted and reputedvinyl sulphone suppliersto the world’s leading

Today, we are India’sleading exporters of vinyl

sulphone.

Today, we are one ofthe most environment-

friendly chemicalcompanies across the



But, more than all thduring this j

ensured thof our peensured the all our stawe choseenvironmenand we evol



In the past 25 years the Company faced severe challenges dbusiness scenario, macro-economic downturn, high cost ofoperating environmental management systems and tough global

However, the Company overcame these obstacles with an attthese 25 years, the Company not only sustained its business but it as India’s largest manufacturer and exporter of Vinyl Sulphonegrew from a mere Rs. 2.68 cr in 1993-94 to Rs. 144.87 cr in 201

1991 Began commercial

production of VinylSulphone with acapacity of 50 tonnesper month (TPM).

1993 The Company started

1997 The Company

1989 The

1994 The Company

went public andissued shares at apremium to fundplant capacityexpansion from 50TPM to 170 TPM.

1996 Successfully completed the expansion

project and resumed commercialproduction at an expanded capacity of170 TPM in a record time.

Ranked 2nd by the Gujarat DyestuffManufacturers’ Association (GDMA) fexport of Dyes Intermediates.



2008 Undertook the capacity

expansion of VinylSulphone manufacturing

from 250 TPM to 500 TPM Appreciation certificate

for obtaining ISO9001:2000 Certificate.

“Certificate of Merit” for

export from GDMA Mrs. Paru M. Jaykrishna,

the Chairperson andManaging Director of the

Company, became the firstwoman to get elected asthe President of Gujarat

Chamber of Commerce andIndustry (GCCI).

The Company receivedISO 14001 Certification The Company received

Environment Clearance (EC)for capacity expansion.

2001 Received award

for outstandingperformance in theexport of dyes anddye intermediatesfrom Chemexcil.

Awarded 1st rankfor direct export fromGDMA.

Recertificationof ISO as per ISO9001:2000.

2002 Recipient of outstanding

performance in the export ofdyes and dye intermediates.

Received National Award for“Best Managed / OperatingSmall Scale Unit” from theGovernment of India.

20 R

dire

selfdyefrom T

rece900

2004 Capacity

enhanced to250 TPM

Awarded





the Company is still young, but mexperienced. With 7,800 metric production capacity, the company is dye manufacturer that is still adding

people’s lives. With low-leverage andmargins, the company is still focusegrowth and business sustainabilhigher returns to shareholders, the is still enhancing shareholders’ vainvestments in upgrading technospreading across various nations, theis still exploring growth avenues.

Parentage AksharChem was promoted in

1989 by the Jaykrishna family. It isheadquartered in the chemical belt ofMehsana (Gujarat).

The Company manufacturesintermediate dye, para base ester ofaniline (also known as vinyl sulphone),which is used as a raw material formanufacturing reactive dyes havingapplication in the textiles colour

VisionEmerge as a global leader in supplyof Vinyl Sulphone with completecommitment and dedication onstandards, quality, productivity and

customer satisfaction.

MissionFocus on enhancing operationalexcellence and environment sustainabilitythrough adopting best manufacturingpolicies Continuously strive to enhance

“Inte`ExcQuain Sp

Rin eGovChaGujaAssoOrga



2009-10 2010-11 201

EBITDA margin (perce

5.09

9.99

-3.59

2009-10 2010-11 2011-12 2012-13 2013-14

Revenue growth

51.18%Over 2012-13

Revenue (Rs. Lacs)

8,157.62

8,455.65

5,189.40

9,583.03

14,487.33

2009-10 2010-11 201

EBITD

423.4Over

EBITDA (Rs. Lacs)

416.30

844.91

(186.47)

591.19

2009-10 2010-11 2011-12 2012-13 2013-14

PAT (Rs. Lacs)

151.31

637.29

(388.69)



2009-10 2010-11 2011-12 2012-13 2013-14

Post-tax profit margin growth

249.24basis points

Over 2012-13

Post-tax profit margin (percent)

1.86

7.54

(7.49)

3.96

13.83

2009-10 2010-11

Earnings

428O

Earnings per share (i

4.45

-7.85

7.66

2009-10 2010-11 2011-12 2012-13 2013-14

Net worth (Rs in Lacs)

809.51

1446.79

1344.85



Dear shareholders,

In 2014, your Companycompleted 25 years and I takethis opportunity to share the silver

jubilee report with you.

The Company started off as aninfant baby, whom we loved andcared of. As it moved ahead it

fell down, got up and learnt. Wewere delighted at its successesand quietly suffered failures. Ourteam gave top priority to thenurture of this child through yearsof dedication, enthusiasm andaffection.

Completing 25 years is a majormilestone for the Company. Itmarks the beginning of a youngbut matured Company that ismore energetic, is stronger thanever before and has confidenceto take on bigger challenges. Itis the time for the Company to



West Germany and commenced exportsacross Japan and Europe. One year later,in 1994, the Company’s shares got listedon the Ahmedabad Stock Exchange andBombay Stock Exchange. Since then,the Company has never looked backand focused on sustainable growth.On the one end we steadily addednew capacities and on the other end

started spreading to new geographies.On the one end we upgraded to bettertechnology and on the other end wefocused on being environmentallyresponsible. During these years, theCompany received various prestigiousawards and certifications.

The numbers are encouraging and makeme happy. But I am happier to state thatwe have created a sustainable businessmodel that shall ensure the Company’sgrowth momentum in years to come.

Performance 2013-14During the year the Company witnessed

d f

rate of 3.2% during 2014 to 2020 toreach a volume of 11,462.5 kilo tonnes(KT) in 2020 with a value of USD 25.24billion from 9,230 KT in 2013. Much ofthis growth is expected to come fromBRIC (Brazil, Russia, India and China)countries due to increase in the percapita apparel consumptions in theseregions. (Source: Grand View Research)

The major growth drivers for Indiantextile chemical demand are:

Growing domestic consumption:This rising middle-class population,increasing per capita income andgrowing consumption intensity hassignificantly pushed up demand forapparels in India leading to increase inthe domestic consumption of textilechemicals.

Technical know-how: Indian chemicalmanufacturers possess world classengineering and strong R&D capabilitiesmaking it a reliable hub for sourcingh l

by 2017

OutI takpeopoutsus anyou in th

My ato bacroracein enthadd stak

to ambstakanotbe m

I want AksharChem to be a place where people frthe globe (irrespective of gender, races and natiotogether in a competitive environment with harmony and dignity to add value to our cusenhance stakeholders’ value. I want AksharC

on greater challenges, set ambitious targets astakeholders’ pride.



Success driver 1

Intellectual capital

HUMAN CAPITAL IS THE MOST IMPORTANTCORPORATE ASSET FOR A COMPANY ENGAGED INTHE MANUFACTURE OF CHEMICAL PRODUCTS THATREQUIRE HIGH TECHNICAL EXPERTISE.

At AksharChem, we have created a team of qualified,committed and professional individuals havingyears of experience in the field of Vinyl Sulphonemanufacturing. The team is continuously motivated to

work towards improving product quality, enhancingproduction efficiency and adopting new technologies.

Moreover, the top management of the Companypossesses rich experience in the field of chemicals andmanaging business operations.

Major initiatives Regular technical and behavioral training provided

to employees to enhance skills. Employees rewarded with performance-based

appraisal. Increased the proportion of graduates within the

organisation; most of them being skilled technicalengineers or science graduates with specialization inchemistry

Success driver 2

Quality controlAKSHARCHEM’S MREPRESENT INPUTS FOTHUS, IT IS VERY C

TO ADHERE TO HIGWHICH REQUIRES CTERMS OF TECHNOLOCOMPOSITION.

The Company has investean ultra-modern productioarea of 11,000 sq ft and eresearch laboratory havingand improve product qualneeds.

Major initiatives

Set-up an analytical labchecking inward raw matequality assurance.



Success driver 4

Locational advanta

STRATEGIC LOCATFOR A CHEMICAL ENSURE TIMELY AAND DEVELOPINMANAGEMENT SY

The Company’s plant Indrad (Mehsana, Gubelt ensures timely av

plant is also well coExpress National HighAhmedabad Internatioin the western belt of time, improves logistictimely product deliver

Success driver 3

MarketingAKSHARCHEM ENSURES THAT ITS PRODUCTSMEET THE STRINGENT QUALITY STANDARDS OF ITSCUSTOMERS. IT FOCUSES ON IDENTIFYING THE RIGHT

CUSTOMER, SELECTING THE RIGHT MARKETINGMEDIUM AND DELIVERING IT AT THE RIGHT TIME.

The Company enjoys strong business relationshipswith world’s leading downstream chemicalcompanies, most of them doing business with us forover 15 years.

Major initiatives

The Company ensures that its customers’ get bestquality products on time; due to which it enjoysa strong brand recall among the major chemicalcompanies globally.

The Company’s top management has successfullydeveloped healthy business relations with majordownstream industries to ensure continuous business



YEARS OFPERSEVERANCEAND PLANNING

RESULTED INOUTSTANDING

PERFORMANCE OFTHE COMPANY IN

2013-14

Business returnsThe Company steadily enhanced its production capacitiannum (TPA) in 2004 to 6,000 TPA in 2008 and 7,800 TPAeconomies of scale without significant leveraging. Moreotowards enhancing production efficiency resulted in cost op

AksharChem outperformed the broad market index in 20

173.76%

355.78%

537.80%

Jun 2013 Aug 2013 Oct 2013-8.26%

Apr 2013

BSE SENSEX AksharChem



Environment protectionAksharChem made significant investments in setting-up state-of-the-art environment management system to reduce its carbon footprint.This system ensures minimum waste generated per unit of output,treating wastes to permissible limits before disposal, low emissionof pollutants during plant operations, waste recycling and wasteutilization. In the past few years alone the Company has spent a sumof Rs. 5.23 cr towards installing effluent treatment plant.

Moreover, the Company also practices the policy of providing regulartraining to employees for encouraging them to reduce wastage ofwater, fuel and energy.

The Company has also set-up a green belt within the factory premisesby planting various species of trees.

In the past few years alone theCompany has spent a sum ofRs. 5.23 cr towards installingeffluent treatment plant.



Mrs. Paru M. JaykrishnaShe is the founder, Chairperson andManaging Director of the Company. Sheis a Law graduate and holds a master’sdegree in Philosophy, Sanskrit & EnglishLiterature. Her role in the organisationis that of a strategic decision makerand policy maker to ensure growth.

She is one of the most renowned women entrepreneurs ofIndia and is recognised as the first lady appointed as a Presidentand Executive Member of Gujarat Chambers of Commerce andIndustry. She has been the founder director and president tomany of the Gujarat Government Boards and Organizations.

Mr. Gokul M. JaykrishnaHe is the Joint Managing Directorand has been associated with theCompany since 1994. He is a Majorin Finance and Marketing from LehighUniversity, Bethlehem. He undertakesthe responsibility of the finance,marketing and overall development of

the Company. He has the experience of working with KriegerAssociates, New Jersey (USA) one of the largest currency optiontraders.

Mr GauHe is Bindustrthan 40

Mr. JayHe isindustrDyes a

Dr. PraHe is years opublishmanagecontriba profesand Te

Mr. KiraHe is a He is ass2003. HeHe is an

t



STATUTORY SECTION



AKSHARCHEM (INDIA) LIMITEDANNUAL REPORT, 2013-14

CORPORATEINFORMATBOARD OF DIRECTORSMrs. Paru M. Jaykrishna Chairperson & Managing Director

Mr. Gautam M. Jain Additional Director

Mr. Jayprakash M. Patel Additional Director

Dr. Pradeep Jha

Mr. Param J. Shah

Mr. Kiran J. Mehta

Mr. Gokul M. Jaykrishna Joint Managing Director

Mr. Munjal M. Jaykrishna Joint Managing Director

AUDITOR:M/S. Trushit Chokshi & Associates

REGISTRAR & SHARE TRANSFER AGENTSLink Intime India Pvt Limited

BANKERSState Bank of India

REGISTERED OFFICE & WORKS166/169, Indrad Village,Kadi Kalol Road, Dist. MehsanaGujarat - 382 715 (India)Tel: +91 2764 300700Fax: +91 2764 233550Email: [email protected]: www.aksharchemindia.comCIN: L24110GJ1989PLC012441



NOTICENotice is hereby given that the 25th Annual General Meetingof the Members of AKSHARCHEM (INDIA) LIMITED will be held

on Thursday, 25th day of September, 2014 at the RegisteredOffice of the Company situated at 166-169, Village Indrad,Kadi - Kalol Road, Dist: Mehsana, Gujarat, at 11.30 A.M. totransact the following business:

ORDINARY BUSINESS:1. To receive, consider and adopt the financial statements

of the Company for the year ended 31st March, 2014

including Audited Balance Sheet as at 31st March, 2014and the Statement of Profit and Loss for the year endedon that date and the Reports of the Board of Directorsand Auditors thereon.

2. To confirm the Interim Dividend already paid to theequity shareholders as final dividend.

3. To declare a Final Dividend on Equity Shares.

4. To appoint a Director in place of Mrs. Paru M. Jaykrishna(holding DIN 00671721), whose period of office is notliable to determination for retirement of directors byrotation under the erstwhile provisions of the CompaniesAct, 1956 but who pursuant to provisions of Section152 of the Companies Act, 2013, is liable to retire byrotation being eligible, offers herself for re-appointment.

5. To reappoint the Auditors and to fix their remunerationand to pass with or without modification(s) the followingresolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section139, 142 and other applicable provisions, if any, of theCompanies Act 2013 and the Rules framed there under

and are hereby authorisplus applicable service ta

incurred by them for the puwith the auditors.”

SPECIAL BUSINESS:6. Appointment of Mr. Gau

No. 00160167) as an InCompany

To consider and if thoughmodification(s), the followResolution:

“RESOLVED THAT pursu149, 152 161 read with applicable provisions, if2013 and the Rules framstatutory modification(s) the time being in forceof listing Agreement inamendment thereof, Mr. No. 00160167), who waDirector by the Board of Dthe erstwhile provisions and who holds office as this Annual General Meethe Company has receivprovisions of Section 160from a member signifyinGautam M. Jain as candiof the Company, be andIndependent Director of th

t b bj t t ti




“RESOLVED THATpursuant to the provisions of sections149, 152 161 read with Schedule IV and any otherapplicable provisions, if any, of the Companies Act,2013 and the Rules framed there under (including anystatutory modification(s) or re-enactment thereof forthe time being in force) and pursuant to clause 49of listing Agreement including any modification oramendment thereof, Mr. Jayprakash M. Patel (holdingDIN No. 00256790), who was appointed as an AdditionalDirector by the Board of Directors of the Company underthe erstwhile provisions of the Companies Act, 1956and who holds office as such only up to the date ofthis Annual General Meeting and in respect of whomthe Company has received a notice pursuant to theprovisions of Section 160 of the Companies Act, 2013from a member signifying his intention to proposeMr. Jayprakash M. Patel as candidate for the office ofDirector of the Company, be and is hereby appointed asan Independent Director of the Company, whose termshall not be subject to retirement by rotation, to holdoffice for 5 (Five) consecutive years from the date of thisannual general meeting till the date of the 30th AnnualGeneral Meeting of the Company in the calendar year2019.”

8. Appointment of Mr. Kiran J. Mehta (holding DINNo. 01105318) as an Independent Director of theCompany

To consider and if thought fit, to pass with or withoutmodification(s), the following resolution as an OrdinaryResolution:

“RESOLVED THAT pursuant to the provisions of sections149, 150, 152 read with Schedule IV and any otherapplicable provisions, if any, of the Companies Act,2013 and the Rules framed there under (including anystatutory modification(s) or re-enactment thereof for the

(Five) consecutive yearsgeneral meeting till the daMeeting of the Company

9. Appointment of Mr. ParNo. 03273768) as an InCompany


“RESOLVED THAT pursu149, 150, 152 read with applicable provisions, if2013 and the Rules fram

statutory modification(s) otime being in force) and cMr. Param J. Shah (holdinof the Company who wunder the erstwhile prov1956 at the Annual Genewhom the Company hasfrom a member propos

office of Director be anIndependent Director of thnot be subject to retiremefor 5 (Five) consecutive yegeneral meeting till the daMeeting of the Company

10. Appointment of Dr. PrNo. 01539732) as an In

Company


“RESOLVED THATpursu



the office of Director, be and is hereby appointed as anIndependent Director of the Company, whose term shallnot be subject to retirement by rotation, to hold officefor 5 (Five) consecutive years from the date of this annualgeneral meeting till the date of the 30th Annual GeneralMeeting of the Company in the calendar year 2019.”

