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CORPORATE OFFICE
EXECUTIVES
Mr. Ankush Wadhawan - Company Secretary 5th Floor, Tower-A,
Mr. B. N. Jha - Chief Financial Officer Global Business Park, Sector-26,
M.G. Road, Gurgaon
Haryana
AUDITORS Tel. : 0124-4827800
Fax : 0124-4212046
S.R. Batliboi & Co.
E-mail : ig.gsml@zuari.adventz.com
Chartered Accountants
Website : www.gobindsugar.com
www.adventz.com
ADVOCATES & SOLICITORS
Khaitan & Co. SUGAR MILLS / PLANT LOCATION
1
GOBIND SUGAR MILLS LIMITED
PERFORMANCE AT A GLANCE
(Rs. in Laks)
Interest & Finance Charges (net) 1,066.31 1,300.75 1,079.60 1,916.37 1,872.94
Dividend per
Equity Share (Rs.) - - - - -
Earning per
Equity Share (Rs.) (29.83) 24.69 (57.10) (39.14) (71.27)
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GOBIND SUGAR MILLS LIMITED
NOTICE
"RESOLVED THAT Mr. Anil C Gupta, who was
Notice is hereby given that the 60th Annual General appointed as an Additional Director of the
Meeting of GOBIND SUGAR MILLS LIMITED will be Company and who holds office up to the date of
held on Friday, 28th December, 2012 at 3.00 P.M. at this Annual General Meeting pursuant to Section
the Registered Office of the Company at 9/1, R.N. 260 of the Companies Act, 1956, be and is
Mukherjee Road, Kolkata - 700 001 to transact the hereby appointed as a Director of the Company,
following businesses: liable to retire by rotation."
3
GOBIND SUGAR MILLS LIMITED
Government from time to time on the subject, Investor Education and Protection Fund of the
the Company hereby accords its approval to the Central Government (Fund). Accordingly, all
appointment of Mr. R S Raghavan as the unclaimed / unpaid dividends up to and including
Managing Director of the Company for a period the financial year 30th June, 2005 have been
of three years with effect from the close of the transferred to the said fund. Members who have
meeting of the Board of Directors of the Company not encashed the dividend warrants so far for
held on 28th August, 2012 at remuneration, terms the subsequent financial years may make their
and conditions mentioned in the explanatory claim to the Company / Registrar and Share
statement. Transfer Agent. In terms of Section 205C of the
said Act once the unclaimed/unpaid dividend is
Regd Office: By Order of the Board transferred to the Fund no claim in this regard,
9/1, R N Mukherjee Road shall lie against the Fund or the Company.
Kolkata - 700001 Ankush Wadhawan
07th November, 2012 Company Secretary 7. In terms of provisions of Section 109A of the
Companies Act, 1956, nomination facility is
NOTES: available to individual shareholders in respect
of shares held by them in physical form. The
1. A MEMBER ENTITLED TO ATTEND AND VOTE Nomination Form 2B prescribed by the
AT THE MEETING IS ENTITLED TO APPOINT Government can be obtained for the purpose
A PROXY TO ATTEND AND VOTE INSTEAD OF from the Company/Registrar & Share Transfer
HIMSELF AND A PROXY NEED NOT BE A Agent. The said Form 2B can also be
MEMBER. THE INSTRUMENT APPOINTING downloaded from the Company's website.
PROXY SHOULD, HOWEVER, BE DEPOSITED
AT THE REGISTERED OFFICE OF THE 8. The Securities and Exchange Board of India
COMPANY NOT LESS THAN FORTY-EIGHT (SEBI) has mandated the submission of
HOURS BEFORE COMMENCEMENT OF THE Permanent Account Number (PAN) by every
MEETING. participant in securities market. Members
holding shares in electronic form are, therefore,
2. Corporate members intending to send their requested to submit the PAN to their Depository
authorised representatives to attend the Meeting Participants with whom they are maintaining their
are requested to send to the Company a certified demat accounts. Members holding shares in
copy of the Board Resolution authorising their physical form can submit their PAN details to
representative to attend and vote on their behalf the Company/Registrar and Share Transfer
at the Meeting. Agent.
3. Members are requested to bring their attendance 9. The Equity Shares of the Company are listed at
slip along with their copy of the Annual Report The Calcutta Stock Exchange Limited, 7, Lyons
to the Meeting. Range, Kolkata - 700001 and listing fee for the
financial year 2012-13 has been paid to the
4. In case of joint holders attending the Meeting, Stock Exchange
only such joint holder who is higher in the order
of names will be entitled to vote. 10. The Equity Shares of the Company are of shares
in physical form converted into dematerialized
5. In all correspondences with the Company/ form to have a better liquidity of their
Registrar & Share Transfer Agent the members shareholding.
are requested to quote their accounts/ folio
numbers and in case their shares are held in 11. The Equity Shares of the Company are
dematerialised form, they must quote their Client compulsorily tradable in the dematerialized form
ID Number and their DP ID Number. on The Calcutta Stock Exchange Limited.
Therefore, shareholders holding their shares in
6. Pursuant to the provisions of Section 205A of physical form are advised to have their holding
the Companies Act, 1956, as amended, dividend of shares in physical form converted into
remaining unclaimed / unpaid for a period of dematerialized form to have a better liquidity of
seven years is required to be transferred to the their shareholding.
4
GOBIND SUGAR MILLS LIMITED
12. The Statement of Profit and Loss for the financial 13. Members who wish to obtain information on the
year ended 30th June, 2012, the Balance Sheet Company or view the Accounts for the financial
as at that date, the Auditors' Report, the year ended 30th June, 2012 may visit the
Directors' Report and all other documents Company's website or send their queries at least
annexed or attached to the Balance Sheet are 10 days in advance before the AGM to the
available for inspection by the Members at the Secretary of the Company.
Registered Office of the Company between
11.00AM and 1.00 PM on all working days up to
this AGM.
EXPLANATORY STATEMENT
Pursuant to Section 173(2 of the Companies Act, 1956)
Mr. Bawa began his career with Bahrain Petroleum His functional experience spans corporate finance,
Company, Bahrain after getting his Masters degree corporate strategy, projects planning, operations and
in 1955. In 1957, he joined ESSO India (Now business development. Mr. Krishnan is on the Board
Hindustan Petroleum Corporation Limited) and held of Directors of Zuari Agro Chemicals Limited
several senior positions, both in India and overseas. (Managing Director), Zuari Global Limited, Zuari
Investments Limited, Zuari Maroc Phosphates Limited,
Mr. Bawa, holds directorship in Zuari Global Limited, Zuari Seeds Limited, Zuari Fertilisers & Chemicals Ltd
Zuari Agro Chemicals Limited, Indian Potash Limited, and Zuari Management Services Limited
Lionel India Limited, Paradeep Phosphates Limited,
Simon India Limited, Style Spa Furniture Limited, Zuari Considering the background, competence and wide
Investments Limited, Zuari Maroc Phosphates experience of Mr N. Suresh Krishnan in diverse
Limited, Zuari Seeds Limited, Zuari Fertilisers & corporate fields, your Directors consider it to be in the
Chemicals Ltd interest of the Company to recommend appointment
of Mr. Krishnan as a Director of the Company liable to
Considering the background, competence and wide retire by rotation as per the provisions of Companies
experience of Mr H S Bawa in diverse corporate fields, Act, 1956.
your Directors consider it to be in the interest of the
Company to recommend appointment of Mr. Bawa None of the Directors of the Company except
as a Director of the Company, liable to retire by rotation Mr N. Suresh Krishnan is concerned or interested in
as per the provisions of Companies Act, 1956. the Resolution.
along with requisite deposit has been received from a of the Company to recommend appointment of Mr.
Member as required under section 257 of the Wadia as a Director of the Company, liable to retire
Companies Act, 1956 signifying his intention to by rotation as per the provisions of Companies Act,
propose the candidature of Mr Anil C Gupta as a 1956.
Director.
None of the Directors of the Company except Mr
Mr. Anil C Gupta is B.Com (Hons.) from prestigious Marco Wadia is concerned or interested in the
Sri Ram College of Commerce, New Delhi and a Resolution.
Fellow member of institute of Chartered Accountants
of India. Mr. Gupta has experience of more than 40 Item No.8
years in Statutory Audits under the Companies Act,
1956 and Internal / Management Audits of large Mr R N Ratnam was appointed as an Additional
corporate enterprises. He retired from position of Director of the Company on 07th November, 2012.
Managing Partner from Messers A.F. Fergusan & Co. Pursuant to Section 260 of the Companies Act, 1956,
/ A.F. Fergusan Associates, Hyderabad, which are a Mr R N Ratnam holds office of a Director upto the
part of Messers Deloitte Haskins & Sells in the year date of this Annual General Meeting. Notice in writing
2009. along with requisite deposit has been received from
a Member as required under section 257 of the
Considering the background, competence and wide Companies Act, 1956 signifying his intention to
experience of Mr Anil C Gupta in diverse corporate propose the candidature of Mr R N Ratnam as a
fields, your Directors consider it to be in the interest Director.
of the Company to recommend appointment of Mr.
Gupta as a Director of the Company, liable to retire by Mr. R.N. Ratnam is a Chartered Accountant, Company
rotation as per the provisions of Companies Act, 1956. Secretary and Cost & Management Accountant. Mr.
Ratnam initially joined Indian Audit and Accounts
None of the Directors of the Company except Mr Anil Service as Class I officer and worked therein for 4
C Gupta is concerned or interested in the Resolution. years. He joined EID Parry Group of Madras and
retired as Deputy Managing Director in the year 1984.
Item No.7 Since 2000, he is self employed as Business and
Finance Consultant providing consultancy to diverse
Mr Marco Wadia was appointed as an Additional Director Indian and international organizations.
of the Company on 21st August, 2012. Pursuant to
Section 260 of the Companies Act, 1956, Mr Marco Considering the background, competence and wide
Wadia holds office of a Director upto the date of this experience of Mr R N Ratnam in diverse corporate
Annual General Meeting. Notice in writing along with fields, your Directors consider it to be in the interest
requisite deposit has been received from a Member as of the Company to recommend appointment of Mr.
required under section 257 of the Companies Act, 1956 Ratnam as a Director of the Company liable to retire
signifying his intention to propose the candidature of Mr by rotation as per the provisions of Companies Act,
Marco Wadia as a Director. 1956.
Mr. Marco Wadia is B.A. (Hons.) L.L.B. and practicing None of the Directors of the Company except Mr
Advocate since 1986, specializing in corporate matters Ratnam is concerned or interested in the Resolution
and is currently, a partner in the firm of Crawford Bayley
& Co., Mumbai. Item No.9
Mr. Marco Wadia, holds directorship in Chambal Mr R S Raghavan was appointed as an Additional
Fertilisers & Chemicals Ltd, Jost's Engineering Director of the Company on 21st August, 2012.
Company Ltd, Johnson & Johnson Ltd., Paradeep Pursuant to Section 260 of the Companies Act, 1956,
Phosphates Limited, Stovec Industries Limited, Simon Mr R S Raghavan holds office of a Director upto the
India Ltd., Zuari Maroc Phosphates Limited, Zuari date of this Annual General Meeting. Notice in writing
Industries Limited, Adventz Infraworld India Ltd. along with requisite deposit has been received from
a Member as required under section 257 of the
Considering the background, competence and wide Companies Act, 1956 signifying his intention to
experience of Mr Marco Wadia in diverse corporate propose the candidature of Mr R S Raghavan as a
fields, your Directors consider it to be in the interest Director.
6
GOBIND SUGAR MILLS LIMITED
Mr. R.S. Raghavan is a Chartered Accountant and six months' notice of such termination or
Company Secretary and has 40 years experience in the Company paying six months'
wide range of industries such as Fertilizers & remuneration in lieu of such notice.
Chemicals, Steel, Textile and Electronics. He had
earlier worked in Zuari Industries Limited as Vice 2. Duties & Powers:
President - Finance and was later Executive Director
in Birla Home Finance Limited The Managing Director shall devote his whole
time and attention to the business of the
Mr. R.S. Raghavan also holds directorship in Zuari Company and carry out such duties as may be
Investments Limited entrusted to him by the Board from time to time
3. Remuneration: Rs.1 per month. Any increments,
Considering the background, competence and wide effective dates of which, will be decided by the
experience of Mr R S Raghavan in diverse corporate Board, will be merit-based and take into account
fields, your Directors consider it to be in the interest the Company's performance as well.
of the Company to recommend appointment of Mr.
Raghavan as a Director of the Company liable to retire 4. Variation: The terms and conditions of the
by rotation as per the provisions of Companies Act, appointment of the Manager and / or this
1956. Agreement may be altered and varied from time
to time by the Board as it may, in its discretion
None of the Directors of the Company except Mr R S deem fit, within the maximum limits stipulated
Raghavan is concerned or interested in the Resolution under Schedule XIII to the Act or any
amendments made hereafter in this regard in
Item No.10 such manner as may be agreed to between the
Board and the Manager, subject to such
The Board of Directors of the Company at its meeting approvals as may be required
held on 28th August, 2012 had appointed Mr R S
Raghavan as the Managing Director of the Company, 5. Agreement co-terminus with employment /
for a period of three years, at no material remuneration directorship: If and when, Mr. RS Raghavan will
with effect from 28th August, 2012. As a Managing cease to be the Managing Director for any reason
Director of the Company Mr R S Raghavan shall be whatsoever, this Agreement shall also expire and
responsible to give vision and direction to the considered terminated.
