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Meghmani Organics Ltd.

BSE: 532865 Sector: Agri and agri inputs
NSE: MEGH ISIN Code: INE974H01013
BSE 00:00 | 17 Oct 77.55 -2.10
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OPEN 81.20
PREVIOUS CLOSE 79.65
VOLUME 99452
52-Week high 129.40
52-Week low 69.45
P/E 21.02
Mkt Cap.(Rs cr) 1,972
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Sell Price 0.00
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OPEN 81.20
CLOSE 79.65
VOLUME 99452
52-Week high 129.40
52-Week low 69.45
P/E 21.02
Mkt Cap.(Rs cr) 1,972
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Meghmani Organics Ltd. (MEGH) - Director Report

Company director report

To

The Members

Meghmani Organics Limited

Your Directors have pleasure in presenting Twenty Fourth Annual Report and AuditedStatement of Accounts of the Company for the Financial Year ended on 31st March 2018.

1. FINANCIAL RESULTS

(Rs. in Lakhs)
PARTICULARS YEAR ENDED ON 31 MARCH 2018 YEAR ENDED ON 31 MARCH 2017
Revenue from Operations (Net of Excise Duty) 120978.18 102301.00
Other Operating Revenue 2822.01 2318.09
Revenue from Operations 123800.19 104619.09
Other Income 2610.59 1096.35
Total Revenue 126410.78 105715.44
Profit Before Finance Cost and Depreciation 19729.76 14416.78
Finance Cost 3087.17 3641.66
Depreciation 4261.95 3846.98
Profit Before Extra Ordinary Item & Tax 12380.64 6928.14
Exceptional item 235.82 381.06
Profit Before Tax 12144.82 6547.08
Payment and Provision of Current Tax 3050.00 2250.00
Deferred Tax Expenses/(Income) 1349.86 95.26
(Excess)/short provision of tax for earlier year 51.80 50.76
Profit After Tax 7693.16 4151.06

2. OVERVIEW OF COMPANY'S OPERATING RESULTS:- Sales:-

The Company is in the business of manufacturing of Pigments and Agrochemicals.

The Sales increased by Rs. 18677.18 Lakhs (18.26%) i.e. from Rs. 102301.00 Lakhs in FY2017 to Rs. 120978.18 Lakhs in FY 2018.

The Sales of Pigment Division increased by Rs. 6038.92 Lakhs (11.74%) i.e. from Rs.51428.05 Lakhs in FY 2017 to Rs. 57466.97 Lakhs in FY 2018.

The Sales of Agrochemical Division has increased by Rs. 15426.12 Lakhs (32.61%) i.e.from Rs. 47299.03 Lakhs in FY 2017 to Rs. 62725.15 Lakhs in FY 2018.

1) DOMESTIC SALES:-

The Domestic Sales decreased by Rs. (1618.75) Lakhs (4.81%) i.e. from Rs. 33635.52Lakhs in FY 2017 to Rs. 32016.77 Lakhs in FY 2018.

The Domestic Sales of Pigment Division decreased by Rs. (4362.78) Lakhs (27.95%) i.e.from Rs. 15604.46 Lakhs in FY 2017 to Rs. 11241.68 Lakhs in FY 2018.

The Domestic Sales of Agro Division increased by Rs. 2783.96 Lakhs (15.47%) i.e. fromRs. 17999.54 Lakhs in FY 2017 to Rs. 20783.50 Lakhs in FY 2018.

2) EXPORT SALES :-

The Export Sales increased by Rs. 20295.93 Lakhs (29.56%) i.e. from Rs. 68665.48 Lakhsin FY 2017 to Rs. 88961.41 Lakhs in FY 2018.

The Export Sales of Pigment Division increased by Rs. 10401.69 Lakhs (29.03 %) i.e.from Rs. 35823.60 Lakhs in FY 2017 to Rs. 46225.29 Lakhs in FY 2018.

The Export Sales of Agro Division increased by Rs. 12642.16 Lakhs (43.14%) i.e. fromRs. 29299.48 Lakhs in FY 2017 to Rs. 41941.64 Lakhs in FY 2018.

3) OTHER INCOME :-

Other Income increased by Rs. 1514.24 Lakhs mainly due to favorable Rupee- Dollarexchange rate.

4) PROFIT:-

Profit Before Tax (PBT) increased by Rs. 5597.74 Lakhs i.e. by (85.50%) while Profitafter Tax (PAT) increased by Rs. 3542.09 Lakhs i.e. by (85.33 %). PBT increased due to :(i) Higher Capacity Utilization.

