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Advanced Enzyme Technologies Ltd.

BSE: 540025 Sector: Industrials
NSE: ADVENZYMES ISIN Code: INE837H01012
BSE LIVE 15:58 | 02 Dec 2143.55 24.20
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NSE LIVE 15:57 | 02 Dec 2143.70 19.65
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OPEN

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OPEN 2134.00
PREVIOUS CLOSE 2119.35
VOLUME 62565
52-Week high 2377.00
52-Week low 1161.00
P/E 229.50
Mkt Cap.(Rs cr) 4786.55
Buy Price 2143.55
Buy Qty 62.00
Sell Price 0.00
Sell Qty 0.00
OPEN 2134.00
CLOSE 2119.35
VOLUME 62565
52-Week high 2377.00
52-Week low 1161.00
P/E 229.50
Mkt Cap.(Rs cr) 4786.55
Buy Price 2143.55
Buy Qty 62.00
Sell Price 0.00
Sell Qty 0.00

Advanced Enzyme Technologies Ltd. (ADVENZYMES) - Director Report

Company director report

The Directors are delighted to present the Twenty Seventh ANNUAL Report on the businessand operations of the Company together with the audited Standalone & Consolidatedstatement of accounts of the Company for the year ended 31st March 2016.

1. RESULTS OF OUR OPERATIONS

CONSOLIDATED FINANCIAL RESULTS

Year ended 31.03.2016 Year ended 31.03.2015
(Rs. in Million) (Rs. in Million)
Profit before depreciation interest exceptional item & tax 1388.51 930.81
(Less):
Depreciation 87.19 90.17
Interest / finance charges 78.56 92.55
Exceptional item 40.96 -
Total 206.71 182.72
Profit before tax 1181.80 748.09
Less/(Add): Provision for taxation
Current tax 363.42 201.59
Deferred tax 69.46 47.00
MAT credit entitlement (18.53) (19.12)
(Excess)/short provision for last years 0.01 0.49
Total 414.34 229.96
Profit after tax 767.46 518.13

STANDALONE FINANCIAL RESULTS

Year ended 31.03.2016 Year ended 31.03.2015
(Rs. in Million) (Rs. in Million)
Profit before depreciation interest exceptional item & tax 372.45 350.05
(Less):
Depreciation 73.85 79.84
Interest / finance charges 43.71 46.56
- -
117.56 126.40
Profit before tax 254.89 223.65
Less/(Add): Provision for taxation
Current tax 54.59 46.05
Deferred tax 9.89 3.84
MAT credit entitlement (18.53) (19.12)
45.95 30.77
Profit after Tax 208.94 192.89
Balance Brought Forward 1015.99 837.15
1224.93 1030.04
Less: Reversal of fixed assets(refer note 12 of standalone financial) - 2.99
Add:-Laibilities reversed on carrying amount of tangible assets due to transitional provision as per CA 2013(refer note 8) - 1.01
Profit available for appropriation 1224.93 1028.06
Appropriations
Interim dividend (including tax on dividend) 25.74 12.07
Balance Carried to Balance Sheet 1199.19 1015.99

2. REVIEW OF OPERATIONS & FINANCIAL PERFORMANCE

Revenue –Consolidated

Our revenue from operations increased by 31.67% to Rs. 2937.62 Million for financialyear (FY) 2016 from Rs. 2231.08 Million for FY 2015 mainly as a result of increase inour International sales by 43.20% to Rs. 1867.06 Million in FY 2016 from Rs. 1303.84Million in FY 2015 primarily due to increase in sales of our US subsidiary SEB mainly inthe Human Healthcare and Nutrition business vertical. The India sales grew by 15.46% toRs. 1070.56 Million in FY 2016 from Rs. 927.24 Million in FY 2015.

Our India sales constitutes 36.44% of total sales during FY 2016 as compared to 41.56%of total sales during FY 2015 and International sales was 63.56% of total sales ascompared to 58.44% of total sales during FY 2015.

