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PERFORMANCE ACCELERATED.
TRUST & QUALITY DELIVERED
KWALITY LIMITED
DISCLAIMER
In this annual report, we have disclosed forward looking information, to enable investors, to
comprehend our prospects and take informed investment decisions. This report and other
statements - both written and oral that we periodically make, may contain forward looking
statements that set out anticipated result based on the managements plans and
assumptions.
We cannot guarantee that these forward looking statements will be realized. Although we
believe we have been prudent in our assumptions, the achievements of results are subject to
risk, uncertainties and even inaccurate assumption. We undertake no obligation to publicly
update any forward looking statements, whether as a result of new information, future
events or otherwise.
TABLE OF CONTENT
Sanjay Dhingra
Chairman & Managing Director
MIS
VIS
SION
CORPORATE INFORMATION
Board of Directors
Mr. Sanjay Dhingra (Chairman & Managing
Director)
Mr. Sidhant Gupta (Executive Director)
Dr. Rattan Sagar Khanna (Independent Non
Executive Director)
Mr. Arun Srivastava (Independent Non
Executive Director)
Company Secretary
Ms. Deepa Kapoor
Statutory Auditors
M/s. P.P. Mukherjee and Associates
Secretarial Auditors
M/s Mukun Vivek & Co.
Internal Auditor
M/s Mohan Gupta & Company
Registered & Corporate Office
KDIL House, F-82,
Shivaji Place, Rajouri Garden,
New Delhi 110027
CIN : L74899DL1992PLC255519
Bankers
Andhra Bank
Allahabad Bank
Bank of Baroda
Bank of India
IDBI Bank Ltd.
Syndicate Bank
Canara Bank
Corporation Bank
Central Bank of India
Dhanlaxmi Bank Ltd.
KEY TRENDS
(FY 20102014)
Revenue
EBITDA
Net Profit
EPS( )
2014
4578.04
276.03
126.63
6.23*
2013
3692.29
214.04
96.53
4.75*
2012
2394.63
165.26
90.99
4.48*
2011
1608.04
99.73
45.94
2.26*
2010
1054.12
50.23
17.95
0.99*
INR in Crores
** Equity Shares of Face value of INR 1/- each
** Equity Shares of Face value of INR 10/- each
MILK IN POUCHES
Dairy Best Nutrified Milk is enriched with more vital minerals and vitamins. Compared to normal milk, Dairy Best Nutrified
Milk has more Calcium and Vitamins A & D. It also contains Vitamin B2 for releasing the body's energy and Vitamin B12 for
blood formation and healthy growth. It thus promises stronger bone development in the formative years, better muscle
strength and a tougher immune system, in short a strong foundation for life, for your child.
Dairy Best Nutrified Milk is available in 3 variants:
Dairy Best Full Cream Milk (Both in 1 ltr & Half ltr)
Dairy Best Toned Milk (Both in 1 ltr & Half ltr)
Dairy Best Double Toned Milk (Half ltr)
CURD
We launched our variety of Curd to give customers greater choice. As curd is a staple and popular food of every Indian
household, we are capturing the imagination of consumers with our 100% pure and high quality pasteurized toned cow's
milk. It has all the goodness of natural calcium, is thick, consistent, delicious and easy to digest.
Available in different packaging like:
Matka - 1 kg, 2kg, 5kg & 15kg
Pouch - 500gm, 1kg
Cup - 80gm, 200gm & 400gm
SWEET LASSI
Lassi, the refreshing and healthy milk based natural drink now gets a delicious twist from Dairy Best. We have introduced a range of
mouthwatering flavours to enrich this traditional drink. So what you now get is the goodness of nature blended with a refreshingly
exquisite taste. This new product is available in various package sizes, one can therefore enjoy it directly on the move (small pack) or at
home, parties, picnics etc. (family pack). So be it summer or winter, India can now enjoy its favourite drink in the flavour of one's choice.
Available in: 200 ml Pack Size
PURE GHEE
Dairy Best Desi Ghee is produced from directly supplied fresh milk of the highest quality. The ghee is
manufactured under the most hygienic conditions, using the most modern equipment and is completely
untouched by hand. The combined factors ensure that it is tasty, has a traditional granular texture and
gives off a rich and mouth-watering aroma, and is healthy too. It contains plenty of antioxidants, easily
absorbs vitamins and minerals from other foods and helps strengthen the body's immune system, and
has high concentrations of butyric acid that inhibits the growth of cancerous tumours. Our Pure Ghee
has been awarded the AGMARK certification by the Ministry of Agriculture, Government of India.
Available in:
RT - 194ml, 400ml, 485 ml, 800ml & 970 ml,
Poly Pack - 480 ml, 970 ml, 1.940 ltr, and 4.850 ltr
Tin containers 400 ml, 485 ml, 800 ml, 975 ml, 1.94 ltr, 4.85 ltr & 15 kg
Jars - 194 ml, 480 ml, 970 ml, 1.940 ltr. and 4.850 ltr
PANEER
This traditional milk product is an absolute favourite in households all over the country and consumed in
different forms, raw or cooked. In line with our commitment to quality, we have ensured that the paneer
we produce is totally pure and the softest our customers have ever tasted. Paneer is known to be a very
valuable source of protein and we ensure that our product maintains all the healthy nutrients and
conforms to the strictest testing and quality standards.
Available in:
Masala variety
and in 200gm packs. 400gm, 1kg & 5kg Brick to be launched.
A Mega Credit Camp was organised at MCC Durgapur (Sultanpur) on July 21, 2014 by Baroda Uttar Pradesh
Grameen Bank in collaboration with Kwality Limited and NABARD to promote self-employment through dairying
in the region in which total 453 milk producers participated. A loan of Rs. 53.26 Crores was approved for 3530
beneficiaries during the camp. A credit of Rs.30.43 Crores was disbursed, out of which Rs. 67 Lakhs was
disbursed to 67 milk producer members associated with Kwality Limited. Remaining portion of the loan was
disbursed for other agriculture allied activities and SHGs promoted by NABARD.
Shri K.R.Kanojia, Chairman, Baroda Uttar Pradesh Grameen Bank in his keynote address, emphasized on the
role of dairying as a sustainable source of livelihood in the rural areas and asked the farmers to avail dairy related
schemes run by the Govt. /NABARD etc. and pave the way for development of the region. He also appreciated the
efforts of Kwality Limited in ensuring better price realization of milk and establishing a fair and transparent milk
procurement system at the village level.
Dr. R.S.Khanna, Director, Kwality Limited chaired the programme. In his remarks, he reiterated the companys
commitment towards betterment of the milk producers of the region. Kwality Limited envisages to establish 1
more milk chilling centre (MCC) and reaching out to 20,000 families in 500 villages during the current financial
year. He also spoke about the various initiatives of the company like human health camps, farmer insurance,
animal health camps, animal insurance, SHG formation, supply of cattle feed & medicines etc.
The programme ended with vote of thanks from Shri O.P.Tiwari, Deputy Regional Manager, Baroda Uttar Pradesh
Grameen Bank. Shri Rajendra Singh, Shri Rajeev Agrawal, Shri B.K.Sinha, Shri Alok Singh, Smt. Pushplata
Tripathi were present in the programme.
Product Campaign
SPECIAL BUSINESS
5. ALTERATION OF ARTICLE OF ASSOCIATION
To consider and if thought fit, to pass the following resolution with or without modification(s) as Special Resolution:
RESOLVED THAT Pursuant to Section 14 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made
thereunder, the Article of Association of the Company be and is hereby altered by substitution of regulation 104 and 127 of the Article of
Association of the Company with the following new regulation:
104. At each Annual General Meeting of the Company one third of such of the Directors for the time being as are liable to retire by
rotation or if their number is not three or a multiple of three, then the number nearest to one third shall retire from office.
127 (i) Directors liable to retire by rotation shall be determined on the basis of seniority i.e. those who have been longest in office
since their last appointment and in case of Directors appointed on same day, those who are to retire shall, in default of and subject to
any agreement among themselves, be determined by lot.
127 (ii) Subject to the provisions of Section 203 of the Companies Act, 2013 and the rules made thereunder an individual may be
appointed as the Chairperson as well as the Managing Director or Chief Executive Officer of the Company at the same time.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to file the necessary e-forms with the
Registrar of Companies, Delhi & Haryana in relation to the aforesaid amendment to the Articles of Association and further to do all such
acts, deeds, matters and things as may be deemed necessary to give effect to the above resolution.
6.
APPOINTMENT OF MR. ARUN SRIVASTAVA AS AN INDEPENDENT DIRECTOR
To consider and if thought fit, to pass the following resolution with or without modification(s) as an Ordinary Resolution:
RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013
(Act) and the Companies (Appointment and Qualifications of Directors) Rules 2014, read with Schedule IV to the Act, Mr. Arun
Srivastava (DIN: 01121929), who has submitted a declaration that he meets the criteria for independence as provided in Section
149(6) of the Act, and who is eligible for appointment, be and is hereby appointed as Non-Executive Independent Director of the
Company with effect from 12.08.2014 up to 11.08.2019.
7.
APPOINTMENT OF DR. RATTAN SAGAR KHANNA AS AN INDEPENDENT DIRECTOR
To consider and if thought fit, to pass the following resolution with or without modification(s) as an Ordinary Resolution:
RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013
(Act) and the Companies (Appointment and Qualifications of Directors) Rules 2014, read with Schedule IV to the Act, Dr. Rattan Sagar
Khanna (DIN: 03073914), who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6)
of the Act, and who is eligible for appointment, be and is hereby appointed as Non-Executive Independent Director of the Company with
effect from 12.08.2014 up to 11.08.2019.
8.
AUTHORISATION TO BORROW MONEY UNDER SECTION 180(1)(c) OF THE COMPANIES ACT, 2013
To consider and if thought fit, to pass the following resolution with or without modification(s) as Special Resolution:
RESOLVED THAT in supersession of resolution passed earlier and subject to the provisions of Section 180(1)(c), Section 186 of the
Companies Act, 2013, and other applicable provisions of the Companies Act, 2013 ,if any, and the rules made there under and subject
to the provisions of the Articles of Association of the Company, consent of the members be and is hereby accorded to the Board of Directors of
the Company for and on behalf of company, severally and/or jointly to borrow any sum or sums of money, give and/or receive the corporate
guarantee, from time to time as the Board of Directors may think fit, for the purpose of business of the Company on such terms and conditions
and with or without security from financial institutions and/or Banks and/or depositors and/or other parties by way of rupee loans and/or
loans in any currency or currencies and/or deposits and/or credit facilities and/ or deferred payment facilities and/or non-fund based limit
and/or issue of debentures, as the Board of Directors may in its absolute discretion think fit, notwithstanding that the money or monies to be
borrowed together with the monies already borrowed by the Company including the corporate guarantee on behalf of the Company (apart from
the temporary loans obtained from the companys Banker in the ordinary course of business) may exceed the aggregate paid up share capital
of the company and its free reserve (i.e. reserve not set apart for any specific purpose) provided, however, that the total borrowings
outstanding at any one time including the monies already borrowed shall not exceed a sum of Rs. 3,000 Crores (Rupees Three Thousand
Crores Only).
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to file the necessary e-forms with the Registrar
of Companies, Delhi & Haryana and other concerned authorities and to take all such steps and to give all such directions and to do all such
acts, deeds, matters and things as may be necessary and/or expedient to give effect of the above resolution.
9. AUTHORISATION TO ISSUE SHARES ON PREFERENTIAL BASIS
To consider and if thought fit, to pass the following resolution with or without modification(s) as Special Resolution:
RESOLVED THAT pursuant to the provisions of Section 42 and Sections 62(1)(c) and all other applicable provisions, if any, of the Companies
Act, 2013 and the rules made thereunder (including any modification(s) or re-enactment(s) thereof, for the time being in force) and other
applicable laws, rules, regulations, notifications and circulars and in accordance with the Memorandum and Articles of Association of the
Company and Listing Agreements between the Company and the Stock Exchanges where the shares of the Company are listed and subject to
such approvals, permissions and sanctions as may be necessary from the Government of India, Reserve Bank of India (RBI), Securities and
Exchange Board of India (SEBI), Registrar of Companies, NCT of Delhi & Haryana and/or any other regulatory authorities, any other
competent authorities, institutions or bodies, within or outside India and subject to such conditions, alterations and modifications as may be
prescribed by such concerned authorities while granting such approvals, permissions and sanctions, which the Board of Directors
(hereinafter referred to as the Board which term shall be deemed to include any committee(s) duly constituted/ to be constituted by the
Board to exercise its powers including the powers conferred by this resolution) is hereby authorized at its discretion to accept, consent of the
Company be and is hereby accorded to offer, issue and allot (including with provisions for reservations on firm and /or competitive basis, of
such part of issue and for such categories of person including employees of the Company as may be permitted) by way of rights issue and/or
public issue and/or offer for sale and/or private placement and/or by issuing compulsory convertible debenture (CCD)/compulsory
convertible preference shares (CCPS) and/or Qualified Institutional Placements/Institutational Placement Programmes under SEBI (Issue of
Capital and Disclosure Requirements) Regulations, 2009 and/or against subscription in foreign/ Indian Currency, through prospectus and/or
offering circular/offer letter/ term sheet, equity shares of the Company (which shall rank pari-passu to the existing equity shares of the
Company) (the shares), and/or non-convertible and partly convertible debentures, with or without warrants, and/or Global Depository
Receipts/Global Depository Shares (GDRs/GDSs) and/or American Depository Receipts/American Depository Shares (ADRs/ADSs))
against the issue of underlying shares and/or foreign currency convertible bonds (FCCBs) convertible into equity shares, which shall rank
pari passu with the then existing (hereinafter referred to as securities), whether to remain unlisted or to be listed on any stock exchanges in
India or any other international stock exchange outside India, to resident of India or persons resident outside India including Foreign
Institutional Investors/ Qualified institutional Buyers (QIBs)/ Companies/ Individuals in India or abroad, with or without an overallotment/
Green Shoe Option, as may be permitted under applicable laws, rules & regulations and policy whether or not they are members of the
Company in such form and terms, including as to pricing, the ratio in which such securities may be offered, issued and allotted to the existing
shareholders, the number of securities to be issued, face value of the securities, rate of interest, premium, number of equity shares to be
allotted on conversion, exercise of rights attached with warrants, ratio of exchange of shares and/or warrants and/or any other financial
instruments, period of conversion/redemption/fixing of record date or book closure, adjustment conditions for corporate actions and other
related or incidental matters as may be decided and deemed appropriate by the Board up to a sum of Rupees 10,000 million (inclusive of
premium as may be determined by the Board) (or an equivalent amount in any foreign currency) in one or more tranches, at such price or
prices, at a premium or discount to market price or prices and in such manner and on such terms and conditions as the Board may in its
absolute discretion think fit, in consultation with lead managers and/or underwriters and/or advisers as may be appointed by the Board,
whether with or without an option to subscribe for additional securities.
RESOLVED FURTHER THAT without prejudice to the generality of the above and subject to all applicable laws, the aforesaid issue of securities
may have all or any terms or combination of terms in accordance with Indian laws and/or international practices and regulations including, but
not limited to, conditions in relation to payment of interest, additional interest, premium on redemption, prepayment and other debt service
payments whatsoever, and all such terms are provided in issue of securities of this nature internationally and/or domestically including terms
for issue of shares upon conversion of securities or variation of conversion price of the securities during the term of securities as the Board
deems fit and appropriate and the Board is also entitled to enter into and execute all such arrangements/agreements, as the case may be,
with any lead managers, underwriters, registrar, advisors, guarantors, trustees, agents, depositories, custodians and all such agencies as may
be involved or concerned in such offering of securities and to remunerate all such agencies including the payment of commissions, brokerage,
fees or the like and also to seek the listing of such securities or securities representing the same in one or more stock exchanges within and/or
outside India.
RESOLVED FURTHER THAT the Board may enter into any agreement with any agency or body for issue and allotment of securities in such
form(s) with such features and attributes as are prevalent in domestic as well as international capital markets for instruments of that nature
and to provide for the tradability or free transferability thereof as per the domestic as well as international practices and regulations and under
the norms and practices prevalent in the international markets and the securities issued in foreign market and/or Indian markets shall be
deemed to have been made abroad and/or in the international market and/or at the place of issue of the securities in the international market
and/or Indian market and may be governed by applicable Indian laws and/or foreign laws, as the case may be.
