You are here » Home » Companies » Company Overview » Kilitch Drugs (India) Ltd

Kilitch Drugs (India) Ltd.

BSE: 524500 Sector: Health care
NSE: KILITCH ISIN Code: INE729D01010
BSE LIVE 15:11 | 18 Oct 70.50 -2.40
(-3.29%)
OPEN

70.05

HIGH

73.20

LOW

70.05

NSE 15:31 | 18 Oct 70.95 -1.60
(-2.21%)
OPEN

69.15

HIGH

73.45

LOW

69.10

OPEN 70.05
PREVIOUS CLOSE 72.90
VOLUME 715
52-Week high 75.75
52-Week low 32.85
P/E
Mkt Cap.(Rs cr) 93
Buy Price 70.50
Buy Qty 418.00
Sell Price 72.15
Sell Qty 50.00
OPEN 70.05
CLOSE 72.90
VOLUME 715
52-Week high 75.75
52-Week low 32.85
P/E
Mkt Cap.(Rs cr) 93
Buy Price 70.50
Buy Qty 418.00
Sell Price 72.15
Sell Qty 50.00

Kilitch Drugs (India) Ltd. (KILITCH) - Director Report

Company director report

To

The Members

KILITCH DRUGS (INDIA) LIMITED

Your Directors have pleasure in presenting their 24th Annual Report on thebusiness and operations of your Company for the year ended March 312016.

1. FINANCIAL RESULTS

The summarized financial performance of the Company for the FY 2015-16 and FY 2014-15is given below:

[Amount in Rs. Lacs]

Particulars

Standalone

Consolidated

2015 2016 2014 2015 2015 2016 2014 2015
Gross Income 2375.66 2171.75 2376.98 2174.48
Profit Before Tax Interest and Depreciation (87.71) (100.95) (158.13) (90.55)
Finance Charges NIL NIL NIL NIL
Provision for Depreciation 161.25 185.39 1004.74 185.39
Net Profit/ (Loss) Before Tax (248.96) (84.44) (1162.87) (94.84)
Provision for Tax 43.61 65.90 43.78 65.90
Net Profit/ (Loss) After Tax (205.35) (18.54) (1119.09) (28.94)
Balance of Profit brought forward 6188.52 6207.07 6188.52 (10.39)
Balance available for appropriation 5983.17 6188.52 5983.17 884.48
Proposed Dividend on Equity Shares NIL NIL NIL NIL
Tax on proposed Dividend NIL NIL NIL NIL
Transfer to General Reserve NIL (6.75) NIL NIL
Surplus carried to Balance Sheet 5983.17 6188.52 5983.17 884.48

2. REVIEW OF OPERATIONS

During the year under review the Company has posted total Income of Rs. 2375.66 Lacsas against Rs. 2171.75 Lacs for the corresponding previous year.

Further Net Loss after tax for the year under review was Rs. (205.35) Lacs as againstNet Loss of Rs. (18.54) Lacs for the corresponding previous year.

3. STATE OF AFFAIRS AND FUTURE OUTLOOK

The environment in which Pharmaceutical and Life Sciences companies operate isincreasingly challenging being driven by a more and more demanding healthcare agenda.

The global need for innovative cost effective medicines continues to rise whilstregulators payers health care providers and patients are demanding greater value formoney proven effectiveness of products more transparency and access to information. Thisglobal scenario has also effected us in a major way .

To meet these demands we are seeking ways to improve R&D productivity increase theefficiency of our operations rationalise spending on sales and marketing and enhance thefinancial performance.

With the back up of the seasoned professional management we have taken up the set up of2 manufacturing units at Ethiopia and Burkina Faso primarily for the nutraceuticalmanufacturing. Upgradation of the manufacturing unit with state of the art machines andtechnology upgradation we are now ready to reach upcoming markets across the globe .

New markets new product portfolio innovative marketing techniques new brandingconcepts have increased the momentum of the sales and expect the same to grow enormouslyin the coming year .

4. DIVIDEND AND RESERVES

In order to conserve the resources for the further growth of the Company yourDirectors think fit not to recommend any dividend for the financial year under review.

5. SHARE CAPITAL

The Paid-up Equity Share Capital of the Company as on 31st March 2016 isRs. 1323.18 Lacs comprising of 13231828 shares of Rs. 10/- each. During the year underreview the Company has not issued any equity shares.