Revenue- Standalone

Our sales on standalone basis increased to Rs. 1391.41 Million during FY 2016 fromRs1258.79 Million during FY 2015 at a growth rate of 10.54%.

India sales was at Rs. 919.70 Million (66.10% of total sales) during FY 2016 ascompared to Rs. 802.31 Million (63.74% of total sales) during FY 2015increased by 14.63%.International were at Rs. 471.71 Million (33.90% of total sales) during FY 2016 ascompared to Rs. 456.48 Million (36.26% of total sales) during FY 2015. Internationalgrowth was lower at 3.34% as compared to India growth of about 14.63% due to lowerExports during FY 2016 of Rs. 268.25 Million as compared to Rs. 306.72 Million during FY15 to our 100% subsidiary Company in USA.

Profits- Consolidated

EBIDTA (Earnings before interest depreciation tax and amortisation excluding otherincome) margin during FY 2016 was 1375.62 Million (46.83%) as compared to Rs. 905.22Million (40.57%) during FY 2015 improved by about 52% primarily due to increase in salesof our US subsidiary SEB mainly in the Human Health Care and Nutrition Business vertical.

Profit before exceptional item and tax stood at Rs. 1222.76 Million during FY 2016 asagainst Rs. 748.09 Million in the previous year a growth of 63.45%. Profit afterexceptional items before tax was at Rs1181.80 Million during FY 2016 as compared to Rs.748.09 Million in the previous year. Profit after tax stood at Rs. 767.46 Million duringFY 2016 as compared to Rs. 518.13 Million during the previous year a growth of 48.12%.

Profits- Standalone

EBIDTA margin during FY 2016 was at Rs. 363.17 Million (26.10%) as compared to Rs.337.14 Million (about 26.78%) in the previous year at a growth of 7.72%. Profit beforeexceptional item and tax stood at Rs. 254.89 Million during FY 2016 as compared to Rs.223.66 Million in the previous year at a growth of 14.00%. Profit after tax stood at Rs.208.94 Million during FY 2016 as compared to Rs.192.89 Million during FY 2015 at a growthof 8.32%.

3. DIVIDEND

The Company paid an interim dividend @ 10% for the FY 2016 amounting to Rs. 21.76Million as compared to dividend @ 5% for FY 15. Your directors do notrecommendanyfinaldividends. Accordingly interim dividend already paid is recommended forapproval by the shareholders as final dividend for FY 2016.

During the year 2015-16 unclaimed dividend of Rs. 27940/- pertaining to financialyear2007-08 was transferred to the Investor Education and Protection Fund as required underthe Investor Education and Protection Fund (Awareness and Protection of Investor) Rules2001.

4. RESERVES

No amount is proposed for transfer to the General Reserve Account during the financialyear 2016.

5. SHARE CAPITAL:

The issued subscribed and paid up share capital of the Company as on 31st March 2016is Rs. 217656000 divided into 21765600 equity shares of Rs. 10/- each.

6. CONSOLIDATED FINANCIAL STATEMENTS

The audited consolidated financial statement of the Company prepared in accordance withapplicable Accounting Standards AS-21 specified under Section 133 of the Companies Act2013 read with Rule 7 of the Companies (Accounts) Rules 2014 is provided in the ANNUALReport.

SuBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS

As on 31st March 2016 Company has following 8 subsidiaries:

1. Advanced Bio-Agro Tech Limited India;

2. Advanced EnzyTech Solutions Limited India;

3. Advanced Enzymes USA;

4. Advanced Supplementary Technologies Corporation (Subsidiary of Advanced EnzymesUSA);

5. Cal-India Foods International (doing business as Specialty Enzymes andBiotechnologies) (Subsidiary of Advanced Enzymes USA);

6. Dynamic Enzymes Inc. (Subsidiary of Advanced Enzymes USA);

7. Enzyfuel Innovation Inc. (Subsidiary of Advanced Enzymes USA); and

8. Enzyme Innovation Inc. (Subsidiary of Cal-India Foods International Step-downsubsidiary of Advanced Enzymes USA).

A report on the performance and financial position of each of the subsidiaries as perthe Companies Act 2013 is provided as ANNEXURE A to the consolidated financialstatement and hence not repeatedhere for the sake of brevity.