Management team of the Company in Mr. R S Raghavan does not hold any equity share
accomplishment of its business plan effectively and in the Company.
efficiently and shall otherwise be entrusted with
substantial power of management of the Company. None of the Directors of the Company, except R
S Raghavan is in any way concerned or
Brief terms and conditions of the appointment of Mr. interested in the resolution.
RS Raghavan as below:
The Board recommends passing of the aforesaid
1. Term and Termination: resolution as a special resolutions.
a.) Subject as hereinafter provided, this The proposed Resolution as set out in item no.
Agreement shall remain in force up to three 10 and this explanatory statement may be treated
years unless terminated earlier as an Abstract of the terms and conditions of
appointment of Mr. R S Raghavan as the
b.) This Agreement may be terminated earlier Managing Director of the Company in terms of
by either Party by giving to the other Party Section 302 of the Companies Act 1956.
7
GOBIND SUGAR MILLS LIMITED
The Ministry of Corporate Affairs, Government of India, has by Circular No. 17/2011 dated 21st April, 2011 and
another dated 18/2011 dated 29th April, 2011 clarified that a Company will have complied with the provisions of
the Companies Act, 1956 if it has made service of notices(s)/documents to its shareholders through electronic
mode i.e. by e mail. As a strong supporter of green initiatives and as a responsible corporate citizen your
Company vehemently supports the said clarification. We are sure, that as a responsible shareholder, you too
will support this initiative and get yourselves registered for getting all corporate communications in electronic
form from the Company. By registering yourself with the Company for e-communication, you will be able to
receivesuch notice(s)/document(s), etc., promptly and without there being a chance of loss of the same in postal
transit.
It is therefore proposed that henceforth documents Notices of Meetings, Annual Reports, Directors' Reports,
Auditors' Report and other shareholder communications will be sent electronically to the e mail id provided by
you and made available with the Company by the Depositories viz., NSDL/CDSL. As and when there are changes
in your email ids, you are requested to keep your Depository Participants (DPs) informed of the same.
For shares held in physical form, shareholders can either register their e mail ids with the Company mentioning
their name(s) and folio no. or return the attached E-communication Registration Form enclosed herewith, duly
filled in to the Company's Registrar & Share Transfer Agent M/s Link Intime India Private Limited at their address
at:
May it also be noted that should you still wish to get a hard copy of the above documents, the Company will send
the same, free of cost, upon receipt of a request from you.
8
GOBIND SUGAR MILLS LIMITED
DIRECTORS' REPORT
To
The Members,
Your Directors take pleasure in presenting their 60th Annual Report and the audited Accounts of the Company
for the year ended 30th June 2012.
2011-12 2010 - 11
Other Reserves
Capital Redemption Reserve 10 10
Securities Premium Account 200 200
Molasses and Alcohol Storage and Maintenance Reserve 92.62 85.86
Reserve and Surplus as on 30th June, 2012 (3690.41) (1416.44)
7. A reference has been made during the year 12. During the year under review Mr Ram Nath
under review to the Board for Industrial and Bansal and Mr Pradeep Kumar Daga ceased to
Financial Reconstruction (BIFR) under Section be the Directors of the Company both with effect
15(1)/(2) of Sick Industrial Companies (Special from 31st January, 2012. Mr Chandra Shekhar
Provisions) Act, 1985 for determination of Nopany, Dr P K Mookerjee and Mr Akshay
sickness and the measures to be adopted under Poddar were also ceased to be the Directors of
the Act for Company's rehabilitation. The the Company with effect from 28th August, 2012.
proceedings before the BIFR are progressing on Mrs Jyotsna Poddar had also resigned from the
expected lines. post of Chairperson and Managing Director of
the Company with effect from 28th August, 2012.
To revive the financial position of the Company The Board places on record its deep
and to otherwise smoothen the fund flow position appreciation for the services rendered by all the
the promoters of the Company had infused fund outgoing Directors during their respective
into the Company to the extent of Rs. 23 crores tenures as Directors/Chairperson cum Managing
in the form of 7% - Non Cumulative Redeemable Director of the Company.
Preference Shares of Rs. 10 each (NCRPS) and
subscription money pending allotment of 13. Pursuant to the provision of Section 260 of the
NCRPS. Companies Act, 1956, Mr H S Bawa, Mr Suresh
Krishnan, Mr Anil C Gupta, Mr Marco Wadia and
Research & Development (R & D) Mr R S Raghavan were appointed as the
Additional Directors on the Board of the
8. During the year under review the Company has Company with effect from 21st August, 2012.
undertaken Research & Development initiatives Mr R S Raghavan was also appointed as the
with an intention to improve the sugar recovery Managing Director and Mr H S Bawa as the Non-
ratio and to educate the cane growers to cultivate Executive Chairman of the Company both with
improved variety of sugarcane and to otherwise effect from 28th August, 2012 to fill in the
improve the sucrose contents of their produce. vacancy caused by the resignation of Mrs
During the year under review the Company had Jyotsana Poddar as the Chairperson and
incurred a sum of Rs. 39.25 lacs on account of Managing Director of the Company. All these
Research & Development initiatives. Additional Directors shall hold their respective
10
GOBIND SUGAR MILLS LIMITED
offices only up to the date of the ensuing Annual v) That the Directors had prepared the annual
General Meeting. The Company has received five accounts on a going concern basis.
notices in writing from five different members
proposing the candidatures of Mr H S Bawa, Mr Auditors, Audit Qualifications and Board's
N. Suresh Krishnan, Mr Anil C Gupta, Mr R S Explanations
Raghavan and Mr Marco Wadia for being
appointed as the Directors liable to retire by 16. The Auditors have made observations regarding
rotation. recognition of Deferred Tax Asset (net) of Rs.
3268.55 Lacs, MAT credit entitlement of Rs.
14. Other information on the directors including required 295.31 Lacs and Negative Net Worth of the
particulars of the Director retiring by rotation is Company. The Company has taken necessary
provided in the Report on Corporate Governance steps and management is optimistic about the
annexed to this Report as Annexure "D". revival of the Sugar Industry and of the Company.
This will significantly enhance the profitability and
Directors' Responsibility Statement smoothen the future Cash Flow of the Company
and there would be sufficient taxable income in
15. Your Directors confirm that - future to claim credit of Deferred Tax Assets as
well as MAT credit entitlements.
i) That in the preparation of the annual
accounts for the financial year ended June 17. The Auditors, Messrs S. R. Batliboi & Co.,
30, 2012 the applicable accounting Chartered Accountants, retire at the forthcoming
standards had been followed along with Annual General Meeting of the Company and
proper explanation relating to material are eligible for re-appointment. According to the
departures; certificate submitted to the Company by the said
firm of Auditors the said reappointment, if made
ii) That the Directors had selected such by the Shareholders, will be well within the limits
accounting policies and applied them prescribed in Section 224(1B) of the Companies
consistently and made judgments and Act, 1956.
estimates that are reasonable and prudent
so as to give a true and fair view of the state The Board, on the recommendation of the Audit
of affairs of the Company at the end of the Committee, has proposed that Messrs S. R.
financial year and of the loss of the Batliboi & Co, Chartered Accountants, be re-
Company for that period; appointed as the Statutory Auditors of the
Company for the period beginning the conclusion
iii) That proper and sufficient care was taken of the ensuing Annual General Meeting of the
for the maintenance of adequate Company and ending on the conclusion of the
accounting records in accordance with the Annual General Meeting to be held next
provisions of the Companies Act, 1956 for thereafter.
safeguarding the assets of the Company
and for preventing and detecting fraud and Cost Auditors
other irregularities.
18. In accordance with the directives of the Central
iv) To ensure this, the Company established Government under Section 233B of the
internal control systems, consistent with its Companies Act, 1956, Mr Somnath Mukherjee,
size and nature of operations, in weighing Cost Accountant, was appointed as Cost Auditor
the assurance provided by any such system to audit the cost accounting records of the
of internal controls and in recognizing its Company relating to sugar for the year ending
inherent limitations. These systems are on 30th June, 2013.
reviewed and updated on an ongoing basis.
Periodic internal audits are conducted to Cost Audit Reports for the product Sugar for the
provide reasonable assurance of year ended 30th June, 2011 was filed on 16th
compliance with these systems. The Audit December, 2011 with cost audit cell of Ministry
Committee meets at regular intervals to of Corporate Affairs department within due dates
review the internal audit functions; viz., 31st December, 2011.
11
GOBIND SUGAR MILLS LIMITED
22. Particulars in respect of conservation of energy, For and on behalf of the Board
technology absorption and foreign exchange
earnings and outgo as required under Section
217(1)(e) of the Companies Act, 1956 is
Annexure "B" and forms part of this Report. Place : Gurgaon H S Bawa
Dated : 28th August, 2012 Chairman
12
GOBIND SUGAR MILLS LIMITED
During 2011-12, the Government hiked the FRP by • The State Advisory Price of Sugar cane was
4.2% to Rs 145 per quintal from 139.12 per quintal in fixed at a record level of Rs. 240/- per tonnes
2010-11. The State Advisory Price in UP was set at without corresponding increase in sales
Rs 240 per quintal in the year 2011-12 from Rs 205 realization of sugar.
per quintal in 2010-11 resulting in further pressure on
the margins of sugar mills. Sugar import & Export
Government of India has recently increased the 'Fair In 2011-12, India returned to the league of net-
and Remunerative Price' (FRP) of Sugarcane for the exporters. As estimated, India exported 3.5 million
sugar season 2012 - 13 by 17% from Rs. 145 per tonnes. During the first seven months of the 2011-12
quintal for the sugar season 2011-12 to Rs. 171 per season, the Government allowed 3 million tonnes of
quintal. This has been the highest ever increased in a Open General Licence (OGL) exports in three
year by the Government. tranches of one million tonnes each (at the end of
November, in early February and, finally, in late
The domestic sugar prices on the other hand have March). However, by the beginning of May, the
also been reeling under pressure since past one year Government decided to free sugar exports from any
on account of sugar surplus though since July 2012 quantity restrictions for the time being in order to
sugar prices have started hardening. During the most speed up shipments so that mills are able to pay
part of the year under review the prices of sugar were farmers for sugarcane. The industry believes that the
range bound between Rs. 28 per kg to Rs.30 per kg country will keep its net-exporting status even in 2012-
ex-mill. Higher cane prices and lower realizations 2013.
resulted in losses for the industry.
Operations
Sugar prices in the upcoming 2012-13 season are
expected to remain highly volatile in view of near The comparative operating performance of the
drought like situation on the one hand and the Company for the last two seasons is given below :
prospects of improved domestic supplies on the other. Season Season
International price movements can also influence 2011-2012 2010-2011
domestic prices. [Source: Global Agricultural
Sugarcane crushed
Information Network]
(lac Qtls.) 93.82 82.58
Government Policies & Sugar policy developments Recovery (%) 9.14 9.02
2011-12 Sugar produced (lac Qtls.) 8.56 7.50
Crushing days 154 124
14
GOBIND SUGAR MILLS LIMITED
Human resources and industrial relations The previous two years have eroded the profitability
of the sugar industry resulting in huge losses and
Continuous learning is the cornerstone of the accumulated cane arrears. The problem would have
Company's human resource policy. The Company's been more acute had the Central Government not
human resource policy is structured to meet the permitted the industry to export sugar and reduce the
aspirations of the employees as well as of the surplus sugar from the Indian markets. The problems
organization. The Company has adopted a facing the sugar industry are being recognized by the
progressive policy of continuous development of its Central Government for which they have constituted
human resources by training and motivating the a high powered committee under the Chairmanship
employees to attain greater efficiency and of Dr Rangarajan. This Committee is expected to
competence besides striving to retain the talent. submit its report shortly and it is hoped that the
industry's demand for deregulation will be accepted.
The current strength of management staff is 6 and
non-management staff is 573. India's sugar production in the sugar season October,
2012 - September, 2013 is estimated at 25 million
Industrial relations in all the units were cordial tonnes.
throughout the year under review and there was no
15
GOBIND SUGAR MILLS LIMITED
The monsoons during the year 2012-13 has started projections, estimates, expectations or predictions
late with deficiencies in Maharashtra and Karnataka may be forward looking within the meaning of
which is likely to affect the sugar production in these applicable securities laws and regulations. As these
two States. Preliminary indications are that the statements are based on certain assumptions and
monsoons in the northern region, though late is by expectations of future events, actual result could differ
and large satisfactory and will result in an increase in materially from those expressed or implied. Important
production due to increase in cane acreage. factors that could make a difference to the company's
operations include economic conditions affecting
As a result of these two factors, sugar production in global or domestic demand and supplies, political and
India during 2012-13 will be lower than the previous economic developments in India or other countries,
year that is to say at 25 Million tones but is still government regulations and taxation policies, prices
expected to be substantially higher than domestic and availability of raw materials, prices of finished
consumption. goods, abnormal climatic and geographical
conditions, etc. The company assumes no
In anticipation of a reduction in production, sugar responsibility in respect of forward looking statements
prices have improved from the month of July 2012 contained in this Report as the same may be revised
onwards. It is yet to be seen whether this price or modified in the future on the basis of subsequent
increase can be sustained and a lot will depend developments, information or events.
primarily on the final outcome of the monsoons and
sugarcane availability.