11. Revision in the terms of appointment and remunerationof Mrs. Paru M. Jaykrishna (holding DIN 00671721), theChairperson and Managing Director of the Company

To consider and if thought fit, to pass with or withoutmodification(s), the following resolution as a SpecialResolution:

“RESOLVED THAT pursuant to the provisions of section

149, 152, 196, 197 read with Schedule V and otherapplicable provisions, if any, of the Companies Act, 2013and rules made there under (including any statutorymodification(s) or re-enactment thereof for the timebeing in force), and in partial modification to the SpecialResolution passed at the Twenty Second Annual GeneralMeeting held on 30th August, 2011, the approval of theCompany be and is hereby accorded to vary the terms

of appointment of Mrs. Paru M. Jaykrishna (holding DIN00671721), the Chairperson and Managing Directorof the Company, who was appointed as a non-retiringDirector in terms of the erstwhile provisions of theCompanies Act, 1956 by making her office liable to retireby rotation and said retirement by rotation shall not beconstrued as break in terms of her appointment.

RESOLVED FURTHER THAT in partial modification of the

resolution passed in 22nd Annual General Meeting heldon 30th August, 2011 and pursuant to the provisionsof section 196, 197 read with Schedule V and otherapplicable provisions, if any, of the Companies Act, 2013and rules made there under (including any statutorymodification(s) or re enactment thereof for the time

RESOLVED FURTHER profits or inadequate profthe tenure of the Chairperthe Company be paid the aminimum remuneration.

RESOLVED FURTHER T

Company be and is hereby and/or amend the terms anso as not to exceed the lim197 read with Schedule Vor any amendments theret

RESOLVED FURTHERconditions as mentioned inat the twenty second Ann30th August, 2011, in reMr. Paru M. Jaykrishna, tDirector of the Company

RESOLVED FURTHER the Company be and is heacts, deeds, matters or necessary, appropriate, e

effect to this resolution.”12. Revision in the term

remuneration of Mr. GoDIN No. 00671652), the the Company

To consider and if thoughmodification(s), the folloResolution:

“RESOLVED THAT pursu149, 152, 196, 197 readapplicable provisions, if aand rules made there umodification(s) or re-ena




and said retirement by rotation shall not be construed asbreak in terms of his appointment.

RESOLVED FURTHER THAT in partial modification of theresolution passed in 22nd Annual General Meeting heldon 30th August, 2011 and pursuant to the provisionsof section 196, 197 read with Schedule V and other

applicable provisions, if any, of the Companies Act, 2013and rules made there under (including any statutorymodification(s) or re-enactment thereof for the timebeing in force), such other approval, permissions andsanctions from the Central Government, if required, theconsent of the Company be and is hereby accorded tothe revision in the terms of remuneration payable to Mr.Gokul M. Jaykrishna (holding DIN No. 00671652), the

Joint Managing Director of the Company as set out inthe Explanatory Statement.

RESOLVED FURTHER THAT in the event of absenceof profits or inadequate profits in any financial yearduring the tenure of the Joint Managing Director of theCompany be paid the above salary and perquisites asminimum remuneration.

RESOLVED FURTHER THAT the Board of Directors of theCompany be and is hereby authorized to further alter, varyand/or amend the terms and condition of remunerationso as not to exceed the limit set out in Section 196 and197 read with Schedule V of the Companies Act, 2013or any amendments thereto.

RESOLVED FURTHER THAT all other terms and conditionsas mentioned in the Ordinary Resolution passed at the

Twenty Second Annual General Meeting held on 30thAugust, 2011, in relation to the appointment of Mr.Gokul M. Jaykrishna, the Joint Managing Director of theCompany shall remain unchanged.

RESOLVED FURTHER THAT the Board of Directors of

Resolution:

“RESOLVED THAT pusection 196, 197 and 20other applicable provisioAct, 2013 and rules any statutory modificatio

for the time being in fArticles of Association osuch statutory approvals,being obtained from the aextent applicable or neceof shareholder holders inconsent and approval of taccorded to re-appointmen

(holding DIN No. 006716of the Company, for a perMarch 24, 2014, liable to rand conditions as set out annexed to the Notice con

RESOLVED FURTHER year during the currency oJaykrishna as Joint Manathe Company has no profithe Joint Managing Directoof salary, allowances andthe maximum limits as stiwith Section 196 and 197and rules there under.

RESOLVED FURTHER T

Company be and is hereby and/or amend the terms anso as not to exceed the lim197 read with Schedule Vor any amendments theret

RESOLVED FURTHER



Resolution:

“RESOLVED THAT in supersession of the OrdinaryResolution approved at the Annual General Meeting heldon 29th September, 1997 and pursuant to the provisionsof Section 180(1)(c) and any other applicable provisionsof the Companies Act, 2013 and the rules made there

under (including any statutory modification(s) or re-enactment thereof for the time being in force), theconsent and approval of the Company be and is herebyaccorded to the Board of Directors (which term shallinclude any Committee constituted by the Board or anyperson(s) authorized by the Board to exercise the powersconferred on the Board by this Resolution) to borrowmonies in excess of the aggregate of the paid-up share

capital and free reserves of the Company, that is to say,reserves not set apart for any specific purpose, as theBoard may, from time to time deem necessary, providedthat the total amount borrowed and outstanding at anypoint of time, apart from temporary loans obtained / tobe obtained from the Company’s Bankers in the ordinarycourse of business, shall not be in excess of Rs. 200crores (Rupees Two Hundred Crores Only).

RESOLVED FURTHER THATthe Board of Directors of theCompany be and is hereby authorised to do or cause tobe done all such acts, matters, deeds and other thingsas it may in its absolute discretion deem fit, required orconsidered necessary or incidental thereto, for givingeffect to the aforesaid resolution.”

15. Authority to charge/mortgage assets of the Company

both present and futureTo consider and if thought fit, to pass with or withoutmodification(s), the following resolution as a SpecialResolution:

“RESOLVED THAT in supersession of the Ordinary

the whole of undertaking/or any of its moveable or present and future, for assistance obtained/ to beFinancial Institutions or party together with inliquidated damages, commprepayment or on redempand all other monies Institutions or Bodies Coterms of their respective loagreements, letter of sancand conditions from timCompany to secure borr(Rupees Two Hundred Cr

16. Adopt new Articles of Acontaining regulations Companies Act, 2013

To consider and if thoughmodification(s), the folloResolution:

“RESOLVED THAT pursu14 and any other applicablAct, 2013, read with Com2014 (including any staenactment thereof, for tdraft regulations containesubmitted to this meetingand adopted in substituti

Association of the Compa RESOLVED FURTHER T

Company be and is herebyand take all such steps asexpedient to give effect to




NOTES1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE

MEETING IS ENTITLED TO APPOINT PROXY TO ATTENDAND VOTE ON A POLL INSTEAD OF HIMSELF/HERSELFAND THE PROXY NEED NOT BE A MEMBER OF THECOMPANY. THE INSTRUMENT APPOINTING PROXYSHOULD HOWEVER BE DEPOSITED AT THE REGISTEREDOFFICE OF THE COMPANY NOT LESS THAN FORTY-EIGHT HOURS BEFORE THE COMMENCEMENT OF THEMEETING.

2. Relevant Explanatory Staof Section 102 of the ComSpecial Business, as set ou

3. Register of members and

Company will remain closto 25th September, 2014 (

4. The dividend as recommeif declared at the Annual G

a. To all beneficial ow

as applicable and actual out of pocket expenses, forthe financial year commencing on 1st April, 2014 andending on 31st March, 2015, as fixed by the AuditCommittee and approved by the Board of Directorsof the company, to be paid to Ms. Stuti R. Shah, CostAccountants (Membership Number 29115) be and ishereby ratified and confirmed.”

18. Maintenance of Register of Member and otherstatutory registers at a place other than the registeredoffice of the Company

To consider and if thought fit, to pass with or withoutmodification(s), the following resolution as a SpecialResolution:

“RESOLVED THATpursuant to the provisions of Section94, other applicable provisions, if any, of the CompaniesAct, 2013 and the rules made thereunder (includingany amendment thereto or enactment thereof for thetime being in force), consent of the Company be andis hereby accorded to keep the Register and Index ofMembers, Register and Index of Debenture Holders andother statutory registers and copies of all Annual Returns

under Section 92 of the Cwith the copies of certifito be annexed thereto or be required, at the Corpo8, “GARDEN VIEW”, OBhavan Road, Bodakdev, of the Registered Office oOctober 1, 2014.”

By the

Place : Ahmedabad Date : August 12, 2014

Registered Office :166-169, Village IndradKadi – Kalol Road, Dist : MehGujarat – 382 715 (India)CIN : L24110GJ1989PLC0124



5. Corporate members intending to send their authorisedrepresentatives to attend the Meeting are requestedto send to the Company a certified copy of the BoardResolution authorising their representative to attend andvote on their behalf at the Meeting.

6. The Members of the Company are requested to register

their email addresses with their DP or with the Registrarand Share Transfer Agent of the Company, to receivedocuments/notices electronically from the Companyin lieu of physical copies. Please note that, in case youhave already registered your email address, you are notrequired to re-register unless there is any change in youremail address. Members holding shares in physical formare requested to send email at cs@aksharchemindia.

com to update their email addresses.7. Members are requested to bring their attendance slip

along with their copy of Annual Report at the Meeting.

8. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will beentitled to vote.

9. All documents referred to in the notice are available

for inspection at the Registered Office of the Companyduring office hours on all working days between 11.00a.m. to 1.00 p.m., except Sundays and holidays, uptothe date of Meeting and will also be available at thevenue of the Meeting.

10. The Register of Directors and key managerial personneland their Shareholding, maintained under Section 170of the Companies Act, 2013 will be made available forinspection at the venue of the Meeting by the Membersattending the meeting.

11. The Register of contracts or arrangements, in whichDirectors are interested shall be produced at thecommencement of Annual General Meeting of the

The information or detaforesaid Director under tare as under:

Mrs. Paru M. Jaykrishnaand Managing Director ofin Philosophy, Sanskrit & E

a degree in Law. She isentrepreneurs of India. Shas Executive Member andof Commerce and Indudirector, president to manBoards and OrganisationCompany and looks aftestrategies of the Company

Songwon Colors LimitedAsahi Powertech Private Limited, Asahi Energy Prishe is holding 1,652,792 E

13. Reappointment/Revision (Information pursuant to C

At the ensuing Annual G

placed for approval of mrevision in terms of appoMrs. Paru M. JaykrishnDirection, revision in remuneration of Mr. Managing Director of theof Mr. Munjal M. Jaykrisof the Company.

Brief information of Mrs. Pand Managing Director isto Clause 49 of Listing Ag

Mr. Gokul M. Jaykrishna,Company aged around 4




Mr. Munal M. Jaykrishna, Joint Managing Director of theCompany aged around 44 years is a major in Financeand Marketing from Lehigh University, Bethlehem. He isassociated with the Company since 1995. He is lookingafter production, marketing, quality control and overalldevelopment of the Company.

He is on the Board of Asahi Songwon Colors Limited,Akshar Silica Private Limited, Asahi Powertech PrivateLimited, Flyover Communication Private Limited, SkyjetAviation Private Limited, Asahi Energy Private Limited. Ason 31.03.2014, he is holding 836,372 Equity Shares ofthe Company.

14. Electronic copy of the Annual Report for 2013-14is being sent to all the members whose email IDs areregistered with the Company/Depository Participants(s)for communication purposes unless any member hasrequested for a hard copy of the same.

15. Members may also note that the Notice of the 25thAnnual General Meeting and the Annual Report for2013-14 will also be available on the Company’s websitewww.aksharchemindia.com for their download. The

physical copies of the aforesaid documents will also beavailable at the Registered Office of the Company duringoffice hours on all working days between 11.00 a.m. to1.00 p.m., except Sundays and holidays.

16. Voting through electronic means

I. In compliance with provisions of Section 108 of theCompanies Act, 2013 and Rule 20 of the Companies(Management and Administration) Rules, 2014, theCompany is pleased to provide members facility toexercise their right to vote at the 25th Annual GeneralMeeting (AGM) by electronic means and the businessmay be transacted through e-Voting Services providedby National Securities Depository Limited (NSDL):

(ii) Launch internet broURL:

https://www.evoting.

(iii) Click on Shareholde

(iv) Put user ID and pasnoted in step (i) abov

(v) Password change password/PIN with with minimum 8 digthereof. Note newrecommended not tany other person andpassword confidentia

(vi) Home page of e-voActive Voting Cycles

(vii) Select “EVEN” of A

(viii) Now you are ready opens.

(ix) Cast your vote byand click on “Submprompted. (x) Upo“Vote cast successful

(xi) Once you have votedbe allowed to modify

(xii) Institutional sharehoHUF, NRI etc.) are (PDF/JPG Format) o

Authority letter etc. tosignature of the dulyare authorized to voe-mail to cs@aksharmarked to evoting@

i h i l



II. In case of any queries, you may refer the FrequentlyAsked Questions (FAQs) for Shareholders and e-votinguser manual for Shareholders available at the Downloadssection of www.evoting.nsdl.com

III. If you are already registered with NSDL for e-voting, thenyou can use your existing user ID and password/PIN for

casting your vote.IV. You can also update your mobile number and e-mail id

in the user profile details of the folio which may be usedfor sending future communication(s).

V. The e-voting period commences on 20th September,2014 (9:00 am) and ends on 21st September, 2014(5:00 pm). During this period shareholders’ of the

Company, holding shares either in physical form or indematerialized form, as on the cut-off date (record date)of August 29, 2014, may cast their vote electronically.The e-voting module shall be disabled by NSDL for votingthereafter. Once the vote on a resolution is cast by theshareholder, the shareholder shall not be allowed tochange it subsequently.

VI. The voting rights of shareholders shall be in proportion

to their shares of the paid up equity share capital of theCompany as on the cut-off date (record date) of August29, 2014.

VII. Mr. Bipin L. Makawana, Practicing Company Secretary(Membership No. A15650) has been appointed as theScrutinizer to scrutinize the e-voting process in a fair andtransparent manner.

VIII. The Scrutinizer shall witworking days from the counblock the votes in thewitnesses not in the empmake a Scrutinizer’s Repor against, if any, forthwCompany.

IX. The Results shall be deGeneral Meeting (AGM)declared along with the placed on the Company’s wcom and on the website opassing of the resolutions of the Company and com

and Ahmedabad Stock Ex

By the



ANNEXURE TO NOTICE




their intention to propose the candidature of Mr. Gautam M. Jain and Mr. Jayprakash M. Patel as Dire

Mr. Gautam M. Jain and Mr. Jayprakash M. Patel are not disqualified from being appointed as directerms of Section 164 of the Companies Act, 2013 and has given their consent to act as a Director.

Section 149 of the Companies Act, 2013 stipulates the criteria of independence for appointment of aon the Company’s Board. An Independent Director can hold office for a term up to 5 (five) consecutithe Company and he shall not be included in the total number of directors liable to retire by rotationBoard, Mr. Gautam M. Jain and Mr. Jayprakash M. Patel fulfils the conditions for their appointment asas specified in the Companies Act, 2013 read with rules made there under and the Listing Agreement. their appointment as independent directors of the Company for your approval.

None of the directors, Key Managerial Personnel and their relatives other Mr. Gautam M. Jain and Mrtheir relatives are concerned or interested in the said resolutions.