6. EMPLOYEE STOCK OPTION SCHEME:

As per Employee stock option Scheme (Kilitch ESOS 2007) each option is convertibleinto one equity shares of Rs.10/- each at exercise price of Rs.47.50 per share. During theyear under review fresh options were not granted and employees did not exercise anyoptions. The employee compensation cost on account of this grant applicable for the yearis Rs. Nil [P. Y. Rs. NIL].

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL

At the 23rd Annual General Meeting held on September 30 2015 Mr. MukundMehta was re-appointed as the Director of the Company liable to retire by rotation.

Further Mr. Pankaj Kamdar and Mr. Hemang Engineer were appointed as IndependentDirectors of the Company to hold office for a period of 5 (five) consecutive years at the23rd Annual General Meeting.

The said Independent Directors fulfils the conditions specified in the Companies Act2013 and the Rules made there under and they are independent of the management and havesubmitted the declarations as prescribed under Section 149(6) of the Companies Act 2013.

In accordance with section 152(6) of the Companies Act 2013 and in terms of Articlesof Association of the Company Mr. Deepu Panankattil (DIN: 03514959) Director of theCompany retires by rotation and being eligible; offers himself for re-appointment at theforthcoming 24th Annual General Meeting. The Board recommends the saidreappointment for shareholders’ approval.

Further Mr. Mukund Mehta is proposed to be reappointed as the Managing Director of theCompany w.e.f. 30th September 2016 for a period of 5 (five) years.

Also Mr. Paresh Mehta resigned as the Jt. Managing Director of the Company w.e.f. 13thApril 2016.

Further the Office of CFO became vacant due to untimely death of Mr. C.S. Kirshnanw.e.f. 12th April 2016.

Also Ms. Keerti Acharya was appointed as the Company Secretary in Whole time inemployment w.e.f. 31st March 2016 and Mr. Nirmal Kumar tendered hisresignation as the Company Secretary with effect from 15th December 2015.

8. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) & 134(5) of the Companies Act 2103 the Board ofDirectors of the Company hereby confirm that:

(a) in the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanation relating to material departures;

(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 at the end of the financial year and ofthe profit and loss of the company for that period;

(c) the directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this 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; and

(e) the directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

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

9. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURE

The information required pursuant to Section 197 read with Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Amendment Rules 2016 in respect ofemployees of the Company is enclosed as Annexure I and forms part of this Report.

Further no employee of the Company is earning more than the limits as prescribedpursuant to Section 197 read with Rule 5(2) of the Companies (Appointment and Remunerationof Managerial Personnel) Amendment Rules 2016 in respect of employees of the Company.

Further the names of top ten employees in terms of remuneration drawn are disclosed inAnnexure II and forms part of this Report.

10. NUMBER OF BOARD MEETINGS

A calendar of meetings is prepared and circulated in advance to the Directors. Duringthe year 6 (Six) Board Meetings were convened and held the details of which are given inthe Corporate Governance Report. The intervening gap between the meetings was within theperiod prescribed under the Companies Act 2013 and the Listing Agreement.

11. BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and the Listing Agreement / SEBI(LODR) Regulations 2015 the Board has carried out an annual performance evaluation ofits own performance the directors individually as well as the evaluation of the workingof its Committees. The Directors expressed satisfaction with the evaluation process. Themanner in which the evaluation has been carried out has been explained in the CorporateGovernance Report.

12. INDEPENDENT DIRECTORS

The Independent Director(s) have submitted their disclosure to the Board that theyfulfill all the requirements as to qualify for their appointment as Independent Directorunder the provisions of section 149 of the Companies Act 2013 as well as Regulation 17 ofthe Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015.

13. NOMINATION AND REMUNERATION POLICY

The Board of Directors has framed a policy which lays down a framework in relation toremuneration of Directors. This policy also lays down criteria for selection andappointment of Board Members. The details of this policy are provided on the website ofthe Company www.kilitch.com.

14. EXTRACT OF ANNUAL RETURN:

The details forming part of the Extract of the Annual Return in Form MGT-9 as requiredunder Section 92 of the Companies Act 2013 is included in this Report as Annexure III andforms part of this Report.

15. DETAILS OF SUBSIDIARY/JOINT VENTURES/ ASSOCIATE COMPANIES

The Statement AOC-1 pursuant to the provisions of Section 129 (3) of the Companies Act2013 read with Rule 5 of the Companies (Accounts) Rules 2014 regarding Subsidiary Companyis enclosed as Annexure IV to this Report.