Cautionary Statement
16
GOBIND SUGAR MILLS LIMITED
Annexure - B
Statement showing particulars pursuant to the Companies (Disclosure of particulars in the Report of the
Board of Directors) Rules, 1988 and forming part of the Directors' Report for the year ended 30th June,
2012.
17
GOBIND SUGAR MILLS LIMITED
II. Research & Development and Technology Future plans on R&D front are :
Absorption :
(i) Continue to research on better yield and to have
The Company has been carrying out Research disease free variety of cane by adopting
& Development in the following specific areas : measures stated above.
(1) Control of Insect, Pest & Disease (ii) Installation of machineries with latest technology
at different work stations in the factory, subject
(a) Mechanical Control : Cane which is to availability of fund.
affected by insects and diseases at
cane field is eliminated at the (iii) To have Portable soil testing electronic
cultivation stage itself. laboratory.
(b) Chemical Control: To ensure disease (iv) To render advices to the cane growers by
free cane that is to say to control the research scholars from Sugar Cane Research
attack of insect, pest and borer, Station by holding seminars.
insecticide and pesticide are being
applied on the crop as an usual (v) To have well equipped laboratory to analyse
practice. various factors related to process control to
reduce losses and improvement in the quality
(2) Ratoon Management: To increase the yield of sugar.
of the Ratoon, farmers are being educated
on constant basis and village meetings are (vi) To increase the area of early maturing high sugar
organised. content varieties of sugarcane to get better
recovery in early months of cane crushing.
(3) Multiplication of foundation cane seed by
rearing of nurseries. The Company has not imported any technology.
(4) Ratoon Management by managing the III. Foreign Exchange Earnings and Outgo :
ratoon crop of cane by urea spraying and
}
gap filling of cane to increase yield. a) Activities relating to The Company does
exports, initiatives not directly export
(5) Distribution of improved varieties of cane taken to increase any of its products.
seed to farmers. exports The Sugar is generally
exported through Indian
(6) Educational tour of cane growers at b) Development of Sugar EXIM Corporation
research stations for improving knowledge new export markets Limited. The Government
in relation to latest cane development for products and has allowed export
activities. services and export through merchant
plan exporters also.
Due to above initiatives, higher yield of
disease free sugar cane is being made c) Earnings in Foreign
available resulting in higher return to cane Exchange - Rs. NIL
growers and also better recovery to the
factory. The Company has during the year d) Expenditure in
under review spent an amount of Rs 39.25 Foreign Currency - Rs. 1.96 lacs
lacs towards various R&D oriented
initiatives.
18
GOBIND SUGAR MILLS LIMITED
Annexure - C
Statement pursuant to Section 212 of the Companies Act, 1956 relating to the Company's interest in
subsidiary companies during the year ended 30th June, 2012
Name of the Reporting Capital Reserves Total Total Invest- Turnover/ Profit/ Provision Profit/ Proposed Country
Subsidiary Currency Liabilities Assets -ment Total (Loss) for (Loss) Dividend
Company Income before Taxation after
Taxation Taxation
New Eros
Tradecom
Limited INR (Lacs) 455.00 1408.47 5664.99 5664.991787.43 65.43 56.64 -- 56.64 Nil India
19
GOBIND SUGAR MILLS LIMITED
Annexure - D
REPORT ON CORPORATE GOVERNANCE divergent areas connected with corporate
1. Company's Philosophy functioning, which includes, Managing
Director and seven Non-Executive
Gobind Sugar Mills Limited (GSML), a part of the Directors, including the Chairman.
Adventz Group, firmly believes that Corporate
Governance helps to serve corporate purposes by The composition of the Board is in
providing a framework within which stakeholders conformity with Clause 49 of the Listing
can pursue the objective of the organization most Agreements entered into with the Stock
effectively. Corporate Governance in fact denotes Exchange. The Board is headed by the
acceptance by the management of the inalienable Non Executive Chairman Mr H S Bawa.
rights of the shareholders as true owners of the Mr R S Raghavan acts as the Managing
organization and of their own role as trustees on Director of the Company and is entrusted
behalf of the shareholders. with the substantial powers of
management of the Company subject to
By harnessing ethical values with business superintendence, control and directions of
acumen the executive functions of GSML is the Board.
structured to institutionalize policies and
practices that enhance the efficacy of the Board ii) None of the Directors on the Board is a
and the Senior Management of the Company and Member of more than 10 Committees or
inculcate a culture of accountability, transparency Chairman of more than 5 Committees
and integrity across the Company as a whole. across all the companies in which he or
GSML has a strong legacy of fair, transparent she is/was a Director.
and ethical Governance practices and
procedures and through these pages renews its iii) With a view to institutionalize all corporate
commitment to uphold and nurture the core affairs and set up values, systems,
values of integrity, passion, responsibility, quality standards and procedures for advance
and respect in dealing with its customers, cane planning for matters requiring discussions
growers and other stake holders of the Company. at/decisions by the Board, the Company
The other enablers for the Company are 'team has un codified rules and procedures
work' and 'adherence' to professionalism. for the meetings of the Board of Directors
and Committees thereof. These rules and
GSML has also in place a duly codified Code of procedures seek to systematize the
Conduct and Code of Internal Procedures and decision making process at the meetings
Conduct as envisaged under the SEBI of the Board/Committees in an informed
(Prohibition of Insider Trading) Regulations, 1992 and most effective and efficient manner.
for its employees including for the Executive
Chairman and Managing Director. This Code is iv) The Company holds minimum of four
available on Company's website. Board Meetings in each year. The
meetings are generally held at the
GSML is in compliance with the requirements of Company's Registered Office at "Birla
the guidelines on corporate Governance Building", 9/1, R.N. Mukherjee Road,
stipulated under Clause 49 of the Listing Kolkata 700 001.
Agreement with the Stock Exchange. With the
adoption of an uncodified whistle blower v) All divisions/departments in the Company
mechanism as stipulated under Clause 49 of the are encouraged to plan their functions well
Listing Agreements with the Stock Exchanges in advance, particularly with regard to
UGSIL has moved far ahead in its pursuit of matters requiring discussions/approval/
excellence in Corporate Governance. decisions in the Board/Committee
Meetings. All such matters are
2. Board of Directors communicated to the Company Secretary
well in advance so that the same could be
i) The Company has in all 8 Directors with included in the Agenda of the Board
considerable professional experience in Meetings.
20
GOBIND SUGAR MILLS LIMITED
vi) The Chairman, Managing Director and the Additional Directors on the Board wef 21st
Company Secretary in consultation with August, 2012. Also, Mr Ram Nath Bansal,
other concerned persons in the senior Mr Pradeep Kumar Daga, Mr Chandra
management, finalise the agenda papers Shekhar Nopany, Mr Akshay Poddar, Dr
for the Board Meetings. Pranab Kumar Mookerjee had resigned
from the Board as non executive directors.
vii) Agenda papers are circulated to the Mrs. Jyotsna Poddar had also resigned
Directors sufficiently in advance. All from the post of Chairperson cum
material information is incorporated in the Managing Director of the Company. Mr RS
Agenda papers for facilitating meaningful Raghavan was appointed as the Managing
and focused discussions at the meeting. Director and Mr H S Bawa as the Non
Where it is not practicable to attach any Executive Chairman of the Company both
document to the Agenda, the same are w.e.f. 28th August, 2012. At the forthcoming
placed on the table at the meeting with Annual General Meeting Mr Ajay Kumar
specific reference to this effect in the Newar shall retire from the Board by
Agenda. rotation and is eligible for re appointment.
viii) In special and exceptional circumstances, During the year under review four Board
additional or supplementary item(s) on the Meetings were held on 12th August, 2011,
agenda are permitted. Sensitive subject 21st October, 2011, 31st January, 2012 and
matters may be discussed at the meeting 30th April, 2012. The composition of the
without written material being circulated in Board of Directors and their attendance at
advance or at the meeting. the Board Meetings during the year and at
the last Annual General Meeting as also
ix) The independent directors have confirmed the number of directorships in other bodies
that they satisfy the 'criteria of corporate by all the directors are mentioned
independence' as stipulated in Clause 49 below. The number of directorships held by
of the Listing Agreement. the Directors do not include Private Limited
Companies, Foreign Companies and
x) Mr H S Bawa, Mr Suresh Krishnan, Mr Anil Companies incorporated under section 25
C Gupta, Mr Marco Wadia and Mr R S of the Companies Act, 1956 :
Raghavan were appointed as the
Name of Director Category No. of Attendance No. of No. of No. of
of Board at last Directorships Chairmanship/ Equity
Director Meeting AGM Membership of Shares
Attended Board Committee Held
Chairman Member
Mrs. Jyotsna Poddar £** MD 3 No 9 -- -- --
Mr C S Nopany ** NED 4 No 12 1 2 --
Mr A K Newar I/NED 2 Yes -- 1 1 --
Mr N G Khaitan I/NED 3 No 9 1 8 --
Dr P K Mookerjee** I/NED 4 Yes 3 -- -- --
Mr Akshay Poddar ** NED 4 No 11 2 6 2,35,000
Mr B K Malpani I/NED -- No -- -- -- --
Mr P K Daga * I/NED 1 Yes 6 1 5 --
Mr R N Bansal ** I/NED -- No 10 5 5 --
Mr H S Bawa $ NED NA NA 12 -- 4 --
Mr R S Raghavan $ MD NA NA 2 -- -- --
Mr Suresh Krishnan $ NED NA NA 14 3 --. --
Mr Anil C Gupta $ I/NED NA NA -- -- -- --
Mr Marco Wadia $ I/NED NA NA 10 3 3 --
21
GOBIND SUGAR MILLS LIMITED
The Audit Committee of the Company has been iv. significant adjustments arising out of audit;
constituted in line with the provisions of Clause
49 of the Listing Agreement with the Stock v. the going concern assumption;
Exchange read with Section 292A of the
Companies Act, 1956. The purpose of the Audit vi. compliance with accounting standards;
Committee is to assist the Board of Directors
("the Board") in reviewing the financial vii. compliance with stock exchange and legal
information which will be provided to the requirements concerning financial
shareholders and others, reviewing the systems statements;
of internal controls established in the Company,
appointing, retaining and reviewing the viii. any related party transactions as per
performance of independent accountants/ Accounting Standard 18
internal auditors and overseeing the Company's
accounting and financial reporting processes and ix. Significant findings of the statutory and
the audit of the Company's financial statements. internal auditors and follow up thereon.
22
GOBIND SUGAR MILLS LIMITED
• Reviewing the Company's financial and risk Name of the Member Status No. of
management policies. meetings
attended
• Reviewing with the management, statutory and
internal auditors, the adequacy of and Mr Ajay Kumar Newar Chairman --
compliances with internal control systems. Mr Anil C Gupta $ Member --
Mr Marco Wadia $ Member --
• Reviewing the adequacy of internal audit
function, including structure of the internal audit Mr R S Raghavan $ Member --
department, approval of the audit plan and its
Mr Pradeep Kumar Daga * Chairman 1
execution, staffing and seniority of the official
heading the department, reporting structure, Mr Ram Nath Bansal * Member --
coverage and frequency of internal audit.
Dr Pranab Kumar Mookerjee ** Member 4
• Reviewing the findings of any internal Mr Akshay Poddar ** Member 4
investigations by the internal auditors into
* Resigned w.e.f. 31st January, 2012.
matters where there is suspected fraud or
** Resigned w.e.f. 28th August, 2012
irregularity or a failure of internal control systems
$ Appointed w.e.f. 21st August, 2012
of a material nature and reporting the matter to
the Board.
The Company Secretary of the Audit Committee
attended all the above meetings. At the invitation of
• Reviewing the functioning of the Whistle Blower
the Committee, the Internal Auditors, Statutory Auditors
mechanism.
and Cost Auditor also attended the Audit Committee
Meetings to answer and clarify the queries raised at
• Reviewing the appointment of Cost Auditors.
the Meetings.