Pursuant to provisions of Section 149, 152, Schedule IV of the Companies Act, 2013 read with Cand Qualification of Directors) Rules, 2014 and Clause 49 of the Listing Agreement. It is propose

Mehta, Mr. Param J. Shah and Dr. Pradeep Jha, as Independent Directors of the Company up to 5 (fiveconclusion of the 30th Annual General Meeting of the Company. The Company has received notices of the Companies Act, 2013 from shareholders proposing the appointment of aforesaid Independent D

A brief profile along with other details of the Independent Directors are as follows:

Name of the Director Mr. Gautam M. Jain

Director Identification Number 00160167

Date of Birth 18/06/1952

Date of Joining the Board 21/01/2014

Profile of the Director He is Bsc (Chemistry) and holds a degreehaving more than 40 years of experienc

Number of shares held in the Company Nil

Directorship in other companies 1. Metroglobal Limited2. Metrochem Capital Trust Limited3. Minerva Dychem Industries Pvt Ltd4. Maiden Tradefin Pvt Ltd5. Anil Dye-Chem Industries Pvt Ltd6. Nitrex Chemicals India Limited7. Bloom Investment and Trading Pvt L



Name of the Director Mr. Jayprakash M. Patel




Profile of the Director He is a Chemical Engineer and industr

experience in Dyes and intermediates inNumber of shares held in the Company Nil

Directorship in other companies 1. Loxim Industries Limited2. Riddhi Siddhi Gluco Biols Limited3. Dye-O- Print (Guj) Private Limited

Committee memberships in other companies Loxim Industries LimitedAudit Committee - Member

Remuneration Committee - Member

Name of the Director Mr. Kiran J. Mehta




Profile of the Director He is a MCOM, LLB, FICWA and FIISaccountant.

Number of shares held in the Company Nil

Directorship and memberships in other companies Nil

Committee memberships in other companies Nil

Name of the Director Mr. Param J. Shah




Profile of the Director He is MBA, MCOM and LLB. He has w





Committee, the Board of Directors at their meeting held on 12th August, 2014 approved, subjshareholders in the ensuing annual general meeting the enhancement of the remuneration. The otheof the remuneration remaining the same as approved at the 22nd Annual General Meeting held oThe terms and conditions are:

1. Remuneration:

A. Basic Salary Rs. 300,000/- per month with effect 1st December, 2013 to 30t

600,000/- per month with effect from 1st October, 2014 with such rBoard of Directors from time to time.

b. Commission In addition to the salary, perquisites and allowances payable, a comby the Board of Directors at the end of each financial year calculaprofits of the Company. Commission should not exceed 2% of teach Financial Year subject to the overall ceiling stipulated in SeSchedule V of the Companies Act, 2013.

2. Perquisites:In addition to the salary and commission as outlined above, the Chairperson and Managing Dirperquisites/allowances as under:

Category “A”

a. Housing i) The expenditure incurred by the Company on hiring furniChairperson and Managing Director, subject to a ceiling oabove 10% payable by the Chairperson and Managing Dire

ii) In case the accommodation is owned by the Company, 10%and Managing Director shall be deducted by the Company.

iii) In case no accommodation is provided by the CompanyDirector shall be entitled to House Rent Allowance not exc

Explanation: The expenditure incurred by the Company on gas, electricity, water and furnishthe Income-tax Rules, 1962, subject to a ceiling of 10% of salary.

b. MedicalReimbursement

The Company shall reimburse expenses incurred for the Chairpersherself and her family subject to a ceiling of one-month salary in over a period of three years.

c. Leave TravelConcession

For the Chairperson and Managing Director and her family once inwith the rules of the Company.

d. Insurance Insurance policy to cover personal effects, personal accident and m

e. Club Fees Fees of clubs subject to maximum four clubs. This will include amonthly and annual subscriptions.

f. EntertainmentExpenses

The Company shall reimburse entertainment expense actually incuof the Company subject to such annual limits as may be fixed by Company.

f f

AKSHARCHEM (INDIA) LIMITEDANNUAL REPORT 2013 14




The Board of Directors thus recommends the resolution as setout in Item No. 11 of the accompanying Notice concerningher period of office as a Special Resolution.

As per provision of Section 190 of the Companies Act, 2013,the draft Agreement to be entered into by the Company withMrs. Paru M. Jaykrishna is available for inspection between11.00 a.m. and 1.00 p.m. on all working days, except Sundaysand Holidays at the Registered Office of the Company.

The above may be treated as a written memorandum underSection 190 of the Companies Act, 2013.

Mr. Paru M. Jaykrishna, the Chairperson and ManagingDirector of the Company may be considered to be concerned

or interested in the said Resolution and also in the draftagreement. Mr. Gokul M. Jaykrishna and Mr. Munjal M.Jaykrishna may also be considered as concerned or interestedin the same, being relatives of Mrs. Paru M. Jaykrishna. Saveas aforesaid, none of the other Directors and Key ManagerialPersonnel of the Company and their relatives is concerned orinterested, in the resolution set out at Item No. 11.

Item No. 12Revision in the terms of appointment and remunerationof Mr. Gokul M. Jaykrishna (holding DIN 00671652), theJoint Managing Director of the Company

Mr. Gokul M. Jaykrishna, the Joint Managing Director ofthe Company was re appointed pursuant to provisions of

provide that not less than two-directors of a public company of office is liable to determinaby rotation, where the term “tonot include Independent Direct

the Companies Act, 2013 or anin force.

The Board of Directors of youof three (3) Non-Independenabove referred provisions of tdesirable that the period of omade liable to determination rotation. Accordingly, resolutioMembers to change the termsfrom ‘Not liable to retirement to retirement by rotation’ andshall not be construed as break

The Board of Directors at its2014 revised the remuneration the recommendation by Remun

Mr. Gokul M. Jaykrishna agedFinance and Marketing from He is associated with the Comp

He is looking after overall fdevelopment of the Company

3. Overall Remuneration:The aggregate of salary, perquisites, allowances and commission in any one financial year shall not eunder Section 196, 197 and other applicable provisions read with Schedule V of the Companies Amodifications or re-enactments thereof.

4. Minimum Remuneration:In the event of absence or inadequacy of profits in any financial year during the currency of tenuManaging Director, the payment of salary, allowances, perquisites and all other payments shall

stipulated under Schedule V read with Section 196 and 197 of the Companies Act, 2013.



1. Remuneration:

A. Basic Salary Rs. 150,000/- per month with effect from December 1, 2013 witby the Board from time to time.

b. Commission In addition to the salary, perquisites and allowances payable, a comby the Board of Directors at the end of each financial year calculaprofits of the Company.

Commission should not exceed 2% of the Company’s Net Profit fto the overall ceiling stipulated in Section 196 and 197 read with SAct, 2013.

2. Perquisites:In addition to the salary and commission as outlined above, the Joint Managing Director shall allowances as under:

Category “A”

a. Housing i) The expenditure incurred by the Company on hiring furniJoint Managing Director, subject to a ceiling of 60% of thpayable by the Joint Managing Director.

ii) In case the accommodation is owned by the CompanyManaging Director shall be deducted by the Company.

iii) In case no accommodation is provided by the Company, Joentitled to House Rent Allowance not exceeding 60% of hi

Explanation: The expenditure incurred by the Company on gas, electricity, water and furnish

the Income-tax Rules, 1962, subject to a ceiling of 10% of salary.b. Medical

ReimbursementThe Company shall reimburse expenses incurred for the Joint Manhis family subject to a ceiling of one-month salary in a year or threof three years.


For the Joint Managing Director and his family once in a year inrules of the Company.


e. Club Fees Fees of clubs subject to maximum two clubs. This will include amonthly and annual subscriptions.



f f

AKSHARCHEM (INDIA) LIMITEDANNUAL REPORT 2013-14




As per provision of Section 190 of the Companies Act, 2013,the draft Agreement to be entered into by the Company withMr. Gokul M. Jaykrishna is available for inspection between11.00 a.m. and 1.00 p.m. on all working days, except Sundaysand Holidays at the Registered Office of the Company.

The above may be treated as a written memorandum underSection 190 of the Companies Act, 2013.

Mr. Gokul M. Jaykrishna, the Joint Managing Director of theCompany may be considered to be concerned or interestedin the said Resolution and also in the draft agreement. Mrs.Paru M. Jaykrishna and Mr. Munjal M. Jaykrishna may alsobe considered as concerned or interested in the same, beingrelatives of Mr. Gokul M. Jaykrishna. Save as aforesaid, noneof the other Directors and Key Managerial Personnel of the

Company and their relatives is concerned or interested, in theresolution set out at Item No. 12.

Item No. 13Reappointment of Mr. Munjal M. Jaykrishna (holdingDIN 00671693) as Joint Managing Director of the

CompanyAt the 20th Annual General MMunjal M. Jaykrishna was Director of the Company for a of Directors at their meeting hethe remuneration payable of Mrecommendation of Remunera

The Board of Directors at it2014 has reappointed Mr. MManaging Director of the Comyears with effect from March of the shareholders at the generesolution.

Mr. Munjal M. Jaykrishna is a m

from Lehigh University, Beththe Company since 1995. Hmarketing, quality control anCompany. The brief particulaof remunerations are as mentio

1. Tenure of Appointment: 5 years with effect from March 24, 2014

2. Remuneration:

A. Basic Salary Rs. 150,000/- per month with effect from March 24, 2014 to S400,000/- per month with effect from October 1, 2014 with such rBoard from time to time.

b. Commission In addition to the salary, perquisites and allowances payable, a comby the Board of Directors at the end of each financial year calculaprofits of the Company.

Commission should not exceed 2% of the Company’s Net Profit f

to the overall ceiling stipulated in Section 196 and 197 read with SAct, 2013.

3. Perquisites:In addition to the salary and commission as outlined above, the Joint Managing Director shall allowances as under:



b. MedicalReimbursement

The Company shall reimburse expenses incurred for the Joint Manhis family subject to a ceiling of one-month salary in a year or threof three years.


For the Joint Managing Director and his family once in a year inrules of the Company.


e. Club Fees Fees of clubs subject to maximum five clubs. This will include amonthly and annual subscriptions.



Explanation: For the purposes of Category “A” family means the spouse, the dependent childrof the Joint Managing Director.

Category “B” Contribution to Provident Fund and Superannuation fund will not be

of the ceiling on remuneration to the extent they are, either singlyunder the Income-tax Act, 1961. Gratuity not exceeding half monyear of service. Gratuity and encashment of leave shall not be incthe ceiling on the remuneration.

Category “C” The Company shall provide a car with driver and telephone at ruse on Company’s business and telephone at residence will not bPersonal long distance calls on telephone and use of car for privathe Company to the Joint Managing Director.

4. Overall Remuneration:The aggregate of salary, perquisites, allowances and commission in any one financial year shall not eunder Section 196, 197 and other applicable provisions read with Schedule V of the Companies Amodifications or re-enactments thereof.

5. Minimum Remuneration:In the event of absence or inadequacy of profits in any financial year during the currency of tenuDirector, the payment of salary, allowances, perquisites and all other payments shall be governed by Schedule V read with Section 196 and 197 of the Companies Act, 2013.

In terms of the provisions of Companies Act, 2013, consentof the members is required for re-appointment of Mr. MunjalM. Jaykrishna as Joint Managing Director of the Company.The Board hereby recommends the resolution for your

11.00 a.m. and 1.00 p.m. on all wand Holidays at the Registered

The above may be treated as a




Item No. 14Borrowing powers of the Board of Directors of theCompany under section 180(1)(c) of the Companies

Act, 2013 up to Rs. 200 croresThe Members of the Company at their 8th Annual GeneralMeeting held on 29th September, 1997 approved, by wayof an Ordinary Resolution under Section 293(1)(d) of theCompanies Act, 1956, borrowings over and above theaggregate of paid up share capital and free reserves of theCompany provided that the total amount of such borrowingstogether with the amounts already borrowed and outstandingat any point of time shall not be in excess of Rs. 200 crores(Rupees Two Hundred Crores).

Section 180(1) (c) of the Companies Act, 2013 effective from

September 12, 2013 requires that the Board of Directorsshall not borrow monies in excess of the Company’s paid upshare capital and free reserves, apart from temporary loansobtained / to be obtained from the Company’s bankers in theordinary course of business, except with the consent of theCompany accorded by way of a special resolution.

Considering the growth of the Company in last decade andfuture requirements for long term funds, it is, therefore,

necessary for the members to pass a Special Resolution underSection 180(1) (c) of the Companies Act, 2013 and otherapplicable provisions of the Act, as set out at Item No. 13of the Notice, to enable the Board of Directors to borrowmonies not exceeding Rs. 200 crores.

None of the Directors and Key Managerial Personnel of theCompany and their relatives is concerned or interested in theresolution set out at Item No. 14. The Directors recommendthe passing of the Special Resolution proposed at Item No.14 of the Notice.

Item No. 15 Authority to charge/mortgage assets of the Companyb th t d f t

However, pursuant to provisthe Companies Act, 2013, sexercise such power to createthe immovable and movable prwith the approval of MemberSpecial Resolution.

Accordingly, the Company seby way of passing Special resorequirements of section 180(2013.

In furtherance to the Resolutsaid borrowings may be requmortgage/ charge over all or aor immovable assets of the Co

of Section 180 (1) (a) of thmortgage or charge on all or aor immovable properties of thethe disposal of the whole, or sundertaking of the Company from the shareholders of the to be executed between the lecontain provisions to take o

Company in certain events, it iunder Section 180(1) (a) of tcreation of charges/mortgagelimits as mentioned in the reso

Your Directors recommend thethe Notice for your approval asthe Directors, Key Managerial any way concerned or intereste

None of the Directors, Key relatives is in any way conresolution.

Item No. 16



of Articles of Association and replacing the existing Articlesof Association.

As per the provisions of Section 14 of the Companies Act,2013, approval of the Shareholders of the Company by wayof a special resolution is required for alteration of Articles ofAssociation of the Company.

A copy of the proposed new set of the Articles of Associationof the Company would be available for inspection at theregistered office of the Company on all working days exceptSundays and Holidays between 11.00 A.M and 1.00 P.M upto the date of Meeting and will also be available at the venueof the Meeting.

None of the Directors / Key Managerial Personnel of theCompany /their relatives is, in any way, concerned or interestedin the Special Resolution set out at Item No. 16 of the Notice.The Board recommends the Special Resolution set out at ItemNo. 16 of the Notice for approval by the shareholders.

Item No. 17 Approval of remuneration of Cost Auditors for thefinancial year 2014-15The Board, on the recommendation of the Audit Committee,

has approved the appointment and remuneration of Ms. StutiR. Shah, Cost Accountant, as Cost Auditors to conduct ofaudit of cost records maintained by the Company in respectof Companies Product for the financial year 2014-15.

In accordance with the provisions of Section 148 of theCompanies Act, 2013 read with the Companies (Audit andAuditors) Rules, 2014, the remuneration payable to theCost Auditors should be ratified by the shareholders of theCompany.

According, consent of the members is sought for passingan Ordinary Resolution as set out at the Item No. 17 of theNotice for ratification of the remuneration payable to theCost Auditors for the financial year 2014-15

Item 18Maintenance of Register ofStatutory Registers at a place otoffice of the CompanyIn the interest of operational anit is proposed to maintain the Rof Debenture Holders, Index oand copies of annual returns at the Company’s Corporate oVIEW”, Opp. AUDA GardeBodakdev, Ahmedabad - 380 0Office of the Company with ef

Approval of the Shareholdersof the Companies Act, 2013 f

place at which the Register andbe kept.

The Board recommends the spItem No.18 of the Notice for ap

None of the Directors and KeCompany and their relatives interested, financially or otherset out under Item No. 18 of th

By the





DIRECTORS’REPORT

D a S a eho der Your Directors are pleased to present their Twenty Fifth Annual Report together with the Audited FinaCompany for the financial year ended March 31, 2014.

FINANCIAL RESULTS

Particulars Curren2013

Revenue from operations 14,487

Other Income

Total Income 14,49

Profit for the year before Finance Costs, Depreciation, Extra Ordinary Itemand Tax Expenses

3,2

Less : Finance Costs 1

Profit for the year before Depreciation, Extra Ordinary Item and TaxExpenses

3,1

Less : Depreciation 1

Profit for the year before Extra Ordinary Item and Tax Expenses 3,055.

Less: Extra Ordinary Item 1

Profit for the year before Tax Expenses 2,89

Less: Current Tax 6

Less: Deferred Tax 2

Net Profit for the year 2,00

Add : Balance brought forward from last year 797.