7. DIRECTORS’ RESPONSIBILITY STATEMENT

Your Directors state that:

a) in the preparation of the aNNUAL accounts for the year ended March 31 2016 theapplicable accounting standards read with requirements set out under Schedule III to theAct have been followed and there are no material departures from the same;

b) the Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at March 31 2016 and of the profit ofthe Company for the year ended on that date;

c) the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the aNNUAL accounts on a ‘going concern’basis;

e) the Directors have laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and are operatingeffectively; and

f) the Directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.

8. RISK MANAGEMENT

Your Company understands that controlling risks through a formal programme is necessaryfor the well-being of the Company. The Company has adopted a formal Risk Management policyfor the Company whereby risks are broadly categorized into Strategic OperationalCompliance and Financial & Reporting Risks. The Policy initially has outlined thebroad base parameters of identification assessment monitoring and mitigation of variousrisks which are keys to business objectives.

The Company has initiated the process of improvements to Integrated Enterprise RiskManagement Internal Controls Management and Assurance Frameworks and processes to drive acommon integrated view of risks optimal risk mitigation responses and efficientmanagement of internal control and assurance activities.

9. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

During the financial year under review all contracts / arrangements / transactionsentered by the Company with related parties were in the ordinary course of business and onan arm’s length basis.

As prescribed by Section 134 (3) (h) of the Companies Act 2013 and Rule 8 (2) of theCompanies (Account) Rules 2014 parTICULARs of contracts/arrangements with relatedparties are given in Form AOC-2 annexed as ANNEXURE B to this report.

10. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The key philosophy of all CSR initiatives of the Company is guided by three corecommitments of Scale Impact and Sustainability.

The ANNUAL Report on CSR as per Companies (Corporate Social Responsibility Policy)Rules 2014 is annexed herewith as ANNEXURE – C to this Report in theprescribed format.

11. DIRECTORS

The Board of Directors of the Company comprises 9 Directors including 3 IndependentDirectors of which the Chairman of the Board is a Non-Executive and Independent Directorand the Board comprises qualified individuals possessing the skills experience andexpertise necessary to guide the Company.

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet the criteria of independence as prescribed under Section 149 (6)of the Companies Act 2013 and Regulation 16 (1) (b) of SEBI (LODR).

The Board expressed that in accordance with the provisions of the Companies Act 2013and the Articles of Association of the Company Mr. Pradip Bhailal Shah Director of theCompany retires by rotation at the ensuing ANNUAL General Meeting who is eligible forre-appointment however does not seek the same. The Directors has proposed not to fill-inthe said casual vacancy and a resolution to that effect has been proposed at the ensuingANNUAL General Meeting.

In accordance with the provisions of the Companies Act 2013 and the Articles ofAssociation of the Company Mr. Mukund Madhusudan Kabra Director of the Company retiresby rotation at the ensuing ANNUAL General Meeting and being eligible has offered himselffor re-appointment.

Mrs. Rupa R. Vora was inducted as an Independent Director on the board with effect from28th November 2015 and appointed as an additional director of the Company. As per theprovisions of Companies Act 2013 additional director holds office only upto the date ofensuing ANNUAL General Meeting. Notice under section 160 of the Companies Act 2013 hasbeen received proposing candidature of Mrs. Rupa R. Vora for the office of IndependentDirector of the Company for a period of five years with effect from 28th November 2015.