• Approval of appointment of Chief Financial
The then Chairman of the Audit Committee Mr Pradeep
Officer after assessing the qualification,
Kumar Daga attended the last Annual General Meeting
experience and background of the candidate.
held on 21st December, 2011.
b) Composition and Meetings
4. Remuneration Committee
The Audit Committee comprises of four Directors
Objectives:
out of which three are independent non-
executive Directors viz. Mr Ajay Kumar Newar
i) Though the constitution of the
(Chairman), Mr Anil C Gupta and Mr Marco
Remuneration Committee is not mandatory,
Wadia and Mr R S Raghavan, Managing Director
the Company has constituted the
of the Company. Mr Ankush Wadhawan,
Remuneration Committee to review and
Company Secretary of the Company, is the
determine the Company's policy on
Secretary of the Committee as well. During the
managerial remuneration and recommends
year Mr Pradeep Kumar Daga, Chairman and
to the Board on the specific remuneration
Mr Ram Nath Bansal, Member resigned from the
of Executive Directors, so as to ensure that
Committee with effect from 31st January, 2012.
they are fairly rewarded for their individual
Dr Pranab Kumar Mookerjee and Mr Akshay
contributions to the Company's overall
Poddar resigned from the Committee w.e.f. 28th
performance and their remuneration is in
August, 2012. Mr Ajay Kumar Newar had been
line with the industry practice and
nominated as Member and Chairman of the
standards.
Committee. The Board nominated Mr Anil C
Gupta, Mr Marco Wadia and Mr R S Raghavan
The Committee has all the powers and
as new members of the Audit Committee with
authority as may be necessary for
effect from 21st August, 2012. The Committee
implementation, administration and
met four times during the year on 12th August,
superintendence of various fringe benefits
2011, 21st October, 2011, 31st January, 2012
for managerial remuneration.
and 30th April, 2012 and attendance of the
members at the meetings was as follows:
23
GOBIND SUGAR MILLS LIMITED
The Committee presently comprises of five The Non-Executive Directors are paid
non-executive Directors, viz. Mr H S Bawa remuneration by way of commission
(Chairman), Mr Suresh Krishnan, Mr Marco besides sitting fees, if approved by the
Wadia, Mr Bal Kishore Malpani and Mr Ajay Board, on the net profit of the Company at
Kumar Newar. Mr Pradeep Kumar Daga the rate not exceeding 1% of the net profit
and Mr Chandra Shekhar Nopany had of the Company determined in accordance
resigned from the Membership of the with the terms and provisions of Section
Committee with effect from 31st January, 349 of the Companies Act, 1956. The
2012 and 28th August, 2012 respectively. distribution of such commission amongst
The Board nominated Mr H S Bawa, as the non-executive directors is placed
Chairman and Mr Suresh Krishnan and Mr before the Board for its decision
Marco Wadia as Members of the
Remuneration Committee w.e.f. 28th During the last 13 years the Company has
August, 2012. The Company Secretary of not been able to pay any commission to
the Company is acting as the Secretary of the Non- Executive Directors in view of
the Remuneration Committee as well. The inadequacy of the net profit of the
committee met once during the year on 20th Company determined in the aforesaid
July, 2011 for approval and manner.
recommendation of reappointment of J.
Poddar or ID of the company. v) Remuneration of Directors
Name of the Member Status No. of Details of remuneration paid to the Directors for
meetings the year 2011-12 :
attended
Mr H S Bawa $ Member NA i) Executive Director
24
GOBIND SUGAR MILLS LIMITED
Mrs Jyotsna Poddar's remuneration package shareholding pattern of the Company as on the
includes salary, free furnished accommodation end of each quarter and detail of investors'
with all expenses for upkeep and maintenance grievances pending as on the end of each
thereof, contribution to Provident Fund, quarter.
reimbursement of medical expenses, leave
travel concession, car with driver and telephone Composition & Meetings:
etc.
The Committee comprises of five Directors out
Mrs Jyotsna Poddar had also resigned from the of which four are non-executive Directors viz.
post of Chairperson and Managing Director of Mr Suresh Krishnan (Chairman), Mr Marco
the Company w.e.f. 28th August, 2012. Wadia, Mr Nand Gopal Khaitan and Mr Ajay
Kumar Newar and one Executive Director i.e.
ii) Non-Executive Directors Mr R S Raghavan. Mr Chandra Shekhar Nopany
had resigned from the Membership of the
The Company pays remuneration to its non- Committee w.e.f. 28th August, 2012. Mr Ankush
executive Directors by way of commission upto Wadhawan, Company Secretary of the
1% of the net profit. Besides, the Company also Company, is the Compliance Officer of the
pays a fee of Rs. 3,000/- and Rs. 1,500/- per Company for complying with the requirements
meeting to each Director for attending meetings of the Listing Agreement with the stock
of the Board of Directors and Committees exchange. The Committee met four times during
thereof respectively. The details of sitting fee the year on 20th July, 2011, 10th October, 2011,
paid during the year 2011-2012 are as follows: 10th January, 2012 and 16th April, 2012 and
attendance of the members at the meetings was
Sl. No. Name of the Director Amount as follows:
(Rs.)
Name of the Member Status No. of
1. Mr Chandra Shekhar Nopany 25500 meetings
2. Mr Pradeep Kumar Daga 6000 attended
3. Mr Ajay Kumar Newar 24000 Mr Suresh Krishnan $ Chairman NA
4. Mr Nand Gopal Khaitan 21000 Mr Marco Wadia $ Member NA
5. Dr Pranab Kumar Mookerjee 18000 Mr Nand Gopal Khaitan Member 3
6. Mr Akshay Poddar 18000 Mr Ajay Kumar Newar Member 4
Mr R S Raghavan$ Member NA
5. Investors' Grievance Committee Mr Chandra Shekhar Nopany * Member 3
Terms of Reference: * Resigned w.e.f. 28th August, 2012
$ Appointed as member of committee w.e.f. 28th
The Investors' Grievance Committee oversees August, 2012
the redressal of complaints of investors such as
transfer, credit of shares to demat accounts, non- The Company Secretary of the Investors'
receipt of dividend/annual reports, approval of Grievance Committee attended all the above
physical shares above 1000 shares, etc. It also meetings. The Company Secretary acts as
approves allotment of shares and matters Secretary to the Committee Meetings.
incidental thereto including listing thereof. By a
resolution of the Board of Directors of the The Board of Directors have authorised the
Company dated 6th May, 2011 the terms of Company Secretary to approve transfers/
reference of the Investors' Grievance Committee transmissions of upto 1000 shares. The
has further been enlarged to include taking note transfers/transmissions approved by the
of: shares transferred in course of a quarter, Company Secretary are periodically placed
status of dematerialized shares as on the end before the Committee. The Committee deals with
of each quarter, stock of blank stationery of the applications for transfer/ transmission of
share certificates as on the end of each quarter,
25
GOBIND SUGAR MILLS LIMITED
shares, subdivision and consolidation of share have potential conflict with the interest of
certificates and issue of duplicate share the Company at large. Transaction with
certificates, etc. The Committee also keeps a Related Parties are disclosed in Note No.
close watch on all complaints/grievances of 30 of the Accounts in the Annual Report.
shareholders. During the year under review the
Company received no complaint/grievance from ii) No penalties or strictures have been
the shareholders. The average period in which imposed on the Company by Stock
grievances are re-addressed is 7 days from the Exchange or SEBI or any statutory
date of receipt of letters/complaints. There was authority on any matter related to capital
no unresolved complaint as on 30th June, 2012. market for non-compliance by the
There were no share transfer applications Company during the last three years.
pending for registration on 30th June, 2012.
iii) The Company has complied with all the
6. General Body Meetings applicable mandatory requirements. The
Company has not adopted the non
The last three Annual General Meetings of the mandatory requirements of the Listing
Company were held as under : Agreement except relating to the
Remuneration Committee.
Financial Year Date Time Location
iv) Periodical disclosures from Senior
2010-11 21.12.2011 3.00 p.m. Registered Office :
Management relating to all material
9/1, R.N. Mukherjee Road
financial and commercial transactions,
Kolkata - 700 001
where they had or were deemed to have
2009-10 25.03.2011 3.00 p.m. Registered Office : had personal interest, that might have had
9/1, R.N. Mukherjee Road a potential conflict with the interest of the
Kolkata - 700 001 Company at large were placed before the
Board.
2008-09 21.12.2009 3.00 p.m. Registered Office :
9/1, R.N. Mukherjee Road
v) The Company has followed the Guidelines
Kolkata - 700 001
of Accounting Standards laid down by the
Institute of Chartered Accountants of India
A Special Resolution was passed at the 57th
in preparation of its financial statements.
Annual General Meeting held on the 21st
December, 2009 for payment of Commission
vi) During the year under review, the Company
not exceeding 1% of the net profit of the
has raised fund by way issue of Preference
Company computed in accordance with the
Shares on Preferential basis.
provision of Companies Act, 1956 to the Non
Executive Director of the Company.
8. Means of Communication
A Special resolution was passed at the Extra
i) Since the financial results in respect of
Ordinary General Meeting held on the 26th
each quarter and annual audited financial
September, 2011 for re-appointment of Mrs
results of the Company are sent to the
Jyotsna Poddar as the Managing Director of the
Stock Exchange immediately after they are
Company for a further period of three years with
approved by the Board/Committee and
effect from 1st October, 2011.
posted on the Company's website and also
published in 'The Financial Express', in
The last Annual General Meeting was held on
English and 'Aajkaal', in Bengali in Kolkata
21st December, 2011 which was attended by Mr
editions, the same were not separately sent
Pradeep Kumar Daga, the then Chairman of the
to the shareholders.
Audit Committee.
ii) The financial results are simultaneously
7. Disclosures
posted on the Company's website at
adventz.com / gobindsugar.com.
i) There are no materially significant related
Distribution of Shareholdings is also
party transactions of the Company which
displayed on the website.
26
GOBIND SUGAR MILLS LIMITED
Audited Annual Results (2011-12) 28th August, 2012 Link Intime India Pvt. Ltd.
Unit : Gobind Sugar Mills Ltd.
Publication of Audited Results 29th August, 2012 59C, Chowringhee Road, 3rd Floor
First Quarter Results On or before 15th Nov. 2012 Kolkata - 700 020
Tel : 91 033 2289 0540
Second Quarter Results On or before 15th Feb. 2013 Fax : 91 033 2289 0539
Third Quarter Results On or before 15th May 2013 e-mail : kolkata@linkintime.co.in
Audited Annual Results (2012-13) On or before 31st Aug. 2013
viii) Share Transfer System
iii) Book Closure
The Board of Directors have authorised the
The Register of Members and Share Transfer Secretary to approve transfer/transmission of upto
Books of the Company shall remain closed from 1,000 shares. After the requests for transfer/
10th December, 2012 (Monday) to 17th transmission of above 1000 shares in physical form
December, 2012 (Monday) (both days inclusive). are approved by the Investors' Grievance
Committee the same are sent to the Registrar &
27
GOBIND SUGAR MILLS LIMITED
Share Transfer Agent for completing the necessary xi) Outstanding GDRs/ADRs/Warrants or
procedural formalities and dispatch to the Convertible Instrument
shareholders Share transfer requests, if found valid
and complete in all respects, are normally effected The Company has not issued GDRs/ ADRs/
within a period of 15 days from the date of receipt. Warrants or Convertible Instrument.
A total of 3997 Equity Shares were transferred/
transmitted during the year 2011-12. The xii) Location of Plant
dematerialized shares are directly transferred to
the beneficiaries by the Depositories. SUGAR MILL
P.O. Aira Estate
ix) Distribution of Shareholdings District. Lakhimpur Kheri
Uttar Pradesh, Pin - 262 722
a) The Distribution of Shareholdings as on
30th June, 2012 was as follows : xiii) Address for Correspondence
No. of No. of % of total No. of % of Regd. Office : 9/1, R.N. Mukherjee Road,
Equity share share- shares total Kolkata - 700 001
Shares holders holders held shares Tel. : 91-033-2243 0497/8
1 - 100 2217 69.79 99223 3.10
Company Secretary
101 - 500 760 23.92 160471 5.01
Gobind Sugar Mills Ltd.
501 - 1000 110 3.46 76800 2.40 5th Floor, Tower A, Global Business Park
1001 - 2000 38 1.20 55224 1.73 Sector - 26, MG Road, Gurgaon, Haryana
Tel : 91 - 124 - 482 7841/7800
2001 - 3000 9 0.28 20314 0.63
Fax : 91 - 124 - 421 2046
3001 - 4000 13 0.41 43792 1.37 e-mail : ig.gsml@zuari.adventz.com
4001 - 5000 2 0.06 8542 0.27
5001 - 10000 8 0.25 55778 1.74 Link Intime India Pvt. Ltd.
Unit : Gobind Sugar Mills Ltd.
10001 & above 20 0.63 2679856 83.75 59C, Chowringhee Road, 3rd Floor
Total 3177 100.00 3200000 100.00 Kolkata - 700 020
Tel : 91 033 2289 0540
b) Details of Shareholdings as on 30th June, 2012
Fax : 91 033 2289 0539
was as follows :
e-mail : kolkata@linkintime.co.in
Sl. Particulars No. of %age
No. shares 10. CEO and CFO Certification
1 Promoters 2075632 64.86
The outgoing Chairperson and Managing
3 Indian Public : Director and the Chief Financial Officer of the
a. Bodies Corporate 607563 18.99 Company have given the annual certification on
financial reporting and internal controls to the
c. Individuals 516805 16.15
Board in terms of Clause 49 of the Listing
Total 3200000 100.00 Agreement.