RESOLVED FURTHER THAT in the event of issue of securities by way of a qualified institutional placement to QIBs on Private Placement basis
shall be in accordance with SEBI (Issue of Capital & Disclosure Requirement) Regulations 2009, the relevant date on the basis of which price
of the resultant shares shall be determined as specified under the SEBI (Issue of Capital & Disclosure Requirement) Regulations 2009 shall
be the date of the meeting in which the board or the committee of the directors duly authorized by the board, decide to open the proposed issue
of securities.
RESOLVED FURTHER THAT in the event the securities are proposed to be issued through FCCBs/ADRs/GDRs, the relevant date for the
purpose of pricing the securities is the date of the meeting at which the Board decides to open the proposed issue, as specified in the Issue of
Foreign Currency Convertible Bonds and Ordinary Shares (through Depositary Receipt Mechanism), Scheme 1993.
RESOLVED FURTHER THAT the Board be and is hereby authorized to finalize and approve the offering circular/ prospectus/ placement
document/ term sheets/ agreements, in respect of the proposed issue of the securities and to authorize any director or directors of the
Company or any other officer or officers of the Company to sign the above documents for and behalf of the Company together with the authority
to amend, vary or modify the same and to give such declarations, affidavits, certificates, consents as may be required from time to time, and to
arrange for the submission of the offering circular/ prospectus/ placement document/ term sheets agreements, and any amendments and
supplements thereto, with any applicable stock exchanges, government and regulatory authorities, institutions, as may be required.
RESOLVED FURTHER THAT in case securities are offered through rights issue, the shareholders shall have right to renounce all or any the
shares offered in favor of any person or persons who are Indian residents subject to the right of the Board to refuse allotment to a person, not
being a shareholder of the company without assigning any reason. The members can apply for additional shares and they may be entitled to
allotment of additional shares at the discretion of the Board and in consultation with the stock exchanges. The renouncees may also apply for
additional shares and they may be entitled to allotment of additional shares at the discretion of the Board and in consultation with the stock
exchanges.
RESOLVED FURTHER THAT in case of any over subscription of the issue, the Board be and is hereby authorized to retain such of the amount,
and issue and allot such securities as may be permitted in accordance with applicable laws, rules & provisions in consultation with concerned
authorities including stock exchanges.
RESOLVED FURTHER THAT the Board be and is hereby entitled to vary, modify, alter any of the foregoing terms and conditions at their
discretion and in conformity with those as may be approved by the SEBI, RBI or any other appropriate authority and/or department.
RESOLVED FURTHER THAT for giving effect to this resolution, the Board be and is hereby authorized to do all such acts, deeds and things as
the Board may at its absolute discretion, consider necessary, usual and expedient, including without limitation the utilization of issue
proceeds, entering into of underwriting, memorandum of understanding, marketing and depository arrangements, and with power on behalf
of the Company to settle any question, remove any difficulty or doubt that may arise from time to time in relation to the offer, issue, allotment
and utilization of the issue proceeds of the securities for the Companys projects/ expansions/ modernizations/ acquisitions/ direct
investments in the subsidiary companies/ joint ventures/ repayment of debts/ other corporate needs, as they may deem fit.
RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board/ committee be and is hereby authorized to do all such
acts, deeds and things as the Board may at its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or
doubt that may arise with regard to the offer/ issue, allotment and utilization of the issue proceeds including but without limitation to the
making of listing applications, creation of such mortgage/ charge, if necessary, under applicable provisions of the Companies Act, 2013, in
respect of the aforesaid securities either on pari-passu basis or otherwise, giving or authorizing the giving by concerned persons of such
declarations, affidavits, certificates, consents and authorities as may be required from time to time, without being required to seek any further
consent or approval of the members and the members shall be deemed to have given their approval thereto expressly by the authority of this
resolution.
RESOLVED FURTHER THAT in case of any debt instrument including but without limitation to any debentures, bonds, the members shall be
deemed to have given their approval expressly by the authority of this resolution.
RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all the above powers and authorities to any person or persons
or committee of the Board, in connection with the issue of securities, and to give effect to the above resolutions.
Sd/
(Deepa Kapoor)
(Company Secretary & Compliance Officer)
NOTES:
1. A MEMBER OF THE COMPANY ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND
VOTE INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. PROXIES, IN ORDER TO BE EFFECTIVE MUST
BE RECEIVED, DULY FILLED AND AUTHENTICATED AT REGISTERED OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS (FORTY-EIGHT
HOURS) BEFORE THE SCHEDULED TIME OF THE MEETING.
2. The relevant Explanatory Statement pursuant to Section 102 (1) of the Companies Act, 2013 setting out material facts relating to the
business at item no. 5 to item no. 9 of the Notice as set out above, is annexed hereto.
3. Member/Proxies should bring the Attendance Slip in the Meeting duly filed in, for attending the meeting.
4. Statutory Registers under the Companies Act, 2013 is available for the inspection at the registered Office of the Company during business
hours.
5. Corporate Members are requested to send a duly certified copy of the Board Resolution, pursuant to Section 113 of the Companies Act,
2013, authorizing their representative to attend and vote at the Annual General Meeting.
6. Members are requested to bring their admission slips along with copy of the report & accounts to the Annual General Meeting.
7. Members who wish to obtain information on the Company or view the accounts for the financial year ended 31st March, 2014, may visit the
Companys website www.kdil.in.
8. The dividend as recommended by the Board of Directors, if declared at this Annual General Meeting, will be paid within 30 days after the
date of declaration:
To those shareholders whose names appear on the Companys Register of Members after giving effect to all valid share transfers in
physical form lodged with the Registrar and Transfer Agents (R&T Agents) of the Company on or before Tuesday, 16th September 2014.
In respect of shares held in electronic form (demat mode), dividend will be paid to those deemed members whose names appear in
the statements of beneficial ownership furnished by National Securities Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL) as at the close of business hours on Tuesday, 16th September 2014.
Physical shares Payment of dividend through NECS: Members holding shares in physical form are advised to submit particulars of
their bank account, viz. name and address of the branch of the bank, MICR Code of the branch, type of account and account number at the
earliest to our Registrar and Share Transfer Agent, M/s Beetal Financial & Computer Services Private Limited.
9. This may be taken as notice of declaration of dividend for the financial year 2013-14 in accordance with Article 138 of the Article of
Association of the Company in respect of dividend for that year when declared.
10. The Registered of Members and Transfer Books of the Company will remain closed from 17th September, 2014 to 24th September, 2014
(both days inclusive) for the purpose of ascertaining eligibility to dividend, if declared.
11. Members are requested to intimate the Registrar and Share Transfer Agent of the Company - M/s Beetal Financial & Computer Services
Private Limited, 99, Beetal House, Madangir, New Delhi 110062, immediately of any change in their address in respect of equity shares held
in physical mode and to their DPs in respect of equity shares in dematerialized form.
12. Members may avail nomination facility as provided under Section 72 of the Companies Act, 2013.
13. Members who hold shares in electronic form are requested to write their Client ID and DP ID numbers and those who hold shares in
physical form are requested to write their Folio number in the attendance slip for attending the meeting to facilitate identification of
membership at the meeting.
14. Across the world, there is an increasing focus on doing our share to help save our environment from further degradation. Recognizing this
trend, the Ministry of corporate Affairs (vide circular nos. 17/2011 dated 21.04.2011 and 18/2011 dated 29.04.2011 respectively), has
undertaken a Green Initiative in Corporate Governance and allowed Companies to share documents/notices (including notice calling Annual
General Meeting, Audited Financial Statements, Directors Report, Auditors Report, etc) with its shareholders through an electronic mode.
The move of the Ministry allows public at large to contribute to the green movement.
To support this green initiative of the Government in full measure, shareholders who have not registered their e-mail addresses so far are
requested to register their e-mail addresses. Shareholders holding shares in physical form can avail the said facility by filling in the ECommunication Registration Form available on Companys website (www.kdil.in) or as attached to this Annual Report and forward the same to
Companys Registrar i.e. Beetal Financial & Computer Services Private Limited. Shareholders holding shares in electronic form can also avail
said facility by registering/changing the E-mail address with the Depository through their concerned Depository Participants (DP) or by filling in
the E-Communication Registration Form as attached to this Annual Report and forward the same to the Companys Registrar i.e. Beetal
Financial & Computer Services Private Limited.
15. The Company hereby gives an opportunity to all the members, who have not get their e-mail id recorded, to get it registered to avail the
facility to receive any communication through electronic mode.
16. Members are hereby informed that Dividend which remains unclaimed / un-encashed over a period of seven years, has to be transferred
as per the provisions of Section 124 of the Companies Act, 2013 by the Company to The Investor Education & Protection Fund constituted by
the Central Government under Section 125 of the Companies Act, 2013. It may please be noted that once unclaimed / un-encashed dividend
is transferred to Investor Education & Protection Fund as above, no claims shall lie in respect of such amount by the shareholder.
17. In compliance with the provisions of Section 108 of the Companies Act, 2013 and the Rules framed thereunder and listing agreement, the
Members are provided with the facility to cast their vote electronically, through the e-voting services provided by CDSL, on all resolutions set
forth in this Notice.
18. Detail of Directors seeking appointment/re-appointment at the forthcoming Annual General Meeting
Date of Birth
None
None
None
Date of Appointment
Qualification
Graduate
Graduate
Expertise in specific
functional area
Expertise in Financial
Modeling & Resource
Moblisation
DELTA AGROTECH
PRIVATE LIMITED
NIL
Chairman/Member of the
committee of the Board
of Directors of the
Company as on
31 March 2014
Chairman of Audit
Committee
Member of Remuneration,
Compensation & Nomination
Committee
Member of Stakeholders
Relationship Committee
Member of Share
Transfer Committee
Member of Audit
Committee
Member of Remuneration,
Compensation & Nomination
Committee
Member of Stakeholders
Relationship Committee
Member of Share Transfer
Committee
Member of Corporate
Social Responsibility
Committee
Member of Remuneration,
Compensation & Nomination
Committee
Member of Management
Committee
Member of Corporate
Social Responsibility
Committee
Chairman/Member of the
committee of the Director
of the other companies
in which he is a director
as on 31 March 2014
NIL
NIL
NIL
NIL
NIL
152,154,714
Instructions for members for voting electronically are as under:(A) In case of members receiving e-mail:
(i) Log on to the e-voting website www.evotingindia.com.
(ii) Click on Shareholders tab to cast your votes.
(iii) Now, select the Electronic Voting Sequence Number - EVSN along with KWALITY LIMITED from the drop down menu and click on
SUBMIT
(iv) If you are holding shares in Demat form and have already voted earlier on www.evotingindia.com for a voting of any Company, then
your existing login id and password are to be used. If you are a first time user follow the steps given below.
(v) Now, fill up the following details in the appropriate boxes:
PAN*
Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department when prompted by the system while
e-voting (applicable for both demat shareholders as well as physical shareholders)
DOB#
Enter the Date of Birth as recorded in your demat account or in the company records for the said demat account
or folio in dd/mm/yyyy format.
Dividend Bank
Details#
Enter the Dividend Bank Details as recorded in your demat account or in the company records for the said demat
account or folio.
*Members who have not updated their PAN with the Company/Depository Participant are requested to use the default number:
<ABCDE1234F> in the PAN field.
# Please enter any one of the details in order to login. In case either of the details are not recorded with the depository please enter the value
<No. of shares> in the Dividend Bank details field.
(vi) After entering these details appropriately, click on SUBMIT tab.
(vii) Members holding shares in physical form will then reach directly the EVSN selection screen. However, members holding shares in demat
form will now reach Password Creation menu wherein they are required to mandatorily enter their login password in the new password field.
Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible
to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other
person and take utmost care to keep your password confidential. Kindly note that this changed password is to be also used by the Demat
holders for voting for resolutions for the Company or any other Company on which they are eligible to vote, provided that Company opts for evoting through CDSL platform.
(viii) For members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this notice.
(ix) Click on the relevant EVSN on which you choose to vote.
(x) On the voting page, you will see Resolution Description and against the same the option YES/NO for voting. Select the option YES or NO as
desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
(xi) Click on the Resolutions File Link if you wish to view the entire Resolutions.
(xii) After selecting the resolution you have decided to vote on, click on SUBMIT. A confirmation box will be displayed. If you wish to confirm
your vote, click on OK, else to change your vote, click on CANCEL and accordingly modify your vote.
(xiii) Once you CONFIRM your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take out print of the voting done by you by clicking on Click here to print option on the Voting page.
(xv) If Demat account holder has forgotten the changed password then Enter the User ID and Captcha Code click on Forgot password & enter
the details as promoted by the system.
(xvi) Institutional shareholders (i.e other than Individuals, HUF, NRI etc) are required to log on to https://www.evotingindia.co.in and register
themselves as Corporates. After receiving the login details they have to link the account(s) which they wish to vote on and then cast their vote.
They should upload a scanned copy of the Board resolution and Power of Attorney (POA) which they have missed in favour of the Custodian, if
any, in PDF format in the system for the scrutinizer to verify the same.
(B) In case of members receiving the physical copy of Notice of Annual General Meeting [for members whose e-mail IDs are not registered with
the company/depository participant(s) or requesting physical copy]:
Please follow all steps from sl. no. (i) to sl. no. (xvi) above, to cast vote.
(C) The e-voting period begins on 18.09.2014 at 10:00 AM and ends on 20.09.2014 at 6:00 PM. During this period shareholders of the
Company, holding shares either in physical form or in dematerialized form, as on the cut-off date, may cast their vote electronically. The e-voting
module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the shareholder, the shareholder shall not be
allowed to change it subsequently.
(D) In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (FAQs) and e-voting manual
available at www.evotingindia.com under help section or write an email to helpdesk.evoting@cdslindia.com.
19. Mr. Mukun Arora of M/s Mukun Vivek & Company, Company Secretaries, has been appointed as the Scrutinizer to scrutinize the e-voting
process in a fair and transparent manner.
20. The notice is being dispatched/emailed to all the members whose names appear on the register of members/list of beneficial owners as
received from the National Securities Depository Ltd. (NSDL)/Central Depository Services (India) Ltd. (CSDL) on 22 August 2014 and voting
rights shall be reckoned on the paid-up value of the shares registered in the name of the shareholders as on the same date.
21. The Scrutinizer shall, within a period not exceeding three working days from the conclusion of the e-voting period, unblock the votes in the
presence of at least two witnesses not in the employment of the Company and make a Scrutinizers Report of the votes cast in favour or
against, if any, forthwith to the Chairman of the Company.
22. The results declared along with the Scrutinizers Report shall be placed on the Companys website www.kdil.in within two days of the
passing of the resolutions at the Annual General Meeting of the Company and communicate to Stock Exchanges, where the shares of the
Company are listed.
ITEM NO. 9
The Company has taken up and intends to take up in future several growth initiatives like expansions, modernizations, strengthening of
procurement mechanism, establishment of milk chilling centers, overseas direct investment in subsidiary companies/joint venture etc. and
therefore, there is need to strengthen its financial position by augmenting long term resources. The Company plans to achieve this by issue of
securities in international markets and/or in domestic market.
Several modes are available for raising capital by way of Public Issue, Right Issue, Offer for Sale, Private Placement, Compulsory Convertible
Debenture(s) (CCDs)/Compulsory Convertible Preference Share(s) (CCPS), QIP, Institutional Placement Programmes under Securities and
Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, Private Placement, Global Depositary Receipt,
American Depositary Receipt, Foreign Currency Convertible Bonds or other equity related instruments in the domestic and in the international
market.
The Company consulting various investment bankers for raising capital through one or more such manner or such instruments up to a sum of
Rupee 10,000 million in one or more trenches, whether with or without an option to subscribe for additional securities.
The Company intends to use the funds so raised towards capital expenditure for strengthening of procurements mechanism, establishment of
milk chilling centers, expansions, modernization, new projects, overseas direct investment in subsidiary companies/joint ventures, any other
use which may be required in the normal business and as permitted under applicable law from time to time.