Surplus available for Appropriation 2 8



DIVIDENDAfter considering the Company’s profitability, cash flow andoverall financial performance, your Board of Directors ofthe Company are pleased to recommend a final dividend ofRs. 2.00 per equity share (20% on the face value of Rs. 10/-each) subject to approval of the members at the forthcomingAnnual General Meeting. Which along with the InterimDividend of Rs. 3.00 per equity share (30% on face value ofRs. 10 each) adds up to total dividend of Rs. 5.00 per equity

share (50% on face value of Rs. 10 each).

During the previous financial year, the Company has paid adividend of Rs 0.50 per equity share (5% on face value of Rs.10 each).

During the year under review, your Directors had declared anfirst interim dividend of Rs. 2.50 per equity share (25% onface value of Rs. 10 each) at its meeting held on November

12, 2013 and had declared second interim dividend of Rs.0.50 per equity share (5% on face value of Rs. 10 each) at itsmeeting held on January 21, 2014 respectively and the samehas been paid to the members/beneficial owners as on recorddate. The members are requested to approve the interimdividend as final dividend for the financial year 2013-14.

The final dividend, if declared as above would involve atotal outgo of Rs. 247.64 Lacs towards dividend for theyear (including interim dividend already paid) and Rs. 42.08Lacs towards dividend distribution tax (including dividenddistribution tax of interim dividend).

FINANCIAL PERFORMANCE

Results of OperationsDuring the year under reviewtotal income of Rs. 14,500 LLacs of the previous year.

Profit after Tax (PAT) increasedLacs during the year.

The total sales increased fromLacs during the year, showing

with the previous year.ExportsDuring the year under reviewfrom Rs. 8,125 Lacs to Rsprevious year, showing a growconfident to explore better ovcome.

TRANSFER TO RESER Your Company proposes to traReserve (Previous Year Rs. Nappropriation and an amount ofbe retained in the Statement of

SCHEME OF ARRANGThe Board of Directors of the

on 19th December, 2013 has apof Arrangement in the naturof CPC Green Division of AsAksharChem (India) Limitedof the share capital of Asahi S




Exchanges a Management Discussion and Analysis Report isappended to this Report.

CORPORATE GOVERNANCE Your Company is committed to maintain the higheststandards of Corporate Governance. A separate CorporateGovernance Report as stipulated under Clause 49 of the

Listing Agreement with the Stock Exchange(s) is furnishedas a part of this Report together with certificate from M/s.Trushit Chokshi & Associates, Chartered Accountants,Ahmedabad, confirming compliance with the conditions ofCorporate Governance.

SECRETARIAL AUDIT REPORTAs required under the provisions of Section of Section 383A

of the Companies Act, 1956 and the rules made there under,a certificate is appended herewith and the same forms partof this Report.

DIRECTORATEVarious provisions in respect of Directors contained in theCompanies Act, 2013 (“the Companies Act”) were notifiedwith effect from April 1, 2014 repealing the corresponding

provisions in the Companies Act, 1956 (“the 1956 Act”).Independent DirectorsMr. Gautam M. Jain and Mr. Jayprakash M. Patel wereappointed as additional directors of the Company with effectfrom January 21, 2014, who hold office until the ensuingAnnual General Meeting.

Section 149 of the Companies Act, 2013 stipulates thecriteria of independence for appointment of an IndependentDirector on the Company’s Board. An Independent Directorcan hold office for a term up to 5 (five) consecutive years onthe Board of the Company and he shall not be included in thetotal number of directors liable to retire by rotation. In theopinion of the Board, Mr. Gautam M. Jain and Mr. Jayprakash

provides that the independent dretire by rotation in the Annualthe Company.

Mr. Kiran J. Mehta and Mr. Pat the ensuing Annual Generaapplicable provisions of the CSection 149 of the Companiethere under, and as per Clausean Independent Director now 5 (five) consecutive years on 149 and other applicable prov2013 and Rules made there uhave appointed Mr. Kiran J. Mas Independent Directors of t(five) consecutive years up to General Meeting of the Comppassing of resolution.

Dr. Pradeep Jha is Independewhose period of office is retirement of Directors by applicable provisions of the CSection 149 of the Companie

there under, and as per Clausean Independent Director now 5 (five) consecutive years on 149 and other applicable prov2013 and Rules made there uhave appointed Dr. Pradeep of the Company for a term ofto conclusion of the 30th An

Company. The Board recommeNon-Independent DirectorsIn terms of the provisions of SAct, 2013, two third of the (excluding Independent Direct



Jaykrishna, Joint Managing Director of the Company retireby rotation. Accordingly, the Board of Directors has revisedterms of appointment in line with the above, however, otherterms of appointment aforesaid executive directors remainthe same and there is no break in their employment. TheCompany seeks your approval for the variation in terms ofappointment of the executive directors.

Out of three non – independent directors, two directors shallbe liable to retire by rotation and one of them (ie.1/3rd) willretire every year starting from Annual General Meeting 2014.Mrs. Paru M. Jaykrishna, being the longest severing directorin this category, shall retire by rotation in the ensuringAnnual General Meeting of the Company. Mrs. Paru M.Jaykrishna, being eligible, offers herself for reappointment asdirector and the Board recommends her reappointment inthe ensuing Annual General Meeting.

Executive DirectorsThe Board of Directors at its meetings held on January 21,2014 revised the remuneration payable to Mrs. Paru M.Jaykrishna, Chairperson and Managing Director of theCompany. Further, in the Board Meeting held on August12, 2014 has revised the remuneration of Mrs. Paru M.

Jaykrishna. The Board recommends passing of resolution.The Board of Directors at its meetings held on January 21,2014 revised the remuneration payable to Mr. Gokul M.Jaykrishna, Joint Managing Director of the Company. Further,the Board of Directors of the Company has revised the termsof appointment of Mr. Gokul M. Jaykrishna. The Boardrecommends passing of resolution.

The Board of Directors at its meeting held on January 21,2014 revised the remuneration payable to Mr. Munjal M.Jaykrishna, Joint Managing Director of the Company. Further,the Board of Directors at its meeting held on March 24, 214has reappointed Mr. Munjal M. Jaykrishna as Joint ManagingDirector of the Company for a further period of 5 years

102 of the Companies Act, 20

Women DirectorThe composition of the Boardincludes a women director vAccordingly, the Company requirement of Section 149(1)read with Rule 3 of the CQualification of Directors) Rul

DIRECTORS’ RESPONIn accordance with the requireof the Companies Act, 1956, that:

(i) in the preparation of the

ended March 31, 2014standards have been fexplanations in case of m

(ii) the Directors had selecteapplied them consistentlestimates that are reasonaa true and fair view of the at the end of the financialprofit and loss of the Comp

(iii) the directors had taken the maintenance of adeaccordance with the prov1956 for safeguarding the preventing and detecting and

(iv) the directors had prepargoing concern basis.

AUDITORS AND AUDIThe observations of the Audito

lf l Th S




The said Auditors have confirmed their willingness to acceptoffice, if, reappointed. The Board on the recommendationof the Audit Committee have proposed the reappointmentof M/s. Trushit Chokshi & Associates, Chartered Accountants,Ahmedabad (Firm Registration No.111072W), StatutoryAuditors of the Company to hold office from the conclusionof this Annual General Meeting till the conclusion of the 28th

Annual General Meeting – three years (subject to ratificationof the appointment by the members at every Annual GeneralMeeting held after this Annual General Meeting) at suchremuneration to be decided by the Board of Directors inconsultation with the said Auditors.

The notes on financial statement referred to in their AuditReport are self explanatory and do not call for any furtherexplanation.

FIXED DEPOSITSThe Company has not accepted deposit from public duringthe year and there was no deposit outstanding on March31, 2014.

PARTICULARS OF CONSERVATION OF ENERGY,TECHNOLOGY ABSORPTION AND FOREIGN

EXCHANGE EARNINGS AND OUTGOThe particulars of conservation of energy, technologyabsorption and foreign exchange earnings and outgopursuant to provisions of Section 217 (1) (e) of the CompaniesAct, 1956, read with the Companies (Disclosure of Particularsin the Report of Board of Directors) Rules, 1988 are providedin the Annexure – “A” to this Report.

STATEMENT OF EMPLOYEES’ PARTICULARSThe particulars of employees as required under Section217(2A) of the Companies Act, 1956 read with the Companies(Particulars of Employees) Rules, 1975 as amended is attachedherewith as per Annexure - “B” forming part of this Report.

remuneration payable to the Cby the shareholders and the saexplanatory statement annexeGeneral Meeting as per Sectio2013. The Cost Report for thetime.

HUMAN RESOURCRELATIONSOverall, industrial relations year were cordial. Your diretheir sincere appreciation for temployees and workers of the

FINANCE AND INSURThe Company has been financworking capital.

All insurable interests of the Cmachinery, building, stocks, vebeen adequately insured agains

CREDIT RATINGThe CARE has revised care

“CARE BBB-“ (Triple B Minuassigned to the long term banalso revised from “CARE A3”rating assigned to the short term

LISTINGThe Equity Shares of the ComBSE Limited and AhmedabadListing Fees for the year 2014-

TRANSFER TO INVEPROTECTION FUNDAs provided in Section 205C(2dividend amount which was du



conservation. The Company preserves in its efforts to teachsafe and environmentally accountable behavior in everyemployee, as well as its vendors. The Company is committedtowards safety, not only of its own men and plant, but alsoof the society at large.

Solid waste generated at the Works, after treatment of itsliquid effluent is shifted to a Gujarat Pollution Control Board

(GPCB) approved site.

The Company continues to demonstrate its commitment toa clean and safe environment. The State of the art effluenttreatment plant continues to run satisfactorily, so that thetreated wastewater discharged is well within the stipulatednorms set by GPCB.

Your Company has ISO 14001:2004 and ISO 9001-2008

certification for its unit.

APPRECIATION AND ACKNOWLEDGEMENTS Your Directors are grateful and pleased to place on recordtheir thanks to Government of India, Government of Gujarat,

Electricity supply companies, support, guidance and continue

The Company is thankful to trust in the Company and theipatronage.

By the



Additional information pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies in the Report of Board of Directors) Rule, 1988 and forming part of the Directors’ Report for the year

I. (A) ENERGY CONSERVATION MEASURES TAKEN DURING THE YEAR 2a. Energy conservation measures

takenThe Company put continues efforts to energy conservationare taken to upgrade the plant and machinery. Replacemefficient ones and with appropriate capacities. Replacementand efficient pumps. The Company has three DG set of one installed in the plant as standby for continuous power supp

b. Additional investments andproposals, if any, beingimplemented for red ction of

No

ANNEXURE TO THEDIRECTORS’ REPORT




FORM ‘A’

Sr.No.

Particulars Unit ofMeasurement

A) POWER & FUEL CONSUMPTION

1. Electricity

a. PurchasedUnit Lacs KWH

Total amount Rs in Lacs

Rate/Unit Rupees

b. Own Generation

i) Unit generated through diesel generator Lacs KWH

Unit per litre of diesel oil Rs in LacsCost/Unit Rupees

2. Diesel/Furnace Oil

Unit Thousand Ltrs


Rate/Unit Rupees

3. Lignite Coal & other FuelsUnit Thousand Kgs


Rate/Unit Rupees

B) CONSUMPTION PER UNIT OF PRODUCTION

Electricity (Units/Ton)

Diesel/furnace oil (Ltrs./Ton.)Lignite Coal and other fuels (kg/ton)

B. TECHNOLOGY ABSORPTION



RESEARCH & DEVELOPMENT (R & D)

FORM “B”

1. Specific area in which Research and Development carried out by the CompanyThe Research and Development department continued to direct its efforts towards quality conimprovement of product as per customer demand.

2. Benefits derived as a result of the above Research & Development • Research and Development work in enrichment of the Company’s product range with prom

higher value addition due to cost reduction by way of process improvements, energy savings awaste.

• With installation of Quality System and Total Quality Management, we have been able to get ISO and this is in turn, has enabled us to plan, manufacture and supply material of International has resulted in up gradation of all the documentation on the products to specify complete man

assurance needs. • The company has received ISO 14001-2004 Certification.

3. Future plan of action The Company plans to continue its efforts on in-house Research and Development to improve q

and developing of new products.

4. Expenditure on Research & Development

5. Technology absorption, adaptation and innovation

i) Efforts, in brief made towards technology absorption, adaptation and innovation: The Company has been putting emphasis to train its technical personnel by way of providing

latest technology available.

ii) Benefits derived as a result of the above efforts:f f ff

Particulars 2013Capital

Revenue/Recurring

Total

Total Expenditure as % of turnover 0.




C. FOREIGN EXCHANGE EARNINGS AND OUT GOa. Activities relating to Exports, initiative taken to increase exports, development of new export ma

and service and export plans.The Company exports its product to Taiwan, South Korea and other Countries. The Company hfocus and avail of export opportunities based on economic situation. During the year the Companyvaluing to Rs. 11,662 Lacs (Previous Year Rs. 8,109 Lacs) to various countries around the Worbeing taken to increase exports by exploring new markets.

b. Foreign Exchange used and earned

Particulars of Employees as per Section 217(2A) of the Companies Act, 1956 andtherein and forming part of the Director’s Report for the year ended March 31, 201

Name Designation RemunerationreceivedRs in Lacs

Qualification Experience(Years)

Date ofcommencementof Employment

Mrs. Paru M.Jaykrishna

Chairpersonand ManagingDirector

72.37 MA, LLB 44 Since Inception

Mr. Gokul M.Jaykrishna

JointManagingDirector

70.15 Major inFinance &Marketing

24 1994

Mr. Munjal M.Jaykrishna

JointManaging

70.13 Major inFinance &

23 1995

Particulars 2013

Foreign Exchange Earned 11,66

Foreign Exchange Used 2

ANNEXURE – “B” TO THEDIRECTORS’ REPORT



ANNEXURE – II TO THE DIRECTORS’ REPORTMANAGEMENT DISCUSSION AND ANALYSIS

OVERVIEWAksharChem (India) Limited is one of the leading manufactureand exporters of Vinyl Sulphone in India. Vinyl Sulphone

are Industrial Chemicals used as a key raw material in themanufacturing of reactive dyes, which is having applicationin textiles, leather, paints, pigments, plastics and rubber.The Company has fully dedicated facility in Tal: Kadi, Dist:Mehsana in the State of Gujarat.

INDUSTRY STRUCTURE AND DEVELOPMENTSChemical and Chemical products influence our lives in a

significant manner. It is not only the oldest industry in Indiabut contributes considerably to the economic developmentof the country. India is the third largest producer in Asia (nextto Japan and China) and 12th largest in the world.

Dyestuff industry is one of the core segments of the chemicalindustry. India is largest producer of Dyestuff after China.Dyestuff industry comprises of dyes such as disperse, direct,reactive, vats and others. Due to greater use of polyester andcotton based fabrics, there has been a shift towards reactivedyes used in cotton based fabrics. The demand for reactivedyes is expected to grow faster due to growth in textileindustry. Vinyl Sulphone is a key raw material used in themanufacturing of reactive dyes, volume has shown quantum

jump in last few years.

OPPORTUNITIES, THREATS, RISK AND CONCERNThe market of dye and dye intermediate are predominatedby reactive and disperse dyes. Nations like China, SouthKorea and Taiwan are strong players in the field of dispersedyes. India is leading producer Vinyl Sulphone in theworld. Further, strict environmental and pollution norms by

for manufacturing the produccontinued to rise during the yincrease, it would create pres

Company continues to workinventory management to redu

The Company is exposed to fluctuations as major chunk exports. However, the Compmitigate the currency variation

The Company is having a we

system under the guidance of exThe Audit Committee monitorisk mitigation plans.

OUTLOOK Indian economy is still struggliincreased pressure of inflationlow level against the dollar, hig

hand, global economy shows significant upturn.

The Company has managed afairly challenging environmeand growth. Priority will be oreduction, operating efficiencinstalled capacity and diligent

India is emerging to be globalto disciplined environmentaadvancement and better qualigood demand in recent years the financial year 2014-15.