The Equity Shares of the Company are Mr H S Bawa, Mr. Suresh Krishnan, Mr Anil C
compulsorily traded in dematerialised form at The Gupta, Mr Marco Wadia and Mr R S Raghavan
Calcutta Stock Exchange Ltd. under depository were appointed as the Additional Directors and
systems at both the Depositories viz. National are eligible for appointment in the ensuing
Securities Depository Limited and Central Annual General Meeting as Directors liable to
Depository Services (India) Limited. 28,19,293 retire by rotation.
Equity Shares (88.10%) of the Company have
already been dematerialised. Brief particulars of the retiring Director are given
below :
28
GOBIND SUGAR MILLS LIMITED
Names of Indian public limited companies Names of Indian public limited companies
in which Mr N. Suresh Krishnan is a in which Mr Marco Wadia is a Director are
Director are as follows: as follows:
29
GOBIND SUGAR MILLS LIMITED
30
GOBIND SUGAR MILLS LIMITED
As regards compliance with the non-mandatory Committee reviews the financial statements and
requirements, the following have been adopted: in particular, the investments made by the only
unlisted subsidiary company. The minutes of the
a. Remuneration Committee: Board meetings as well as statements of all
significant transactions of its unlisted subsidiary
As detailed in the earlier paragraphs, the company are placed before the Board of
Company has constituted a Remuneration Directors of the Company for their review.
Committee. The Chairman of the
Remuneration Committee is Mr H S Bawa. 17. Shareholders' Rights :
31
GOBIND SUGAR MILLS LIMITED
32
GOBIND SUGAR MILLS LIMITED
Annexure - E
Dear Sirs,
We have reviewed the financial statements and the cash flow statements of the Company for the year ended 30th
June, 2012 and to the best of our knowledge and belief certify that :
a. the financial statements and the cash flow statements do not contain any materially untrue statement or
omit any material fact or contain statements that might be misleading;
b the said statements together present a true and fair view of the Company's state of affairs and are in
compliance with the existing accounting standards, applicable laws and regulations;
c. no transactions entered into by the Company during the year under reference are fraudulent, illegal or
violative of the Company's Code of Conduct and Ethics;
d. we accept responsibility for establishing and maintaining internal controls for financial reporting and state
that we have evaluated the effectiveness of the internal control systems at the different units of the
Company pertaining to financial reporting and no deficiency in the design or operation of such internal
controls was found by us;
e. we have indicated to the Statutory Auditors of the Company and the Audit Committee that during the year-
i) there has been no significant changes in the internal control over financial reporting;
ii) there has been no significant change in the accounting policies and if there is any, the same have
been disclosed by way of notes to the financial statements, and
iii) there has been no instances of fraud of which we have become aware.
33
GOBIND SUGAR MILLS LIMITED
AUDITORS' REPORT
To recognition of Minimum Alternate Tax (MAT)
The Members of Gobind Sugar Mills Limited Credit Entitlement of Rs. 295.31 lacs up to 30th
June, 2012, based on the future profitability
1. We have audited the attached Balance Sheet projections made by the management. In our
of Gobind Sugar Mills Limited ('the Company') opinion in the absence of virtual certainty and
as at 30th June, 2012 and also the Statement of convincing evidence of the aforesaid
profit and loss and the cash flow statement for projections, required in terms of Accounting
the year ended on that date annexed thereto. Standard - 22 and Guidance Note on Accounting
These financial statements are the responsibility for Credit Available in Respect of Minimum
of the Company's management. Our Alternative Tax under the Income-tax Act, 1961,
responsibility is to express an opinion on these respectively , had the above impact been
financial statements based on our audit. considered, there would be a loss of Rs.
5,844.59 lacs (including DTA and MAT of Rs.
2. We conducted our audit in accordance with 2,588.22 lacs recognised up to 30th June, 2011)
auditing standards generally accepted in India. as against the reported loss of Rs. 2,280.73 lacs
Those Standards require that we plan and for the year and the reserve and surplus balance
perform the audit to obtain reasonable assurance would be Rs.(-) 7,254.27 lacs as against the
about whether the financial statements are free reported figure of Rs.(-) 3,690.41 lacs as on
of material misstatement. An audit includes the balance sheet date.
examining, on a test basis, evidence supporting
the amounts and disclosures in the financial In respect of above, the previous year's audit
statements. An audit also includes assessing report was similarly modified.
the accounting principles used and significant
estimates made by management, as well as 6. Further to our comments in the Annexure
evaluating the overall financial statement referred to above, we report that:
presentation. We believe that our audit provides
a reasonable basis for our opinion. i. We have obtained all the information and
explanations, which to the best of our
3. As required by the Companies (Auditor's Report) knowledge and belief were necessary for
Order, 2003 (as amended) issued by the Central the purposes of our audit;
Government of India in terms of sub-section (4A)
of Section 227 of the Companies Act, 1956, we ii. In our opinion, proper books of account as
enclose in the Annexure a statement on the required by law have been kept by the
matters specified in paragraphs 4 and 5 of the Company so far as appears from our
said Order. examination of those books;
4. Without qualifying our opinion, attention is drawn iii. The balance sheet, statement of profit and
to Note 28 regarding negative net worth of the loss and cash flow statement dealt with by
Company. The management based on the future this report are in agreement with the books
profitability projections and revival plans, is of account;
hopeful that the Company would be in a position
to generate positive cash flow and profitability in iv. In our opinion, the balance sheet,
near future, in view of which the accompanying statement of profit and loss and cash flow
financial statements have been prepared under statement dealt with by this report comply
the going concern assumption, and with the accounting standards referred to
consequently, no adjustments have been made in sub-section (3C) of section 211 of the
to the carrying values or classification of balance Companies Act, 1956, except for our
sheet. comments in para 5 above;
34
GOBIND SUGAR MILLS LIMITED
Board of Directors, we report that none of b) in the case of the statement of profit
the directors is disqualified as on 30th and loss, of the loss for the year
June, 2012 from being appointed as a ended on that date; and
director in terms of clause (g) of sub-
section (1) of section 274 of the Companies c) in the case of cash flow statement, of
Act, 1956. the cash flows for the year ended on
that date.
vi. In our opinion and to the best of our
information and according to the
explanations given to us, except for the
effects of the matter stated in paragraph 5 For S. R. BATLIBOI & CO.
above, the said accounts give the Firm Registration Number: 301003E
information required by the Companies Act, CHARTERED ACCOUNTANTS
1956, in the manner so required and give
a true and fair view in conformity with the
accounting principles generally accepted
in India:
per Bhaswar Sarkar
a) in the case of the balance sheet, of Place : Kolkata Partner
the state of affairs of the Company Dated : August 28, 2012 Membership No. 55596
as at 30th June, 2012:
(i) a) The Company has maintained proper c) The Company is maintaining proper
records showing full particulars, including records of inventory and no material
quantitative details and situation of fixed discrepancies were noticed on physical
assets. verification.
b) All fixed assets have not been physically (iii) a) According to the information and
verified by the management during the year explanations given to us, the Company has
but there is a regular programme of not granted any loans, secured or
verification which, in our opinion, is unsecured to companies, firms or other
reasonable having regard to the size of the parties covered in the register maintained
Company and the nature of its assets. No under section 301 of the Companies Act,
material discrepancies were noticed on 1956. Accordingly, the provisions of clause
such verification. 4(iii) (a) to (d) of the Order are not
applicable to the Company and hence not
c) There was no disposal of substantial part commented upon.
of fixed assets during the year.
b) According to information and explanations
(ii) a) The management has conducted physical given to us, the Company has not taken
verification of inventory at reasonable any loans, secured or unsecured, from
intervals during the year. companies, firms or other parties covered
in the register maintained under section
b) The procedures of physical verification of 301 of the Companies Act, 1956.
inventory followed by the management are Accordingly, the provisions of clause 4(iii)
reasonable and adequate in relation to the (e) to (g) of the Order are not applicable to
size of the Company and the nature of its the Company and hence not commented
business. upon.
35
GOBIND SUGAR MILLS LIMITED
(iv) In our opinion and according to the information b) According to the information and
and explanations given to us, there is an explanations given to us, no undisputed
adequate internal control system commensurate amounts payable in respect of provident
with the size of the Company and the nature of fund, investor education and protection
its business, for the purchase of inventory and fund, employees' state insurance, income-
fixed assets and for the sale of goods. During tax, wealth-tax, service tax, sales-tax,
the course of our audit, we have not observed customs duty, excise duty cess and other
any major weakness or continuing failure to material statutory dues were outstanding,
correct any major weakness in the internal at the year end, for a period of more than
control system of the company in respect of six months from the date they became
these areas. There is no sale of services during payable.
the year.
c) According to the records of the Company,
(v) In our opinion, there are no contracts or the dues outstanding of income-tax, sales-
arrangements that need to be entered in the tax, wealth-tax, service tax, customs duty,
register maintained under Section 301 of the excise duty and cess on account of any
Companies Act, 1956. Accordingly, the dispute, are as follows:
provisions of clause 4(v)(b) of the Order is not
applicable to the Company and hence not Name of Nature of Amount Period to Forum
commented upon. the dues (Rs. which the where
statute Lacs) amount dispute
(vi) In respect of deposits accepted, in our opinion relates is pending
and according to the information and
explanations given to us, directives issued by Tax on Entry 35.50 2001-02, Tribunal
the Reserve Bank of India and the provisions of Entry Tax 2008-09 Court
sections 58A, 58AA or any other relevant of Goods (including Lucknow
provisions of the Companies Act, 1956, and the Act, 2000 interest) Additional
rules framed there under, to the extent Commissioner
applicable, have been complied with. We are Sitapur
informed by the management that no order has
been passed by the Company Law Board, UP Trade Trade Tax 4.79 2003-04, Tribunal
National Company Law Tribunal or Reserve Tax Act, 2006-07, Court,
Bank of India or any Court or any other Tribunal. 1948 2007-08, Lucknow;
2011-2012
(vii) In our opinion, the Company has an internal
audit system commensurate with the size of the Central Disallowance 92.96 1998-99, CESTAT
Company and nature of its business. Excise of Cenvat 2001-2002, Delhi
Act, 1944 Credit on 2003-04 to Commissioner
(viii) We have broadly reviewed the books of account certain inputs 2011-12 (Appeals)
maintained by the Company pursuant to the & capital goods Lucknow
rules made by the Central Government for the
maintenance of cost records under section
209(1)(d) of the Companies Act, 1956 in respect
(x) The Company's accumulated losses at the end
of its products and are of the opinion that prima
of the financial year are more than fifty per cent
facie, the prescribed accounts and records have
of its net worth and it has incurred cash losses
been made and maintained.
in the current and immediately preceding
financial year.
(ix) a) Undisputed statutory dues including
provident fund, investor education and
(xi) Based on our audit procedures and as per the
protection fund, employees' state
information and explanations given by the
insurance, income-tax, sales-tax, wealth-
management, the Company has delayed in
tax, service tax, customs duty, excise duty,
repayment of dues to banks during the year as
cess and other material statutory dues
given below. However there was no amount
have generally been regularly deposited
outstanding against such defaults as on the
with the appropriate authorities.
balance sheet date
36
GOBIND SUGAR MILLS LIMITED
Period of delay Rs. in lacs (xvi) Based on the information and explanations
given to us by the management, term loans were
31-90 days 75.00 applied for the purpose for which the loans were
90 days and above 250.00 obtained.
The Company neither have any outstanding (xvii) According to the information and explanations
dues in respect of financial institution nor any given to us and on an overall examination of
outstanding debentures during the year. the balance sheet of the Company, we report
Rs. 9,820 lacs raised on short term basis have
(xii) According to the information and explanations been used for long-term investment (without
given to us and based on the documents and considering permanent working capital)
records produced before us, the Company has representing repayment of loans and funding of
not granted loans and advances on the basis of losses.
security by way of pledge of shares, debentures
and other securities. (xviii) The Company has not made any preferential
allotment of shares to parties or companies
(xiii) In our opinion, the Company is not a chit fund or covered in the register maintained under section
a nidhi / mutual benefit fund / society. Therefore, 301 of the Companies Act, 1956.
the provisions of clause 4(xiii) of the Companies
(Auditor's Report) Order, 2003 (as amended) are (xix) The Company did not have any outstanding
not applicable to the Company. debentures during the year.
(xiv) In our opinion, the Company is not dealing in or (xx) The company has not raised any money by way
trading in shares, securities, debentures and of public issue during the year.
other investments. Accordingly, the provisions of
clause 4(xiv) of the Companies (Auditor's Report) (xxi) Based upon the audit procedures performed for
Order, 2003 (as amended) are not applicable to the purpose of reporting the true and fair view
the Company. of the financial statements and as per the
information and explanations given by the
(xv) According to the information and explanations management, we report that no fraud on or by
given to us, the Company has not given the Company has been noticed or reported
guarantee for loans taken by others from a bank during the year.
or financial institutions.