(ii) Improved Sales Realization on account of Product Mix. (iii) Lower Finance cost onaccount of regular Repayment. (iv) Higher volume of Export Sales.

3. DIVIDEND:-

The Board of Directors has recommended payment of dividend at Rs. 0.40 per Equity Shareon 254314211 Equity Shares of Rs. 1/- each fully paid for Financial year 2017-18. Thedividend will entail an out flow of Rs. 1224.35 Lakhs including dividend distribution tax.The proposed dividend is tax free in the hands of shareholders.

During the year unclaimed dividend amount of Rs. 4.66 Lakhs pertaining to financialyear 2009-10 were transferred to Investor Education & Protection Fund (IEPF)established by the Central Government while Unclaimed Dividend relating to Financial Year2010-11 is due for transfer on 10.08.2018 to IEPF.

4. AUDITORS REPORT:-

There is no qualification reservation or adverse remarks or disclaimer made by theAuditors in their report on the Financial Statement of the Company for the Financial Yearended on 31st March 2018.

5. SHARE CAPITAL:-

The Paid up Equity Share Capital as on March 31 2018 was Rs. 2543.14 Lakhs. During theyear under review the Company has neither issued shares with differential rights as todividend voting or otherwise nor issued shares (including sweat equity shares) to theemployees or Directors of the Company under any Scheme. The Company has not issued anyconvertible instrument during the year.

No disclosure is required under Section 67(3)(c) of the Companies Act 2013 (Act) inrespect of voting rights not exercised directly by the employees of the Company as theprovisions of the said Section are not applicable.

6. FINANCIAL LIQUIDITY:-

Cash and Cash Equivalent as at 31 March 2018 was Rs. 122.51 Lakhs (Previous year Rs.105.33 Lakhs). The Company's working capital management is based on a well-organizedprocess of continuous monitoring and controls on Receivables Inventories and otherparameters.

7. CREDIT RATING:-

CRISIL has re-affirmed Long Term Rating CRISIL A +/ Stable and Short Term Rating CRISILA1 to its total Bank facility of Rs. 707.00 Crore vide its letterMEGORGN/197945/BLR/041800762 dated April 17 2018.

8. EXTRACT OF ANNUAL RETURN:-

As required by Section 92(3) of the Companies Act 2013 and the Rules framed thereunder the extract of the Annual Return in Form MGT 9 is annexed herewith as"Annexure B".

9. MEETINGS:-

BOARD MEETINGS:-

During the year Four Board Meetings were convened and held the details of which aregiven in the Corporate Governance Report.

AUDIT COMMITTEE MEETINGS:-

During the year Four Audit Committee Meetings were convened and held the details ofwhich are given in the Corporate Governance Report.

10. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:-

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements.

11. RELATED PARTY TRANSACTIONS (RPT):-

All contracts / arrangements / transactions entered into with Related Parties duringthe Financial Year were in the ordinary course of business and on an arm's length basis.There were no Materially Related Party Transactions i.e. transactions exceeding 10% of theannual consolidated turnover as per the last audited financial statements. Hence notransactions are required to be reported in Form AOC2.

The Company had also taken members' approval at its Annual General Meeting held on 26thJuly 2016 for entering into the transactions with Related Parties for the period of 3(Three) years i.e. from 01/04/2016 to 31/03/2019.

The Company has obtained prior Omnibus Approval of the Audit Committee for thetransactions which are of foreseen and repetitive nature. The transactions entered intopursuant to the Omnibus Approval so granted are audited and a statement giving the detailsof all Related Party Transactions is placed before the Audit Committee for their approvalon a Quarterly basis.

The policy on Related Party Transactions as approved by the Board is uploaded on theCompany's website may be accessed on the Company's website.

12. MATERIAL CHANGES:-

No material changes or commitments have occurred between the end of the calendar yearand the date of this report which affect the Financial Statements of the Company inrespect of the reporting year.

13. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS ANDOUTGO:-

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- Aand is attached to this report.