Internal Auditors conduct audits of the performance of various departments, functions and also statuon annual audit plan. They report their observations / recommendations to the Audit Committee of Internal control systems are reviewed by Audit Committee on a regular basis for its effectiveness ansuggested are incorporated into the system. Internal Audit Reports are reviewed by the Audit Commi

FINANCIAL PERFORMANCEThe financial year 2013-14 has been challenging for global and Indian economy. Despite the adverse c

managed to report 51% growth in top line.

Particulars 2013

Revenue from operations 14,487

Other Income

Total Income 14,49

Profit for the year before Finance Costs, Deprecation, Extra Ordinary Item

and Tax Expenses

3,2

Finance Costs 1

Depreciation 1

Profit Before Extra Ordinary Item and Tax Expenses 3,05

Extra Ordinary Item 1

Profit for the year before Tax Expenses 2,89

Tax Expenses 8Profit after Tax 2,0

Results of OperationsDuring the year under review, the Company has earned atotal income of Rs. 14,500 Lacs as compared to Rs. 9,590Lacs of the previous year.

Profit after Tax (PAT) increased from Rs. 379 Lacs to Rs. 2,004Lacs during the year.

The total sales increased from Rs. 9,020 Lacs to Rs. 13,897Lacs during the year, showing a growth of 54% compared

review, there were, no significor remaining unresolved durin

The Board of Directors place

for the efforts put in by allperformance and looks forward

CAUTIONARY STATEM Some of the statements in this Analysis”, describing the Com



ANNEXURE – III TO THE DIRECTORS’ REPORTCORPORATE GOVERNANCE REPORT 2013-2014

As required by Clause 49 of the Listing Agreement with theStock Exchange(s), a report on Corporate Governance for theyear ended March 31, 2014 is furnished below:

A. MANDATORY REQUIREMENTS1. Company’s Philosophy on Code of Governance AksharChem (India) Limited philosophy on Corporate

Governance is about ensuring transparency, integrityand accountability in all its operations. Our governancepractice is to build the trusts between the Company andits stakeholders viz. shareholders, customers, suppliers

and employees.2. Board of Directors2.1. Composition of the Board The Board of Directors as on March 31, 2014 comprises

of Eight (8) Directors out of which three were ExecutiveDirectors and five were Non-Executive Directors. Thethree Executive Directors includes one Chairperson andManaging Director and two Joint Managing Directorsand who are promoter of the company. All five Non-Executive Directors are independent directors.

Independent DirectorsMr. Gautam M. Jain, Mr. Jayprakash M. Patel, Dr.Pradeep Jha, Mr. Param J. Shah and Mr. Kiran J. Mehta,are the independent directors of the Company.

The independent directors on the Board are senior,

competent and highly respected persons from theirreceptive fields. None of the Directors on the Board is amember on more than 10 Committees and Chairmanof more than 5 committees. Necessary disclosures havebeen made by the Directors in this regards.

2.2. Non-Executive DirectDisclosures

The Non-Executive Di

fees only. Apart fromcompensation are paid t

2.3 Other provisions as to th The Board plays an im

governing practices andThe responsibility sperformance review andand management of thvested in the Board of Chairperson and Managdelegated some of its poCompany. The Board rdelegated powers and functioning of the Comcompliance reports ofCompany as well as tinstances of non-compli

The meetings of the at periodical intervalsRegistered Office of thas required under AnneListing Agreement is mDirectors for discussio

Board Meetings. The min advance and the agencirculated in advance toperusable to attach suppto the agendas, the sameS i l l l




Sr. No. Date of Board Meeting Place No

1. 12.04.2013 Indrad, Kadi

2. 29.05.2013 Indrad, Kadi

3. 19.06.2013 Indrad, Kadi

4. 29.07.2013 Indrad, Kadi

5. 12.11.2013 Indrad, Kadi

6. 17.12.2013 Indrad, Kadi

7. 19.12.2013 Indrad, Kadi

8. 21.01.2014 Ahmedabad9. 24.03.2014 Ahmedabad

reports of all laws applicable to the Company, prepared by the Company as well as steps taken binstances of non-compliances. During the year under review, the Board of Directors met ninbetween two meetings does not exceed four months. The details of Board Meeting and Attendan

Details of Board of Directors in terms of directorship/memberships in outside company (excLtd.) as well as attendance at Board Meetings and last Annual General Meeting (AGM) are as

Name of the Director No. of OutsideDirectorship Held

No. of OutsideCommittee Positions Held

Public Private Public Private Held

Mrs. Paru M. Jaykrishna 1 4 1 - 9

Mr. Gautam M. Jain @ 3 12 - - 2

Mr. Jayprakash M. Patel @ 2 1 2 - 2

Dr. Pradeep Jha 1 - 3 - 9

Mr. Param J. Shah - - - - 9

Mr. Kiran J. Mehta - - - - 9

Mr. Gokul M. Jaykrishna 2 5 - - 9

Mr. Munjal M. Jaykrishna 1 5 - - 9

@Appointed as Additional Director with effect from 21 01 2014



3. Committee of the Board The Company has three Board level Committees,

namely: 1. Audit Committee 2. Remuneration Committee 3. Shareholders’ / Investor Grievances Committee

3.1 Audit Committee

i) Composition of Audit Committee The Audit Committee constituted by the Board of

Directors as per the provisions of Clause 49 of thelisting Agreements as well as per the provisionsof Companies Act, comprises of three members,who are well versed with finance, accounts,management and corporate affairs. The Chairmanof the Audit Committee is a non-executive andindependent director. The present composition ofthe Audit Committee is as under:

1. Mr. Kiran J. Mehta - Chairman2. Dr. Pradeep Jha - Member

3. Mr. Param J. Shah - Member

The Managing Director, Joint Managing Directors,Senior Management Executives, Head of Accounts,

Internal Auditors and the Statutory Auditors arealso invited to attend the Meetings.

Mr. Kiran J. Mehta, Chairman of the AuditCommittee attended the last Annual GeneralMeeting (AGM).

ii) Meeting and Attendance of the Audit Committee: During the year under review, the Audit Committee

met seven (7) times. The details of meeting andattendance of the members are as below:

Name of Members No. of Meetings

Held Attended

financial inffinancial statecredible.

2. Recommendaappointment, required, the statutory audfees.

3. Approval of pany other servauditors.

4. Reviewing, wfinancial stateboard for app

to:

i. Matters rDirector’sincluded of clauseCompanie

ii. Changes,

and practi

iii. Major aestimates

judgment

iv. Significafinancial findings

v. Complianlegal reqstatement

vi. Disclosuri




utilized for purposes other than stated in theoffer document/prospectus/notice and thereport submitted by the monitoring agencymonitoring the utilization of proceeds of apublic or right issue, and making appropriaterecommendations to the Board to take upsteps in this matter.

6. Reviewing, with the management,performance of statutory and internalauditors, and adequacy of the InternalControl Systems.

7. Reviewing the adequacy of internal auditfunction, if any, including the structureof the internal audit department, staffing

and seniority of the official heading thedepartment, reporting structure coverageand frequency of internal audit.

8. Discussion with internal auditors anysignificant findings and follow up there on.

9. Reviewing the findings of any internalinvestigations by the internal auditors intomatters where there is suspected fraud orirregularity or a failure of internal controlsystems of a material nature and reportingthe matter to the board.

10. Discussion with statutory auditors beforethe audit commences, about the nature andscope of audit as well as post-audit discussionto ascertain any area of concern.

11. To look into the reasons for substantialdefaults in the payment to the depositors,debenture holders, shareholders (in caseof non payment of declared dividends) andcreditors

13. Carrying outmentioned in committee.

iv) Review of informat The Audit Committ

following informatio

1. Management financial cond

2. Statement otransactions committee), s

3. Management control weakauditors;

4. Internal auditcontrol weakn

5. The appointmremuneration shall be subCommittee.

3.2. Remuneration Committe i) Composition: Remuneration Com

of three members all

The Committee com 1. Mr. Kiran J. Meh

2. Dr. Pradeep Jha, 3. Mr. Param J. Sha

ii) Terms of reference o The terms and

Committee are as un

a) To determine athe remuneratio



iii) Attendance of Remuneration Committee: During the period under review the Committee met for twice (2). The details of members an

below:

Name of Members No. of Mee

Held

Mr. Kiran J. Mehta 2

Dr. Pradeep Jha 2

Mr. Param J. Shah 2

1. Service Contract, Notice Period and Severance Fees:The employment of Mrs. Paru M. Jaykrishna, Chairperson and Managing Director, Mr.Managing Director and Mr. Munjal M. Jaykrishna, Joint Managing Director is contract

2. Stock Option details, if any : NIL

Non Executive Director Non-Executive Directors were paid sitting fees for attending the Board Meeting and Co

Mr. Param J. Shah, Mr. Gautam M. Jain and Mr. Jayprakash M. Patel who has voluntaany benefits including sitting fees from the Company.

Shareholding of Directors None of the Non-Executives - Independent Directors of the Company are holding any s

Details of the remuneration paid to the Whole-time Directors are as below:

Whole – Time Director Business relationship with theCompany

Remuneratio(inclusive of P

and Co

Mrs. Paru M. Jaykrishna Chairperson & Managing Director

Mr. Gokul M. Jaykrishna Joint Managing Director

Mr. Munjal M. Jaykrishna Joint Managing Director

3.3. Shareholders’/Investors’ Grievances Committee The shareholder’s/investor’s grievances committee has

been constituted to focus on shareholders grievances

Shareholders/ Investor G

Name of Members




grievances in general and relating to non-receiptof dividends, interest, non-receipt of financialstatement etc.

b) Such other matter as may from time to time berequired by any statutory, contractual or otherregulatory requirements to be attended by suchcommittee.

c) To approve request received for transfer,transmission, demat etc. of shares of the Company.

The Compliance Officer is entrusted with theresponsibility to specifically look into the redressalof the shareholders and investors complaintsand report the same to the Investors GrievancesCommittee.

Complaint Status The status of complaints during the year under review

is as under:

Number of complaints received : 10

Number of complaints solved : 10

Number of pending complaints : -

All the complaints received from the shareholdersduring the year were duly resolved. There are nocomplaints remaining unresolved as at the beginningand end of the year.

4. SUBSIDIARY COMPANY During the year under review, your Company does not

have any Subsidiary Company.

5. MANAGEMENT The Management Discus

part of Annual Report aAgreement.

No material transactiothe Company with theManagement, their submay have a potential coCompany.

6. CEO/CFO CERTIFICAT A certificate from Mrs. P

and Managing Director, Managing Director and MManaging Director of t

reporting and internal cBoard in terms of Clauswith the Stock Exchang

7. PREVENTION OF INSI The Company has ado

prevention of Insider Trtrading in securities by

employees of the Comclearance for dealing iprohibits the purchase by the Directors and depossession of unpublishin relation to the Compa

8. GENERAL BODY MEETINGS8.1 Details of location, time and date of last three Annual General Meeting are given below:



8.2 Extra Ordinary General Meeting There was no Extra Ordinary General Meeting held

during the Financial Year 2013-14

8.3 Special Resolution passed in the last three years atthe Annual General Meetings

At the Annual General held on August 30, 2011 SpecialResolution was passed approving the reappointment ofMrs. Paru M. Jaykrishna as Chairperson and ManagingDirector of the Company.

8.4 Special Resolution passed last year through PostalBallotNo resolution was passed through Postal Ballot in theFinancial Year 2013-14.

8.5 Whether any Special Resolutions are proposed to be

passed through Postal Ballot. None of the business proposed to be transacted in the

ensuing Annual General Meeting requires passing aspecial resolution through postal ballot.

8.6 Procedure for Postal Ballot

• The notices containing the proposed resolutionsand explanatory statements thereto are sent to

the registered addresses of all the shareholdersof the Company along with a Postal Ballot Formand a postage pre-paid envelope containing theaddress of the Scrutinizer appointed by the Boardfor carrying out postal ballot process.

• The Postal Ballot Forms received within 30 days ofdispatch are considered by the Scrutinizer.

• The Scrutinizer submits his report to theChairperson and Managing Director of theCompany, who on the basis of the report announcesthe results.

• The Company has entered into an agreement

potential conflict wiat large.

There are no transactions i.e. tramaterial nature witor the management potential conflict wlarge. Transactionsrequirement of Ac“Related Party DiscFinancial Statement

2. Accounting Treatme In the preparation o

Company has follow

Practices as prescriband has been consichanges, if any, meof Accounts.

3. Details of Non CompThe Company has cof the Stock Exchangof India (SEBI) and

relating to capital years. No penalties on the Company byother statutory autho

4. Compliance with noof Clause 49 of the LThe Company has requirements of rwhistle blower polic

5. Whistle Blower The Company has a

and has established




7. Proceed from public issues, rights issue,preferential issue etc.,

During the period under review the Company hasnot raised any proceeds from public issue, rightissue, preferential issue etc.,

8. Transfer to Investor Education and ProtectionFund

During the year under review, the Companytransferred Rs. 136,584/- to Investor Educationand Protection Fund established by the CentralGovernment.

9. Information pursuant to Clause 49 IV (G) (i) ofthe Listing Agreement with Stock Exchanges

Information pertaining to particulars of Directors

to be appointed/reappointed at the forthcomingAnnual General Meeting is being included in theNotice convening the Annual General Meeting.

10. MEANS OF COMMUNICATION Results The Board of Directors of the Company approves and

takes on record the Financial Results and announces the

said financial results to thStock Exchange LimitCompany are listed. Furesults are generally puVernacular language nepattern, financial resultsother announcements a

BSE Limited. Website The financial results are

Company at www.aksha

Presentation to Institutio The presentation of Com

to the Institutional Inves

when felt expedient. Management Discussion The management discus

part of Directors Repoindustry structure and and threats, outlook, riskand systems are discusse

11. GENERAL SHAREHOLDER’S INFORMATION

i. Annual General Meeting

Day, Date, Time & Venue Thursday, September 25, 2014 at 11.30 A. M. athe Company situated at 166-169, Village : Indr: Mehsana.

ii. Financial Year Calendar (2014-15)Tentative

Financial Year April 1, 2014 to March 31, 2015

Annual General Meeting August / September, 2015



Results for quarter ended on

June 30, 2014 On or before August 14, 2014

September 30, 2014 On or before November 14, 2014

December 31, 2014 On or before February 14, 2015

Annual Results 2014-15 On or before May 29, 2015

iii. Date of Book ClosureClosure of Register of Members andShare Transfer Books

The Book Closure is from September 18, 20(both days inclusive).

iv. Dividend Payment Date Final Dividend of Rs. 2.00 per share (20%) f14 is proposed. The payment of final dividenshareholders at the forthcoming Annual Generaafter September 25, 2014.

1. to all those shareholders holding shares in pappear in Company’ Register of Members as

2. to all those beneficial owners holding shaper the ownership data made available to Securities Depository Limited (NSDL) and t(India) Limited (CDSL) as of the end of the d

v. Listing of Equity Shares on StockExchange at

The Equity Shares of the Company are listed at BStock Exchange Ltd and Annual Listing Fees fo

has been paid to the above stock exchanges.Name and Address of Stock Exchange(s)

BSE LimitedP. J. Towers Dalal Streets, Mumbai - 400 001

Ahmedabad Stock Exchange Ltd Kamdhenu Complex,Opp. Sahajanand CollegePanjara Pole, AmbawadiAhmedabad – 380 015

vi. Stock Code 524598 (BSE)

06408 (ASEL)




Month High (Rs.)