37
GOBIND SUGAR MILLS LIMITED
BALANCE SHEET
As at 30 June 2012 (Rs. in lakhs)
Notes As at As at
30 June 2012 30 June 2011
38
GOBIND SUGAR MILLS LIMITED
Income
Revenue from Operations (gross) 17 26,786.26 24,837.44
Less : Excise duty 896.95 1,009.35
Cess 185.39 198.45
Revenue from Operations (net) 25,703.92 23,629.64
Other Income 18 50.40 91.34
Total Revenue (I) 25,754.32 23,720.98
Expenses
Cost of Raw Material Consumed 19 23,600.94 18,050.99
Purchase of Traded Goods 20 2,366.42 330.63
(Increase) / decrease in Inventories of
Finished Goods, Traded Goods and Goods
under Process 20 (3,078.59) 1,977.25
Employee benefits expenses 21 900.06 838.29
Other expenses 22 1,963.51 1,985.84
Total (II) 25,752.34 23,183.00
Profit /(Loss) before finance costs, tax,
depreciation and exceptional item [(I) - (II)] 1.98 537.98
Depreciation 9 421.93 421.36
Finance Costs 23 1,872.94 1,908.06
Profit / (Loss) before exceptional item and tax (2,292.89) (1,791.44)
Exceptional item - Expenses 27 963.48 -
Profit / (Loss) before tax (3,256.37) (1,791.44)
Tax expenses / credit
Deferred tax credit 975.64 538.89
Profit / (Loss) for the year (2,280.73) (1,252.55)
Gobind Sugar Mills Limited (the Company) is a The preparation of financial statements in
public Company domiciled in India and conformity with Indian GAAP requires the
incorporated under the provisions of the management to make judgments, estimates and
Companies Act, 1956. Its shares are listed on assumptions that affect the reported amounts of
Calcutta Stock Exchange in India. The Company revenues, expenses, assets and liabilities and
is primarily engaged in manufacture and sale of the disclosure of contingent liabilities, at the end
Sugar and its By-product (Molasses and of the reporting period and the results from
Bagasse). The Company presently has operations during the reporting period. Although
manufacturing facilities at Aira Estate, District these estimates are based on the management’s
Lakhimpur Kheri in the State of Uttar Pradesh. best knowledge of current events and actions,
uncertainty about these assumptions and
2. Basis of preparation estimates could result in the outcomes requiring
a material adjustment to the carrying amounts
The financial statements of the Company have of assets or liabilities in future periods.
been prepared in accordance with generally
accepted accounting principles in India (Indian (c) Tangible Fixed Assets
GAAP). The Company has prepared these
financial statements to comply in all material Tangible Fixed Assets are stated at cost less
respects with the Accounting Standards notified accumulated depreciation and impairment losses
under the Companies (Accounting Standards) determined, if any. The cost comprises the
Rules, 2006, (as amended) and the relevant purchase price inclusive of duties (net of
provisions of the Companies Act, 1956. The CENVAT Credit), taxes, incidental expenses,
financial statements have been prepared on an erection / commissioning expenses and
accrual basis and under the historical cost borrowing costs if capitalisation criteria are met
convention. and directly attributable cost of brining the assets
to its working condition for the intended use.
The accounting policies adopted in the
preparation of financial statements are Machinery spares which can be used only in
consistent with those used in the previous year, connection with an item of tangible fixed asset
except for the change in accounting policy and whose use as per technical assessment is
explained in 2.1 (a) below. expected to be irregular, are capitalised and
depreciated over the residual life of the
2.1 Summary of Significant Accounting Policies respective assets.
Presentation and disclosure of financial The classification of plant and machinery into
statements continuous and non-continuous process is done
During the year ended 30 June 2012, revised as per technical certification and depreciation
Schedule VI notified under the Companies Act thereon is provided accordingly.
1956, has become applicable to the Company, Depreciation on tangible fixed assets is provided
for preparation and presentation of its financial under Straight Line Method at the rates
statements. The adoption of revised Schedule prescribed in Schedule XIV of the Companies
VI does not impact recognition and Act, 1956 or at the rates based on the useful
measurement principles followed for preparation lives of the assets estimated by the
of financial statements. However, it has management, whichever is higher.
significant impact on presentation and
disclosures made in the financial statements. In case of impairment, if any, depreciation is
The Company has also reclassified the previous provided on the revised carrying amount of the
year figures in accordance with the requirements assets over its remaining useful life.
applicable in the current year.
41
GOBIND SUGAR MILLS LIMITED
42
GOBIND SUGAR MILLS LIMITED
When the grant or subsidy relates to an expense By products and Saleable scraps, whose cost
item, it is recognized as income over the periods is not identifiable, are valued at estimated net
necessary to match them on a systematic basis realizable value.
to the costs, which it is intended to compensate.
Net realizable value is the estimated selling price
Revenue grants / subsidies, which are not in the ordinary course of business, less estimated
related to any expenses, are recognised as costs of completion and estimated costs
income in the statement of profit and loss. necessary to make the sale.
43
GOBIND SUGAR MILLS LIMITED
are carried in terms of historical cost method made at the end of each financial year.
denominated in a foreign currency are reported Actuarial gains / losses are immediately taken
using the exchange rate at the date of the to the statement of profit and loss and are not
transaction, and non-monetary items which are deferred.
carried at fair value or other similar valuation
denominated in a foreign currency are reported (o) Income taxes
using the exchange rates that existed when the
values were determined. Tax expense comprises of current and deferred
tax. Current income tax is measured at the
Exchange differences amount expected to be paid to tax authorities in
accordance with Income Tax Act, 1961 enacted
Exchange differences arising on the settlement/ in India. Deferred income tax reflects the impact
conversion of monetary items are recognized as of current year timing differences between
income or expenses in the year in which they taxable income and accounting income for the
arise. year and reversal of timing differences of earlier
years.
Forward Exchange Contracts entered into hedge
foreign currency risk of an existing asset / liability The deferred tax for timing differences between
the book and tax profit for the year is accounted
The premium or discount arising at the inception for using the tax rates and laws that have been
of forward exchange contracts is amortized as enacted or substantively enacted as of the
expenses or income over the life of the respective reporting date. Deferred tax asset is recognized
contracts. Exchange differences on such only to the extent that there is reasonable
contracts are recognized in the statement of profit certainty that sufficient future taxable income will
and loss in the year in which the exchange rates be available against which such deferred tax
change. Any profit or loss arising on cancellation asset can be realized. If the company has carry
or renewal of forward exchange contracts is forward unabsorbed depreciation and tax losses,
recognized as income or expense for the year. deferred tax asset is recognized only to the
extent that there is virtual certainty supported
(n) Retirement and Other Employee Benefits by convincing evidence that sufficient taxable
income will be available in future against which
Retirement benefits in the form of Provident and such deferred tax asset can be realized.
Pension Funds are defined contribution schemes
and are charged to the statement of profit and The carrying amount of deferred tax assets is
loss of the year when the contributions to the reviewed at each reporting date. The company
respective funds are due. The Company has no writes-down the carrying amount of deferred tax
obligation other than contribution to the asset to the extent that it is no longer reasonably
respective funds except in case of contribution certain or virtually certain, as the case may be,
towards Provident Fund, where the deficit if any, that sufficient future taxable income will be
arising in making the statutory payment by the available against which deferred tax asset can
Trust to its members, is being funded by the be realised. Any such write-down is reversed to
company in terms of the provision under the extent that it becomes reasonably certain or
Employee Provident Fund & Miscellaneous virtually certain, as the case may be, that
Provisions Act, 1952. sufficient taxable income will be available in
future.
Gratuity liability being a defined benefit obligation
is provided for on the basis of actuarial valuation At each reporting date, the Company re-
on projected unit credit method made at the end assesses unrecognized deferred tax assets. It
of each financial year. recognizes unrecognized deferred tax assets
to the extent that it has become reasonably
Short term compensated absences are provided certain or virtually certain, as the case may be
for based on estimates whereas long term that sufficient future taxable income will be
compensated absences are provided for based available against which such deferred tax assets
on actuarial valuation on projected unit credit can be realized.
44
GOBIND SUGAR MILLS LIMITED
45
GOBIND SUGAR MILLS LIMITED
Authorized shares :
1,50,00,000 (30 June 2011 : 1,02,50,000) Equity Shares of Rs 10/- each 1,500.00 1,025.00
3,50,00,000 (30 June 2011 : 50,00,000) Preference Shares of Rs 10/- each 3,500.00 500.00
Nil (30 June 2011 : 47,50,000) Shares of Rs 10/- each - 475.00
Issued shares :
32,00,000 (30 June 2011 : 32,00,000) Equity Shares of Rs 10/- each 320.00 320.00
3,00,00,000 (30 June 2011 : Nil) 7% Non Convertible Redeemable
Preference Shares of Rs 10/- each 3,000.00 -
Total 3,320.00 320.00
Equity Shares
Outstanding at the beginning
and end of the year 3,200,000 320.00 3,200,000 320.00
Preference Shares 1st Series
At the beginning of the year - - - -
Add : Issued during the year 15,000,000 1,500.00 - -
Outstanding at the end of the year 15,000,000 1,500.00 - -
Preference Shares 2nd Series
At the beginning of the year - - -
Add : Issued during the year 5,000,000 500.00 - -
Outstanding at the end of the year 5,000,000 500.00 - -
46
GOBIND SUGAR MILLS LIMITED
NCRPS of 1st Series shall be redeemable at par in three equal installments in the 9th, 10th, and 11th year
from the date of allotment (3rd January, 2012) with a right vested to the board of directors to redeem earlier,
subject to the consent of the subscribers. However, no redemption will take place before 30 June 2014.
NCRPS of 2nd Series shall be redeemable at par in one single lot after the expiry of 7th year from the
date of allotment (18th June, 2012) with a right vested to the board of directors to redeem earlier, subject
to the consent of the subscribers.
Dividend shall accrue annually to the holders of the NCRPS and shall accordingly be paid on each
anniversary of allotment of NCRPS or on premature redemption of NCRPS as aforesaid. However, the
Board reserve the right to pay the dividend earlier with the consent of the subscribers but subject to the
availability of profit. In case of loss or inadequacy of profit, the right of holders of NCRPS to receive the
Dividend shall expire.
As per the records of the Company including its register of shareholders / members, the above shareholding
represents legal ownerships of shares.
4. RESERVES AND SURPLUS (Rs. in lacs)
As at As at
30 June 2012 30 June 2011
Capital Redemption Reserve
As per the last financial statements 10.00 10.00
Securities Premium Account
As per the last financial statements 200.00 200.00
Molasses & Alcohol Storage and Maintenance Reserve
Balance as per the last financial statements 85.86 77.33
Add: Provided during the year 6.76 8.53
Closing balance 92.62 85.86
Surplus / (Deficit) in the Statement of Profit and Loss
Balance as per last financial statements (1,712.30) (459.75)
Profit / (Loss) for the year (2,280.73) (1,252.55)
Net Surplus / (Deficit) in the Statement of Profit and Loss (3,993.03) (1,712.30)
Total Reserves and Surplus (3,690.41) (1,416.44)
47
GOBIND SUGAR MILLS LIMITED
a) Term Loan from bank (except excise duty loan) were secured by first mortgage / charge on all the immovable
and movable assets (save and except book debts), present and future of the company, ranking pari-
passu between the lenders, subject to prior charges created on movables for working capital borrowings
from the Company's bankers. Term Loan under Finance Assistance Scheme (Excise duty Loan) were
secured by a residual charge on entire Fixed Assets (movable & immovable) of the company.
b) Fixed Deposits from related parties / others carry interest of 11.75% p.a. and are repayable after two
years from the respective date of deposits.
Long-Term Short-Term
As at As at As at As at
30 June 2012 30 June 2011 30 June 2012 30 June 2011
48
GOBIND SUGAR MILLS LIMITED
Cash Credit borrowings are repayable on demand and carry interest at base rate of the bank plus 5.00%.p.a.
49
9. TANGIBLE ASSETS
Rs in lacs
Depreciation
50
At 1 July 2010 - 268.92 5,174.69 35.72 71.33 85.66 5,636.32
Charge for the year - 20.25 388.49 1.87 4.04 6.71 421.36
Disposals - - - - - 26.11 26.11
At 30 June 2011 - 289.17 5,563.18 37.59 75.37 66.26 6,031.57
Charge for the year - 20.21 389.85 0.96 4.54 6.37 421.93
Disposals - - 34.55 - 11.35 - 45.90
At 30 June 2012 - 309.38 5,918.48 38.55 68.56 72.63 6,407.60
Net Block
# Includes assets held in joint ownership with others - Gross Block Rs 12.58 lacs (30 June 2011 : Rs 12.58 lacs) and Net Block
Rs 5.68 lacs (30 June 2011 : Rs 6.33 lacs).
GOBIND SUGAR MILLS LIMITED
GOBIND SUGAR MILLS LIMITED
Government Securities
20 Years U.P.State Development Loan, 2008 0.20 0.20
6 Years National Saving Certificates 0.12 0.12
5 Years National Saving Certificates 0.50 0.50
# 0.82 0.82
1,805.82 1,805.82
# Includes Securities valuing Rs 0.52 lacs (30 June 2011 : Rs 0.52 lacs) deposited with Government Authorities.
Although, there is carried forward unabsorbed depreciation and business losses as on the reporting date, yet in
view of the future profitability projections, the Company is virtually certain that there would be sufficient taxable
income in future, to realise the aforesaid deferred tax asset.