16. STATUTORY AUDIT

At the Annual General Meeting held on 30th September 2014 M/s A.M. Ghelani& Co Chartered Accountant were appointed as Statutory Auditors of the Company to holdoffice till the conclusion of the Annual General Meeting to be held in Calendar year 2016.In the terms of the first proviso to Section 139 of the Companies Act 2013 theappointment of the Auditors shall be placed for ratification at every Annual GeneralMeeting. Accordingly the appointment of M/s A.M. Ghelani & Co Chartered Accountantsas Statutory Auditors of the Company is placed for ratification by the Shareholders. Inregard to the Company has received a Certificate from the Auditors to the effect that ifthey are reappointed it would be in accordance with the provisions of Section 141 of theCompanies Act 2013.

Auditors Report as issued by M/s A.M. Ghelani & Co Chartered Accountants Auditorsof the Company is self explanatory and need not call for any explanation by your Board.

17. SECRETARIAL AUDIT

In terms of Section 204 of the Act and Rules made there under M/s. Deep ShuklaPracticing Company Secretary have been appointed Secretarial Auditors of the Company. TheSecretarial Audit Report is enclosed as Annexure VI to this report.

EXPLANATION(S)/ COMMENT(S) PURSUANT TO SECTION 134(3)(f)(ii) OF THE COMPANIES ACT2013:

1. Due to some technical reasons the website of the Company faced some difficulties inproper functioning; however the said issues were sorted out and the website is workingeffectively.

2. The Company has faced technical difficulties in filing eforms on MCA portal andhence the same were pending. However the pending forms were subsequently filed by thecompany.

18. COST AUDIT

As per the Cost Audit Orders and in terms of the provisions of Section 148 and allother applicable provisions of the Companies Act 2013 read with the Companies (Audit andAuditors) Rules 2014 Cost Audit is not applicable to our Company.

19. INTERNAL AUDIT & CONTROLS

The Company has in place adequate internal financial controls with reference to thefinancial statement. The Audit Committee of the Board periodically reviews the internalcontrol systems with the management Statutory Auditors. Significant internal auditfindings are discussed and follow-ups are taken thereon. Further M/s. Rishi Sekhri &Associates Chartered Accountants M.No. 126656 were appointed as Internal Auditors of theCompany.

20. COMPOSITION OF AUDIT COMMITTEE

Your Company has formed an Audit Committee as per the Companies Act 2013 and thelisting agreement / SEBI (LODR) Regulations 2015. All members of the Audit Committeepossess strong knowledge of accounting and financial management.

Further the Audit Committee is functional as per the provision of Section 177 ofCompanies Act 2013 and Rules made thereunder and as per Regulation 18 of Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015.

The other details of the Audit Committee are given in the Corporate Governance Reportappearing as a separate section in this Annual Report.

21. VIGIL MECHANISM

In pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013a Vigil Mechanism for directors and employees to report genuine concerns has beenestablished. The Vigil Mechanism Policy has been uploaded on the website of the Company atwww.kilitch.com. The employees of the Company are made aware of the said policy at thetime of joining the Company.

22. RISK MANAGEMENT POLICY

The Company has laid down the procedure to inform the Board about the risk assessmentand minimization procedures. These procedures are reviewed by the Board annually to ensurethat there is timely identification and assessment of risks measures to mitigate themand mechanisms for their proper and timely monitoring and reporting.

The Company does not fall under the ambit of top 100 listed entities determined on thebasis of market capitalisation as at the end of the immediately preceding financial year.Hence compliance under Regulation 21 of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 is not applicable.

23. DEPOSITS

The Company has neither accepted nor renewed any fixed deposits during the year underreview under Section 76 of the Companies Act 2013. There are no unclaimed depositsunclaimed / unpaid interest refunds due to the deposit holders or to be deposited to theInvestor Education and Protection Fund as on March 312016.

24. LOANS & GUARANTEES

During the year under review the Company has not provided any loan guaranteesecurity or made any investment covered under the provisions of Section 186 of theCompanies Act 2013 to any person or other body corporate.

25. INSURANCE

The properties/assets of the Company are adequately insured.

26. RELATED PARTY TRANSACTIONS

During FY 2015-16 the Company entered into certain Related Party Transactions whichare in the ordinary course of business and at arm’s length basis with approval ofthe Audit Committee. The Audit Committee grants omnibus approval for the transactionswhich are of foreseen and repetitive nature. A detailed summary of Related PartyTransactions is placed before the Audit Committee and the Board of Directors for theirreview every quarter.