12. AUDITORS REPORT AND REAPPOINTMENT

M/s Walker Chandiok & Co LLP Chartered Accountants Statutory Auditors of theCompany hold office till the conclusion of the ensuing ANNUAL General Meeting (AGM) andtheir terms of 5 years are expiring at the ensuing AGM.

The Audit Committee has considered the qualifications and experience of the proposedauditors M/s. BSR & Co. LLP and has recommended their appointment. The Board ofDirectors has also considered the matter and recommends the passing of the OrdinaryResolution appointing M/s. BSR & Co. LLP Chartered Accountants having ICAI firm Reg.No. 101248W/W-100022 as statutory auditors in place of the retiring Auditor M/s WalkerChandiok & Co LLP for the financial year 1st April 2016 to 31st March 2021. Writtenconsent of the proposed auditors together with a certificate that the appointmentif madeshall be in accordance with the conditions specified in Rule 4 of the Companies (Audit andAuditors) Rules 2014 has been received.

The Notes on financial statement referred to in the Auditors’ Report areself-explanatory and do not call for any further comments. The Auditors’ Report doesnot contain any qualification reservation or adverse remark.

Cost Audit is not applicable on the Company as per Final (Cost Records and Audit)Rules 2014.

13. SECRETARIAL AUDITOR

The provision of Section 204 of the Companies Act 2013 and Rules thereunder are notapplicable to the Company for the financial year 2015-2016.

14. AUDITORS CERTIFICATE ON CORPORATE GOVERNANCE

The Company is yet to be listed accordingly auditor’s certificate on corporategovernance is not applicable to the Company.

15. COMMITTEES OF THE BOARD

Currently the Board has four committees viz. the audit committee the nominationand remuneration committee the corporate social responsibility committee thestakeholders relationship committee . A detailed note on the composition of the Board andits committees is provided in the corporate governance report section of this ANNUALReport.

CSR COMMITTEE

The CSR Committee comprises Mr. Kedar Desai –Chairman (Non-executive-Independent Director) Mr. R.T. Mehta (Non-Executive Independent Director) and Mr. K.V.Ramakrishna (Non-Executive Non- Independent Director) as other members.

AUDIT COMMITTEE

The Audit Committee comprises of Mrs. Rupa Vora - Chairperson (Non-executiveIndependent Director) Mr. Kedar Desai – (Non-executive Independent Director) Mr. R.T. Mehta(Non-executive Independent Director) and Mr. K. V. Ramakrishna(Non-executive NonIndependent Director)as other members. The Committee met four times during the year.

NOMINATION AND REMUNERATION COMMITTEE

Nomination and Remuneration Committee met thrice during the year. The Company’sPolicy framed by the Board on the recommendation of the Nomination & RemunerationCommittee relating to selection of Directors determining Directors independence paymentof remuneration to Directors Key Managerial Personnel and other employees and otherrelated matters as provided under Section 178(3) of the Companies Act 2013 is furnishedin ANNEXURE – D and forms part of this Report.

THE STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee comprises of Mr. Kedar Desai – IndependentNon-Executive Director- Chairman Mr. K. V. Ramakrishna–Non Independent Director-Member Mr. R.T. Mehta – Independent Non-Executive Director Member.

16. VIGIL MECHANISM

The Vigil Mechanism of the Company which also incorporates a whistle blower policyin terms of the Companies Act 2013 includes an Ethics & Compliance Task Forcecomprising senior executives of the Company. Protected disclosures can be made by awhistle blower through an e-mail or dedicated telephone line or a letter to the TaskForce or to the Chairperson of the Audit Committee.

17. CORPORATE GOVERNANCE

Corporate Governance is about maximizing shareholders value legally ethically andsustainably with a goal to ensure fairness for every stakeholder. We are dedicated toensure to adopt and attain the best practices in Corporate Governance.

Our Corporate Governance Report for FY 2016 forms part of this ANNUAL Report as ANNEXUREE.