51
GOBIND SUGAR MILLS LIMITED
Sundry Deposits
Considered good 0.71 0.76 - -
Doubtful - 0.25 - -
0.71 1.01 - -
Less : Provision for doubtful advances - 0.25 - -
0.71 0.76 - -
Doubtful
Loan to Employee 0.35 0.35 - -
Claims Receivable 0.59 0.59 - -
0.94 0.94 474.26 495.50
Less: Provision for doubtful loans
and advances 0.94 0.94 - -
- - 474.26 495.50
# Minimum Alternative Tax (MAT) Credit Entitlement of Rs 295.31 lacs (30 June 2011 : Rs 295.31 lacs), being
available as tax credit for set off in future years as per the Income Tax Act, 1961, is carried forward for future
adjustments based on future profitability projections.
52
GOBIND SUGAR MILLS LIMITED
53
GOBIND SUGAR MILLS LIMITED
* Deposit receipts for Rs 19.06 lacs (30 June 2011 : Rs 305.21 lacs) pledged with a Bank as margin money
against loan of Rs. 1,100 lacs (Refer Note 7)
Finished goods
Sugar 22,058.12 22,066.79
Traded goods
Sugar 2,680.73 357.08
By products
Molasses 1,200.14 1,478.80
Bagasse 846.68 933.58
2,046.82 2,412.38
54
GOBIND SUGAR MILLS LIMITED
Interest income on
Loans, deposits, advances etc. 18.07 17.66
Refund from Income Tax Department 6.12 0.01
Long-term investments 0.04 0.04
Dividend income on Long-term investments - 53.85
Insurance and Other Claims 2.85 2.51
Rent and Hire Charges 0.52 0.68
Unspent Liabilities, Provisions no longer required and
Unclaimed Balances adjusted 22.05 16.30
Miscellaneous Receipts 0.75 0.29
50.40 91.34
55
GOBIND SUGAR MILLS LIMITED
Finished goods
Sugar 9,282.93 6,333.96
By-products
Molasses 369.91 145.58
Bagasse 18.10 16.75
388.01 162.33
Goods under process
Sugar 116.94 99.95
56
GOBIND SUGAR MILLS LIMITED
(Rs. in lacs)
Year ended Year ended
30 June 2012 30 June 2011
Nos. Nos.
Weighted average number of equity shares in calculating
basic and diluted EPS 3,200,000 3,200,000
The Company has a defined benefit gratuity plan. Every employee who has completed at least five years
or more of service is entitled to Gratuity on terms not less favorable than the provisions of The Payment
of Gratuity Act, 1972. The Company has got an approved gratuity fund which has taken an insurance
policy with Life Insurance Corporation of India (LIC) to cover the gratuity liabilities.
The following tables summarize the components of net benefit expense recognized in the statement of
profit and loss and the funded status and amounts recognized in the balance sheet for the plan.
57
GOBIND SUGAR MILLS LIMITED
Balance sheet
Net Benefit liability / (asset) (Rs. in lacs)
As at As at
30 June 2012 30 June 2011
Changes in the fair value of plan assets are as follows : (Rs. in lacs)
30 June 30 June
2012 2011
The Company expects to contribute Rs 25.00 lacs (30 June 2011 Rs 35.00 lacs) to Gratuity Fund in the next
year.
58
GOBIND SUGAR MILLS LIMITED
Amounts for the current and previous four periods are as follows :
30 June 2012 30 June 2011 30 June 2010 30 June 2009 30 June 2008
Rs in lacs Rs in lacs Rs in lacs Rs in lacs Rs in lacs
Gratuity
Defined benefit obligation 304.40 297.03 266.28 216.08 182.82
Plan assets 319.82 289.61 237.73 227.91 204.47
Surplus / (deficit) 15.42 (7.42) (28.55) 11.83 21.65
Experience (gain) / loss
adjustments on plan liabilities 9.52 (15.82) Not Available *
Experience gain / (loss)
adjustments on plan assets 4.74 (1.43) Not Available *
* Experience adjustments on plan liabilities and assets are not readily available for earlier years and hence not
disclosed.
The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
Defined Contribution Plan : The Company has recognised the following amount as an expense and included
under, “Contribution to Provident & Other Funds”.
(Rs. in lacs)
30 June 30 June
2012 2011
Contribution to Provident Fund and other Funds 74.71 71.33
74.71 71.33
Based on past return on assets of the Provident Fund Trust and statutory obligation of the Trust towards its
members, the management does not expect any material deficit in fund position and hence no provision has
been considered necessary in terms of accounting policy as stated in para "n" of Note No. 2 above.
59
GOBIND SUGAR MILLS LIMITED
26. Leases
Operating lease
Certain office premises, godowns, cane purchasing centre etc. are held on operating lease. The lease term is
ranging upto 3 years and are renewable for further period either mutually or at the option of the Company. There
is no escalation clause in the lease agreement. There are no restrictions imposed by lease agreements. There
are no subleases. The leases are cancellable.
(Rs. in lacs)
30 June 30 June
2012 2011
27 During the year, the Company has paid Rs 963.48 lacs towards differential cane price for the sugar
season 2007-08 in terms of the order of the Hon'ble Supreme Court dated 17 January 2012, which has
been shown as "Exceptional Item" in the statement of profit & loss.
28 The networth of the company is negative as the accumulated loss of the company as at the reporting date
stands at Rs 3993.03 lacs (30 June 2011 Rs 1712.30 lacs) as against the shareholder's fund of Rs
2622.62 lacs (30 June 2011 Rs 615.86 lacs). The company during the year has made a reference to the
Hon'ble Board of Industrial and Financial Reconstruction (BIFR) pursuant to the provision of Sick Industrial
Companies (Special Provisions) Act, 1985. To bridge the gap of accumulated losses and shareholders
fund and to make the networth positive, the promoters of the company, subsequent to the balance sheet
date has infused Rs 1500 lacs towards subscription of share capital of the company. Further , based on
future profitability projections, the management is hopeful that the Company would be in a position to
generate positive cash flows and profits in the near future. Considering the above, these financial statements
have been drawn-up on going concern assumption which is appropriate in the opinion of management.
29 The company has only one business segment i.e. sugar and thus no further disclosures are required in
accordance with Accounting Standard 17 issued by Institute of Chartered Accountants of India.
60
GOBIND SUGAR MILLS LIMITED
61
GOBIND SUGAR MILLS LIMITED
The remuneration to the key managerial personnel does not include the provisions made for gratuity and leave
benefits, as they are determined on an actuarial basis for the company as a whole.
(a) Estimated amount of contracts remaining to be executed on Capital Account and not provided for
(net of advances) Rs 69.77 lacs (30 June 2011 : Rs 29.99 lacs).
(b) For commitments relating to lease arrangements, please refer note 26.
33 Loans and advances in the nature of loans given to subsidiaries and associates and firms/ companies in
which directors are interested and which are outstanding at the end of the year in terms of Clause 32 of
the Listing Agreement with Stock Exchanges.
(Rs. in lacs)
Particulars Outstanding amount as at Maximum amount
outstanding during the year
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GOBIND SUGAR MILLS LIMITED
34. Details of dues to micro and small enterprises as defined under the MSMED Act, 2006
(Rs. in lacs)
30 June 2012 30 June 2011
(i) Principal amount remaining unpaid to any supplier at the end of
accounting year (including retention money against performance). 7.52 11.65
(ii) Interest due on above. 0.07 0.16
Total of (i) & (ii) 7.59 11.81
(iii) Amount of interest paid by the Company to the suppliers
in terms of section 16 of the Act.
- -
(iv) Amount paid to the suppliers beyond the respective due date. 31.56 44.56
(v) Amount of interest due and payable for the period of delay
in payments (which have been paid but beyond the due date
during the year) but without adding the interest specified under the Act. 1.03 1.17
(vi) Amount of interest accrued and remaining unpaid at the end
of accounting year. 0.90 1.33
(vii) Amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprise, for the purpose of disallowance as
a deductible expenditure under section 23 of this Act. 6.20 4.88
It is not possible to identify consumption of spare parts separately and hence consumption of stores and spares
is shown above.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
BALANCE SHEET
As at 30 June 2012 (Rs. in lakhs)
Notes As at As at
30 June 2012 30 June 2011
Non-current Liabilities
Long-term borrowings 5 3,800.00 28.38
Long-term provisions 6 22.42 22.89
3,822.42 51.27
Current Liabilities
Short-term borrowings 7 9,322.96 13,832.06
Trade payables 8 6,602.73 964.66
Other current liabilities 8 785.33 2,255.33
Short-term provisions 6 18.80 22.89
16,729.82 17,074.94
TOTAL 19,240.29 16,031.59
Assets
Non-Current Assets
Fixed Assets
Tangible Assets 9 3,392.38 3,777.95
Capital Work-in-Progress 10 8.53 4.27
Non-current Investments 11 1,788.25 1,788.25
Deferred tax assets (net) 12 3,268.55 2,292.91
Long-term loans and advances 13 23.41 11.39
8,481.12 7,874.77
Current Assets
Inventories 14 10,040.62 6,889.03
Trade Receivables 15.1 29.33 13.76
Cash and bank balances 16 133.88 335.43
Short-term loans and advances 13 554.66 658.03
Other current assets 15.2 0.68 260.57
10,759.17 8,156.82
TOTAL 19,240.29 16,031.59
Summary of significant accounting policies 2.1
The accompanying notes are an integral part of the financial statements.
As per our report of even date
For S.R.Batliboi & Co. For and on behalf of the board of directors
Firm registration number: 301003E
Chartered Accountants
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
Income
Revenue from Operations (gross) 17 26,786.26 24,837.44
Less : Excise duty 896.95 1,009.35
Cess 185.39 198.45
Revenue from Operations (net) 25,703.92 23,629.64
Other Income 18 114.33 99.95
Total Revenue (I) 25,818.25 23,729.59
Expenses
Cost of Raw Material Consumed 19 23,600.94 18,050.99
Purchase of Traded Goods 20 2,366.42 330.63
(Increase) / decrease in Inventories of Finished
Goods, Traded Goods and Goods under Process 20 (3,078.59) 1,977.25
Employee benefits expenses 21 900.06 838.29
Other expenses 22 1,970.83 1,986.47
Total (II) 25,759.66 23,183.63
Profit /(Loss) before finance costs, tax,
depreciation and exceptional item [(I) - (II)] 58.59 545.96
Depreciation 9 421.93 421.36
Finance Costs 23 1,872.91 1,908.06
Profit / (Loss) before exceptional item and tax (2,236.25) (1,783.46)
Exceptional item - expenses 27 963.48 -
Profit / (Loss) before tax (3,199.73) (1,783.46)
Tax expenses / credit
Deferred tax credit 975.64 538.89
Profit / (Loss) for the year (2,224.09) (1,244.57)
* represents Cash and Bank Balances as indicated in Note 16 and excludes Rs 24.70 lacs ( 30 June 2011 : Rs 314.81
lacs) being balances with restrictive use or having maturity of more than 3 months
As per report of even date
For S.R.Batliboi & Co. For and on behalf of the board of directors
Firm registration number: 301003E
Chartered Accountants
carrying amounts of assets or liabilities in future asset will not exceed ten years from the date
periods. when the asset is available for use. If the
persuasive evidence exists to the affect that
(c) Tangible Fixed Assets useful life of an intangible asset exceeds ten
years, the Company amortizes the intangible
Tangible Fixed Assets are stated at cost less asset over the best estimate of its useful life.
accumulated depreciation and impairment losses Such intangible assets and intangible assets not
determined, if any. The cost comprises the yet available for use are tested for impairment
purchase price inclusive of duties (net of CENVAT annually, either individually or at the cash-
Credit), taxes, incidental expenses, erection / generating unit level. All other intangible assets
commissioning expenses and borrowing costs if are assessed for impairment whenever there is
capitalisation criteria are met and directly an indication that the intangible asset may be
attributable cost of brining the assets to its working impaired.
condition for the intended use.
The amortization period and the amortization
Machinery spares which can be used only in method are reviewed at least at each financial
connection with an item of tangible fixed asset year end. If the expected useful life of the asset
and whose use as per technical assessment is is significantly different from previous estimates,
expected to be irregular, are capitalised and the amortization period is changed accordingly.
depreciated over the residual life of the If there has been a significant change in the
respective assets. expected pattern of economic benefits from the
asset, the amortization method is changed to
(d) Depreciation on Tangible Fixed Assets reflect the changed pattern. Such changes are
accounted for in accordance with AS 5 Net Profit
The classification of plant and machinery into or Loss for the Period, Prior Period Items and
continuous and non-continuous process is done Changes in Accounting Policies.
as per technical certification and depreciation
thereon is provided accordingly. (f) Leases
differences arising from foreign currency from the date on which such investments are
borrowings to the extent they are regarded as made, are classified as current investments. All
an adjustment to the interest cost. other investments are classified as long-term
investments.