April, 2013 27.25

May, 2013 26.55

June, 2013 31.60

July, 2013 30.05

August, 2013 42.10

September, 2013 51.60

October, 2013 61.85

November, 2013 107.45

December, 2013 107.70

January, 2014 176.70

February, 2014 135.00

March, 2014 136.90

vii. Market Price Data The monthly High, Low (based on closing prices) during each month in the year 2013-14 on B

AksharChem India Limited Share Price and BSE Sensex Movement

27,000

24,000

21,000

18,000

15,000

12,000

9,000

6 000



viii. Registrar and Transfer Agent The Company in compliance with Securities Exchange Bhas appointed M/s. Link Intime India Pvt. Ltd. to act as to handle all investor services relating to shares held inelectronic mode. Their address is given below:

Link Intime India Pvt Ltd

Mumbai OfficeC-133, Pannalal Silk Mills Compound,L. B. S. Marg, Bhandup (West)Mumbai – 400 078.Tel : 022-25960320-28Fax : 022-25960329

Ahmedabad Branch Office303, Shoppers Plaza VOpp. Municipal MarketOff. C. G. Road, NavrangpuraAhmedabad - 380009Tel : 079-26465179

ix. Share Transfer System The Register and Transfer Agent deals with Share TransfeMode. The Demat shares are transferable through thein physical form are processed by the Registrar and Trcertificates are generally returned to the transferee withfrom the date of receipt of transfer provided the transfer d

Company are complete in all respects.Pursuant to Clause 47 (c) of the Listing Agreement withCompany obtained a certificate from a practising Compbasis, for compliance of share transfer formalities.

Pursuant to Securities Exchange Board of India (DRegulations, 1996, a certificate have been obtained fSecretary for timely dematerialization of the shares of the Csecretarial audit on a quarterly basis for reconciliationCompany. The Company files copies of these certificate

x. Payment of Dividend throughNational Electronic ClearingServices (NECS)

The Company provides the facility for remittance of dividNECS. To facilitate dividend payment through NECS, demat mode should inform their Depository Participant a

h l d h ld d h b k d l h h




Number of Equity Shares Held Shareholders

Number % of Total

001-500 4,292 95.10

501-1000 117 2.59

1001-2000 42 0.93

2001-3000 21 0.47

3001-4000 6 0.13

4001-5000 5 0.11

5001-10000 9 0.20

10001 & above 21 0.47 4,

Total 4,513 100.00 4

Category

A. Promoters

1. Indian PromotersIndividuals

Bodies Corporate

2. Foreign Promoters

Total Promoters Holding 3,6

B. Non Promoters

1. Institutional Investorsa. Mutual Funds

b. Banks, Financial Institutions, Insurance Companies

c. Foreign Institution Investors

xi. Distribution of shareholding The distribution of shareholding as on March 31, 2014 is as under:

a. Distribution by number of shares

b. Shareholding Pattern as on March 31, 2014 (category wise)



Details of Demat Shares as at March 31, 2014

No of shareholders No of Shares

CDSL 231 173,33

NSDL 1,306 4,293,800

Physical Form 2,976 485,720

Total 4,513 4,952,850

xii. Dematerialization of Sharesand Liquidity

The shares of the Company are compulsorily traded indematerialized facility is available from both the depSecurities Depositories Limited (NSDL) and Central Depo(CDSL) under ISIN No. – INE542B01011.

The Equity Shares of the Company are regularly traddematerialized form.

xiii. Outstanding GDRs / ADRs / Warrants or any ConvertibleInstruments, conversion dateand likely impact on Equity

There are no outstanding GDRs / ADRs / Warrants or any

xiv. Plant Locations 166-169, Village: Indrad

Kadi-Kalol Rd, Mehsana

Gujarat – 382 715

xv. Address for correspondence At CompanyAksharchem (India) Limited166/169, Kadi – Kalol Road, Village : IndradDist : Mehsana - 382 715, Gujarat.Tel : (02764) 300700Fax: (02764) 233550Email: [email protected] : L24110GJ1989PLC012441

At Registrar and Transfer AgentLink Intime India Private Limited




B. NON-MANDATORY REQUIREMENTS

1. The Board – A non executive Chairman may be entitled to maintaina Chairman’s Office at the Company’s expense and also allowedreimbursement of expense incurred in performance of his/her duties

The ChairmanChairman and h

Independent Directors may have a tenure not exceeding in theaggregate a period of nine years on the Board of the Company

No maximum thas been specif

The Company may ensure that the person who is being appointed asan independent director has the requisite qualifications and experiencewhich would be of use to the Company and which , in the opinion ofthe Company, would enable him/her to contribute effectively to theCompany in his/her capacity as an independent director.

This is ensured

2. Remuneration Committee The CompanyRemuneration C

3. Shareholder Rights – A half yearly declaration of financial performanceincluding summary of the significant events in last six months, may besent to each household of Shareholders.

As the Comppublished in leacirculation all newspaper and the same are nthe Company. Tby the Board aand communthrough the An

4. Audit qualification – Company may move towards a regime ofunqualified financial statements

There are noCompanies Finended March 3

5. Training of Board Members – A Company may train its Board Membersin the business model of the Company as well as the risk profile of thebusiness parameters of the Company, their responsibilities as directorsand the best ways to discharge them.

The Board of Dwith business, m

6. Mechanism for evaluating non-executive Board Members – Theperformance evaluation of non-executive directors could be done bya Peer Group comprising the entire Board of Directors excluding thedirector being evaluated; and Peer Group evaluation could be the

h i d i h h d / i h f

At present, the Cmechanism forNon-Executive






ANNEXURE – IV TO THE DIRECTORS’ REPORTCOMPLIANCE CERTIFICATE

Company No.:04:12441 Nominal Capi

To,

The MembersAksharChem (India) Limited

I have examined the registers, records, books and papers ofM/s AksharChem (India) Limited as required to be maintainedunder the Companies Act, 1956 ( the Act ) and the rulesmade there under and also the provisions contained in theMemorandum and Articles of Associations of the Company

for the financial year ended on 31st March, 2014. In Myopinion and to the best of my information and accordingto the examinations carried out by me and explanationsfurnished to me by the company, its officers and agents, Icertify that in respect of the aforesaid financial year :

1. the company has kept and maintained all registers asstated in Annexure ‘A’ to this certificate, as per theprovisions and the rules made there under and all entries

therein have been duly recorded.

2. the company has duly filed the forms and returnsas stated in Annexure ‘B’ to this certificate, with theRegistrar of Companies, Regional Director, CentralGovernment, Company Law Board or other authoritieswithin the time prescribed under the Act and the rulesmade there under.

3. the Company is a Public limited company and having thepaid up capital exceeding minimum capital under theAct. The other comments are not required.

4. the Board of Directors duly met 9 times on 12/04/2013,29/05/2013 19/06/2013 29/07/2013 12/11/2013

6. the annual general meetinon 31/03/2013 was helddue notice to the membresolutions passed thereat Book maintained for the p

7. no Extra Ordinary Generayear.

8. as per the information prothe company has not adand/or persons firms or c295 of the Companies AcCompanies Act, 2013.

9. the company has duly coSection 297 of the Act inin that section.

10. the company has made nemaintained under Section

11. the company has obtainedBoard Of Director pursua

12. the Board of Directors oapproved the issue of dup

13. the Company has: (i) not made allotment



has been transferred to Unpaid dividend account ofthe company with HDFC Bank.

(iv) transferred the amounts in unpaid dividend account

which have remained unclaimed or unpaid for aperiod of 7 years to Investor Education and ProtectionFund during the year under review. Except this thereis no other case of transfer of amount.

(v) duly complied with the requirement of Section 217of the Act to the extent applicable to it.

14. the Board of Directors of the company is duly constitutedand appointment of directors have been duly made.

15. during the year the company has made appointmentof managerial personnel and revised remuneration ofmanagerial personnel in according with the provisions ofthe Act.

16. the Company has not appointed sole selling agent.

17. there were no transactions requiring the company to

obtain approvals of the Central Government, CompanyLaw Board, Regional Director, Registrar or such otherauthorities as may be prescribed under the variousprovisions of the Act.

18. the directors have disclosed their interest in other firms/ companies to the Board of Directors pursuant to theprovisions of the Act and the rules made there under.

19. the company has not issued shares/debentures or othersecurities during the financial year.

20. the company has not bought back any shares duringthe year under scrutiny.

21 th h t d d f h /

25. The Company has made ithe provisions of Sectioas explained, the Compagiven guarantees or provicorporate.

26. the company has not almemorandum with respecregistered office from onyear under scrutiny.

27. the company has not almemorandum with respcompany during the year

28. the company has not amemorandum with respeduring the year under scru

29. the company has not amemorandum with respcompany during the year u

30. the company has not alteduring the year under revi

31. as informed to me by prosecution has been innotices received by the under the Act and also tother punishment imposed

32. the company has not reas referred to in Section employees during the yea

33. the company has not c


Annexure ‘A’



Registers as maintained by the Company:

1. Register of Members u/s 150.2. Register of Directors u/s 303.3. Register of Directors’ Shareholdings u/s 307.4. Register of Contracts u/s 301.5. Register of Fixed Assets.6. Register of Charges u/s 143. Signa

Date : 12/08/2014 Name of Company Secy.:Place: Ahmedabad C.P. No.:

Annexure ‘B’

Forms and returns as filed by the company with the Registrar of Companies during the financial ye

filed any form with Company Law Board or Regional Director.

Sl.No.

Nature of Document. Date of Filing File

pr

01 Form 23C 13/06/2013

02 Two Sets of Form 8 - Hypothecation and Mortgage 22/06/2013 Yes

03 Form 1 – XBRL 31/08/201304 Form No. 66 for submission of Compliance Certificate u/s 383A of the

Act.14/10/2013

05 Form No.1 NV – Statement of amount credited to IEPF as per IEPF Rules. 25/11/2013 Yes

06 Form No.20B (Annual Return made up to 27/09/2013) u/s 159 of theAct.

25/11/2013

07 Form No.23ACXBRL, Form No.23ACA XBRL (Balance Sheet, Statementof Profit and Loss for the year ending 31.03.2013) u/s 220 of the Act.

25/11/2013

08 Form No. 5 INV 12/12/2013

09 Form No.32 appointment of Mr. Gautam M. Jain and Jayprakash M.Patel as additional directors.

05/02/2014

10 Form 23- Revision in Remuneration 20/02/2014 Y

INDEPENDENTAUDITORS’ REPORT



INDEPENDENTAUDITORS REPORT

To the Members ofAksharChem (India) Limited

Report on the Financial StatementsWe have audited the accompanying financial statements ofAksharChem (India) Limited (“the Company”), which comprisethe Balance Sheet as at 31st March, 2014, the Statement ofProfit and Loss and Cash Flow Statement for the year then ended,

and a summary of the significant accounting policies and otherexplanatory information.

Management’s Responsibility for the Financial StatementsThe Company’s Management is responsible for the preparationof these financial statements that give a true and fair view of thefinancial position, financial performance and cash flow of theCompany in accordance with the Accounting Standards referredto in sub-section (3C) of section 211 of the Companies Act, 1956(“the Act”) read with General Circular 15/2013 dated September13, 2013 of the Ministry of Corporate Affairs in respect of Section133 of the Companies Act, 2013. This responsibility includes thedesign, implementation and maintenance of internal controlrelevant to the preparation and presentation of the financialstatements that give a true and fair view and are free frommaterial misstatement, whether due to fraud or error.

Auditors’ ResponsibilityOur responsibility is to express an opinion on these financial

statements based on our audit. We conducted our audit inaccordance with the Standards on Auditing issued by the Instituteof Chartered Accountants of India. Those Standards require thatwe comply with the ethical requirements and plan and performthe audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement.

An audit involves performing procedures to obtain auditevidence about the amounts and the disclosures in the financialstatements. The procedures selected depend on the auditor’s

judgment, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraudor error. In making those risk assessments, the auditor considersthe internal control relevant to the Company’s preparation andfair presentation of the financial statements in order to design

di d h i i h i A

principles generally accepted in

(a) in the case of the Balance SCompany as at 31st March,

(b) in the case of the Statementof the Company for the yea

(c) in the case of the Cash Flowthe Company for the year e

Report on Other Legal and Regu1. As required by the Comp

2003 (“the Order”) issuedIndia in terms of sub-sectCompanies Act, 1956, we gon the matters specified in p

2. As required by Section 227we report that:

(a) We have obtained all twhich to the best of necessary for the purp

(b) In our opinion, proper law have been kept by from our examination

(c) The Balance Sheet, SCash Flow Statement agreement with the bo

(d) In our opinion, the Baand Loss and Cash FAccounting Standardssection 211 of the ComGeneral Circular 15/20the Ministry of Corpo133 of the Companies

(e) On the basis of the wfrom the directors as record by the Board ois disqualified as on


ANNEXURE TOAUDITORS’ REPORT



Referred to in paragraph 1 of the Auditors’ Report of even date to the members of AksharChem (India) Limicial statements as at and for the year ended 31st March, 2014.

On the basis of such checks as we considered appropriate andaccording to the information and explanation given to us duringthe course of our audit, we report that:

1. (a) The company has maintained proper records showingfull particulars including quantitative details andsituation of its fixed assets.

(b) As explained to us, fixed assets, according to thepractice of the company, are physically verified bythe management at reasonable intervals, in phasedverification programme, which in our opinion, isreasonable looking to the size of the Company andthe nature of its business. As explained to us, onsuch physical verification of fixed assets, no majordiscrepancies have been noticed.

(c) The Company has not disposed off any substantialpart of the fixed assets during the year and the goingconcern status of the company is not affected.

2. (a) During the year, the inventories have been physicallyverified, by the Management at regular intervals, exceptfor the stock lying with the outside parties, which have,however, been confirmed by them. In our opinion, thefrequency of verification is reasonable.

(b) In our opinion and according to the information andexplanations given to us, the procedure of the physicalverification of inventories followed by the Managementare reasonable and adequate in relation to the size ofthe company and the nature of its business.

(c) On the basis of our examination of records of theinventories, we are of the opinion that, the Companyhas maintained proper records of inventories. Asexplained to us, no material discrepancies were noticedon physical verification of inventories as compared tothe book records.

3. (a) As per the information and explanations given to us,the Company has not granted any loans, secured or

d l C i fi h i

4. In our opinion and as per thgiven to us, there is adecommensurate with the sizeof its business with regardfixed assets and sale of g

course of our audit, no mcontrol system have been nofailure in the same.

5. a) Based on the audit according to the inforepresentations given tof the opinion that thewere interested and wregister to be maintaCompanies Act, 1956

b) In our opinion and explanations given tpursuance of contracthe register maintainCompanies Act, 1956five lakhs in respect reasonable having reprices at the relevant t

6. In our opinion and as per thgiven to us, as the companyfrom the public, paragraph 4to the Company.

7. In our opinion, the Compacommensurate with the sizebusiness.

8. According to the informatus, the Central Governmencost records under Section 21956 in respect of manufactWe have broadly reviewed Company in this connectio



(b) According to the information and explanations given to us, no undisputed amounts payable in respeTax, Service Tax, Custom Duty and Excise Duty / Cess were in arrears, as at 31st March, 2014 fmonths from the date of they become payable.

(c) The disputed dues on account of income tax, sales tax, VAT which have remained unpaid as on 3

10. The Company has neither accumulated losses at the end ofthe financial year as at 31st March 2014, nor has it incurredcash losses in the current financial year ended on that dateand in the immediately preceeding financial year.

11. In our opinion and as per the information and explanationsgiven to us, the Company has not defaulted in repayment

of dues to Banks and Financial Institutions and debentureholders.

12. In our opinion and as per the information and explanationsgiven to us, the Company has not granted any loans oradvances on the basis of security by way of pledge of shares,debentures and other securities.

13. The Company is not a Chit Fund, Nidhi, Mutual Benefit Fundand / or a Society. Therefore, the provision of this clause

of the Companies (Auditor’s Report) Order, 2003 are notapplicable to the Company.

14. In our opinion the Company has maintained proper recordsof the transactions and contracts of the investments dealt inby the Company and timely entries have been made therein.

17. According to the informto us, and on verification examination of the balanceopinion, there are no funds for long-term investments.