14. SUBSIDIARY COMPANIES:-

As provided in Section 136 of the Act the Balance Sheet Statement of Profit and Lossand other documents of the Subsidiary Companies are not being attached with the BalanceSheet of the Company. The Company will make available free of cost the Audited FinancialStatements of the Subsidiary Companies and the related detailed information to any memberof the Company who may be interested in obtaining the same. The Financial Statements ofthe Subsidiary Companies will also be kept open for inspection at the Registered Office ofthe Company and that of the respective Subsidiary Companies. The Consolidated FinancialStatements presented by the Company include financial results of its Subsidiary Companies

During the year under review the Company has incorporated a Wholly Owned Subsidiarynamely "Meghmani Agrochemicals Private Limited" on 23 August 2017.

The Company has following Five Subsidiaries.

Sr. No. Name of the Subsidiary Business
1. Meghmani Organics USA INC. (USA) Distribution Business
2. P T Meghmani Organics Indonesia (Indonesia) Distribution Business
3. Meghmani Overseas FZE - Sharjah - Dubai Distribution Business
4. Meghmani Agrochemicals Private Limited Chemical Manufacturing
5. Meghmani Finechem Limited Chemical Manufacturing

As provided under Section 129[3] of the Act and Rules made thereunder a statementcontaining the salient features of the Financial Statements of its subsidiaries in theformat prescribed under the rules is attached to the Financial Statements.

The policy relating to material Subsidiaries as approved by the Board may be accessedon the Company's website.

15. CONSOLIDATED FINANCIAL STATEMENT:-

In accordance with the Ind AS 110 on Consolidation of Financial Statements read withInd AS 28 on Accounting for Investments in Associates and Joint Ventures and as providedunder the provisions of the Companies Act 2013 [hereinafter referred to as"Act"] read with Schedule III to the Act and Rules made thereunder andAccounting Standards and Regulation as prescribed by Securities and Exchange Board ofIndia (SEBI) under SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 the Audited Consolidated Financial Statements are provided in the Annual Reportwhich show the Financial Resources Assets Liabilities Income Profits and Other Detailsof the Company its Associate Companies and its Subsidiaries after elimination of minorityinterest as a single entity.

The Consolidated Financial Statements have been prepared on the basis of the AuditedFinancial Statements of the Company and its Subsidiary Companies as approved by theirrespective Board of Directors.

Pursuant to the provisions of Section 136 of the Companies Act 2013 the FinancialStatements of the Company the Consolidated Financial Statements along with all relevantdocuments and the Auditor's Report thereon form part of this Annual Report. The FinancialStatements as stated above are also available on the website www.meghmani.com of theCompany.

16. DIRECTORS/ KEY MANAGERIAL PERSONNEL (KMP):-

CHANGES IN DIRECTOR:-

During the year under review:

(1) Mr. Jayaraman Vishwanathan an Independent Director resigned on 8th November 2017.

(2) Mr. Kantibhai Patel an Independent Director resigned on 10th February 2018.

(3) Mr. A. L. Radhakrishnan an Independent Director resident in Singapore wasappointed on 20th October 2017 resigned on 10th February 2018.

(4) Mr. Chinubhai Shah an Independent Director resigned on 14th May 2018.

(5) Mr. Manubhai Patel an Independent Non-Executive Director Mr. Bhaskar Rao and Mr.C. S. Liew an Independent Non-Executive Directors Resident in Singapore were appointed on10th February 2018.

At the last Annual General Meeting held on July 27 2017 the Members had re-appointedMr. Natwarlal Patel-Managing Director and Mr. Rameshbhai Patel - Executive Director of theCompany.

Mr. Anandbhabhai Patel Executive Director and Mr. Jayantibhai Patel ExecutiveChairman who retires by rotation and being eligible offer themselves for reappointment.The Board recommends their reappointment. The details of Directors seekingappointment/re-appointment at the ensuing Annual General Meeting has been provided in theNotice of the Annual General Meeting forming part of the Annual Report.

KEY MANAGERIAL PERSONNEL:-

Pursuant to Section 2(51) of the Companies Act 2013 read with the Rules framed thereunder the following persons have been designated as Key Managerial Personnel of theCompany:

1. Mr. Ankit Patel Chief Executive Officer (CEO) (w.e.f. 22.05.2017)

2. Mr. Kamlesh Mehta Company Secretary

3. Mr. Gurjant Singh Chahal Chief Financial Officer (CFO) (w.e.f. 10.02.2018) Duringthe year Mr. Raj Kumar Mehta CFO resigned on 31st December 2017.