The detailed terms and conditions for the offer and the rights and privileges of the holders of equity related instruments, with or without
warrant, non-convertible/partly convertible debentures with or without warrant and/or Global Depositary Receipts/ Shares (GDRs/GDSs)
and/or American Depositary Receipts/shares (ADRs/ADSs) against the issue of underlying shares and/or Foreign Currency Convertible Bonds
(FCCBs) convertible at the option of the holders into equity shares (herein referred to as the Securities) to resident of India or persons
resident outside India including Foreign Institutional Investor, Qualified Institutional Buyers (QIB) will be determined in consultation with
investment banker, advisors and underwriters to be appointed by the Company considering the prevailing market conditions and other
relevant factors. The resolution seeks to afford discretions to the Board of Directors (including a committee thereof) to finalize these terms in
consultation with the agencies aforesaid in accordance with applicable India Laws and/or International Laws. The Securities would be issued
at a price determined in accordance with SEBI Regulations, FEMA Regulations and other applicable Laws. The conversion of any of the
securities into equity shares at a later stage, if any, shall not be less than the minimum price as calculated as per SEBI Regulations and/or any
other authority concerned.
In view of the above, consent of the shareholders is being sought, by way of a special resolution, pursuant to the provisions of Section 42,
Section 62(1)(c), and other applicable provisions, if any, of the Companies Act, 2013 and other applicable Laws, rules and regulations and in
accordance with the Memorandum and Article of Association of the Company and Listing Agreement between the Company and Stock
Exchanges where the shares of the Company are listed. The Equity Shares arising out of issue of securities pursuant to this resolution shall
rank pari - passu in all aspects with the existing Equity Shares of the Company.
In view of the reasons aforesaid, an enabling resolution is proposed for consideration of the shareholders to give adequate flexibility and
discretion to the Board to finalize the terms of the issue of Securities. The board recommends the resolution for the approval of the members of
the Company.
None of the Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, in the resolution.
KWALITY LIMITED
Regd. Office: KDIL House, F-82, Shivaji Place, Rajouri Garden, New Delhi- 110027
CIN : L74899DL1992PLC255519
ATTENDANCE SLIP
ANNUAL GENERAL MEETING
Wednesday, 24th September, 2014 at 9.30 a.m.
VENUE: Lavanya, G.T. Karnal Road, Palla Bakhatavarpur Mord, Alipur, Delhi-110036
I hereby record my presence at the Annual General Meeting of the Company to be held on 24th September,
2014 at 9.30 a.m. at Lavanya, G.T. Karnal Road, Palla Bakhatavarpur Mord, Alipur, Delhi-110036
..................................................................
Member's Signature
...........................................................................................................................................................................
If proxy attended Instead of Member:
Note: Members / Proxy holders wishing to attend the meeting must bring their duly filled and signed
Attendance Slip with them. NO GIFT/COUPON WILL BE DISTRIBUTED AT THE ANNUAL GENERAL MEETING.
Affix 1
Rupees
Revenue Stamp
Resolutions
Votes
For
Against
Affix
Revenue
Stamp
Dear shareholders,
Your Directors have pleasure in presenting their Twenty Second Annual Report together with Audited Accounts of the Company for
the financial year ended 31st March 2014.
1. Financial Highlights
Details
Turnover
Profit before Interest, Depreciation,
4578.05
3692.29
276.03
214.04
112.61
92.28
12.91
10.29
150.51
111.48
----
3.00
150.51
108.48
23.88
11.95
126.63
96.53
DIRECTOR'S REPORT
Tax Expense
Profit after Tax
2. COMPANY PERFORMANCE
Your Company achieved a turnover of Rs. 4578.05 crores for the year ended on March 31, 2014, registering a growth of 23.99% over
the last year turnover of Rs. 3692.29 crores.Profit before Tax at Rs. 150.51 crores is 38.75% higher than that of last year of Rs. 108.48
Crores. Profit after Tax for the Financial Year 2013-2014 stood at Rs. 126.63 crores as compared to Rs. 96.53 crores in the previous
year a growth of 31.18%.
4. DIVIDEND
Based on the performance of your Company, the Directors are pleased to recommend a final dividend of Rs. 0.10 per equity share of
Rs. 1 each, which will be paid after your approval at the ensuing Annual General Meeting. The final dividend, if approved by the
members of the Company would involve a cash outflow of Rs. 2.03 Crores (excluding dividend tax of Rs. 0.35 crores).
The dividend will be paid to members whose names appear on the company's register of members after giving effect to all valid share
transfers in physical form lodged with the Registrar and Transfer Agents (RTA) of the company on or before 16th September, 2014, in
respect of shares held in electronic form (demat mode), dividend will be paid to those deemed members whose names appear in the
statement of beneficial ownership furnished by National Securities Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL) at the close of business hours on 16th September, 2014.
5. TRANSFER TO RESERVE
The Board of Directors of the Company have recommended a final dividend of Rs. 0.10 per equity share of Rs. 1 each for the financial
year 2013-14. As the dividend is up to 10% of the paid up capital, there is no requirement to transfer any amount to the reserve under
Companies (Transfer of Profit to Reserve) Rules, 1975.
6. SIGNIFICANT DEVELOPMENTS
Your company has during the year enhanced its manufacturing capabilities. The Company has acquired a plant situated at Village
Mumrejpur, Tehsil Dibai, District Bulandshahar, Uttar Pradesh. Your company has also taken initiatives to increase the production
capacities of the newly acquired plant as well as that of the plant situated at Softa to meet the growing demand of its products in the
market. The expanssion programme is under implementation.
The Company is also under process of launching new value added products like variants of flavored milk, UHT milk, Table butter in tubs,
Cream in tetra packs, variants of cheeses and yogurts etc. Some of the products are in production test stage and your Company is
confident of launching these products in the market in near future.
The Company has outsourced facilities to support the milk producers, who are directly linked in our commercial milk procurement activities. In
order to help such farmers to increase the productivity of their cattle and buffaloes, Kwality Limited has provided, on a principal of no-profit-noloss, good quality feed. Our Company is also providing such other technical inputs as vaccinations, artificial insemination, and free advice on
prevention and cure of common diseases.
The Sahayogi Foundation has been set up (the foundation) as a non-profit trust in July 2014. The Foundation will work closely with the Board
of Directors the CSR Committee in implementation of various CSR activities. The Foundation will also assist in reporting progress of deployed
initiatives and in making appropriate disclosures periodically.
8. CREDIT RATING
BWR has assigned Long-Term rating of BWRA with Stable Outlook and BWR A1 as short term rating to Kwality Limited overall fund based
Working Capital facilities.
9. FUTURE OUTLOOK
Over the past decade, significant transformation took place in the Indian demographic space which led to heightened consumer interest in
value added products. This shift in the dynamics of the industry proved beneficial for the manufacturers since value added products have
higher margins as compared to liquid milk segment. Considering the higher rate of profit margin expected from the value added Products, your
Company has shifted focus to add new products in its existing product line. To increase procurement of milk through Producer Based Village
Centres. Your Company would be hiring more Milk Chilling Centers (MCC) and also setting up its own large MCCs with capacities of more than
50,000 LPD at different locations in North India.
Future Objectives :
Milk Procurement
Kwality Limited has developed its own comprehensive milk procurement strategy to increase the procurement of high quality milk directly
from the farmers
Setting up Company owned Milk Chilling Centre with a capacity more than 50,000 LPD.
A basis for payment for milk has been devised ensuring the supply of standardised milk by the farmers and preventing adulteration
Farmers are provided with veterinary doctors to look after animal health and artificial insemination need, subsidised animal feed and annual
FMD vaccination so as to provide incentive to farmers to be associated to us and thus increase the number of farmers under each VCC
New Products & Consumer Brands
After the launch of the Low Cholesterol Pure Ghee, Livlite, the Company plans to launch various new products catering to the increasing
health needs of the Indian Consumers
Launch of variants of flavored milk for retail consumers
Setting up manufacturing facilities for products like variant of cheese, drinking yogurt, butter in tubs, cream in tetra packs etc.
Overseas Expansion
Kwality FZE (100% subsidiary of your Company in dubai) plans to increase its import of SMP, WMP , other Dairy Products and derivatives , and
then reprocess, pack and sell these products under its brands, in Dubai and export to other countries.
10. EXPORT
With the removal of ban on the export of skimmed milk powder in June, 2012 and whole milk powder & dairy whitener in November, 2012. Your
Company started export of Dairy products and achieved the export turnover of Rs. 183.45 crores as compared to Rs. 71.74 crores in the FY
2012-13. In the next fiscal year the Company has estimated an increase in export sales based upon the rising demand of dairy products in the
international market and the acceptance of our products from our existing and prospective buyers. The strategy to develop new products and
target new export regions would continue, so that we have a broad based direction of exports.
However the export may be affected during the current year as the Government has withdrawn the VKYUG scheme on SMP.
15. DIRECTORS
The Board of your Company is constituted of four Directors comprising of Mr. Sanjay Dhingra, Chairman & Managing Director, Mr. Sidhant
Gupta, Executive Director, Mr. Arun Srivastava, Non-Executive Independent Director and Dr. Rattan Sagar Khanna, Non-Executive Independent
Director.
In terms of Section 203 of the Companies Act, 2013 an individual may be appointed as the Chairperson as well as the Managing Director of the
Company at the same if it is provided in the Article of Association of the Company or the Company carries multiple businesses.
Therefore the Company in order to comply with the provisions of Section 203 proposes to alter its Article of Association in the ensuing Annual
General Meeting in such way that an individual may be appointed as Chairman and Managing Director at the same time.
As per the Companies Act, 2013 Mr. Sanjay Dhingra, Chairman & Managing Director of Company is liable to retire by rotation at the ensuing
Annual General Meeting and being eligible, offers himself for re-appointment.
The Board recommends his appointment/re-appointment.
A resolution seeking your approval on this item is included in the Notice convening the Annual General Meeting together with a brief profile of
the Director being re-appointed.
C&F Agents
Retailers
Distributors
Institutions
Retailers
Depots
Institutions
Distributors
To tap emerging demand from small towns and interior markets, your Company had appointed super stockiest and distributors who service in
small markets through their network. Your Company has more than 50super stockiest and approx. 900 distributors the country for all the
product ranges under Brand Name of Dairy Best, Kream Kountry & Livlite.
21. BRANDS
Your Company has kept up the pace of innovation by working and investing aggressively behind new consumer understanding, new
technologies and capability programs. Consistent with this objective your Company launched several products i.e. milk, curd, ghee, butter,
paneer, lassi, chaach and ice-cream etc. under the brand name of Dairy Best, Kream Kountry & Livlite.
Your Company continues to invest significantly in its structured innovation process, which is reflected in the launch of varied and differentiated
offering to strengthen the business. Your Company has also initiated the process for breakthrough innovations through interactions with
reputed institutions, which is expected to help build a strong platform for sustained and significant business leadership.
27. AUDITORS
The Board proposes the re-appointment of M/s P.P. Mukerjee & Associates, Chartered Accountants, as Statutory Auditors of your Company
based on the recommendation of the Audit Committee, to hold office from the conclusion of the ensuing Annual General Meeting till the
conclusion of the Annual General Meeting of the Company to be held in the year 2019 (subject to ratification of their appointment at every
AGM). The Company has received a letter from them that their appointment, if made, would be in accordance with Section 139 of the
Companies Act, 2013 and that, they are not disqualified for such appointment within the meaning of Section 141 of the Companies Act, 2013.
28. LISTING
The equity shares of the Company continue to be listed on the Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India
Limited (NSE). The annual listing fees for the current year have been paid to the Bombay Stock Exchange Limited (BSE) and National Stock
Exchange of India Limited (NSE).
31. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO.
Information required under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure on particulars in the report of
the Board of Directors) Rules, 1988 is set out in an Annexure to this report.
33. APPRECIATION
We would also like to place on record our sincere appreciation for the commitment, dedication and hard work put in by every member of the
Kwality Limited. To them goes the credit for the Companys achievements.
We are very grateful to National Dairy Research Institute (NDRI) for providing us with invaluable support. National Dairy Research Institute
(NDRI) had played a significant role in our growth and development.
Our Bankers, Insurers, Suppliers and Transport Contractors have been of great help to us in managing our growth and are our partners in
success.
We acknowledge their contributions and commit ourselves to continue and strengthen this fruitful alliance in all times to come.
Your Directors take this opportunity to express their deep sense of gratitude to the Central and State Governments, customers, vendors and the
society at large for their continues support.
And to you, our shareholders, we are deeply grateful for the confidence and faith that you have always reposed in us.
CONSERVATION OF ENERGY
Power & Fuel Consumption
(a) Electricity
Purchased
Units
Total Amount (Rs.)
Rate Per Unit (Rs.)
(b) Fuels
(Diesel, FO, Burada,
Husks & Turi)
Quantity (ltrs/Kgs)
Total Amount (Rs.)
Rate per Unit (Rs.)
2013-14
2012-13
59,36,645
4,67,81,559
7.88
31,86,389
2,07,95,923
6.53
1,64,99,774
14,03,41,352
8.51
1,26,84,245
12,27,53,817.80
9.68
TECHNOLOGY ABSORPTION
R & D / PRODUCT DEVELOPMENT
The Company has an in-house R & D / Product Development Laboratory to develop pure, hygienic, and nutritious products adhering
to best Quality Standards. Continuous efforts are made to ensure qualitative improvement and safety of products and optimum
efficiency in operations.
Specific Areas in which R & D / Product Development have been undertaken:
Processing of Fresh Raw Milk.
Nutrification of milk with appropriate nutrients.
Improvement of Shelf life of Dairy products.
Tamper Proof Packaging of Products.
Development of desi ghee LivLite brand containing 85% less cholesterol as compared to the normal ghee marketed across the
world.
Consumer acceptance of new Dairy products.
Benefit Derived
Enhanced shelf Life of the Products.
Nutritious and Superior Products have allowed Company to expand its market share.
Creation of a niche market for low cholesterol ghee.
Future plan of action
Invent and develop new present age nutritionally-balanced healthy products.
Foraying in the nutraceuticals market.
2013-14
2012-13
183.45
73.46
34.18
9.09
*Foreign Exchange Expenditure incurred on capital goods, raw material, professional fees, capital investments in subsidiary, loan to
subsidiary, foreign tour and travel and miscellaneous expenses.
300
120
100
97
80
116
122
128
150
100
56
40
20
22
32
1960-61
1970-71
1980-81
250
200
81
60
20
108
112
50
0
1991-92
2000-01
2005-06
2007-08
2008-09
2009-10
2010-11
2011-12
Your Company review its quality standards and makes them stringent and updated on regular basis. To compete in International market for
export of milk & milk products, it has become necessary to produce the dairy products with internationally acceptable quality and food safety
standards. It is an indicator of the Companys commitment for quality, food safety and maintaining environmental standards.
Segment Wise /product Wise Reporting
The Company is engaged in the dairy business with a wide range of milk products. The details of companys product segment is as:
Segment Snapshot
Business Description
Product Portfolio
1. Fat Based Products (Fat/Butter/Cream/Ghee)
1.1 Pure Ghee
Dairy Best Pure Ghee is produced from fresh milk under hygienic conditions, using modern automated process
Dairy Best Pure Ghee has the AGMARK certication from the Ministry of Agriculture, Government of India
The ghee is sold through multiple sales channels to both retail and institutional customers
1.2 Pure Cow Ghee
Kwalitys 100% Pure Cow Ghee is a high value product manufactured exclusively from fresh cows milk
The texture of the ghee is granular and is similar to the traditional home-made ghee
Cow Ghee is sold under Dairy Best brand and sold to retail customers
1.3 Low Cholesterol Ghee
The Company recently launched a Low Cholesterol Pure Ghee, Livlite, which contains 85% less cholesterol
Livlite has been licensed by National Research and Development Corporation (NRDC) to the Company for 10 years (5 years exclusive)
Shelf life of 12 months
The Company has launched aggressive marketing campaigns to position Livlite as a premium FMCG product
2. Milk Powders
Manufactures Whole Milk Powder (WMP), Skimmed Milk Powder (SMP), Dairy Creamer (DC), Dairy Whitener (DW) by segregating the
SNF (Solids, Not Fat) from the liquid milk
These products are used for making biscuits, ice creams, sweets and other milk based products
Mainly sold to institutional customers under multiple brands like Good-Health, Kream-Kountry and Dairy Best
3. Curd
Manufactures both set curd and pouched curd
Sold to both dealers/ distributors and retailers
The product is marketed in 1kg, 2kg, 5kg & 15kg matkas, 500gm, 1kg pouches and 80gm, 200gm & 400gm cups.