18. BOARD DIVERSITY

The company recognizes importance of a diverse board in its success. A trulydiverse board will leverage difference in thought perspective knowledge skill regionaland industry experience cultural and geographical background age ethnicity race andgender which will help us retain our competitive advantage. The board has adopted theBoard Diversity policy which sets out the approach to diversity of the board of Directors.The Board Diversity Policy is available on our website www.advancedenzymes.com

19. NuMBER OF MEETINGS OF THE BOARD

During the financial year 2015-2016 the Board of Directors of the Company met 8(Eight) times details of which are given in the Corporate governance report. The maximuminterval between any two meetings did not exceed 120 days as prescribed under theCompanies Act 2013.

In addition to this independent directors of the Company met once on 26.03.2016 toevaluate the quality quantity and timelines of flow of information between the executivemanagement and the Board of Directors.

20. POLICYON DIRECTOR’S APPOINTMENT AND REMUNERATION

The current policy is to have an appropriate mix of executive and independent directorsto maintain the independence of the board and separate its functions of governance andmanagement. On March 31 2016 the Board consists of nine members three of whom areexecutive or whole time directors and six are non-executive directors which includes 3independent directors.

The policy of the Company on director’s appointment and remuneration includingcriteria for determining qualifications positive attributes independence of director andother matters as required under sub section

(3) of section 178 of the Companies Act 2013 is available on our websitewww.advancedenzymes.com.). There has been no change in the policy since the last fiscalyear. We affirm that the remuneration paid to is as per the terms laid out in thenomination and remuneration policy of the Company.

21. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declaration from each independent director undersection 149 (7) of the Companies Act 2013 that he /she meets the criteria ofindependence laid down in Section 149 (6) of the companies Act 2013 and Regulation 25 ofSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

22. BOARD EVALUATION

Regulation 4 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 mandates that the board shall monitor and review the Board evaluation framework. Theframework includes the evaluation of directors on various parameters such as :

• Board dynamics and relationships

• Information flows

• Decision – making

• Relationship with stakeholders

• Company performance and strategy

• Tracking Board and committees’ effectiveness

• Peer evaluation.

The Board of Directors of the Company has framed the policy and the same is uploaded onthe web site of the Company and available at http://www.advancedenzymes.com/AETL-Board_Evaluation_Policy.pdf

23. FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS

All new independent directors inducted into the Board attend an orientation program.Pursuant to provisions of Regulation 25(7) of the SEBI (LODR) Regulations 2015 thedetail of training and familiarization program are provided in the Corporate GovernanceReport and is also available on our website (www.advancedenzymes. com). Further at thetime of the appointment of an independent director the Company issues a formal letter ofappointment outlining his / her role function duties and responsibilities. The format ofthe letter of appointment is available on our website www.advancedenzymes.com

24. PROPOSAL FOR LISTING OF EQuITY SHARES WITH BSE AND NSE

The Company is in the process of listing and has got approval from SEBI on itsupdated draft red herring prospectus for its Initial Public Offerings of Rs. 50 Crore andOffer for Sale by shareholders of the Company for 4043470 Equity Shares (OFS)collectively referred as IPO. The Company however will update its draft red herringprospectus to include financial statements for entire financial year 2016 instead offinancial statement for stub period of 9 months. The Company has got in principle approvalof its listing application for Equity shares from BSE Limited and NSE Ltd and is likely toannounce opening of IPO in due course of time. The Company shall enter into Listingagreements with BSE and NSE as per requirement.