17. INTERNAL AUDIT :-

The Internal Audit function reports to the Audit Committee of the Board which helps tomaintain its objectivity and independence. The scope and authority of the Internal Auditfunction is defined by Audit Committee. The Significant audit observations and correctiveactions thereon are presented to the Audit Committee of the Board.

M/s. C N K Khandwala & Associates Chartered Accountants has been reappointed asInternal Auditor for the Financial Year 2018-19.

18. FIXED DEPOSITS:-

During the year the Company has not accepted deposits from the public falling withinthe ambit of Section 73 of the Companies Act 2013 and the Rules framed there under.

19. INDEPENDENT DIRECTORS- DECLARATION OF INDEPENDENCE:-

The Independent Directors hold office for a fixed term of five years and are not liableto retire by Rotation. In accordance with Section 149(7) of the Companies Act 2013 eachIndependent Director has given a written declaration to the Company confirming that he/shemeets the criteria of Independence as mentioned under Section 149(6) of the Companies Act2013 and SEBI Regulations.

20. CORPORATE SOCIAL RESPONSIBILITY (CSR) :-

Your Company continued the social development schemes initiated in previous years.These projects covered the broad thematic areas of Livelihood Education Kanya KelwaniNidhi and Vanvasi Kalyan Yojana that are in compliant with Companies Act 2013.

During Financial Year 2017-18 the Company has spent an amount of Rs. 26.22 Lakhs(Previous year Rs. 87.98 Lakhs) towards the CSR activities. Total CSR amount to be spenttill 31st March 2018 is Rs. 180.20 Lakhs.

21. BOARD EVALUATION:-

Pursuant to the provisions of the Companies Act 2013 SEBI Regulations and SingaporeListing requirements the Board has carried out an annual performance evaluation of itsown performance the Directors individually as well as the evaluation of the working ofits Audit Nomination & Remuneration Committees. The manner in which the evaluationhas been carried out has been explained in the Corporate Governance Report.

22. REMUNERATION POLICY:-

The Board has on the recommendation of Remuneration Committee framed a policy forselection and appointment of Directors Senior Management and their remuneration. TheRemuneration Policy is stated in the Corporate Governance Report.

23. VIGIL MECHANISM / WHISTLE BLOWER POLICY:-

The Company has a WHISTLE BLOWER POLICY to deal with instance of unethical behaviouractual or suspected fraud or violation of the Company's code of conduct if any. Thedetails of the WHISTLE BLOWER POLICY are posted on the website of the Company.

24. CORPORATE GOVERNANCE:-

A Separate Section on Corporate Governance practices followed by the Company togetherwith a certificate from the Company's Auditors confirming compliance forms an integralpart of this report as per SEBI Regulations. This report also forms part of SingaporeStock Exchange listing requirements.

25. AUDITORS:-

(A) STATUTORY AUDITORS:-

M/s. SRBC & Co LLP Chartered Accountants Ahmedabad (Firm Regn. No. 324982E / E300003) was appointed as Statutory Auditors at the Annual General Meeting (23rd) held on27th July 2017 to hold office from the conclusion of 23rd Annual General Meeting (AGM)till the conclusion of 28th AGM i.e. for a period of five years (subject to ratificationof the appointment by the Members at every AGM held after this AGM).

To meet with the Singapore Listing Rules requirement the Company is required toappoint Joint Auditor based at Singapore. The Company has therefore decided to appointE&Y LLP Singapore as Joint Auditor for FY 2018-19 to comply with IFRS requirements ofSingapore Listing Rules.

(B) SECRETARIAL AUDITOR:-

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hadappointed M/s Shah & Associates a firm of Company Secretaries in Practice toundertake the Secretarial Audit of the Company for FY 2017-18. The Secretarial AuditReport is appended to this report.

(C) COST-AUDITOR:-

Pursuant to Section 148 of the Companies Act 2013 read with The Companies (CostRecords and Audit) Amendment Rules 2014 the Cost Audit records maintained by the Companyin respect of Certain Pigment and Agrochemicals products are required to be audited by aQualified Cost Accountant.

Your Directors on the recommendation of the Audit Committee appointed M/s. Kiran JMehta & Co. Cost Accountants (Firm Registration number 00025) to audit the CostAccounts of the Company for the Financial Year 2018-19.

A Resolution seeking appointment and remuneration payable to M/s. Kiran J Mehta &Co. Cost Accountants is included in the Notice convening the Annual General Meeting.

26. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:-

As per Clause 34(2) (e) of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 the Management Discussion and Analysis Report is appended to thisreport.