4. Milk
Derives 74.24% of its revenues by selling milk in various forms full cream milk, Skimmed Milk, Toned Milk, Double Toned Pasteurized
Milk
After extracting the fat content from the full fat milk to produce pure ghee, the Company either manufactures Skimmed Milk Powder from
the remaining skimmed milk or sells the skimmed milk as it is depending on market demand
As milk is a perishable product, the sale of skimmed milk is signicantly dependent on the immediate market demand for both skimmed
milk and Skimmed Milk Powder
Growth Factors
The Company has to take care of those factors that helps it to grow its business operations. Some of them are as follows:
1. Corporate Governance :
Effective Corporate Governance practices constitute a strong foundation on which successful commercial enterprises are built to
last.
Your Companys philosophy on the Corporate Governance is based on fairness, accountability, disclosure, transparency, value and
ethics. Sound and effective Corporate Governance practices enabled it to achieve the sustainable growth and meet the expectations
of the stakeholders.
Your Company is committed to follow the best Corporate Governance Practices in all its pursuits and is constantly striving to better
them and adopt emerging best practices. Comprehensive disclosures, structured accountability in exercise of powers, adhering to
best practices and commitment to compliance with regulations have enabled your Company to enhance shareholder value. In fact,
this has become an integral part of the way the business is done. The governance practices followed by your Company are
continuously reviewed and the same are benchmarked with the best governed companies. The Company is in compliance with the
requirements stipulated under clause 49 of the Listing Agreement entered into with Stock Exchange with regard to Corporate
Governance.
2. Board of Directors:The Board of Directors is the governing body of the Company and holds the ultimate responsibility for the success or failure of the
Company. The Board formulate the strategies to be followed to be successful in achieving the goals and objectives of the Company.
The composition of the Board is to have an appropriate mix of Executive and Non- executive Independent Directors to maintain the
independence of the Board and to separate its functions of governance and management.
The Board of Directors possess the requisite qualification, knowledge and experience which enables them to provide effective
leadership to the business. The Board is at the core of the corporate governance practice and overseas how the management serves
and protects the long term interest of all the stakeholders.
Composition of the Board:
The Composition of Board of Directors is in conformity with clause 49 of the Listing Agreement, which stipulates that atleast 50% of
the Board shall consist of Independent Directors, if the chairman of the Board is an Executive Director.
As on 31st March, 2014 the Board comprised of 4 (four) Directors. Out of these, two are Executive Director, including the Chairman &
Managing Director and two are Non- Executive & Independent Directors.
All the Directors possess the requisite qualification and experience in Management, finance, banking and other allied fields enabling
them to contribute effectively in their capacity as Directors of the Company.
The name and categories of the directors on the Board, their attendance at the board meeting held during the year, attendance at the
last Annual General Meeting of the members of the company, the number of directorship and committee chairmanship/membership
held by them in other companies is given below:
Category
Designation
Executive Director
Executive Director
Executive Director
Non-Executive-Independent Director
Director
Non-Executive-Independent Director
Director
None of the Directors on the Board is a member of more than 10 Committees and Chairman of more than 5 Committees as specified
in Clause 49 of the Listing Agreement, across all the companies in which he is a director. The Directors have made the necessary
disclosures regarding Committee positions.
II. Attendance of Each Director at the Board Meetings and the Previous Annual General Meeting
10
10
Yes
10
10
Yes
10
10
Yes
10
10
Yes
III. Number of Board/Committees of which a Director is a member or chairman as on 31st March, 2014
Nil
Nil
Nil
Nil
Nil
Nil
05.07.2013
14.08.2013
23.09.2013
10.11.2013
30.12.2013
25.01.2014
14.02.2014
13.03.2014
24.03.2014
Director's Profile
Sanjay Dhingra (DIN : 00025376)
Kwality Limited is managed by a Board of Directors headed by Shri Sanjay Dhingra. He has rich experience over two decades in diversified
activities such as Manufacturing, Trading & International Marketing in the FMCG sector. He has led the group's activities from the front. It is his
visionary attributes that has manifested in the expansion of the business and enlargement of the value chain both in upstream and
downstream sectors.
His business acumen combined with his grass root level exposure in the FMCG Industry has been instrumental in making Kwality limited one of
the fastest growing companies in the Dairy Sector. Under his able leadership the company has successfully established itself as a dominant
player in the dairy industry in the country. The company has crossed a remarkable figure of Rs. 4578 Crs. of turnover for financial year 20132014.
Shri Dhingra was felicitated by Hon'ble Union Finance Minister Mr. Pranab Mukherjee (currently our Hon'ble President) for being a successful,
self-made industrialist and for his immense contribution to the Dairy sector.
Sidhant Gupta (DIN : 00555513)
Shri Sidhant Gupta was appointed on the Board of Directors of the Company on April 18, 2011. He is responsible for growth and strategic
planning for the Company. A Management Graduate in Finance from one of the reputed college Shri Venkateswara College, University of Delhi,
India.
Shri Sidhant Gupta has been instrumental in bringing about technological and managerial excellence in the Company's operations. His rich
experience, expertise in business management and foresightedness has been instrumental in elevating Kwality Limited to its current position
wherein the Company has seen fresh growth perspectives including the initiative to incorporate foreign subsidiary, expand the company's
global footprint and tap various international markets with tremendous growth in terms of both top-line and bottom-line.
He brought about radical changes, implemented business strategies, removed lacunas of internal system and enhanced the group's value by
launching new dairy products. A person of strong will and focused mind, he has been instrumental in bringing about coherency in operation
matters leading to better efficiencies all around including optimum fund building and utilization.
Dr. Rattan Sagar Khanna (DIN : 03073914)
Dr. Rattan Sagar Khanna did his M.Sc. (Hons) from Punjab Agri University. He is Diploma holder in Semen Freezing Gynecology & Andrology
from Royal Veterinary and Agriculture University, Copenhagen, Diploma in Farm & Science Journalism from Institute of Farm & Science
Journalism, New Delhi. Over 35 years, he has worked at senior positions in Dairy, Farming and in Agriculture Sector in the areas of
manufacturing, consulting and marketing. He has joined the Board of Kwality Limited in May 2010.
Dr. Khanna is presently the trustee of M/s Ganesh Scientific Research Foundation New Delhi, Consultant of Namastey India Foods, Kanpur,
Council Member and Consultant of Gerson Lehrman Group, New York, USA, Vice Chairman & Consultant of Centre for Institute of Animal
Husbandry and Dairy Development, Noida, Member, Research Advisory Council, World Buffalo Trust, Noida.
In the past, Dr. Rattan Sagar Khanna has served, among others, as a Member & Chairman of various Dairy Associations including Consultant of
Department of Animal Husbandry, Fisheries & Veterinary Services, Chief Executive Officer Animal Feeds Business in Dabur Ayurved Limited.,
Advisor to the GCMMF, General Manager in Gujrat Co-operative Milk Marketing Federation, New Delhi, Managing Director of Rajasthan
Cooperative Dairy Federation, Jaipur, Resident Representative (Northern Region) of National Dairy Development Board, New Delhi, and Head
(Projects) of Indian Dairy Corporation, Baroda.
He has been providing his valuable inputs on major initiatives taken by the Company as well as the technologies introduced in the Company. He
is actively involved in introduction and launch of our anchor Brand Dairy Best - Livlite. Dr. Khanna has also extended his expertise in
implementation and establishment of collection centres and MCC's of the Company.
As an investor protection activist and proponent of good corporate governance, Dr. Khanna has been the guiding force in company's CSR
initiatives. An old war horse in Dairy Business, his experience has been a valuable asset for the company.
Arun Srivastava (DIN : 01121929)
Shri Arun Srivastava joined the Board of Kwality Limited on 25th June 2003. He brings to the Board an extensive experience of Financial
Modeling and Resource Mobilisation. A commerce graduate by profession, Shri Arun's endeavors, valuable inputs and consultation to the
Board helps in managing complex banking products required in the international trade to ensure the safety of the material and the cash
register of the Company.
He has been serving on various committees of Board and helping the Company in its smooth operations. He brings in corporate finance and
transaction experience to the Company and with consulting and liasoning background he remains the trouble shooter for the Company vis--vis
clients and lenders and ensure smooth execution of mandated deals.
None of the Non-Executive Directors of the Company has any material pecuniary relationship or transaction with the company.
The Board meets at regular intervals and a detailed agenda is send to each director prior to the Board and committee meetings. During the
Financial Year 2013-2014, ten Board meeting were held and the gap between two meetings did not exceed four months.
3. Board Committees
To enable better and more focused attention on the affairs of the Company, the board delegates particular powers to committees of the
directors set up for the purpose.
Currently, the Board has 6 (Six) Committees i.e. Audit Committee, Remuneration, Compensation & Nomination Committee, Share Transfer
Committee, Stakeholders Relationship Committee, Management Committee and Corporate Social Responsibility Committee. The quorum for
meetings is either two members or one-third of the members of the committee, whichever is higher. The composition, scope of work, numbers
of the total meetings held during the financial year 2013-14 are as under:
1. Audit Committee:
The Audit Committee covers the areas as contemplated under Clause 49 of the Listing Agreement, Section 177 of the Companies Act, 2013
and Section 292A of the Companies Act 1956, besides other terms as may be referred by the Board of Directors. Statutory Auditors and Internal
Auditors were regular invitees to the committees meeting.
I. Composition of Audit Committee:
The Audit Committee comprised of 3 (three) Directors. Out of these, two are Non-Executive & Independent Director and one Executive Director.
All of whom are financially literate and they have accounting or related financial management expertise.
The Company Secretary acts as Secretary of the Committee.
Name of Director
Category
Non-Executive-Independent Director
10
10
Executive Director
10
10
Non-Executive-Independent Director
10
10
17.05.2013
05.07.2013
14.08.2013
23.09.2013
10.11.2013
30.12.2013
25.01.2014
14.02.2014
12.03.2014
24.03.2014
Name of Director
Category
Non-Executive-Independent Director
Executive Director
Non-Executive-Independent Director
The Details of Remuneration during the year ended 31st March, 2014 as follows:-
Gross Remuneration
Sitting Fees
Total
1,30,20,000
1,30,20,000
1,00,00,000
1,00,00,000
Name
During the Financial Year 2013-14 the committee met 1 (one) time on 11.7.2013 at which all the members of the committee were present.
3. Management/ Executive Committee
The Management Committee was constituted on November 10, 2011 by the Board to manage the day to day business and operations of the
company and to improve the efficiency. The terms of reference of the Management Committee is to consider and dispose of any day to day
matters, with a view to ensure smooth operation and timely action/compliances. The Committee meets at frequent intervals and disposes
matters which are of routine and day to day operations.
I. Composition and numbers of meeting held of Management Committee:
The Management committee comprised with four members, Mr. Sanjay Dhingra (Managing Director), Mr. Sidhant Gupta (Executive Director),
Mr. Rajesh Verma (Vice President International Trade) and Mr. Manjeet Singh Dahiya (Vice President Technical).
Category
13
13
Executive Director
13
11
VP-International Trade
13
11
VP-Technical
13
13
II. During the year, thirteen meetings of the committee were held:
08.04.2013
06.05.2013
12.06.2013
05.07.2013
03.08.2013
03.09.2013
04.10.2013
04.11.2013
05.12.2013
10.01.2014
15.01.2014
13.02.2014
13.03.2014
Categories
Chairman/Member
Non-Executive-Independent Director
Member
Executive Director
Member
Non-Executive-Independent Director
Member
II. The Terms of Reference of The Stakeholders Relationship Committee are as under:
Review complaints of shareholders and action taken thereon.
Look into all securities filing every quarter.
Monitor implementation and compliances of company's Code of Conduct.
As the Securities and Exchange Board of India has introduced a new system for the registration & redressal of investors complaints online
popularly known as SCORES (SEBI Complaints Redress System). The committee periodically review the complaints registered in SCORES.
III. Details of meeting held and attended by members for financial year 2013-2014 are given below:
14.08.2013
10.11.2013
13.03.2014
V. Status Report of investor's complaint/ request for the year ended 31st March, 2014
Number of Complaint/request Received- 12
Number of Complaint/request Resolved- 11
Number of Complaint/request Pending - 01
5. Share Transfer Committee
Share Transfer Committee was constituted as per the requirement of listing agreement and agreement with RTA for approval and registration
of transfer. The terms of reference of the Share transfer Committee is to approve transfer and transmission of shares and to approve Subdivision, Consolidation and issue of new/duplicate share certificates, whenever requested for by the shareholders of the company.
The committee consists of Dr. Rattan Sagar Khanna, Mr. Arun Srivastava and Mr. Sidhant Gupta. The Share Transfer Committee meets on
fortnightly basis and review, monitor the responsibility of Share Transfer Agents and review all the matters connected with shares. All valid
requests for share transfer received during the year have been acted upon and no such transfer is pending.
I. Composition of the Committee
Category
Non-ExecutiveIndependent Director
36
36
Executive Director
36
33
Non-ExecutiveIndependent Director
36
36
08.04.2013
05.06.2013
10.08.2013
09.10.2013
07.12.2013
07.02.2014
20.04.2013
14.06.2013
14.08.2013
21.10.2013
14.12.2013
18.02.2014
30.04.2013
29.06.2013
21.08.2013
30.10.2013
27.12.2013
28.02.2014
07.05.2013
08.07.2013
02.09.2013
09.11.2013
10.01.2014
04.03.2014
21.05.2013
20.07.2013
20.09.2013
20.11.2013
23.01.2014
14.03.2014
30.05.2013
29.07.2013
30.09.2013
30.11.2013
31.01.2014
28.03.2014
6. CSR Committee
The Board has constituted Corporate Social Responsibility Committee to formulate and recommend the Corporate Social Responsibility Policy
and to undertake the CSR activities.
Composition of the Corporate Social Responsibility Committee is as follows:
Category
Executive Director
Executive Director
Dr. Saraswat
Non-Executive
Independent Director
Head procurement-New
Business Development
Head Procurement-U.P.
V.P. Finance
Manager - Training
and Development
Year
Date
2012-2013
30.09.2013
9:30 A.M.
2011-2102
28.09.2012
10 A.M
2010-2011
26.09.2011
11 A.M
Time
Location
Lavanya, G.T. Karnal Road,
Palla Bakhtavarpor Mord, Alipur, Delhi-110036
Date
Time
Location
12.06.2013
9 A.M.
Resolutions
No. of valid
votes polled
Votes in favour
of the Resolution
Votes in against
of the Resolution
Result (%)
231
15,23,22,984
17,834
99.98
225
1,41,526
12,038
84.56
2)
3)
4)
5)
6)
7)
High (Rs)
Low (Rs)
32.00
26.00
Volume (No.)