There are no materially significant Related Party Transactions executed between theCompany and its Promoters Directors key Managerial Personnel or other designatedpersons that may have a potential conflict with the interest of the Company at large.

Since all Related Party Transactions entered into by the Company were in ordinarycourse of business and were on an arm’s length basis Form AOC-2 is applicable to theCompany and is enclosed a Annexure V to this report.

27. CORPORATE GOVERNANCE CERTIFICATE

In compliance with Regulation 34(3) read with Schedule V(C) of the SEBI (LODR)Regulations 2015 a Report on Corporate Governance forms part of this Annual Report. TheCertificate as issued by Practicing Company Secretary certifying compliance with theconditions of corporate governance as prescribed under Schedule V(E) of the SEBI (LODR)Regulations 2015 is annexed to the Corporate Governance Report.

28. CORPORATE SOCIAL RESPONSIBILITY

The Company does not meet the criteria of Section 135 of Companies Act 2013 read withthe Companies (Corporate Social Responsibility Policy) Rules 2014 so there is norequirement to constitute Corporate Social Responsibility Committee and frame a policythereof.

29. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report which gives a detailed state of affairsof the Company’s operations forms part of this Annual Report.

30. CONSERVATION OF ENERGY RESEARCH AND DEVELOPMENT TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE

(A) Conservation of Energy:

i. steps taken or impact on conservation of energy;

The use of energy is being optimized through improved operational methods. Continuousefforts are being made to optimize and conserve energy by improvement in productionprocess. Even though its operations are not energy-intensive significant measures aretaken to reduce energy consumption by using energy-efficient equipment. The Companyregularly reviews power consumption patterns in its all locations and implements requisiteimprovements/changes in the process in order to optimize energy/ power consumption andthereby achieve cost savings.

ii. steps taken for utilising alternate sources of energy;

The steps taken by the Company for utilizing alternate sources of energy: The Companyis using electricity as the main source of energy and is currently not exploring anyalternate source of energy.

iii. capital investment on energy conservation equipments; Our Company firmly believesthat our planet is in dire need of energy resources and conservation is the best policy.

(B) Absorption of Technology:

I. The efforts made towards technology absorption:

The Company values innovation and applies it to every facet of its business. Thisdrives development of distinctive new products ever improving quality standards and moreefficient processes.

The Company has augmented its revenues and per unit price realization by deployinginnovative marketing strategies and offering exciting new products. The depth of designingcapabilities was the core to our success over the years.

The Company uses the service of in-house designers as well as those of free-lancers indeveloping product designs as per the emerging market trends. The Company uses innovationin design as well as in technology to develop new products.

II. Benefits derived as a result of the above efforts:

As a result of the above the following benefits have been achieved:

a) Better efficiency in operations

b) Reduced dependence on external sources for technology for developing new productsand upgrading existing products

c) Expansion of product range and cost reduction

d) Greater precision

e) Retention of existing customers and expansion of customer base

f) Lower inventory stocks resulting in low carrying costs.

III. The Company has not imported any technology during the year under review;

IV. The Company has not expended any expenditure towards Research and Developmentduring the year under review.

FOREIGN EXCHANGE EARNING AND OUTGO:

a) Earnings in Foreign Currency

(Rs. In Lacs)

Earnings In Foreign Currency 2015-2016 2014-2015
Export Sale 1460.81 951.31

b) Expenditure in foreign currency

(Rs. In Lacs)

Expenses In Foreign Currency 2015-2016 2014-2015
Business Promotion & Travelling 30.70 47.24
Export Registration 147.09 131.29
Export Expenses 0.06 0.61

31. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

As per the provision of Section 125 of the Companies Act 2013 read with rule 4 ofCompanies (Declaration and Payment of Dividend) Rules 2014 Dividend which remainunclaimed for the period of seven years are required to be transferred to the InvestorEducation Protection Fund administered by the Central Government.

Dates of declaration of dividends since 2008-2009 and the corresponding dates whenunclaimed dividends are due to be transferred to the Central Government are given in thebelow table.