18. According to the informatio

during the period covered not made preferential allotmand companies covered inSection 301 of the Compan

19. On the basis of the records athe Company has not issued

20. The Company has not raisissue during the year.

21. According to the informatioand to the best of our knowor by Company was noticedaudit during the year.

Name of the Statute Nature of Dues Amount of Demandnet of Deposits

Year to WhichAmount Relates

Income Tax Act, 1961 Income Tax 669,293 2001-2002

Income Tax Act, 1961 Income Tax 4,427,236 2003-2004

Gujarat VAT Act, 2003 Sales Tax 1,803,341 2004-2005

Income Tax Act, 1961 Income Tax 293,669 2004-2005


BALANCESHEET as at 31st March, 2014



Particulars Notes31st March,

I. EQUITY AND LIABILITIES1 Shareholders’ funds

(a) Share Capital 2 49,528(b) Reserves and surplus 3 291,448

340,972 Non-current liabilities

(a) Long-term borrowings 4 (b) Deferred tax liabilities (Net) 5 22,927(c) Long-term Provisions 6 1,165

24,093 Current l iabilities

(a) Short-term borrowings 7 91,430,(b) Trade payables 8 200,670(c) Other current liabilities 9 31,408(d) Short-term provisions 10 12,372

335,88TOTAL 700,95

II. ASSETS1 Non-current assets

(a) Fixed assets 11(i) Tangible assets 206,302(ii) Intangible assets (iii) Capital work-in-progress 3,540

(b) Non-current investments 12 76,909,(c) Deferred tax assets (Net) 5 (d) Long-term loans and advances 13 7,905,0

294,652 Current assets

(a) Inventories 14 109,371(b) Trade receivables 15 134,168(c) Cash and Cash equivalents 16 6,842,(d) Short-term loans and advances 17 155,355,9(e) Other current assets 18 555

406,29TOTAL 700,95

Significant Accounting Policies 1The accompanying notes are an integral part of financial statements 2 39

STATEMENT OFPROFIT & LOSS for the year ended 31st March, 2014



Particulars Notes Year31st March,

I. Revenue from operations 19 1,448,73

II. Other income 20 1,25

III. Total Revenue 1,449,98

IV. Expenses:

Cost of Materials consumed 21 855,233,3

Changes in inventories of finished goods work-in-progressand Stock-in-Trade

22 (42,933

Employee benefits expense 23 39,322,

Finance costs 24 10,880

Depreciation and amortization expense 25 11,967,5

Other Expenses 26 269,959

Total expenses 1,144,428,6

V. Profit before extraordinary item and tax expenses 305,55

Extraordinary Item 35 15,979

VI. Profit before tax expenses 289,57

VII. Tax expense:

1. Current tax 66,012

2. Deferred tax 23,138

VIII. Profit after tax 200,429,

IX. Earnings per equity share: (face value of Rs. 10/- per share) 27

(1) Basic and Diluted (before extraordinary item) EPS ( ` )

(2) Basic and Diluted (after extraordinary item) EPS ( ` )

Significant Accounting Policies 1

The accompanying notes are an integral part of financial statements 2 - 39

As per our Report of even date attached. F

For, Trushit Chokshi & AssociatesFirm Registration No. 111072WChartered Accountants C



CASH FLOWSTATEMENT (Contd...) for the year ended 31st March, 2014



3. Previous year figures have been regrouped wherever necessary, to confirm to this year’s classification.

4. The cash flow statement has been prepared under the ‘ Indirect Method ‘ set out in Accounting Standard issued by Institute of Chartered Accountants of India

Particulars Year ended March 31, 2014

C. Cash Flow from Financing Activities

Proceed from Share Capital & Premium -

Availment/(Repayment) Long term borrowings - (

Availment/(Repayment) Short term borrowings (48,128,632) 4

Payment of Dividend (including DividendDistribution Tax)

(20,281,054)

Interest Paid (10,880,150) (79,289,836) (15

Net Cash from / (used in) Financing Activities (79,289,836)

Net increase / (decrease) in cash and cashequivalents

2,000,454

Cash and cash equivalent at the beginning ofthe year

2,252,185

Cash and cash equivalent at the end of theyear

4,252,639

Notes to Cash Flow Statement:

1. Reconciliation of cash and cash equivalent withthe Balance Sheet

Cash and cash equivalent as per balance Sheet:(refer Note - 16 )

6,842,639

Less: Margin money not considered as cash andcash equivalents as defined in AS 3 " Cash FlowStatement"

2,590,000

4,252,639

2. Components of cash and cash equivalents:

Cash on hand 455,390

In current accounts 1,095,113

Unpaid Dividend accounts 880,885

In deposit accounts 1,821,251

4,252,639


NOTES FORMING PART OFFINANCIAL STATEMEN



1 SIGNIFICANT ACCOUNTING POLICIES1.1 Basis of preparation of Financial Statements a. Disclosure of Accounting Policies

The Financial Statements of the Company have been prepared and presented in accordaccepted accounting principles in India (Indian GAAP) under the historical cost conventioCompany has prepared these financial statements to comply in all material respects with tnotified under the Companies (Accounting Standards) Rules, 2006 and relevant provision1956, read with the General Circular 15/2013 dated September 13, 2013 of the Ministryrespect of Section 133 of the Companies Act, 2013.

b. Use of Estimates The preparation of financial statements in confirmity with the Indian GAAP requires mana

and assumptions to be made that affect the reported amounts of assets and liabilities and dliabilities on the date of the financial statements and the reported amount of revenues areporting period. Difference between the actual results and estimates are recognized in thare known / materialized.

1.2 Valuation of Inventories a. Raw material, are valued at lower of the cost on FIFO basis including incidental expenses

their present location and condition and estimated net realizable value after providing for cother anticipated losses, wherever considered necessary.

b. Packing Materials and Stores & Spares are valued at cost on FIFO basis.

c. Finished goods and work in process include cost, cost of conversion and other cost incurred into their present location and condition; and market realizable value whichever is lower. Tracost on FIFO basis or market value whichever is lower. By products are valued at net realiz

d. The Company is mainly engaged in the export business, the closing stock at the year endthe next year. Exports are being exempted from excise duty, Hence no provision for exciStatement of Profit & Loss and Finished goods are valued without adding therein excisliability if accounted would have no effect on the profit for the year.

1.3 Cash Flow StatementsThe Cash Flow Statement is prepared under “Indirect method”. The cash flow from operatingactivities of the Company are segregated.

Cash and Cash Equivalents comprises of Cash at Bank, Cash on Hand, Current and other accou

1.4 Contingencies and Event Occurring after the Balance Sheet Datea. Assets and Liabilities are adjusted for events occurring after the balance sheet date that pro

to assist the estimation of amounts relating to conditions existing at the balance sheet date.




c. In respect of Individual assets costing less than Rs. 5000/- are depreciated fully in the year d. Assets identified and evaluated technically as obsolete and held for disposal are stated at thei

values.

1.7 Revenue Recognitiona. Sales are recognized when goods are supplied and are recorded net of trade discounts, rebat

wherever applicable, excise duties, export incentives such as Duty Drawbacks and premiums

b. Export benefits / incentives are accounted on accrual basis. Accordingly, estimated expor

affected during the year are taken into account as estimated incentives accrued till the enLicense not revalidated after the date of expiry, the proportionate export benefit / incentiyear(s) is written off in the year of expiry of License and /or changes made by the Central Gin the rate of tariff of Import Duty.

c. Incomes from services rendered are booked based on agreements/ arrangements with the co

d. Income form investments are booked on accrual basis inclusive of Tax deducted at source.

1.8 Accounting of Fixed Assets

a. Fixed assets are stated at cost of acquisition or construction /erection, less accumulated depCost of acquisition or construction is inclusive of purchase price, freight, and other incidacquisition and installation and exclusive of VAT, Excise Duty etc. credit availed as per prevdirectly attributable cost of bringing the asset to its working condition for the intended use.the period of erection of Fixed Assets on Borrowing Finance for such fixed assets is capital

b. Depreciation is provided on the straight line method and at the rates and in the manner specthe Companies Act, 1956.

c. Assets identified and evaluated technically as obsolete and held for disposal are stated at thei

value. d. Capital Work-in-progress is stated in the assets schedule at the amount spent up to the dat

however pending completion of the project, no depreciation is provided on the same.

1.9 The Effects of Changes in Foreign Exchange Rates a. Foreign Currency loans in respect of fixed assets are translated at exchange rate prev

accounting year. Any loss or gain arising due to foreign exchange fluctuation of the foreiassets outstanding on the last day of the year is charged to Statement of Profit & Loss for th

b. Current assets and liabilities in foreign currency outstanding at the last day of the accouexchange rate prevalent at the last day of the accounting year. The loss or gain due to fluctuis charged to Statement of Profit & Loss. Treatment of Forward Contract Transactions are d

1.10 Accounting for Government Grants





management.

1.12 Employee Benefitsa. Defined Contribution Plan

Provident Fund and Employee State Insurance Scheme are defined contribution Schemecharged to Statement of Profit and Loss of the year when the contributions to the respective

b. Defined Benefit Plan Gratuity liability for eligible employees is defined benefit obligation and are provided for o

valuation at the end of the each financial year.

1.13 Borrowing CostsBorrowing cost that is attributable to the acquisition or construction of qualifying assets are cuntil the asset is ready for its intended use. All other borrowing costs are charged to revenue.

1.14 Segment ReportingThe Company has only one main reportable segment i.e. Dye Intermediates.

1.15 Related Party Disclosures

Transactions with Key Managerial Personnel and Related Parties as defined under AccounIndependent Non- Executive Directors is disclosed as “Related Party Transactions” in the Note

1.16 Accounting for LeasesAll leases are classified into operating and finance lease at the inception of the lease. Leases tharisks and rewards from lessor to lessees are classified as finance lease and others being classifie

There is no any finance or operating lease transactions entered into by the company.

1.17 Earning Per Share

The Basic and Diluted Earnings Per Share (EPS) is computed by dividing the net profit after taaverage number of equity shares outstanding during the year.

1.18 Accounting for Taxes on Income a. Current tax is determined as the amount of tax payable to the taxation authorities in respect o

period.

b. Deferred tax is recognized, subject to the consideration of prudence, on timing difference betaxable income and accounting income, that originate in one period and are capable of subsequent periods.

c. MAT credit entitlements are treated as advance payment of tax.

1.19 Discontinuing Operations The Company has not discontinued any operations during the year.




a. The provisions are recognized and measured by using a substantial degree of estimation. b. Contingent Liabilities Disputed liabilities and claims against the Company including claims raised by the authori

Value Added Tax, Income Tax, Excise etc.) pending in appeal / Court for which no reliablthe amount of the obligation or which are remotely poised for crystallization are not provdisclosed in Notes forming part of Financial Statements.

c. Contingent Assets are neither recognized nor disclosed.

1.23 Accounting of Derivative Financial InstrumentsPresently, the Company is not engaged in Derivative Financial Instruments. However, for deripaid and gains/losses on settlement will be charged to Statement of Profit and Loss. Losses aristhe outstanding derivative contracts as at the year end by marking them to market will be chargProfit and Loss.

Particulars31st March,

a. Authorised Shares

5,000,000 (Previous Year 5,000,000) Equity Shares of Rs. 10 each 50,000,00

b. Issued, Subscribed and Paid-up

4,952,850 (Previous Year 4,952,850) Equity Shares of Rs. 10 each fullypaid

49,52

Total 49,528

2. SHARE CAPITAL

Particulars As at March 31, 2014

No of Shares Amount (Rs.)

c. Reconciliation of the number of sharesoutstanding at the beginning and at the endof the reporting period

At the beginning of the period 4,952,850 49,528,500 4,9Add: Shares Issued during the year - -

Less: Shares bought back during the year - -

Add: Other movements during the year - -






e. Shares held by holding / ultimate holding company / or theirsubsidiaries / associates

Particulars As at March 31, 2014

No of EquityShares

% of holdingin the class

f. Details of shares in the Company held by eachShareholder holding more than 5 percentshares.

Mrs. Paru M. Jaykrishna 1,652,792 33.37

Mr. Gokul M. Jaykrishna 836,372 16.89

Mr. Munjal M. Jaykrishna 836,372 16.89

M/s Intercon Finance Private Ltd. 323,722 6.54 3,649,258 73.69

As per records of the company, including its register of members and other declarations receivbeneficial interest, the above shareholding represent both legal and beneficial ownership of the sh

g. 1. Aggregate number and class of shares allotted as fully paid up pursuant to contracts without pin cash: NIL

2. Aggregate number and class of shares allotted as fully paid up by way of Bonus Shares :

3. Aggregate number and class of shares bought back: NIL


a. Securities Premium Account

Balance at the beginning of the year 23,976,6

Add : Securities premium credited on Share issue

Balance at the end of the year 23,97

b. General Reserve

3. RESERVES AND SURPLUS




Particulars31st March

5. DEFERRED TAX LIABILITIES (NET)


c. Surplus in statement of Profit and Loss

Balance at the beginning of the year 79,715,2

Add: Net Profit for the year 200,429

Less : Appropriation

Profit Transfer to General Reserve 22,500First Interim Dividend for the year Rs.2.50 (Previous year Rs.Nil) per EquityShare

12,38

Second Interim Dividend for the year Rs.0.50 (Previous year Rs.NIL) perEquity Share

2,47

Proposed Final Dividend for the year Rs. 2.00 (Previous year Rs.0.50) perEquity Share

9,90

Tax on Dividend 4,20

Balance at the end of the year 228,671,480

Total 291,448

3. RESERVES AND SURPLUS (Contd...)

Particulars Non-current portion

As at31st March,

2014

As at31st March,

2013Secured Loans

a. Term Loans

Indian Rupees Loan

From State Bank of India - -

Amount disclosed under the other currentliabilities

- -

- -

4. LONG TERM BORROWINGS






Secured Loans *

a. Loans repayable on demand from bank

From State Bank of India

Working Capital Loans 82,455

Cash Credit Account 8,105Total 90,561

Unsecured

b. Deposits from others 869

Unsecured Loan From Directors

Total 91,430

7. SHORT TERM BORROWINGS

* Secured loans are secured by hypothecation of raw materials, finished goods, stock in process and book d

by fist charge over the fixed assets of the Company.

(1) The following disclosure have been made on the information available with the Company, for suppliers wsmall and medium enterprises under ‘ MSMED Act. 2006’ as at March 31, 2014.


a. Trade payable - Micro, Small and Medium Enterprises 4,651,4

b. Others 196,018

Total 200,670

Particulars31st March

a. The principal amount and the interest due thereon remaining unpaid to anysupplier at the end of each accounting year:

Principal 4,6

Interest b. The amount of interest paid by the buyer in terms of Section - 16 of the MSMED

Act, 2006, along with the amounts of the payment made to the suppliers be-yond the appointed day during each accounting year.

c. The amount of interest due and payable for the period of delay in making

8. TRADE PAYABLES





a. Unclaimed Dividends 88

b. Current maturities of longterm borrowings (See note: 4)

c. Others

Statutory liabilities 6,776

Payables for fixed assets 10,685Other Current liabilities and payables 13,066,

Total 31,408


a. Proposed Dividend 9,905

b. Tax on Proposed Dividend 1,683

c. Provision for employee benefits

Gratuity 78

Total 12,372

9. OTHER CURRENT LIABILITIES

10. SHORT TERM PROVISIONS

11. FIXED ASSETS Particulars Gross Block Depreciation and amortization expenses

SlNo

Nature of Assets As at01-04-2013

Additions Disposal As at31-03-2014

As at01-04-2013

Depreciationcharge for

the yearended

On disposals

A Tangible Assets

Own Assets

Freehold Land 661,013 13,496,000 - 14,157,013 - - -

Buildings 26,776,950 80,125 - 26,857,075 7,041,419 894,357 - 7,9

Plant & Machinery 224,041,655 43,828,026 - 267,869,681 92,965,992 10,201,528 - 103,167,

Furniture andFixtures

2,171,617 3,208,091 - 5,379,708 1,445,160 141,647 - 1,58

Office equipment 4,486,452 1,208,807 - 5,695,259 3,847,765 150,025 - 3,997

Vehicles 6,612,225 2,269,878 3,468,616 5,413,487 4,203,383 580,040 2,401,989 2,381,4






a. Investment in Equity Instruments (Other companies)

Quoted - At Cost - Fully paid up

400 (Previous Year 400) fully paid Equity Shares of Rs. 10/- eachof DCL Finance Ltd.

600 (Previous Year 600) fully paid Equity Shares of Rs. 10/- eachof Ipitata Sponge Iron Ltd.

500 (Previous Year 500) fully paid Equity Shares of Rs.10/- eachof Ultratech Cement Co. Ltd.

150 (Previous Year 150) fully paid Equity Shares of Rs.10/- eachof Raymond Synthetic Ltd.