8,08,349
May 2013
36.65
27.50
21,08,595
June 2013
July 2013
29.50
23.75
11,20,670
29.00
23.05
16,74,723
August 2013
25.65
23.25
15,25,958
September 2013
30.60
23.65
14,72,819
24,40,422
October 2013
29.95
18.00
November 2013
29.05
25.00
17,49,139
December 2013
January 2014
31.20
26.60
19,80,200
35.80
28.50
26,01,110
February 2014
40.25
32.05
21,48,224
March 2014
34.60
29.25
11,63,655
No. of Shares
No. of Shareholders
Total
1-5000
5001-10000
10001-20000
20001-30000
30001-40000
40001-50000
50001-100000
100001 & above
18,871
449
142
54
21
22
32
51
% of Share
Holder
96.07
2.29
0.72
0.27
0.11
0.11
0.16
0.26
% of Share
Capital
6.0307
1.4565
1.0057
0.6660
0.3546
0.4872
1.2031
88.7962
Category
A
Percentage of
shareholding
Indian
Individual/HUF
15,21,54,714
74.88
0.00
Bodies Corporate
0.00
0.00
Any Other
0.00
Sub Total
15,21,54,714
74.88
Foreign
Individual(NRI/Foreign Individual)
0.00
Bodies Corporate
0.00
Institutions
0.00
Any Other
0.00
15,21,54,714
74.88
0.00
Total
B
Public Shareholding
Institutions
Mutual Funds/UTI
75,759
0.04
7,76,373
0.38
0.00
0.00
Insurance Company
0.00
0.00
0.00
8,52,132
0.42
Body Corporate
94,06,254
4.63
Individual
3,99,55,383
19.66
Sub Total
Any Other(Specify)
1. NRI
2. Foreign National
3. Hindu Undivided Family
4. OCB
5. Clearing Members
2,37,097
0.12
0.00
3,84,263
0.19
0.00
1,95,591
0.10
1000
0.00
Sub Total
5,01,79,588
24.70
Total
5,10,31,720
25.12
Grand Total
20,31,86,434
100.00
6. Trust
13) Detail of Directors seeking appointment/re-appointment at the forthcoming Annual General Meeting
Name of the Directors
Date of Birth
None
None
None
Date of Appointment
Qualification
Graduate
Graduate
Expertise in specific
functional area
Expertise in Financial
Modeling & Resource
Moblisation
DELTA AGROTECH
PRIVATE LIMITED
NIL
Chairman/Member of the
committee of the Board
of Directors of the
Company as on
31 March 2014
Chairman of Audit
Committee
Member of Remuneration,
Compensation & Nomination
Committee
Member of Stakeholders
Relationship Committee
Member of Share
Transfer Committee
Member of Audit
Committee
Member of Remuneration,
Compensation & Nomination
Committee
Member of Stakeholders
Relationship Committee
Member of Share Transfer
Committee
Member of Corporate
Social Responsibility
Committee
Member of Remuneration,
Compensation & Nomination
Committee
Member of Management
Committee
Member of Corporate
Social Responsibility
Committee
Chairman/Member of the
committee of the Director
of the other companies
in which he is a director
as on 31 March 2014
NIL
NIL
NIL
NIL
NIL
152,154,714
17)
19)
Certificate by the Chief Executive Officer on compliance with the condition of Corporate
Governance under Clause 49 of the Listing Agreement
The Board of Directors
Kwality Limited
We hereby certify that for the Financial Year 2013-14
1
We have reviewed the financial statements and the cash flow statement and that to the best of our knowledge and belief :
a. These statement do not contain any materially untrue statement or omit any material fact or contain statements that might be
misleading;
b. These statements together present a true and fair view of the Companys affairs and are in compliance with existing accounting
standards, applicable law and regulations.
2. There are no transactions entered into by the Company during the year which are fraudulent, illegal or violate the Companys code of
conduct to the best of our knowledge and belief.
3. We accept responsibility for establishing and maintaining internal controls for the financial reporting and that we have evaluated the
effectiveness of internal control system of the Company and we have disclosed to the auditors and the audit committee those
deficiencies, of which we are aware, in the design or operation of the internal control systems and that we have taken the required steps to
rectify these deficiencies.
4. We further certify that:a. There have been no significant changes in internal control during this year.
b. There have been no significant changes in accounting policies during this year.
c. There have been no instances of significant fraud of which we have become aware and the involvement therein of management or an
employee having a significant role in the Companys internal control system.
Sd/Sanjay Dhingra
Chairman & Managing Director
Sd/Sanjay Dhingra
Chairman & Managing Director
To The Members,
Kwality Limited
We have examined the compliance of conditions of Corporate Governance by Kwality Limited for the year ended on 31st March, 2014 as
stipulated in Clause 49 of the Listing Agreement of the said Company with the Stock Exchanges.
The Compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited to
procedures and implementations thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It
is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with
the conditions of Corporate Governance as stipulated in the above-mentioned Listing Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with
which the management has conducted the affairs of the Company.
Sd/P.P. Mukerjee
Proprietor
Membership No.089854
Nature of Statute
Nature of Dues
Amount unpaid
(In Lacs Rs.)
Year to which
the amount
relates
Forum where
pending
Haryana Livestock
Development
Board, Gurgaon
Milk cess
194.63 (131.96
deposited against
326.59 under protest)
2002-2014
Supreme Court
of India
--Do--
Interest on ?
Milk Cess
866.44
2002-2014
Supreme Court
of India
VAT
22.04
2013-14
VAT
1.40
2013-14
High Court
(Kerala)
UP VAT Act
VAT
152.27
2013-14
Add. Comm.(Appeal)
Ghaziabad
10.
The company does not have accumulated losses at the end of the financial year and it has not incurred any cash losses in the
current and immediately preceding financial year.
11.
Based on our audit procedures and according to the information and explanations given by the management, We are of the
opinion that the Company has not defaulted in repayment of dues to financial institutions and banks . The company has not issued any
debenture.
12
As the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and
other securities the provisions of clause 4 (xii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
13
In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society, hence the provisions of clause 4 (xiii) of
the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
14.
According to the information and explanation given to us, the company is not dealing in or trading in shares, securities,
debentures and other investments. Accordingly the provisions of clause (xiv) of paragraph 4 of the Companies (Auditors Report) order
2003 (as amended) are not applicable to the Company.
15.
The Company has given guarantees for loans taken by its subsidiary company from banks and financial institutions. According
to the information and explanations given to us, we are of the opinion that the terms and conditions thereof are not prima facie prejudicial
to the interest of the Company.
16
In our opinion and according to the information and explanations furnished to us, the term loans have been applied for the
purpose for which they were obtained.
17.
According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company,
we report that no funds raised on short-term basis have been used for long-term investment.
18.
The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under
Section 301 of the Companies Act, 1956.
19.
As the Company has not issued any debentures the provisions of clause 4 (xix) of the Companies (Auditors Report) Order, 2003
are not applicable to the Company.
20
As the Company has not raised any money by public issue the provisions relating to end use thereof as per clause 4 (xx) of the
Companies (Auditors Report) Order, 2003 are not applicable to the Company.
21.
In our opinion and according to the information and explanation given to us , no material fraud on or by the Company has been
noticed or reported during the year.
P.P. Mukerjee
Dated: 30.05.2014
Proprietor
Membership No.089854
Kwality Limited
Balance Sheet as at 31 March, 2014
Particulars
Note
No.
As at 31 March, 2014
As at 31 March, 2013
(INR In Lacs)
(INR In Lacs)
2
3
2,031.86
37,777.33
39,809.19
2,031.86
25,352.03
27,383.89
2 Non-current liabilities
(a) Long-term borrowings
(b) Long-term provisions
4
5
9,711.71
74.99
9,786.70
10,755.17
55.67
10,810.84
3 Current liabilities
(a) Short-term borrowings
(b) Trade payables
(c) Other current liabilities
(d) Short-term provisions
6
7
8
9
89,671.85
10,930.89
4,534.83
3,429.71
1,08,567.28
75,527.88
4,839.13
2,778.80
2,448.90
85,594.71
1,58,163.17
123,789.45
9,769.69
142.27
2,200.33
12,112.30
626.56
4,010.42
76.34
79.27
16,904.89
7,166.21
126.96
860.92
8,154.09
564.62
2,916.67
182.96
116.25
11,934.60
16,747.97
1,19,998.82
1,272.35
3,041.68
197.45
9,866.08
93,090.45
3,059.36
5,813.93
25.03
1,41,258.28
1,11,854.85
1,58,163.17
1,23,789.45
TOTAL
B
ASSETS
1 Non-current assets
(a) Fixed assets
(i) Tangible assets
(ii) Intangible assets
(iii) Capital work-in-progress
10.A
10.B
10.C
11
12
13
25.2
2 Current assets
(a) Inventories
(b) Trade receivables
(c) Cash and cash equivalents
(d) Short-term loans and advances
(e) Other current assets
14
15
16
17
18
TOTAL
0.86
1-25
For and on behalf of the Board of Directors
sd/(Sanjay Dhingra)
Managing Director
sd/(Sidhant Gupta)
Executive Director
sd/(Deepa Kapoor)
Company Secretary
Kwality Limited
Statement of Profit and Loss for the year ended 31 March, 2014
Particulars
Note
No.
19
4,57,804.78
369,228.67
Other income
20
395.09
71.70
4,58,199.87
369,300.37
Expenses
(a) Cost of materials consumed
(b) Purchases of stock-in-trade
(c) Changes in inventories of finished goods, work-in-progress and
stock-in-trade
(d) Employee benefits expense
(e) Finance costs
(f) Depreciation and amortisation expense
(g) Other expenses
3,75,035.45
49,473.01
(6,512.89)
332,489.65
4,681.92
187.54
1,794.74
11,261.33
1,290.73
10,806.48
1,347.68
9,227.88
1,028.88
9,189.25
4,43,148.85
3,58,152.79
15,051.03
11,147.58
21.a
21.b
21.c
22
23
10
24
Total expenses
5
15,051.03
10,847.58
Tax expense:
(a) Tax expense for current year
(b) (Less): MAT credit related to current year
(c) Net current tax expense
(d) Tax expense relating to prior years
(e) Deferred tax
3,155.91
(1,123.32)
2,032.59
318.44
36.97
2,230.70
- 941.97
1,288.73
69.63
-163.57
2,388.01
1,194.79
12,663.02
9,652.79
6.23
6.23
4.75
4.75
10
300.00
1-25
For and on behalf of the Board of Directors
Sd/(Sanjay Dhingra)
Managing Director
Sd/(Sidhant Gupta)
Executive Director
Sd/(Deepa Kapoor)
Company Secretary
Kwality Limited
Cash Flow Statement for the year ended 31 March, 2014
Particulars
(INR In Lacs)
(INR In Lacs)
15051.03
1290.73
3.84
-0.39
11261.33
-37.44
-66.84
0.00
16.56
37.13
-216.66
4.14
-6881.89
-27025.05
2772.25
-174.78
168.47
78.27
19.32
6156.75
1976.34
12292.39
27343.42
-22910.32
4433.10
0.00
-2547.95
1885.15
-5251.27
2.73
-61.94
37.44
11147.58
1028.88
5.90
0.35
9227.88
-31.84
-1.62
296.13
3.06
-30.16
0.00
28.46
8.31
-27466.08
-1970.23
0.00
-698.20
-10.60
24.81
2777.55
216.57
897.08
-1879.36
14143.97
-11261.33
-203.19
-32.96
-3158.33
4583.07
-3834.76
20664.64
-9227.88
-203.19
-33.29
1664.21
-1723.68
2370.76
647.08
1347.10
-700.02
11948.60
1652.20
718.56
2370.76
3239.26
-868.50
647.08
647.08
647.08
2370.76
2370.76
60.64
2310.12
Sd/(Sanjay Dhingra)
Managing Director
-27117.86
-5443.27
-300.00
-1394.81
-7138.08
-2828.70
3.61
-365.08
31.84
-5273.04
6.62
640.46
10527.01
21674.59
Sd/(Sidhant Gupta)
Executive Director
Sd/(Deepa Kapoor)
Company Secretary
2370.76
Kwality Limited
Kwality Limited
(g) Inventories :
Raw Material, components, stores and spares are valued at lower of cost and net realisable value.
Work-in-progress and finished goods are valued at lower of cost and net realisable value. Cost includes direct materials, labour
and related production overheads in the ordinary course of business, less estimated cost of completion and estimated cost
necessary to make the sale.
(h) Investments
Investments which are readily realizable and intended to be held for not more than a year from the date on which the investment
made are classified as current investment. All other investment are classified as long term investment.
Current investments are stated at lower of cost or fair value. Long-term investments are stated at cost however provision for
diminution in their value is made to recognise a decline, other than temporary value of the investment.
(i) Provision for Current and Deferred Tax
Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income Tax Act,
1961. Deferred Tax resulting from "timing difference " between taxable and accounting income is accounted for using the tax
rates and laws that are enacted or substantively enacted as on the balance sheet date. Deferred Tax asset is recognised and
carried forward only to the extent that there is a virtual certainty that the asset will be realised in the future.
(j) Impairment of Assets
The Company assesses at each balance sheet date whether there is any indication that an asset may be impaired. If any such
indication exists, the Company estimates the recoverable amount of the asset. If such recoverable amount of the asset or the
recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount
is reduced to its recoverable amount and the reduction is treated as an impairment loss and is recognised in the statement of
profit and loss. Where there is any indication that an impairment loss recognised for an asset in prior accounting periods may no
longer exist or may have decreased, the Company books a reversal of the impairment loss not exceeding the carryingamount
that would have been determined (net of amortisation or depreciation) had no impairment loss been recognised for the asset in
prior accounting periods."
(k) Foreign Exchange Transactions
Initial Recognition
On initial recognition, all foreign currency transactions are recorded by applying to the foreign currency amount the exchange
rate between the reporting currency and the foreign currency at the date of the transaction.
Subsequent Recognition
All monetary assets and liabilities in foreign currency are restated using the exchange rate prevailing at reporting date.
Exchange Differences
The Company has opted to avail the choice provided under paragraph 46A of AS-11 "The Effect of Changes in Foreign Exchange
Rates" inserted vide Notification dated December 29, 2011. Consequently, Exchange differences arising on long-term foreign
currency monetary items related to acquisition of depreciable capital asset added to or deducted from the cost of the asset and
depreciated over the remaining useful life of the asset. For this purpose, the company treats a foreign monetary item as "longterm foreign currency monetary item", if it has a term of 12 months or more at the date of its origination.
All other exchange differences are recognised as income or expenses in the period in which they arise.
(l) Government Grants
Government grants are recognized when there is reasonable assurance that the company will comply with the conditions
attached to them and the grants will be received.
Government grants whose primary condition is that the company should purchase, construct or otherwise acquire capital
assets are presented by deducting them from the carrying value of the assets. The grant is recognised as income over the life of
a depreciable asset by way of a reduced depreciation charge.
Other government grants are recognised as income over the periods necessary to match them with the costs for which are
intended to compensate on a systematic basis.
(m) Borrowing Costs
Borrowing Costs that are attributable to the acquisition, construction of qualifying assets are capitalised as part of the cost of
such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for the intended use. All
other borrowing costs are charged to revenue in the period in which these are incurred.
(n) Business Segments
The Company is engaged mainly in trading, processing, manufacturing of milk and dairy poducts. These, in the context of
Accounting Standard 17 on Segment reporting, as specified in the Companies (Accounting Standards) Rules 2006, are
considered to constitute one single primary segment. Hence Segment reporting is not required.
Kwality Limited
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
10,000.00
10,000.00
10,000.00
10,000.00
2,031.86
2,031.86
Total
2,031.86
2,031.86
Particulars
As at 31 March, 2013
No. of Shares
No. of Shares
20,31,86,434
20,31,86,434
2,031.86
2,031.86
20,31,86,434
20,31,86,434
2,031.86
2,031.86
Number of shares
held
152154714
As at 31 March, 2013
% holding of shares
Number of shares
held
% holding of shares
74.88
99660714
52494000
49.05
25.84
(iv) Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash,
by way of bonus shares and shares bought back for the period of 5 years immediately preceding the Balance Sheet date:
(a) The Company has not issued any shares pursuant to contract(s) without payment being received in cash.
(b) The Bonus issue is made by capitalisation of profit. The detail of bonus issues in preceding 5 years are given below
Particulars
Equity shares with voting rights
Fully paid up by way of bonus shares
Year 2013-14
Year 2012-13
Year 2011-12
Year 2010-11
Year 2009-10
No. of Shares
21186434
-
(c) The Company has not undertaken any buy back of shares.
(v) No shares have been reserved for any purpose like esop, share warrant and for conversion.
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
25,352.03
12,663.02
38,015.05
15,935.38
9,652.79
25,588.17
203.19
34.53
203.19
32.96
37,777.33
25,352.03
37,777.33
25,352.03
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
Non Current
Current
Non Current
Current
(1) Secured
(a) Term loans from Banks (refer note 1)
(b) Term loans from Other Parties (refer note -2)
(2) Unsecured
(a) Term loans From Bank (refer Note-3 below)
(b) Term loans From Other Parties (refer Note-4 below)
(c) Loans and advances from related parties (refer Note-5 below)
(d) Deferred payment liabilities
Total
158.52
93.24
177.25
94.31
53.19
11.43
0.00
0.00
211.71
104.67
177.25
94.31
2,000.00
666.67
2,000.00
250.00
0.00
1,077.92
1,077.92
1,441.56
7,500.00
0.00
7,500.00
0.00
0.00
0.00
0.00
2.21
9500.00
1744.58
10577.92
1693.77
9,711.71
1,849.25
10,755.17
1,788.07
Notes:
1). Term loans was taken from various banks which are secured by hypothecation of assets ( Vehicles ). Rate of Interest is ranging b/w 8.67% to 13.5 %.