Financial Year Ended Date of declaration of Dividend Amount Remaining unclaimed/ Unpaid as on 31.03.2016 (Rs] Last date for claiming unpaid dividend amount (before) Last date for transfer to IEPF
2008 2009 22.09.2009 333103 31.07.2017 30.09.2017
2009 2010 20.10.2010 381280 31.07.2018 30.09.2018
2010 2011 10.09.2011 475219 31.07.2019 30.09.2019
2011 2012 29.09.2012 8676450 31.07.2020 30.09.2020

Members are requested to note that after completion of seven years no claims shall lieagainst the said fund or company for the amounts of dividend so transferred nor shall anypayment be made in respect of such claims.

32. GENERAL

During the year ended 31st March 2016 there were no cases filed /reportedpursuant to the Sexual Harassment of women at workplace (Prevention Prohibition andRedressal) Act 2013. During the year under review no significant and material orderswere passed by the regulators or courts or tribunals impacting the going concern statusand Company’s operations.

During the year under review there have been no material changes and commitmentsaffecting the financial position of the Company which have occurred between the end of thefinancial year of the company to which the financial statements relate and the date of thereport.

33. HUMAN RESOURCES

Your Company treats its "human resources" as one of its most importantassets.

Your Company continuously invests in attraction retention and development of talent onan ongoing basis. A number of programs that provide focused people attention are currentlyunderway. Your Company thrust is on the promotion of talent internally through jobrotation and job enlargement.

34. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

There are no significant and material orders passed by the Regulators / Courts /Tribunals which would impact the going concern status of the Company and its futureoperations.

35. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments affecting the financial positionof the Company which have occurred between the end of the financial year of the company towhich the financial statements relate and the date of the report.

36. ACKNOWLEDGEMENT

The Directors would like to thank all shareholders customers bankers medicalprofessionals business associates suppliers distributors and everybody else with whosehelp cooperation and hard work the Company is able to achieve the results. The Directorswould also like to place on record their appreciation of the dedicated efforts put in bythe employees of the Company.

For and on behalf of the Board of Directors

MUKUND MEHTA BHAVIN MEHTA
MANAGING WHOLE-TIME
DIRECTOR DIRECTOR
[DIN: 00147876] [DIN:00147895]
Place: Mumbai
Date: August 12 2016

Annexure I

Information required under Section 197 of the Companies Act 2013 read with Rule 5(1)of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules2016

i. The Ratio of the remuneration of each Director to the median remuneration of theemployees of the Company for the financial year 2015-16 and

ii. The percentage increase in remuneration of each Director Managing Director &Chief Executive Officer Chief Financial Officer and Company Secretary of the Company inthe financial year 2015-2016

Name & Designation Remuneration of each Director & KMP for Financial Year 2015-16 (Rs.) % increase/ decrease in remuneration in the Financial Year 2015-16 Ratio of remuneration of each Directors to median remuneration of employees
A. Directors
Mukund.P.Mehta -Managing Director 2400000/- - 1:12.6
*Paresh Mehta - Jt. Managing Director - - -
Bhavin.M.Mehta-Executive Director 1200000/- - 1:6.3
Mira Bhavin Mehta-Whole Time Director 1200000/- - 1:6.3
Deepu.K - Whole Time Director 2081940/- 15% 1: 0.9
Mukesh Shah -Independent Director - - -
Shailesh.H.Cheda -Independent Director - - -
Hemang Engineer-Independent Director - - -
Pankaj.O.Kamdar-Independent Director - - -
Ramesh B. Modi - Independent Director - - -
B. Key Managerial Personnel
**C.S. Krishnan -CFO 1201500/- - 1:6.3
***Nirmal Kumar-CS 127267/- - 1:.07

CFO - Chief Financial Officer; CS - Company Secretary.

Notes:

1. Median remuneration of all the employees of the Company for the financial year2015-16 is Rs.190680/-

2. *Resigned w.e.f. 13th April 2016.

3. **Ceased office w.ef 12th April 2016.

4. ***Resigned w.ef. 15th December 2015.

iii. The percentage increase in the median remuneration of employees in the financialyear 2014-15

Financial Year 2015 - 16 (Rs.) Financial Year 2014 - 15 (Rs.) Increase (%)
Median remuneration of all employees 190680/- 140470/- 35.74%

Note: The calculation of % increase in the median remuneration has been done based oncomparable employees.

iv. The number of permanent employees on the rolls of Company.

There were 89 permanent employees on the rolls of Company as on March 312016.

v. Average percentile increase already made in the salaries of employees other than themanagerial personnel in the last financial year and its comparison with the percentileincrease in the managerial remuneration and justification thereof and point out if thereare any exceptional circumstances for increase in the managerial remuneration.