Borrowing costs directly attributable to the
acquisition, construction of an asset that Current investments are carried in the financial
necessarily takes a substantial period of time statements at lower of cost and fair value
to get ready for its intended use are capitalized determined on an individual investment basis.
as part of the cost of the respective asset. All Long-term investments are carried at cost on
other borrowing costs are expensed in the individual investment basis. However, provision
period they occur. for diminution in value is made to recognize a
decline other than temporary in the value of the
(h) Impairment of Tangible and Intangible Assets investments.
flowing to the Company. Hence, they are forward exchange contracts is recognized as
excluded from revenue. Excise duty and Cess income or expense for the year.
deducted from revenue (gross) is the amount
that is included in the revenue (gross) and not
the entire amount of liability arising during the (n) Retirement and Other Employee Benefits
year.
Retirement benefits in the form of Provident and
Interest income is recognized on a time Pension Funds are defined contribution
proportion basis taking into account the amount schemes and are charged to the statement of
outstanding and the applicable interest rate. profit and loss of the year when the contributions
Interest income is included under the head to the respective funds are due. The Company
“other income” in the statement of profit and has no obligation other than contribution to the
loss. respective funds except in case of contribution
towards Provident Fund, where the deficit if any,
Dividend income is recognized when the arising in making the statutory payment by the
shareholders' right to receive the payment is Trust to its members, is being funded by the
established by the reporting date. company in terms of the provision under
Employee Provident Fund & Miscellaneous
Insurance and other claims are accounted for Provisions Act, 1952.
on acceptance / actual receipt basis.
Gratuity liability being a defined benefit obligation
(m) Foreign Currency Transactions is provided for on the basis of actuarial valuation
on projected unit credit method made at the end
Initial recognition of each financial year.
Foreign currency transactions are recorded in
the reporting currency, by applying to the foreign Short term compensated absences are provided
currency amount the exchange rate between for based on estimates whereas long term
the reporting currency and the foreign currency compensated absences are provided for based
at the date of the transaction. on actuarial valuation on projected unit credit
method made at the end of each financial year.
Conversion
Foreign currency monetary items are reported Actuarial gains / losses are immediately taken
using the closing rate. Non-monetary items to the statement of profit and loss and are not
which are carried in terms of historical cost deferred.
denominated in a foreign currency are reported
using the exchange rate at the date of the (o) Income taxes
transaction, and non-monetary items which are
carried at fair value or other similar valuation Tax expense comprises of current and deferred
denominated in a foreign currency are reported tax. Current income tax is measured at the
using the exchange rates that existed when the amount expected to be paid to tax authorities in
values were determined. accordance with Income Tax Act, 1961 enacted
Exchange differences in India. Deferred income tax reflects the impact
Exchange differences arising on the settlement/ of current year timing differences between
conversion of monetary items are recognized taxable income and accounting income for the
as income or expenses in the year in which they year and reversal of timing differences of earlier
arise. years.
Forward Exchange Contracts entered into The deferred tax for timing differences between
hedge foreign currency risk of an existing asset the book and tax profit for the year is accounted
/ liability. The premium or discount arising at for using the tax rates and laws that have been
the inception of forward exchange contracts is enacted or substantively enacted as of the
amortized as expenses or income over the life reporting date. Deferred tax asset is recognized
of the respective contracts. Exchange only to the extent that there is reasonable
differences on such contracts are recognized certainty that sufficient future taxable income will
in the statement of profit and loss in the year in be available against which such deferred tax
which the exchange rates change. Any profit asset can be realized. If the company has carry
or loss arising on cancellation or renewal of forward unabsorbed depreciation and tax losses,
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
deferred tax asset is recognized only to the weighted average number of shares
extent that there is virtual certainty supported outstanding during the year are adjusted for
by convincing evidence that sufficient taxable the effect of all dilutive potential equity shares.
income will be available in future against which
such deferred tax asset can be realized. (q) Cash and Cash Equivalents
The carrying amount of deferred tax assets is Cash and cash equivalents in the cash flow
reviewed at each reporting date. The company statement comprise of cash at bank and on
writes-down the carrying amount of deferred tax hand and short-term investments with an
asset to the extent that it is no longer reasonably original maturity of three months or less.
certain or virtually certain, as the case may be,
that sufficient future taxable income will be (r) Excise Duty
available against which deferred tax asset can
be realised. Any such write-down is reversed to Excise duty is accounted for at the point of
the extent that it becomes reasonably certain manufacture of goods and accordingly, is
or virtually certain, as the case may be, that considered for valuation of stocks as on the
sufficient taxable income will be available in reporting date.
future.
(s) Shares Issue Expenses
At each reporting date, the Company re-
assesses unrecognized deferred tax assets. It Shares issue expenses are adjusted against
recognizes unrecognized deferred tax assets Securities Premium Account.
to the extent that it has become reasonably
certain or virtually certain, as the case may be (t) Provisions
that sufficient future taxable income will be
available against which such deferred tax assets A provision is recognized when the Group has
can be realized. a present obligation as a result of past event
and it is probable that an outflow of resources
Minimum Alternative Tax (MAT) credit is will be required to settle the obligation, in
recognised as an asset only when and to the respect of which a reliable estimate can be
extent that there is convincing evidence that the made. Provisions made in terms of Accounting
company will pay normal income tax during the Standard 29 are not discounted to its present
specified period. In the year in which the MAT value and are determined based on the best
credit becomes eligible to be recognized as an estimate required to settle the obligation, at the
asset in accordance with the recommendations reporting date. These are reviewed at each
contained in the guidance Note issued by the reporting date and adjusted to reflect the
Institute of Chartered Accountants of India, the current management estimates.
said asset is created by way of a credit to the
statement of profit and loss and shown as MAT (u) Contingent Liabilities
Credit Entitlement. The Company reviews the
same at each reporting date and writes down A contingent liability is a possible obligation that
the carrying amount of MAT Credit Entitlement arises from past events whose existence will
to the extent there is no longer convincing be confirmed by the occurrence or non-
evidence to the effect that the Company will pay occurrence of one or more uncertain future
normal Income Tax during the specified period. events beyond the control of the Group or a
present obligation that is not recognized
(p) Earnings Per Share because it is not probable that an outflow of
resources will be required to settle the
Basic Earning per Share is calculated by obligation. A contingent liability also arises in
dividing the net profit or loss for the year extremely rare cases where there is a liability
attributable to equity shareholders by the that cannot be recognized because it cannot
weighted number of equity shares outstanding be measured reliably. The Group does not
during the year. recognize a contingent liability but discloses
its existence in the financial statements.
For the purpose of calculating diluted earning
per share, net profit or loss for the year
attributable to equity share holders and the
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
NCRPS of 1st Series shall be redeemable at par in three equal installments in the 9th, 10th, and 11th year
from the date of allotment (3rd January, 2012) with a right vested to the board of directors to redeem
earlier, subject to the consent of the subscribers. However, no redemption will take place before 30 June
2014.
NCRPS of 2nd Series shall be redeemable at par in one single lot after the expiry of 7th year from the date
of allotment (18th June, 2012) with a right vested to the board of directors to redeem earlier, subject to the
consent of the subscribers.
Dividend shall accrue annually to the holders of the NCRPS and shall accordingly be paid on each
anniversary of allotment of NCRPS or on premature redemption of NCRPS as aforesaid. However, the
Board reserve the right to pay the dividend earlier with the consent of the subscribers but subject to the
availability of profit. In case of loss or inadequacy of profit, the right of holders of NCRPS to receive the
Dividend shall expire.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
a) Term loan from a body corporate is repayble on 8th August 2014 and carries interest @ 12.50% p.a. The
aforesaid loan is secured against pleade of part of shares held as Investments
b) Fixed Deposits from related parties / others carry interest of 11.75% p.a. and are repayable after two years
from the respective date of deposits.
The loans from banks has been repaid during the year.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
Cash Credit from banks are secured by hypothecation of entire current assets and also by a second
charge on the immovable assets of the Company.
Cash Credit borrowings are repayable on demand and carry interest at base rate of the bank plus 5.00%.p.a.
77
78
# Includes assets held in joint ownership with others - Gross Block Rs 12.58 lacs (30 June 2011 : Rs 12.58 lacs) and Net Block Rs 5.68
lacs (30 June 2011 : Rs 6.33 lacs).
GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
Although, there is carried forward unabsorbed depreciation and business losses as on the reporting date, yet in
view of the future profitability projections, the Company is virtually certain that there would be sufficient taxable
income in future, to realise the aforesaid deferred tax asset.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
# Minimum Alternative Tax (MAT) Credit Entitlement of Rs 295.31 lacs (30 June 2011 : Rs 295.31 lacs), being
available as tax credit for set off in future years as per the Income Tax Act, 1961, is carried forward for future
adjustments based on future profitability projections.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
* Deposit receipts for Rs 19.06 lacs (30 June 2011 : Rs 305.21 lacs) pledged with a Bank as margin money
against loan of Rs_1,100 lacs (Refer Note 7)
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
The Company has a defined benefit gratuity plan. Every employee who has completed at least five years or more
of service is entitled to Gratuity on terms not less favorable than the provisions of The Payment of Gratuity Act,
1972. The Company has got an approved gratuity fund which has taken an insurance policy with Life Insurance
Corporation of India (LIC) to cover the gratuity liabilities.
The following tables summarize the components of net benefit expense recognized in the statement of profit and
loss and the funded status and amounts recognized in the balance sheet for the plan.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
Based on past return on assets of the Provident Fund Trust and statutory obligation of the Trust towards its
members, the management does not expect any material deficit in fund position and hence no provision has been
considered necessary in terms of accounting policy as stated in para "n" of Note No. 2 above.
26. Leases
Operating lease
Certain office premises, godowns, cane purchasing centre etc. are held on operating lease. The lease term is
ranging upto 3 years and are renewable for further period either mutually or at the option of the Company. There
is no escalation clause in the lease agreement. There are no restrictions imposed by lease agreements. There
are no subleases. The leases are cancellable.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
27 During the year, the Company has paid Rs 963.48 lacs towards differential cane price for the sugar season
2007-08 in terms of the order of the Hon'ble Supreme Court dated 17 January 2012, which has been
shown as "Exceptional Item" in the statement of profit & loss.
28 The networth of the company is negative as the accumulated loss of the company as at the reporting date
stands at Rs 3993.03 lacs (30 June 2011 Rs 1712.30 lacs) as against the shareholder's fund of Rs 2622.62
lacs (30 June 2011 Rs 615.86 lacs). The company during the year has made a reference to the Hon'ble
Board of Industrial and Financial Reconstruction (BIFR) pursuant to the provision of Sick Industrial
Companies (Special Provisions) Act, 1985. To bridge the gap of accumulated losses and shareholders
fund and to make the networth positive, the promoters of the company, subsequent to the balance sheet
date has infused Rs 1500 lacs towards subscription of share capital of the company. Further , based on
future profitability projections, the management is hopeful that the Company would be in a position to
generate positive cash flows and profits in the near future. Considering the above, these financial statements
have been drawn-up on going concern assumption which is appropriate in the opinion of management.
29 The company has only one business segment i.e. sugar and thus no further disclosures are required in
accordance with Accounting Standard 17 issued by Institute of Chartered Accountants of India.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
(a) Estimated amount of contracts remaining to be executed on Capital Account and not provided for
(net of advances) Rs 69.77 lacs (30 June 2011 : Rs 29.99 lacs).
(b) For commitments relating to lease arrangements, please refer note 26.
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GOBIND SUGAR MILLS LIMITED & ITS SUBSIDIARY COMPANY
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GOBIND SUGAR MILLS LIMITED
Regd. Office : 9/1, R.N. Mukherjee Road, Kolkata - 700 001
ATTENDANCE SLIP
Only Shareholders or the proxies will be allowed to attend the meeting
D.P. ID LF No.
I hereby record my presence at the 60th Annual General Meeting of the Company being held at 9/1, R.N. Mukherjee
Road,, Kolkata - 700 001 on Friday 28th December 2012 at 3.00 pm.
_______________________
Signature
GOBIND SUGAR MILLS LIMITED
Regd. Office : 9/1, R.N. Mukherjee Road, Kolkata - 700 001
PROXY
Only Shareholders or the proxies will be allowed to attend the meeting
D.P. ID LF No.
I/We ________________________________________________________________________________ of
_____________________________________________________________________________________
being a member / members of GOBIND SUGAR MILLS LIMITED hereby appoint Shri / Smt.
____________________________________ of ______________________________ on failing him / her
Shri / Smt. ____________________________ of ______________________________or failing him / her
Shri / Smt. ___________________________ of _____________________________ as my / our proxy to
attend and vote for me / us on my / our behalf at the 60th Annual General Meeting of the Company to be held on
Friday 28th December 2012 at 3.00 pm. at the Registered Office of the Company at 9/1, R.N. Mukherjee Road,
Kolkata - 700 001 and / or at any adjournments thereof.
Affix
Signed this _______ day of ______2011 (Signature of the shareholder)
Revenue
Stamp
Note : The Proxy Form signed across revenue stamp should reach the Registered Office of the Company at
leaast 48 hours before the scheduled time of Meeting.
90