Period of maturity for loans is ranging b/w 3 year to 5 year and No.of repayment installments is ranging b/w 36 to 60 months.
Maturity profile of loans are as set out below:-
Particulars
a) Term Loans from Banks
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
93.24
93.24
80.05
80.05
64.49
64.49
13.97
13.97
2). Term loans from others are secured by hypothecation of assets ( Vehicles ) . Rate of Interest is ranging b/w 8.67% to 13.5 %.
Period of maturity is ranging b/w 3 year to 5 year and No.of repayment installments is ranging b/w 36 to 60 months.
Maturity profile of loans are as set out below:-
Particulars
a) Term Loans from others
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
11.43
11.43
12.75
12.75
14.07
14.07
26.37
26.37
3). Term Loan was taken from IDBI Bank. The loans is secured by way of exclusive charge on Immovable property held in the name of Director & Other party
situated at Golden Park, Rampura Road, Basai Darapur, New Delhi and the land / properties held in the name of JTPL Townships Pvt Ltd. situated at JTPL
City, Sector-115 Mohali (Punjab) . The loan is further secured by personal / Corporate guarantee of Sh. Sanjay Dhingra, Managing Director of Company
& Smt. Kanika Dhingra wife of Mr. Sanjay Dhingra and Property owners. Present rate of Interest on loan is 12 % . Maturity profile loans are as set out
below:-
Particulars
a) IDBI Bank Ltd
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
666.67
666.67
666.67
666.67
666.67
666.67
666.67
666.67
Kwality Limited
Particulars
a) Tata Capital Limited
b) L& T Finance Ltd
Total Long Term Loans
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
714.28
363.64
0.00
0.00
0.00
0.00
0.00
0.00
1077.92
0.00
0.00
0.00
5) The Loan from related party is unsecured and there is no interest payable on the loan .The loan will be payable in 3 to 5 year.
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
27.70
47.29
74.99
22.16
33.52
55.67
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
89,671.85
75,527.88
89,671.85
75,527.88
Note.-1
Cash Credit facilities are secured by way of :a) First pari passu charge on the entire current assets of the company.
b) 1st paripassu charge on entire movable and immovable fixed assets including Eq.mortgage of factory land and building of the company situated
at village Softa, Palwal (Haryana) and at Village Mumrejpur , Tehsil Dibai, District- Bulandsahar (U.P.).
c) 1st paripassu charge on entire fixed assets of M/s Pashupati Dairies Pvt. Ltd. including Equitable mortgage of Land and Building situated
at village Kumarhera, Saharanpur (UP).
d) Corporate guarantee of M/s Pashupati Dairies Pvt Ltd.
e) Negative lien for non disposal/ non transfer of 51 % of equity share held by Mr. Sanjay Dhingra.
f) Personal guarantee of Sh. Sanjay Dhingra, Managing Director of the Company and Mrs. Kanika Dhingra, Wife of Mr. Sanjay Dhingra.
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
10,559.53
371.36
4,596.27
242.86
10,930.89
4,839.13
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
1,849.25
101.64
8.65
30.07
1,788.07
27.65
0.00
25.70
73.85
18.23
412.86
478.65
1,281.62
280.03
67.30
15.74
141.51
382.86
91.93
238.04
4,534.83
2,778.80
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
33.52
3.93
2.59
40.05
31.36
2.86
1.70
35.91
3,150.80
203.19
34.53
1.14
3,389.66
2,176.08
203.19
32.96
0.76
2,412.98
3,429.71
2,448.90
GROSS BLOCK
Opening
As at
01.04.13
Additions
DEPRECIATION
Deduction/
the year
Closing
Opening
For the
Adjustment
Closing
As at
As at
Year
on account of
As at
31.03.2014
01.04.13
31.03.2014
sales/transfer
31.03.2014
WDV As On
WDV As On
31.3.2014
31.3.2013
Tangible Assets
Land
397.98
648.12
1,046.10
Computer
103.06
36.11
Building
646.63
708.29
8,924.95
2,292.67
31.58
11.44
597.60
Subtotal ( A)
1,046.10
397.98
139.17
69.83
18.79
88.61
50.55
33.23
1,354.92
331.78
50.46
382.24
972.68
314.85
1.75
11,215.87
2,902.92
1,100.87
4,003.30
7,212.57
6,022.02
43.02
11.28
4.65
15.94
27.09
20.30
196.21
3.32
790.50
219.77
112.27
2.25
329.79
460.71
377.83
10,701.80
3,892.85
5.07
14,589.58
3,535.59
1,287.03
2.74
4,819.88
9,769.69
7,166.21
129.01
19.00
148.01
2.05
3.69
5.74
142.27
126.96
129.01
19.00
148.01
2.05
3.69
5.74
142.27
126.96
860.92
1,339.41
2,200.33
2,200.33
860.92
860.92
1,339.41
2,200.33
2,200.33
860.92
11,691.73
5,251.27
5.07
16,937.92
3,537.64
1,290.73
2.74
4,825.62
12,112.30
8,154.09
8,922.96
2,788.31
19.54
11,691.73
2,513.28
1,028.88
4.52
3,537.64
8,154.09
6,409.68
0.49
Intangible Assets
Computer Software
Subtotal ( B)
Work in Progress
Total
Subtotal ( C)
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
143.20
143.20
483.36
421.42
626.56
626.56
564.62
564.62
626.56
564.62
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
130.04
29.91
3,850.47
209.28
28.94
2,678.45
4,010.42
2,916.67
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
74.75
179.90
1.59
3.06
76.34
182.96
(1) Represent bank deposits not due for realisations within 12 month of balance sheet date. Further refer note no.16.
Note 14 Inventories
Particulars
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
298.83
4,412.66
11,592.30
11.46
86.22
346.51
93.77
2,298.48
6,972.42
232.63
40.35
228.43
16,747.97
9,866.08
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
369.39
369.39
296.13
73.26
384.86
384.86
296.13
88.73
1,19,925.56
1,19,925.56
0.00
1,19,925.56
93,001.71
93,001.71
0.00
93,001.71
1,19,925.56
93,090.45
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
6.62
60.64
640.46
2,310.12
669.95
842.80
30.07
1,347.10
25.70
3,239.26
74.75
179.90
1,272.35
3,059.36
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
193.13
4.97
2,645.15
25.67
172.77
35.61
6.10
5,595.75
40.54
135.93
3,041.68
5,813.93
* Includes INR 131.96 lacs ( 98.06 lacs) with Haryana Livestock Development Board against demand and disputed before Supreme Court of India.
Further refer note 25.1.
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
3.36
5.72
12.97
181.12
19.31
0.00
197.45
25.03
Kwality Limited
(a)
(b)
1)
2)
( INR In Lacs)
( INR In Lacs)
4,56,988.76
3,69,162.28
816.03
66.38
4,57,804.78
3,69,228.67
( INR In Lacs)
( INR In Lacs)
72,082.09
68,566.34
2,26,577.73
39,191.56
71,597.57
62,472.23
2,00,110.49
30,473.23
4,06,417.73
3,64,653.53
832.81
7,509.10
41,947.29
278.64
3.19
1,686.78
2,611.21
0.00
210.76
0.00
50,571.02
4,56,988.76
4,508.75
3,69,162.28
810.26
5.76
0.00
60.17
6.04
0.18
816.03
66.38
a)
b)
c)
(i)
( INR In Lacs)
( INR In Lacs)
37.44
31.84
0.00
30.16
357.65
9.70
395.09
71.70
( INR In Lacs)
( INR In Lacs)
37.44
31.84
37.44
31.84
Kwality Limited
(ii)
( INR In Lacs)
( INR In Lacs)
0.39
21.99
42.85
216.66
66.84
8.92
0.00
8.07
0.00
0.00
1.62
0.00
357.65
9.70
( INR In Lacs)
( INR In Lacs)
93.77
3,75,240.51
3,75,334.28
298.83
3,75,035.45
69.35
3,32,514.07
3,32,583.42
93.77
3,32,489.65
3,37,814.80
13,281.22
23,939.44
3,05,131.83
12,681.77
14,676.05
3,75,035.45
3,32,489.65
( INR In Lacs)
( INR In Lacs)
41,246.55
0.00
794.35
7,153.31
278.80
1,687.41
2,792.70
201.81
49,473.01
4,681.92
Opening stock
Add: Purchases
Less: Closing stock
Cost of material consumed
Material consumed comprises:
Milk
Butter fat/Ghee
Others
Total
Milk
Fat/Butter/Cream/Ghee
SMP/WMP/DW/DC/SNF
Cattle Feed & Suppliments
Total
( INR In Lacs)
( INR In Lacs)
11,603.76
4,412.66
7,205.05
2,298.48
16,016.42
9,503.53
7,205.05
2,298.48
7,478.09
2,212.98
9,503.53
9,691.07
-6,512.89
187.54
Kwality Limited
( INR In Lacs)
( INR In Lacs)
1701.77
39.53
22.08
2.02
29.33
1229.52
33.97
30.80
1.53
51.86
1794.74
1347.68
( INR In Lacs)
( INR In Lacs)
11013.98
165.35
82.00
9043.64
184.23
0.00
11,261.33
9,227.88
( INR In Lacs)
( INR In Lacs)
497.74
16.56
112.78
116.29
44.92
2203.26
163.12
3.55
223.96
30.57
77.87
0.00
277.30
7.53
0.50
1871.23
18.95
0.00
1796.08
0.00
54.73
5.97
180.01
76.16
85.26
2643.74
226.38
72.00
317.23
3.06
61.42
139.60
36.74
2160.08
90.46
2.46
79.72
17.22
133.71
0.35
204.19
7.50
0.00
1420.77
13.47
30.34
1519.35
296.13
19.46
22.81
109.20
59.57
223.02
2003.71
173.95
43.71
10806.48
9189.25
( INR In Lacs)
( INR In Lacs)
16.08
25.00
30.34
0.00
-8.92
30.34
Kwality Limited
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
1,193.03
1,166.03
A civil recovery suit has been filed by M/s S.M. Milkose Ltd.
regarding dispute in supply of material which is disputed by the Co.
& is pending before The Hon'ble High Court of Delhi.
156.97
156.97
175.72
0.00
0.00
67.97
922.18
511.07
315.42
3,597.54
99.58
0.00
16,226.95
5,438.93
965.56
1,114.43
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
79.27
116.25
79.27
116.25
25.3).The Company has not received information from vendors regarding their status under the Micro, Small and Medium
Enterprises Development Act, 2006 and hence disclosure relating to amounts unpaid as at the year end together
with interest paid / payable under this Act have not been given.
Kwality Limited
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
211.44
7,182.01
0.00
0.00
1,651.80
3.77
0.00
0.00
0.00
0.00
3,75,035.45
100.00
3,75,035.45
3,32,489.65
100.00
3,32,489.65
7,182.01
14.52
1,651.80
35.28
42,291.00
85.48
49,473.01
3,030.12
64.72
4,681.92
0.00
0.00
3.77
4.16
163.12
100.00
163.12
86.70
95.84
90.46
61.94
0.00
86.05
365.08
116.08
0.00
7,182.01
0.00
11.65
4.46
7,346.11
410.06
3.77
14.52
0.00
909.51
18,344.62
3,417.73
3,170.23
5,851.18
0.00
1,093.19
385.39
0.17
1,249.87
754.77
116.08
0.00
589.88
0.00
Kwality Limited
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
Audit Fees
6.50
6.50
1.00
1.00
Other Charges
0.03
0.00
7.53
7.50
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
228.43
225.00
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
12,663.02
9,652.79
20,31,86,434
20,31,86,434
1.00
1.00
6.23
4.75
Subsidiary Company
Kwality Limited
Nature of Transactions
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
143.20
483.36
16,226.95
156.71
143.20
421.42
5,438.93
0.00
Investment in Subsidiary
Share Application Money
Corporate Gurantee
Amount Recoverable
71.02
0.00
7,500.00
0.00
0.00
211.60
7,500.00
4.05
Collateral Security/guarantee
7,500.00
4,500.00
7,500.00
1,15,055.00
3,155.00
7,500.00
85,000.00
2,970.00
Ms Kanika Dhingra
3,000.00
87,500.00
3,000.00
85,000.00
Collateral Security/guarantee
1,500.00
1,500.00
Nature of Transactions
-Collateral Security/guarantee
Sanjay Dhingra
( INR In Lacs)
( INR In Lacs)
61.94
10788.02
2670.78
365.08
5438.93
65.55
0.00
719.34
9.00
1700.00
785.44
9.00
3,000.00
0.00
30,055.00
0.00
128.43
152.15
85,000.00
3,000.00
125.00
99.66
Kanika Dhingra
2,500.00
0.00
0.00
0.00
3,000.00
52.49
Sidhant Gupta
-Collateral Security/guarantee
-Mangerial Remunation
0.00
100.00
1500.00
100.00
( INR In Lacs)
( INR In Lacs)
10.21
21.19
6.20
16.73
31.41
22.92
Kwality Limited
( INR In Lacs)
( INR In Lacs)
Gratuity
Gratuity
35.21
3.17
19.29
-0.40
-7.38
49.89
20.84
1.71
14.75
-2.08
-0.01
35.21
3.17
19.29
0.00
-7.38
15.07
1.71
14.75
0.00
-0.01
16.45
( INR In Lacs)
( INR In Lacs)
Leave Encashment
Leave Encashment
25.01
2.25
13.75
-0.39
-9.00
31.63
12.51
1.03
11.58
-1.84
1.74
25.01
2.25
13.75
0.00
-9.00
7.00
1.03
11.58
0.00
1.74
14.35
The estimates of future salary increases, inflation, seniority, promotion and other relevant factors, considered in actuarial
valuation such as supply and demand in the employment market. The rate used to discount post employment benefit
obligations (both funded and unfunded) should be determined by reference to market yields at the balance sheet date on
government bonds. The currency and term of the government bonds should be consistent with the currency and estimated
term of the post employment benefit obligations.
An amount of Rs.22.08 Lacs /-(PY. - Rs. 30.80 Lacs) as contribution towards defined contribution plan is recognized as
expense in the Profit & Loss Statement
Kwality Limited
Relationship
Subsidiary
Amount outstanding
as at 31 March, 2014
(INR in Lacs)
626.56
(564.62)
b) Previous year figure have been regrouped/reclassified wherever necessary to correspond with the current year
classification/disclosure.
c) Extraordinary/Exceptional Item
Particulars
As At 31 March, 2014
As At 31 March, 2013
( INR In Lacs)
( INR In Lacs)
0.00
300.00
During the year Company has paid a sum of Nil (Rs. 300 lacs) to SEBI
for obtaning permission authorising listing of shares alloted to
erstwhile promoters in the year 2000.
sd/(Sanjay Dhingra)
Managing Director
sd/(Sidhant Gupta)
Executive Director
sd/(Deepa Kapoor)
Company Secretary
Sd/P. P. Mukerjee
Proprietor
Membership Number 089854
Kwality Limited
Consolidated Balance Sheet as at 31 March, 2014
Particulars
Note
No.
As at 31 March, 2014
As at 31 March, 2013
(INR In Lacs)
(INR In Lacs)
2
3
2,031.86
40,810.36
42,842.22
2,031.86
26,420.95
28,452.81
2 Non-current liabilities
(a) Long-term borrowings
(b) Long-term provisions
4
5
10,920.11
74.99
10,995.10
11,281.22
55.67
11,336.89
3 Current liabilities
(a) Short-term borrowings
(b) Trade payables
(c) Other current liabilities
(d) Short-term provisions
6
7
8
9
96,806.26
16,628.32
4,651.27
3,429.71
1,21,515.55
83,124.95
9,175.14
2,788.62
2,448.90
97,537.61
1,75,352.88
1,37,327.32
10,435.01
142.27
2,200.33
12,777.62
4,010.42
76.34
79.27
16,943.65
7,182.97
126.96
860.92
8,170.85
2,926.36
182.96
116.25
11,396.42
18,739.48
1,33,115.26
3,146.77
3,210.27
197.45
10,328.83
1,00,910.04
8,629.98
6,035.25
26.79
1,58,409.23
1,25,930.90
1,75,352.88
1,37,327.32
TOTAL
B
ASSETS
1 Non-current assets
(a) Fixed assets
(i) Tangible assets
(ii) Intangible assets
(iii) Capital work-in-progress
10.A
10.B
10.C
11
12
24.2
2 Current assets
(a) Inventories
(b) Trade receivables
(c) Cash and cash equivalents
(d) Short-term loans and advances
(e) Other current assets
13
14
15
16
17
TOTAL
0.86
1-24
For and on behalf of the Board of Directors
sd/(Sanjay Dhingra)
Managing Director
sd/(Sidhant Gupta)
Executive Director
sd/(Deepa Kapoor)
Company Secretary
Kwality Limited
Consolidated Statement of Profit and Loss for the year ended 31 March, 2014
Particulars
Note
No.