25. POLICIES

We seek to promote and follow the ethical standards in all our business transactionsguided by our value system. The SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 mandated the formulation of certain policies for all listed companiesincluding the companies seeking listing. All our corporate governance policies areavailable on our website www.advancedenzymes.com

26. AETL’ CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING.

The Board of Directors has adopted the Insider Trading policy in accordance with therequirements of the SEBI (Prohibition of insider Trading) Regulation 2015. The insiderTrading Policy of the Company lays down guidelines and procedures to be followed anddisclosures to be made while dealing with shares of the company as well as theconsequences of violation. The Policy has been formulated to regulate monitor and ensurereporting of deals by employees and to maintain the highest ethical standards of dealingin Company securities. The Insider Trading Policy of the Company covering code ofpractices and procedures for fair disclosure of unpublished price sensitive informationand code of cONDUCT for the prevention of insider trading is available on our websitewww.advancedenzymes.com

In addition to its Code of CONDUCT and ethics key policies that have been adopted bythe Company are as follows:

Name of the Policy Brief Description Web Link
Whistleblower Policy (Policy on vigil mechanism) The Company has adopted the whistleblower mechanism for directors and employees to report concerns about unethical behavior actual or suspected fraud or violation of the company’s code of cONDUCT and ethics. http://www.advancedenzymes.com/AETL- Whistle_Blower_Policy-final1.pdf
Nomination and Remuneration Policy This policy formulates the criteria for determining qualifications competencies positive attributes and independence for the appointment of a director (executive / non – executive) and also the criteria for determining the remuneration of the directors key managerial personnel and other employees. http://www.advancedenzymes.com/AETL- Nomination_and_Remuneration_policy_.pdf
Corporate Social Responsibility Policy The policy outlines the company’s strategy to bring about a positive impact on society through programs relating to hunger poverty education healthcare environment and lowering its resource footprint. http://www.advancedenzymes.com/AET- CSR-Policy-final.pdf
Policy on Material Subsidiaries The policy is used to determine the material subsidiaries and material non listed Indian subsidiaries of the Company and to provide the governance framework for them. http://www.advancedenzymes.com/Policy_ on_Material_Subsidiaries.pdf
Related Party Transaction Policy The policy regulates all transactions between the company and its related parties. http://www.advancedenzymes.com/Policy- on-Related-Party-Transactions.pdf
Insider Trading Policy The policy provides the framework in dealing with securities of the Company http://www.advancedenzymes.com/AETL- Code_of_Internal_Procedures_and_ CONDUCT_for_ Regulating_ Monitoring_ and_Reporting_of_Trading_ by_Insiders.pdf and Code_of_practices_and_procedures_ for_fair_disclosure_of_unpublished_price_ sensitive_information.pdf
Policy for Determining Materiality for Disclosures This policy applies to disclosures of material events affecting AETL and its subsidiaries.. Which deals with the dissemination of unpublished price – sensitive information.. http://www.advancedenzymes.com/Policy- on-materiality-of-information.pdf
Document Retention and Archival Policy The policy deals with the retention and archival of corporate records of the Company and all its subsidiaries. http://www.advancedenzymes.com/Policy- on-Preservation-and-Archival.pdf
Board Evaluation Policy This policy deals with evaluation of Individual Director Committees of the Board and the functioning of the Board as a whole. http://www.advancedenzymes.com/AETL- Board _Evaluation_Policy.pdf

27. INTERNAL FINANCIAL CONTROL AND ITS ADEQuACY

The Board has adopted policies and procedures for ensuring the orderly and efficientcONDUCT of its business including adherence to the company’s policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial disclosures.

28. SIGNIFICANT AND MATERIAL ORDERS and material orders passed by the regulators orcourts tribunals impacting the going Therearenosignificant concern status andCompany’s operations in future.

29. PARTICULARS OF LOANS GIVEN INVESTMENTS MADE GuARANTEES GIVEN AND SECuRITIESPROVIDED

During the financial year ended 31st March 2016 no Loan under section 186 of theCompanies Act 2013 was made by the Company.

Particulars of loans given investments made guarantees given and securities providedalong with the purpose for which the loan or guarantee or security is proposed to beutilized by the recipient are provided in the standalone financial statement (Please referto Note 14 and 15 to the standalone financial statement).