The average increase of 35.74% in the salaries of employees was in line with the marketprojection the performance of the Company in the financial year 2015-16 the individualperformance of the employees the criticality of the roles they play and skills set theypossess. The there is no increase in the salary of the Managing Director during the yearunder review.

vi. Affirmation that the remuneration is as per the Remuneration Policy of the Company

Pursuant to Rule 5(1)(xii) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 it is affirmed that the remuneration paid to the Directors KMPsSenior Management and other employees of the Company is as per the Remuneration Policy ofthe Company.

For and on behalf of the Board of Directors

Place: Mumbai MUKUND MEHTA BHAVIN MEHTA
Date: August 12 2016 MANAGING DIRECTOR WHOLE-TIME DIRECTOR
[DIN: 00147876] [DIN:00147895]

Annexure II

Information required under Section 197 of the Companies Act 2013 read with Rule5(2)(a) of the Companies (Appointment and Remuneration of Managerial Personnel) AmendmentRules 2016

Name of employees Designation/ Nature of Duties Remuneration Received [Rs.] p.a. in Lacs Qualification Experience in years Age in years Date of commencement of employment Last employment held % of shareholding
Mukund Mehta Managing Director 24.00 Bcom BGL 31 63 12.05.1992 - 4.16
Deepu K Panankattil Wholetime Director 20.819 B.Tech. in Mech. Engg DFT 20 45 20.08.2009 Alice Pharma
Chitoor Seshadri Krishnan CFO 12.015 CWA 30 62 14.06.2013 Novartis -
Bhavin Mehta Wholetime Director 12.00 B Pharm 15 40 29.09.2007 - 0.78
Mira Mehta Wholetime Director 12.00 Bcom 8 38 01.03.2013 - -
Rama S Sharma Sr. Manager 11.748 Bsc 10 58 15.07.2007 - -
Archana S Kitkaru Q.A. Manager 8.538 M. Pharm 17 43 03.02.1999 - -
Simi Santosh Q.C. Manager 7.250 Bsc 1 47 01.08.2015 Cheryl lab Pvt. Ltd. -
Sachin Dilip Pol Dy. Mgr. Supply Chain 6.393 Bsc 6 36 06.12.2010 Chandre Bhagat Pharma
Janki Thirumalai Nambi Asst. Mgr. R.A. 4.800 B. Pharm 1 36 10.10.2015 Cipla Limited -

The above employees are related to the Directors of the Company. :

Names of Employees Names of employees who are relatives of any Director
Mukund Mehta Bhavin Mehta (Son)
Deepu K Panankattil -
Chitoor Seshadri Krishnan -
Bhavin Mehta Mukund Mehta (Father)
Mira Mehta Bhavin Mehta (Husband)
Rama S Sharma -
Archana S Kitkaru -
Simi Santosh -
Sachin Dilip Pol -
Janki Thirumalai Nambi -

For and on behalf of the Board of Directors

Place: Mumbai MUKUND MEHTA BHAVIN MEHTA
Date: August 12 2016 MANAGING DIRECTOR WHOLE-TIME DIRECTOR
[DIN: 00147876] [DIN:00147895]

Annexure - V

FORM NO. AOC -2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) ofthe Companies (Accounts) Rules 2014.

Form for Disclosure of particulars of contracts/arrangements entered into by thecompany with related parties referred to in sub section (1) of section 188 of theCompanies Act 2013 including certain arms length transaction under third proviso thereto.

1. Details of contracts or arrangements or transactions at Arm’s length basis.

SL. No. Particulars
Name (s) of the related party & nature of relationship NBZ Healthcare LLP Kilitch Estro Biotech PLC
Nature of contracts/arrangements/transaction Contract Manufacturing Manufacturing
Duration of the contracts/arrangements/transaction 5 Years 20 Years
Salient terms of the contracts or arrangements or transaction including the value if any Loan Linance Manufacturing by kilitch drugs india limited for NBZ Heathcare LLP Manufacturing of Nutractial
Date of approval by the Board 30th May 2013 11th November 2015
Amount paid as advances if any Nil Nil

For and on behalf of the Board of Directors

Place: Mumbai MUKUND MEHTA BHAVIN MEHTA
Date: August 12 2016 MANAGING DIRECTOR WHOLE-TIME DIRECTOR
[DIN: 00147876] [DIN:00147895]