18
5,01,095.45
3,92,967.66
Other income
19
402.87
73.42
5,01,498.32
3,93,041.08
Expenses
(a) Cost of materials consumed
(b) Purchases of stock-in-trade
(c) Changes in inventories of finished goods, work-in-progress and
stock-in-trade
(d) Employee benefits expense
(e) Finance costs
(f) Depreciation and amortisation expense
(g) Other expenses
3,75,035.45
91,700.56
(8,041.64)
3,32,489.65
27,455.39
(143.91)
1,859.08
11,557.87
1,299.21
11,206.61
1,379.18
9,307.03
1,029.94
9,468.24
4,84,617.13
3,80,985.50
16,881.19
12,055.57
20.a
20.b
20.c
21
22
10
23
Total expenses
5
16,881.19
11,755.57
Tax expense:
(a) Tax expense for current year
(b) (Less): MAT credit related to current year
(c) Net current tax expense
(d) Tax expense relating to prior years
(e) Deferred tax
3,155.91
(1,123.32)
2,032.59
318.44
36.97
2,230.70
-941.97
1,288.73
69.63
-163.57
2,388.01
1,194.79
14,493.18
10,560.79
7.13
7.13
5.20
5.20
10
300.00
1-24
For and on behalf of the Board of Directors
Sd/(Sanjay Dhingra)
Managing Director
Sd/(Sidhant Gupta)
Executive Director
Sd/(Deepa Kapoor)
Company Secretary
Kwality Limited
Cash Flow Statement for the year ended 31 March, 2014
Particulars
(INR In Lacs)
(INR In Lacs)
17,015.13
1,299.21
3.84
-0.39
11,557.87
-45.22
-66.84
16.56
37.13
-216.66
4.14
-8,410.65
-32,321.90
2,824.98
-173.02
-26.17
87.96
19.32
7,518.17
2,064.00
12,055.57
1,029.94
5.90
0.35
9,307.03
-33.56
-1.62
296.13
3.06
-30.16
28.46
12,589.64
29,604.78
-28,417.32
1,187.46
0.00
-2,547.95
-1,360.49
-5,908.59
3.00
0.00
45.22
10,605.51
22,661.08
22,661.08
-323.14
-34,889.42
-2,191.55
-1,400.99
-15.39
24.81
6,633.49
225.70
-31,936.50
-9,275.42
-300.00
-1,394.81
-10,970.23
-2,845.13
3.61
1.85
33.56
-5,860.37
1,598.39
-1,879.36
13,681.31
-11,557.87
-203.19
-32.96
-2,806.11
5,137.20
-3,834.76
28,116.72
-9,307.03
-203.19
-33.29
1,606.33
-5,614.54
7,237.32
1,622.78
3,221.52
-1,598.74
19,875.66
6,099.32
1,138.01
7,237.32
8,809.88
-1,572.56
1,622.78
1,622.78
27.56
1,595.22
1,622.78
7,237.32
7,237.32
64.86
7,172.46
Sd/(Sanjay Dhingra)
Managing Director
Sd/(Sidhant Gupta)
Executive Director
Sd/(Deepa Kapoor)
Company Secretary
7,237.32
Kwality Limited
Notes Forming Part of Financial Statements
1) SIGNIFICANT ACCOUNTING POLICIES
(a)
Country of Incorporation
Ownership
Voting Rights
100%
100%
These consolidated financial statements have been prepared by consolidation of the financial statements of the
Company and its subsidiaries on a line-by-line basis after fully eliminating the inter-company transactions and amount
arises on account of converting foreign currency in consolidation procedures are recognise in Foreign Currency
Fluctuation Reserve.
(b)
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent liabilities as at the date of the financial statements and reported amounts of revenues and
expenses during the reporting period. Actual results could differ from these estimates. Any revision to accounting
estimates is recognized prospectively in the current and future periods.
(c)
Revenue recognition
Sale of Goods
Sale is recognized when the significant risks and rewards of ownership of the goods have passed to the customer. Sales
are recorded net of sales returns, rebates, trade discounts and price differences
Income from Services
Revenue from Milk Processing services are recognized as and when services are rendered, and are accounted on an
accrual basis.
Interest Income
Interest income is recognised on time proportion basis taken into account the amount outstanding and the rate
applicable.
Exports benefits are recognised in the statement of profit and loss when the reasonable right to receive and the same is
established.
Other Income & Expenditure
Other Income & expenditure are accounted for an accrual basis except where the receipt of income is uncertain in which
case it is accounted for on receipt basis.
(d)
Fixed Assets
Tangible Assets
Tangible Assets are stated at acquisition cost, net of accumulated depreciation and accumulated impairment losses, if
any. Cost includes financing cost relating to borrowed funds attributable to the construction or acquisition of qualifying
fixed assets upto the date the assets are ready for use. Where the acquisition of fixed assets are financed through long
term foreign currency loans (having a term of 12 months or more at the time of their origination) the exchange differences
on such loans are added to or subtracted from the cost of such fixed assets. In respect of new projects, all cost including
borrowing cost incurred upto the date of commencement of commercial production or when related asset is put to use
are capitalised.
Subsequent expenditures related to an item of fixed asset are added to its book value only if they increase the future
benefits from the existing asset beyond its previously assessed standard of performance.
Losses arising from the retirement of, and gains or losses arising from disposal of fixed assets are recognised in the
Statement of Profit and Loss.
Kwality Limited
Notes Forming Part of Financial Statements
Intangible Assets
Acquired computer software are capitalised at cost of acquisition and disclosed as intangible assets
(e)
Depreciation:
Depreciation on fixed assets have been provided on written down value method at the rates and in the manner
prescribed in Schedule xiv of the Companies Act, 1956. Assets individually costing Rs. 5000/- or less are depreciated
fully in the year when the assets are ready to use.
(f)
EMPLOYEE BENEFITS
Short Term Employee Benefits :
Short term employee benefits are recognized as an expense at the undiscounted amount in the profit and loss account
for the year in which employee renders the related service.
Post Employment Benefits
Defined Contribution Plans:
Company's contribution to state governed Provident Fund Scheme , Employees State Insurance Contribution Scheme
and Staff welfare fund are charged to the revenue of the year when the contribution to the respective fund is due.
Defined benefit plans:
The present value of gratuity obligation is determined based on an actuarial valuation using the Projected Unit Credit
Method.
Actuarial gains and losses arising on such valuation are recognized immediately .
Other Defined Plans:
Other long term benefits (leave entitlement) are recognized in a manner similar to defined benefit plans:
Termination Benefits are recognized as an expense in the year in which they are incurred.
(g)
Inventories :
Raw Material, components, stores and spares are valued at lower of cost and net realisable value.
Work-in-progress and finished goods are valued at lower of cost and net realisable value. Cost includes direct materials,
labour and related production overheads in the ordinary course of business, less estimated cost of completion and
estimated cost necessary to make the sale.
(h)
Investments
Investments which are readily realizable and intended to be held for not more than a year from the date on which the
investment made are classified as current investment. All other investment are classified as long term investment.
Current investments are stated at lower of cost or fair value. Long-term investments are stated at cost however provision
for diminution in their value is made to recognise a decline, other than temporary value of the investment.
(i)
(j)
Impairment of Assets
"The Company assesses at each balance sheet date whether there is any indication that an asset may be impaired. If any
such indication exists, the Company estimates the recoverable amount of the asset. If such recoverable amount of the
asset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount,
the carrying amount is reduced to its recoverable amount and the reduction is treated as an impairment loss and is
recognised in the statement of profit and loss. Where there is any indication that an impairment loss recognised for an
asset in prior accounting periods may no longer exist or may have decreased, the Company books a reversal of the
impairment loss not exceeding the carrying amount that would have been determined (net of amortisation or
depreciation) had no impairment loss been recognised for the asset in prior accounting periods."
(k)
Kwality Limited
Notes Forming Part of Financial Statements
Subsequent Recognition
All monetary assets and liabilities in foreign currency are restated using the exchange rate prevailing at reporting date.
Exchange Differences
The Company has opted to avail the choice provided under paragraph 46A of AS-11 "The Effect of Changes in Foreign
Exchange Rates" inserted vide Notification dated December 29, 2011. Consequently, Exchange differences arising on
long-term foreign currency monetary items related to acquisition of depreciable capital asset added to or deducted from
the cost of the asset and depreciated over the remaining useful life of the asset. For this purpose, the company treats a
foreign monetary item as "long-term foreign currency monetary item", if it has a term of 12 months or more at the date of
its origination.
All other exchange differences are recognised as income or expenses in the period in which they arise.
The financial statements of consolidated foreign subsidiaries are translated into Indian Rupees, which is the
functional currency of the Company, as follows:
- Assets and liabilities at rates of exchange ruling at year end.
- Income and expense items at the average rate for the year.
Exchange rate differences arising on the translation of consolidated foreign subsidiaries are transferred to the foreign
currency translation reserve.
(l)
Government Grants
Government grants are recognized when there is reasonable assurance that the company will comply with the conditions
attached to them and the grants will be received.
Government grants whose primary condition is that the company should purchase, construct or otherwise acquire
capital assets are presented by deducting them from the carrying value of the assets. The grant is recognised as income
over the life of a depreciable asset by way of a reduced depreciation charge.
Other government grants are recognised as income over the periods necessary to match them with the costs for which
are intended to compensate on a systematic basis.
(m)
Borrowing Costs
Borrowing Costs that are attributable to the acquisition, construction of qualifying assets are capitalised as part of the
cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for the
intended use. All other borrowing costs are charged to revenue in the period in which these are incurred.
(n)
Business Segments
The Company is engaged mainly in trading, processing , manufacturing of milk and dairy poducts . These, in the context
of Accounting Standard 17 on Segment reporting , as specified in the Companies (Accounting Standards) Rules 2006,
are considered to constitute one single primary segment. Hence Segment reporting is not required.
(o)
(p)
Leases
(i) Finance Lease
Assets acquired under finance lease are recognised at lower of the fair value of the leased assets at inceptions and the
present value of minimum lease payment. Lease payment are apportioned between the finance charge and the
outstanding liability.The finance charge is allocated to periods during the lease term at a constant periodic rate of interest
on the remaining balance of the liability.
(ii) Operating Lease
Leases other than finance lease are operating and leased assets are not recognised in the company Balance sheet.
Payment under operating leases are recognised in the Statement of Profit and Loss on a straight line over the lease term.
(q)
Kwality Limited
Notes forming part of the Consolidated financial statements
Note 2 Share capital
Particulars
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
10,000.00
10,000.00
10,000.00
10,000.00
2,031.86
2,031.86
Total
2,031.86
2,031.86
Particulars
As at 31 March, 2013
No. of Shares
No. of Shares
20,31,86,434
20,31,86,434
2,031.86
2,031.86
20,31,86,434
20,31,86,434
2,031.86
2,031.86
Number of shares
held
152154714
As at 31 March, 2013
% holding of shares
Number of shares
held
% holding of shares
74.88
99660714
52494000
49.05
25.84
(iv) Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash,
by way of bonus shares and shares bought back for the period of 5 years immediately preceding the Balance Sheet date:
(a) The Company has not issued any shares pursuant to contract(s) without payment being received in cash.
(b) The Bonus issue is made by capitalisation of profit. The detail of bonus issues in preceding 5 years are given below
Particulars
Equity shares with voting rights
Fully paid up by way of bonus shares
Year 2013-14
Year 2012-13
Year 2011-12
Year 2010-11
Year 2009-10
No. of Shares
21186434
-
(c) The Company has not undertaken any buy back of shares.
(v) No shares have been reserved for any purpose like esop, share warrant and for conversion.
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
133.95
133.95
24.98
24.98
26,420.95
14,493.18
40,914.13
16,071.33
10,560.79
26,632.12
203.19
34.53
40,676.41
203.19
32.96
26,395.97
40,810.36
26,420.95
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
Non Current
Current
Non Current
Current
(1) Secured
(a) Term loans from Banks (refer note 1)
(b) Term loans from Other Parties (refer note -2)
(2) Unsecured
(a) Term loans From Bank (refer Note-3 below)
(b) Term loans From Other Parties (refer Note-4 below)
(c) Loans and advances from related parties (refer Note-5 below)
(d) Loans and advances from other parties (refer Note-6 below)
(e) Deferred payment liabilities
Total
423.40
114.13
183.02
96.23
53.19
11.43
0.00
0.00
476.59
125.55
183.02
96.23
2,000.00
0.00
7,500.00
943.52
0.00
666.67
1,077.92
0.00
0.00
0.00
2,000.00
1,077.92
7,500.00
520.28
0.00
250.00
1,441.56
0.00
0.00
2.21
10443.52
1744.58
11098.20
1693.77
10,920.11
1,870.14
11,281.22
1,790.00
Notes:
1). Term loans was taken from various banks which are secured by hypothecation of assets ( Vehicles ) . Rate of Interest is ranging b/w 8.67% to 13.5 %.
Period of maturity for loans is ranging b/w 3 year to 5 year and No.of repayment installments is ranging b/w 36 to 60 months.
Maturity profile of loans are as set out below:-
Particulars
a) Term Loans from Banks
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
93.24
93.24
80.05
80.05
64.49
64.49
13.97
13.97
2). Term loans from others are secured by hypothecation of assets ( Vehicles ) . Rate of Interest is ranging b/w 8.67% to 13.5 %. Period of maturity
for lease obligations is ranging b/w 3 year to 5 year and No.of repayment installments of loans is ranging b/w 36 to 60 months.
Maturity profile of loans are as set out below:-
Particulars
a) Term Loans from others
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
11.43
11.43
12.75
12.75
14.07
14.07
26.37
26.37
3). Term Loan was taken from IDBI Bank. The loans is secured by way of exclusive charge on Immovable property held in the name of Director & Other party
situated at Golden Park, Rampura Road, Basai Darapur, New Delhi and the land/properties held in the name of JTPL Townships Pvt Ltd situated at JTPL City,
Sector-115 Mohali (Punjab). The loan is further secured by personal / Corporate guarantee of Sh. Sanjay Dhingra, Managing Director of Company & Smt.
Kanika Dhingra wife of Mr. Sanjay Dhingra and Property owners. Rate of Interest on loan is 12 % . Maturity profile of loans are as set out below:-
Particulars
a) IDBI Bank Ltd
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
666.67
666.67
666.67
666.67
666.67
666.67
666.67
666.67
Kwality Limited
Term Loans from Other party are from Tata Capital Ltd INR 714.28 Lacs ( 1428.56 lacs) and from L & T Finance Ltd INR 363.64 Lacs (1090.90 lacs).
4.a) Loan from Tata Capital Limited is secured by way of first mortgage/ charge on the immovable property in the name of JTPL Townships Pvt Ltd. situated in
Mohali (Punjab) and further secured by personal guarantee of Sh. Sanjay Dhingra , Managing Director of company and Corporate Guarantee of JTPL
Townships Pvt Ltd. The present rate of Interest on loan is 14.25%. Maturity profile of loans are as set out below.
4.b) Loan from L & T is secured by way of pledge of shares of Kwality Limited held in the name of Mr. Sanjay Dhingra (Director). Pledge value of the shares (1crore
shares ) was INR 3155 lacs as on 31.03.2014 and further secured by first mortgage/charge on the immovable property located at Mohali in the name of
JTPL Townships Pvt Ltd. & personal guarantee Sh. Sanjay Dhingra, Managing Director of Co. and Corporate Guarantee of JTPL Townships Pvt Ltd. Rate of
interest on loan is 12.75%. Maturity profile of loans are as set out below.