30. EXTRACT OF ANNUAL RETURN

Extract of ANNUAL RETURN of the Company in Form MGT-9 is annexed herewith as ANNEXUREF to this Report.

31. ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

The information pertaining to conservation of energy technology absorption foreignexchange earnings and outgo as required under Section 134(3)(m) of the Companies Act 2013read with Rule 8(3) of the Companies (Accounts) Rules 2014 is furnished in ANNEXURE G(Part I to Part IV) and forms part of this report.

32. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3)of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 astatement showing the names and other parTICULARs of the employees drawing remuneration inexcess of the limits set out in the said rules are provided as ANNEXURE H.

33. FIXED DEPOSIT

The Company does not have any fixed deposits at the beginning of the year andneither accepted nor renewed any deposits during the year under review. There was nodeposit remaining unpaid or unclaimed as at the end of the year 31st March 2016.

34. RESEARCH AND DEVELOPMENT

During FY 2016 R&D expenditure incurred by the Company was Rs. 99.08 Million(including Capital expenditure of Rs. 17.32 Million) constituting about 7.12% of net salesof the Company as against Rs. 95.20 Million (including capital expenditure of Rs. 3.89Million) incurred during the previous year (7.56% of net sales).

35. INTELLECTUAL PROPERTY (IPR)

Your Company has 13 (thirteen) patents and applications for registration of 4(four) patents are pending before the relevant authorities. Further our Company has 128(one hundred and twenty-Eight) trademarks registered in its name and applications forregistration of 14 (fourteen) trademarks are pending before the relevant authorities.Registration of product dossiers for the purpose of registration under European FoodSafety Authority (EFSA) which is mandatory requirement for International of food enzymesfood flavorings and additives to European Countries submitted in earlier years is underprocess of registration.

36. EMPLOYEES STOCK OPTION PLAN

The Company has not yet implemented its ESOP 2015.

37. DEMAT OF SHARES CONNECTIVITY WITH CDSL AND NSDL

Shareholders can get their physical shares dematerialized through their depositoryparticipants. The Company has an arrangement with both depository participates viz NSDL aswell as CDSL and allotted ISIN Number INE 837H01012. As on 31st March 2016 20621400Shares constituting 94.74% shares have been dematerialized till 31st March 2016.

38. SHARE TRANSFER AGENT

M/s. Link Intime India Private Limited Mumbai who acts as share transfer agent(R&T Agent) of the Company. Shareholders can directly send their transfer request andother related correspondence in this regard to R&T Agent at their address given on thefirst page.

39. WEBSITE OF THE COMPANY

Website of the Company is www.advancedenzymes.com where detailed information ofthe Company Management and its products are provided and in addition to this allstatutory information are also placed.

40. BANKING

The Company has working capital arrangement from CITI Bank N.A. HDFC Bank KotakMahindra Bank and DBS Bank.

41 GENERAL

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:

1. Neither the Managing Director nor the Whole-time Directors of the Company receiveany remuneration or commission from any of its subsidiaries.

2. No material changes and commitments have occurred after the close of the year tillthe date of this Report which affect the financial position of the Company. There wasalso no change in the nature of business of the Company during the financial year ended31st March 2016.

42. DISCLOSURES AS PER THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTIONPROHIBITION & REDRESSAL) ACT 2013

Your Directors further state that during the year under review there were no casesfiled pursuant to the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013. The Company CONDUCTs awareness program at regular intervals.

43. ACKNOWLEDGMENTS

Your Directors acknowledge with gratitude the support received by the Company from CitiBank N.A HDFC Bank DBS Bank Kotak Mahindra Bank and Government Agencies organizationsand employees of the organisation. Your Directors also acknowledge with thanks the faithreposed by the investors in the Company and look forward to their continued support fortimes to come.

By Order of the Board of Directors
(Kedar Desai)
Chairman
Thane 27th June 2016 DIN: 00322581

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