1,500 (Previous Year 1500) fully paid Equity Shares of Rs.10/- eachof Bihar Sponge Iron Ltd.

100 (Previous Year 100) fully paid Equity Shares of Rs.10/- eachof Tata Chemicals Ltd.

1,500 (Previous Year 1500) fully paid Equity Shares of Rs.10/- eachof Nath Seeds Ltd.

100 (Previous Year 100) fully paid Equity Shares of Rs.5/- eachof Huges Software Ltd.

14

1,000 (Previous Year 1000) fully paid Equity Shares of Rs.10/- eachof Hindustan Unilever Ltd.

1

50 (Previous Year 50) fully paid Equity Shares of Rs.10/- eachof Moser Bear (I) Ltd.

2,700 (Previous Year 2700) fully paid Equity Shares of Rs.10/- eachof Futura Polysters Ltd.

10,000 (Previous Year NIL) fully paid Equity Shares of Rs.10/- eachof Bajaj Finance Ltd.

11,41

3,000 (Previous Year NIL) fully paid Equity Shares of Rs.10/- eachof Eclerx Services Ltd.

2,19

7,270 (Previous Year 180) fully paid Equity Shares of Rs.2/- eachof Larsen and Toubro Ltd. 5,43

50,000 (Previous Year NIL) fully paid Equity Shares of Rs. 10/- eachof Escorts Ltd.

4,23

1 00 000 (Previous Year NIL) fully paid Equity Shares of Rs 10/- each 9 84

12. NON CURRENT INVESTMENTS





10,000 (Previous Year NIL) fully paid Equity Shares of Rs. 5/- eachof Cadila Healthcare Ltd

7,39

20,000 (Previous Year NIL) fully paid Equity Shares of Rs. 5/- eachof Ashoka Buildcon Ltd

1,08

40,000 (Previous Year NIL) fully paid Equity Shares of Rs. 10/- each

of Arvind Ltd

3,86

10,000 (Previous Year NIL) fully paid Equity Shares of Rs. 2/- eachof AIA Engineers Ltd

3,21

60,39

b. UnQuoted - At Cost - Fully paid up

1,000 (Previous Year 1000) fully paid Equity shares of Rs.10/- each ofAsahi Powertech Pvt Ltd

100 (Previous Year 100) fully paid Equity shares of Rs.10/- each of AksharSilica Pvt. Ltd

165,000 (Previous year Nil ) Non Cumulative Redeemable PreferenceShares of Akshar Silica Pvt. Ltd of Rs. 100/- each

16,50

16,51

Total 76,909

Aggregate amount of quoted investments 60,398,45

Market Value of quoted investments 90,490,2

Aggregate amount of unqoted investments 16,511,00

12. NON CURRENT INVESTMENTS (Contd...)


a. Capital advances

b Security Deposit 7,90

c Advance to Suppliers

Total 7,90

13. LONG TERM LOANS AND ADVANCES (unsecured, considered good unless otherwise stated)






a. Raw materials 37,179

b. Work in progress 11,339

c. Finished goods 54,772

d. Stores and spares 4,570

e. Packing Material 48f. Fuel & Oil 1,02

Total 109,371

Particulars

31st March,a. Trade receivable outstanding for a period less than six months unsecured,

considered good. 123,66

b Trade receivable outstanding for a period more than six months unse-cured, considered good.

10,50

Total 134,168


a. Cash and Cash Equivalents:

Balance with Banks in Current accounts 1,095,

Deposits 1,82

Cash on hand 455

b Other Bank Balances

Unpaid Dividend accounts 880

Margin money deposits 2,590

14. INVENTORIES (Valued at lower of cost or net realized value, as taken and valued)

15. TRADE RECEIVABLES

16. CASH AND CASH EQUIVALENTS





a. Loans and advances to Employees 736,

b. Advances to Capital Goods Suppliers 6

c. Prepaid expenses 749

d. Balance with government authorities

i) CENVAT credit receivables 47,81ii) VAT - credit receivables 51,99

iii) Export Incentive Receivable 11,46

iv) Advance payment of tax (Net of Provisions) 33,830,

v) Insurance Claim Receivable

vi) Sales Tax 9

e. Others - Advance to suppliers 7,839,

Total 155,355

31st March,

Interest receivables on deposits 555

Total 55

Particulars Year 31st March,

Sale of Products

a. Export Sales 1,167,797

b. Domestic Sales 248,182

Less : Excise Duty 26,24

Net Domestic Sales 221,938,3

17. SHORT TERM LOANS AND ADVANCES(unsecured,considered good unless otherwise stated)

18. OTHER CURRENT ASSETS

19. REVENUE FROM OPERATIONS


20 OTHER INCOME





a. Interest from Fixed Deposits with Bank 772

b. Dividend Income 34

c. Gain/ (Loss) on Investment on Shares 137

d. Cash Discount Income

Total 1,25

20. OTHER INCOME


a. Raw Material

Opening Stock 9,796

Add : Purchases 877,512

887,30

Less : Closing Stock 37,17

Cost of Raw Material Consumed 850,128,95

b. Packing Material

Opening Stock 50

Add : Purchases 5,08

5,58

Less : Closing Stock 48

Cost of Packing Material Consumed 5,104,38

Cost of total material consumed 855,233,342

21. COST OF RAW MATERIAL CONSUMED


a Inventories at the end of the year

22. CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK

23 EMPLOYEE BENEFITS EXPENSE





a. Salaries, Wages and Bonus 16,905,

b. Contribution to Provident and other funds 709,58

c. Staff welfare expenses 441

d. Directors Remuneration including perquisites and commission 21,265,32

Total 39,322


a. Interest

On long term borrowings

On short term borrowings 7,933,

Other Interest

b. Bank and other charges

Bank Charges 2,94

Total 10,880



Depreciation and amortisation for the year on tangible assets 11,967,597

Depreciation and amortisation for the year on intangible assets

Depreciation and amortisation relating to continuing operations 11,967,597

23. EMPLOYEE BENEFITS EXPENSE

24. FINANCE COSTS

26. OTHER EXPENSES

25. DEPRECIATION AND AMORTIZATION EXPENSE


26 OTHER EXPENSES (Contd )





b. Selling and Distribution Expenses 22,886,

c. Establishment Expenses

Rent 2,74

Rates & Taxes (excluding taxes on income) 173

Insurance 52Travelling, Conveyance & Vehicle Expenses 3,22

Directors Travelling 4,66

Stationery and Printing Expenses 553

Communication Expenses 681

Auditors Remuneration (Refer Note No. 30) 189,

Cost Audit fees 2

Internal Audit Fees 3Director's Sitting Fees 3

Legal & Professional Expenses 5,01

General Charges 3,514

Other Repairs 5,48

Donation 10

Freight, Handling ,Transportation & other Expenses 1,616,0

Loss on sale of assets 681

Total 269,959

26. OTHER EXPENSES (Contd...)

Year 31st March,

Profit after tax and before extraordinary item 216,408,4Profit after tax and extraordinary item 200,429,1

Weighted average number of Equity Shares used as Denominator forCalculating EPS

4,95

27. EARNING PER EQUITY SHARES

28 CONTINGENT LIABILITIES & COMMITMENTS NOT PROVIDED FOR




31/03

1 Income Tax: order U/s 154 Passed by ACIT Circle -1 Ahmedabad for Asst Year. 2001-02.

6

2 Sales Tax: Appellate order passed by Dy. Commissioner of CommercialTaxes, Appeals-3 at Gandhinagar for the year 2004-05, and Subsequentlyapplied for Appeal at Commercial tax Commissioner Ahmedabad. (VAT Tri-bunal).

1,80

3 The Commissioner of Income Tax -1 Ahmedabad has filed an appeal in theHigh Court of Gujarat, Ahmedabad for the Asst. Year 2003-04

4,42

4 The Commissioner of Income Tax -1 Ahmedabad has filed an appeal for theAsst. Year 2004-05

2

5 Estimated value of contracts remaining to be executed on capital account& not provided for

6 Bills discounted against Letter of Credit but not realized and credited to theparties accounts

31/03Audit fees 12

Tax Audit fees 1

For others (Certification work) 49

Total 18

28. CONTINGENT LIABILITIES & COMMITMENTS NOT PROVIDED FOR

30. AUDITORS REMUNERATION

31. VALUE OF RAW MATERIAL AND PACKING MATERIAL CONSUMED

29. SUNDRY DEBTORS, SUNDRY CREDITORS AND LOANS AND ADVANCESThe Company has received balance confirmations from major parties and for few exceptions, topinion that the current assets, loans and advances have a value on realization in ordinary course oto the amount at which they are stated.

Particulars 2013-14

Amount Rs. %

A. Raw Materials


32. FOREIGN CURRENCY TRANSACTIONS




31/03

a) Value of Imports Calculated on CIF Basis

Raw Materials

Capital Goods

b) Expenditure in Foreign Currency

Purchase of Raw Materials

Capital GoodsCommission 2,02

c) Dividends remitted in Foreign Currency

d) Earnings in Foreign Exchange

Export of Goods (FOB) 1,166,179

e) Effect of Exchange Fluctuations including Forward Contracts:

Statement of Profit and Loss 16,915,

20i) Contribution to Provident and Other Funds 631,7

ii) Contribution to ESI 7

AprilI Assumption

Discount Rate Previous Period

Discount Rate Current Period

32. FOREIGN CURRENCY TRANSACTIONS

33 EMPLOYEES BENEFITSIn compliance with the Accounting Standard on “Employee Benefits” (AS 15) notified bStandards) Rules, 2006, the following disclosures have been made:

1 Defined Contribution Plan:The Company has recognized the following amount as an expense:

2 Defined Benefit Plan:The present value of gratuity and leave encashment obligations is determined based on actuProjected Unit Credit Method as recommended under AS – 15.


2 Defined Benefit Plan (Contd...):



April

II Total showing change In benefits obligations

Liability at the beginning of the Period

Interest Cost

Current Service Cost

Benefit Paid

Actuarial (gain)/loss on obligations Liability at the end of the period

Names Relationship

Asahi Songwon Colors Ltd One or more directors are dire

Skyjet Aviation Pvt Ltd One or more directors are dir

Skyways One or more directors are tru

Asahi Energy Pvt Ltd One or more directors are dir

Asahi Powertech Pvt Ltd One or more directors are dire

Flyover Communication Pvt Ltd One or more directors are direAkshar Silica Pvt. Ltd One or more directors are dir

( )

34 SEGMENT REPORTINGThe Company has only one identified reportable business segment namely “Dyes & Intermediatesecondary segment for the purpose of Accounting Standard on “Segment Reporting” (AS 17(Accounting Standards) Rules, 2006.

35 The extraordinary item shown in the Statement of Profit and Loss represents unrealised export Rs. 15,979,288/- (Previous year - Nil)

36 RELATED PARTY DISCLOSURESPursuant to the Accounting Standard on “Related Party Disclosure” (AS 18) notified by CompaniRules, 2006, the following persons will be considered as related persons for the year ended on M

1 Related Parties and Nature of Relationship

a) The Parties over which significant influence is exercised :

b) Key Management Personnel and their Relatives:



2 Details of Transactions



As per our Report of even date attached. F

For, Trushit Chokshi & AssociatesFirm Registration No. 111072WChartered Accountants C

Trushit Chokshi (Proprietor) Membership No. 040847

Pl Ah d b d

37 ACCOUNTING FOR TAX ON INCOME

Provision for current tax is made under normal computation. Provision of Income Tax has been mainto consideration various concessions available and depreciation under the Income Tax Act 1961has been treated as advance payment of Tax.

38 IMPAIRMENT OF ASSETSNo material impairment of Assets has been identified by the Company and as such no provision is reStandard 28 issued by The Institute of Chartered Accountants of India.

39 Previous year’s figures have been regrouped / reclassified, wherever necessary to make them coof the current year financial statements.

20

a. Sale of Goods

Asahi Songwon Colors Ltd 401

b. Rent Paid

Skyways 1

c. Remuneration Paid 3,200

d. Commission 18,00e. Consultancy 12

f. Perquisites 6

g. Investment

Akshar Silica Pvt Ltd.(Non cumulative redeemable preference shares) 16,500,0

Aksharchem (India) LimitedCIN : L24110GJ1989PLC012441

Registered Office : 166/169, Village Indrad, Kadi – Kalol Road, Dist : Mehsana, GujaratTel : 02764-300700 Fax : 02764-233550



: :Website : www.aksharchemindia.com Email ID: [email protected]

ATTENDANCE SLIP25th Annual General Meeting, 25th September, 2014 at 11.30 a. m.

Folio No/DP/ ID No: ______________________________________________________________

No of Shares held: ________________________________________________________________

Name of the Shareholder: ___________________________________________________________

I certify that I am a registered shareholder/proxy of registered shareholder of the Company. presence at the 25th Annual General Meeting of the Company at 166/169, Village Indrad, Kadi – KGujarat – 382 715 (India) held on Thursday, 25th September, 2014 at 11.30 a. m.

____________________________ _________________Proxy’s Name in Block Letters Signature of the Mem

Note :1. Shareholder/Proxy holders are requested to bring this Attendance Slip to the Meeting and hand

trance duly signed.2. If signed by Proxy, name of Shareholder/Proxy, sholuld be written here in BLOCK Letters.



Aksharchem (India) LimitedCIN : L24110GJ1989PLC012441

Registered Office : 166/169, Village Indrad, Kadi – Kalol Road, Dist : Mehsana, GujaratTel : 02764-300700 Fax : 02764-233550



Website : www.aksharchemindia.com Email ID: [email protected]

PROXY FORM(Pursuant to Section 105(6) of the Companies Act, 2013 and rule 19(3) of the Co

(Management and Administration) Rules, 2014)

Name of the shareholder(s): _________________________________________________________

Registered address: ________________________________________________________________

Email id: ________________________________________________________________________

Folio No/DP ID/Client Id: __________________________________________________________

I/We being a shareholder(s) of ___________________________________shares of the above name

1. Name: _________________________________________________________

Address: ________________________________________________________

Email id: ________________________ Signature : _____________________

Or failing him/her:

1. Name: _________________________________________________________

Address: ________________________________________________________

Email id: ________________________ Signature : _____________________

Or failing him/her:

1. Name: _________________________________________________________

Address: ________________________________________________________

No. Resolution

Ordinary Business1 Adoption of Balance Sheetas at 31st March 2014 Statement of Profit and Loss for the year



Signed this ___________ day of _____________________ 2014

Signature of shareholder(s) ______________________________

Signature of proxy holder (s)

1. Adoption of Balance Sheet as at 31st March, 2014, Statement of Profit and Loss for the yearended 31st March, 2014 and the report of the Board of Directors and Auditors thereon.

2. To confirm the Interim Dividend already paid to the equity shareholders as final dividend.

3. To declare a Final Dividend on Equity Shares.

4. Reappointment of Mrs. Paru M. Jaykrishna who retires by rotation.

5. To reappoint the Auditors and to fix their remuneration.

Speical Business

6. Appointment of Mr. Gautam M. Jain as Independent Director of the Company.

7. Appointment of Mr. Jayprakash M. Patel as Independent Director of the Company.

8. Appointment of Mr. Kiran J. Mehta as Independent Director of the Company.

9. Appointment of Mr. Param J. Shah as Independent Director of the Company.

10. Appointment of Dr. Pradeep Jha as Independent Director of the Company.

11. Revision in terms of appointment and remuneration of Mrs. Paru M. Jaykrishna, Chairpersonand Managing Director of the Company.

12. Revision in terms of appointment and remuneration of Mr. Gokul M. Jaykrishna, the JointManaging Director of the Company.

13. Reappointment of Mr. Munjal M. Jaykrishna as Joint Managing Director of the Company.

14. Borrowing powers to the Board of Directors of the Company under section 180(1)(c) of theCompanies Act, 2013.

15. Authority to charge/mortgage assets of the Company both present and future.

16. Adopt new Articles of Association of the Company containing regulations in conformitywith the Companies Act, 2013.

17. Approval of remuneration of Cost Auditors for the financial year 2014-15.

18. Maintenance of Register of Members and other statutory registers at a place other than theregistered office of the Company.







Ashar annual report, 2014

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