Particulars
a) Tata Capital Limited
b) L& T Finance Ltd
Total Long Term Loans
2014-15
2015-16
2016-17
Beyond 2016-17
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
( INR In Lacs)
714.28
363.64
0.00
0.00
0.00
0.00
0.00
0.00
1077.92
0.00
0.00
0.00
5) The Loan from related party is unsecured and there is no interest payable on the loan .The loan will be payable in 3 to 5 year.
6) The Loan from other party is unsecured and there is no interest payable on the loan .The loan will be payable in 3 to 5 year.
7) Term loans from Banks includes loan of INR 285.78 lacs ( INR 76.96 lacs) Lacs taken by Kwality Dairy Products FZE 'the Subsidiary', and are secured
by mortgage of Property and Vehicle ( Assets ). Loans against property is payable in 15 years and rate of interest has been fixed @4.99% for first two
year and EBOR plus 3% thereafter. Loan against vehicle is payable in next 3 years.
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
27.70
47.29
74.99
74.99
22.16
33.52
55.67
55.67
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
96,806.26
83,124.95
96,806.26
83,124.95
Note.-1
Cash Credit facilities of Kwality Limited 'the Company' are secured by way of :a) First pari passu charge on the entire current assets of the company.
b) 1st paripassu charge on entire movable and immovable fixed assets including Eq. mortgage of factory land and building of the company situated
at village Softa ,Palwal ( Haryana) and at Village Mumrejpur, Tehsil Dibai, District- Bulandsahar ( U.P).
c) 1st paripassu charges on entire fixed assets of M/s Pashupati Dairies Pvt. Ltd. including Equitable mortage of Land and Building situated at village
Kumarhera, Saharanpur (UP).
d) Corporate guarantee of M/s Pashupati Dairies Pvt Ltd.
e) Negative lien for non disposal/ non transfer of 51 % of equity share held by Mr. Sanjay Dhingra.
f) Personal guarantee of Sh. Sanjay Dhingra, Managing Director of the Company and Mrs. Kanika Dhingra, Wife of Mr. Sanjay Dhingra.
2) Loans from banks includes INR 7137.41 Lacs (INR 7597.07 lacs ) working capital loan avail by Kwality Dairy Products FZE, Dubai, and are secured
by way of Corporate guarantee given by Kwality Limited ' the Company' and personal guarantee of Mr. Sanjay Dhingra and Mrs. Kanika Dhingra
wife of Sh Sanjay Dhingra, promoter director of Kwality limited.
The limit also secured by way of assignment of receivable and pledged of assets.
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
16,256.96
371.36
8,932.28
242.86
16,628.32
9,175.14
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
1,870.14
101.64
8.65
30.07
1,790.00
27.65
0.00
25.70
73.85
18.23
412.86
478.65
1,356.62
300.58
67.30
15.74
141.51
382.86
91.93
245.93
4,651.27
2,788.62
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
33.52
3.93
2.59
40.05
31.36
2.86
1.70
35.91
3,150.80
203.19
34.53
1.14
3,389.66
2,176.08
203.19
32.96
0.76
2,412.98
3,429.71
2,448.90
GROSS BLOCK
Opening
As at
01.04.13
DEPRECIATION
Additions
Deduction/
During the Adjustment during
Year
the year
Closing
Opening
For the
Adjustment
Closing
As at
As at
Year
on account of
As at
31.03.2014
01.04.13
31.03.2014
sales/transfer
31.03.2014
WDV As On
WDV As On
31.3.2014
31.3.2013
Tangible Assets
Land
397.98
648.12
1,046.10
Computer
103.59
36.16
Building
646.63
1,349.87
8,925.90
Subtotal ( A)
1,046.10
397.98
139.75
70.05
18.91
0.09
88.87
50.88
33.54
1,996.49
331.78
53.02
384.81
1,611.69
314.85
2,291.72
1.75
11,215.87
2,903.01
1,100.87
4,003.30
7,212.57
6,022.89
34.14
26.66
0.37
60.43
11.65
7.40
(0.14)
19.19
41.24
22.50
611.44
197.64
3.32
805.76
220.23
115.32
2.32
333.23
472.53
391.21
10,719.69
4,550.18
5.45
15,264.42
3,536.72
1,295.52
2.83
4,829.40
10,435.01
7,182.97
129.01
19.00
148.01
2.05
3.69
5.74
142.27
126.96
129.01
19.00
148.01
2.05
3.69
5.74
142.27
126.96
860.92
1,339.41
2,200.33
2,200.33
860.92
860.92
1,339.41
2,200.33
2,200.33
860.92
11,709.61
5,908.59
5.45
17,612.76
3,538.76
1,299.21
2.83
4,835.14
12,777.62
8,170.85
8,924.55
2,804.74
19.54
11,709.61
2,513.35
1,029.94
4.52
3,538.76
8,170.85
6,411.20
0.57
Intangible Assets
Computer Software
Subtotal ( B)
Work in Progress
Total
Subtotal ( C)
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
130.04
29.91
3,850.47
209.28
38.63
2,678.45
4,010.42
2,926.36
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
74.75
179.90
1.59
3.06
76.34
182.96
(1) Represent bank deposits not due for realisations within 12 month of balance sheet date. Further refer note no.16.
Note 13 Inventories
Particulars
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
298.83
93.77
4,412.66
2,298.48
11,592.30
6,972.42
2,002.96
695.38
86.22
40.35
346.51
228.43
18,739.48
10,328.83
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
369.39
369.39
296.13
73.26
384.86
384.86
296.13
88.73
1,33,042.00
1,33,042.00
0.00
1,33,042.00
1,00,821.31
1,00,821.31
0.00
1,00,821.31
1,33,115.26
1,00,910.04
Kwality Limited
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
27.56
64.86
1,595.22
7,172.46
1,568.67
1,546.87
30.07
3,221.52
25.70
8,809.88
74.75
179.90
3,146.77
8,629.98
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
193.13
4.97
2,801.43
37.98
172.77
35.61
6.10
5,810.56
47.05
135.93
3,210.27
6,035.25
* Includes INR 131.96 lacs ( 98.06 lacs) with Haryana Livestock Development Board against demand and disputed before Supreme Court of India.
Further refer note 24.1.
As at 31 March, 2014
As at 31 March, 2013
( INR In Lacs)
( INR In Lacs)
3.36
5.72
12.97
181.12
21.07
0.00
197.45
26.79
(a)
(b)
( INR In Lacs)
( INR In Lacs)
5,00,279.43
3,92,901.27
816.03
66.38
5,01,095.45
3,92,967.66
Kwality Limited
1)
2)
( INR In Lacs)
( INR In Lacs)
72,082.09
68,566.34
2,26,577.73
39,191.56
71,597.57
62,472.23
2,00,110.49
30,473.23
4,06,417.73
3,64,653.53
2,409.93
49,222.65
41,947.29
278.64
3.19
5,222.60
22,814.38
0.00
210.76
0.00
93,861.69
5,00,279.43
28,247.74
3,92,901.27
810.26
5.76
0.00
60.17
6.04
0.18
816.03
66.38
a)
b)
c)
(1)
(2)
( INR In Lacs)
( INR In Lacs)
45.22
33.56
0.00
30.16
357.65
9.70
402.87
73.42
( INR In Lacs)
( INR In Lacs)
45.22
33.56
45.22
33.56
( INR In Lacs)
( INR In Lacs)
0.39
21.99
42.85
216.66
66.84
8.92
0.00
8.07
0.00
0.00
1.62
0.00
357.65
9.70
Kwality Limited
( INR In Lacs)
( INR In Lacs)
93.77
3,75,240.51
3,75,334.28
298.83
3,75,035.45
69.35
3,32,514.07
3,32,583.42
93.77
3,32,489.65
3,37,814.80
13,281.22
23,939.44
3,05,131.83
12,681.77
14,676.05
3,75,035.45
3,32,489.65
( INR In Lacs)
( INR In Lacs)
Opening stock
Add: Purchases
Less: Closing stock
Cost of material consumed
Material consumed comprises:
Milk
Butter fat/Ghee
Others
Total
Milk
41,246.55
0.00
Fat/Butter/Cream/Ghee
2,573.77
5,056.27
SMP/WMP/DW/DC/SNF
47,601.44
22,197.30
278.80
201.81
91,700.56
27,455.39
( INR In Lacs)
( INR In Lacs)
13,595.26
4,412.66
7,667.80
2,298.48
18,007.92
9,966.28
7,667.80
2,298.48
7,609.39
2,212.98
9,966.28
9,822.37
-8,041.64
-143.91
( INR In Lacs)
( INR In Lacs)
1766.12
39.53
22.08
2.02
29.33
1261.02
33.97
30.80
1.53
51.86
1859.08
1379.18
Kwality Limited
( INR In Lacs)
( INR In Lacs)
11310.52
165.35
82.00
9122.79
184.23
0.00
11,557.87
9,307.03
( INR In Lacs)
( INR In Lacs)
640.30
16.56
112.78
237.48
50.10
2203.26
163.12
3.55
223.96
34.28
151.54
0.00
279.33
7.53
0.50
1871.23
19.27
0.00
1796.08
0.00
54.73
5.97
229.65
76.16
85.26
2643.74
228.20
72.00
352.81
3.06
61.42
295.07
39.25
2160.08
90.46
2.46
79.72
18.18
154.16
0.35
212.27
7.50
0.00
1420.77
14.01
30.34
1519.35
296.13
19.46
22.81
149.31
59.57
223.02
2017.37
175.61
43.71
11206.61
9468.24
( INR In Lacs)
( INR In Lacs)
16.08
25.00
30.34
0.00
-8.92
30.34
Kwality Limited
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
1,193.03
1,166.03
A civil recovery suit has been filed by M/s S.M. Milkose Ltd.
regarding dispute in supply of material which is disputed by
the Co. & is pending before The Hon'ble High Court of Delhi.
156.97
156.97
175.72
0.00
0.00
67.97
922.18
511.07
315.42
3,597.54
99.58
0.00
16,226.95
5,438.93
965.56
1,114.43
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
79.27
116.25
79.27
116.25
24.3). The Company has not received information from vendors regarding their status under the Micro, Small and Medium
Enterprises Development Act, 2006 and hence disclosure relating to amounts unpaid as at the year end together
with interest paid/payable under this Act have not been given.
Kwality Limited
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
211.44
7,182.01
0.00
0.00
1,651.80
3.77
0.00
0.00
0.00
0.00
3,75,035.45
100.00
3,75,035.45
3,32,489.65
100.00
3,32,489.65
7,182.01
7.83
1,651.80
6.02
84,518.55
92.17
91,700.56
25,803.59
93.98
27,455.39
0.00
0.00
0.00
3.77
4.16
163.12
100.00
163.12
86.70
95.84
90.46
61.94
0.00
86.05
365.08
116.08
0.00
7,182.01
0.00
11.65
4.46
7,346.11
410.06
3.77
14.52
0.00
909.51
18,344.62
3,417.73
3,170.23
5,851.18
0.00
1,093.19
385.39
0.17
1,249.87
754.77
116.08
0.00
589.88
0.00
Kwality Limited
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
Audit Fees
6.50
6.50
1.00
1.00
Other Charges
0.03
0.00
7.53
7.50
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
228.43
225.00
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
14,493.18
10,560.79
20,31,86,434
20,31,86,434
1.00
1.00
7.13
5.20
Subsidiary Company
Significant Influence
Ms Kanika Dhingra
Kwality Limited
Nature of Transactions
As At 31 March,
2014
As At 31 March,
2013
( INR In Lacs)
( INR In Lacs)
143.20
483.36
16,226.95
156.71
143.20
421.42
5,438.93
0.00
Investment in Subsidiary
Share Application Money
Corporate Gurantee
Amount Recoverable
71.02
0.00
7,500.00
0.00
0.00
211.60
7,500.00
4.05
Collateral Security/guarantee
7,500.00
4,500.00
7,500.00
1,15,055.00
3,155.00
7,500.00
85,000.00
2,970.00
Ms Kanika Dhingra
3,000.00
87,500.00
3,000.00
85,000.00
Collateral Security/guarantee
1,500.00
1,500.00
Nature of Transactions
( INR In Lacs)
( INR In Lacs)
61.94
10788.02
2670.78
365.08
5438.93
65.55
0.00
719.34
9.00
1700.00
785.44
9.00
3,000.00
0.00
-Collateral Security/guarantee
Sanjay Dhingra
40,843.02
0.00
128.43
152.15
90,438.93
3,000.00
125.00
99.66
Kanika Dhingra
13,288.02
0.00
0.00
5,438.93
3,000.00
52.49
Sidhant Gupta
-Collateral Security/guarantee
-Mangerial Remunation
0.00
100.00
1500.00
100.00
( INR In Lacs)
( INR In Lacs)
10.21
21.19
6.20
16.73
31.41
22.92
Kwality Limited
( INR In Lacs)
( INR In Lacs)
Gratuity
Gratuity
35.21
3.17
19.29
-0.40
-7.38
49.89
20.84
1.71
14.75
-2.08
-0.01
35.21
3.17
19.29
0.00
-7.38
15.07
1.71
14.75
0.00
-0.01
16.45
( INR In Lacs)
( INR In Lacs)
Leave Encashment
Leave Encashment
25.01
2.25
13.75
-0.39
-9.00
31.63
12.51
1.03
11.58
-1.84
1.74
25.01
2.25
13.75
0.00
-9.00
7.00
1.03
11.58
0.00
1.74
14.35
The estimates of future salary increases, inflation, seniority, promotion and other relevant factors, considered in actuarial valuation
such as supply and demand in the employment market. The rate used to discount post employment benefit obligations (both funded
and unfunded) should be determined by reference to market yields at the balance sheet date on government bonds. The currency and
term of the government bonds should be consistent with the currency and estimated term of the post employment benefit obligations.
An amount of Rs. 22.08 Lacs /- (PY. - Rs. 30.80 Lacs) as contribution towards defined contribution plan is recognized as expense
in the Profit & Loss Statement
Kwality Limited
Relationship
Subsidiary
Amount outstanding
as at 31 March, 2014
(INR in Lacs)
#REF!
(564.62)
b) Previous year figure have been regrouped/reclassified wherever necessary to correspond with the current year
classification/disclosure.
c) Extraordinary/Exceptional Item
Particulars
As At 31 March, 2014
As At 31 March, 2013
( INR In Lacs)
( INR In Lacs)
0.00
300.00
During the year Company has paid a sum of Nil (Rs. 300 lacs) to SEBI for
obtaning permission authorising listing of shares allotted to erstwhile
promoters in the year 2000.
sd/(Sanjay Dhingra)
Managing Director
sd/(Sidhant Gupta)
Executive Director
sd/(Deepa Kapoor)
Company Secretary
Kwality Limited
Statement pursuant to Section 212(8) of the Companies Act, 1956 relating to Subsidiary Company.
STATEMENT
In accordance with the General Circular No. 2/2011, issued by the Ministry of Company Affairs, Government of India, the Balance
Sheet, the Statement of Profit & Loss and other documents of the subsidiary are not being attached with the Annual Accounts of the
Company. This Annual Report contains Consolidated Financial Statements of the company and its Subsidiary prepared in accordance
with the relevant Accounting Standards and the same has been duly audited by the statutory auditors. The Annual Accounts of the
following subsidiary Company and the related information will be made available to the shareholders of the Company and its
Subsidiary Company on request and will also be kept open for inspection by the shareholders at the Registered Office of the Company
and the Subsidiary Company.
(Amount in INR)
Reporting
INR
16.325
15.563
Capital
1,43,20,000.00
Reserves
30,33,02,876.49
Total Assets
1,78,16,26,952.39
1,46,40,04,075.90
Nil
Turnover
4,32,90,66,965.77
18,30,15,995.64
Provision for
Nil
18,30,15,995.64
Proposed Dividend
Nil
Country
KWALITY LIMITED
Corporate & Registered Office: Kwality House, F-82, Shivaji Place, Rajouri Garden, New Delhi - 110027.
Ph.: +91-11-47006500 (100 lines) Toll Free: 1800 103 5345 E: info@kdil.in W: www.kdil.in