27. INSURANCE:-

The Company's Plant Property Equipments and Stocks are adequately insured under theIndustrial All Risk Policy. The Company has insurance coverage for Product LiabilityPublic Liability Marine coverage And Commercial General Liability (CGL). The Company hasDirectors' and Officers' Liability Policy to provide coverage against the liabilitiesarising on them.

28. FINANCE:- RENEWAL OF WORKING CAPITAL FACILITY:-

The Consortium Bank Members viz. State Bank of India ICICI BanK Limited HDFC BankLimited and Standard Chartered Bank has renewed Fund Based and Non Fund Based WorkingCapital Credit Facilities up to Rs. 40000 Lakhs. The Company has executed SecurityDocuments.

During the year ICICI Bank Limited has sanctioned Rupee Term Loan of Rs. 12500 Lakhsand Axis Bank Limited has sanctioned Rs. 12200 Lakhs (Comprising Term Loan of Rs. 9200Lakhs and Working Capital facility of Rs. 3000 Lakhs).

29. AGROCHEMICAL REGISTRATION:-

To date we have 260 Export Registrations including Co-partner Registrationsworld wide. The Company has 307 Registrations of Central Insecticides Board (CIB)Faridabad 35 Registered Trade Marks and 333 Export Registrations are inpipe line.

30. RESEARCH & DEVELOPMENT:-

During the year laboratory facility situated at Village Chharodi Ahmedabad has beengranted Certificate of GLP Compliance from National Good Laboratory Practice (GLP)Compliance Monitoring Authority (NGCMA) Department of Science and Technology Governmentof India vide certificate No. GLP/C-106/2017 dated 18th October 2017 for a period fiveyears up to 17.10.2020.

Research and Development (R & D) Center of the Company at Village Chharodi Taluka: Sanand District : Ahmedabad is registered by Council of Scientific & IndustrialResearch (CSIR) New Delhi. R & D Center carries out Development of off-patentmolecules improvements in process parameters time cycle optimization and scale up ofnew technology from laboratory to production level. During the year the Company has spentRs. 191.29 Lakhs (Previous year Rs. 157.13 Lakhs) as R& D expenses.

31. ANNUAL LISTING FEE:-

The Company has paid the Annual Listing Fees for the Financial Year 2018-19 to NationalStock Exchange of India Limited BSE Limited and Singapore Exchange.

32. ENVIRONMENT:-

As a responsible corporate citizen and as a chemicals manufacturer environmental safetyhas been one of the key concerns of the Company. It is the constant endeavour of theCompany to strive for compliant of stipulated pollution control norms. During the year theCompany has spent Rs. 2084.08 Lakhs (Previous year Rs. 1157.04 Lakhs).

33. INDUSTRIAL RELATIONS:-

The relationship with the workmen and staff remained co-ordial and harmonious duringthe year and management received full cooperation from Employees.

34. PARTICULARS OF EMPLOYEES:-

The applicable information required pursuant to Section 197 of the Companies Act 2013read with Rule (5) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 in respect of the employees are as under.

i. ratio of remuneration of each Director to the median employee's is 78. ii.percentage increase in remuneration of each Director CFO CEO CS or Manager if any iii.The percentage increase in the median remuneration of employees is 11%. iv. Thenumber of permanent employees on the rolls of Company is 1617.

v. The Sales Turnover of the Company has increased by 18.26% while the NetProfit by 85.33%. There is no direct relationship between average increase inremuneration of employee and Company performance.

vi. The Sales Turnover of the Company has increased by 18.26% while the NetProfit by 85.33%. There is no direct relationship between average increase inremuneration of KMP and Company performance.

Sr. No. Name Designation % increase
1 Mr. Jayanti Patel Executive Chairman 82%
2 Mr. Ashish Soparkar Managing Director 81%
3 Mr. Natwarlal Patel Managing Director 81%
4 Mr. Ramesh Patel Executive Director 55%
5 Mr. Anand Patel Executive Director 39%
6 Mr. Kamlesh Mehta Company Secretary 7%
7 Mr. Ankit Patel Chief Executive Officer Nil

vii. The Price earning ratio as at 31.03.2018 is 27.89 and 31.03.2017 was 22.88.

The Market Capitalisation as on 31.03.2018 was Rs. 214895 Lakhs (Share PriceRs. 84.50 per Equity Share) while on 31.03.2017 was Rs. 94859 Lakhs (SharePrice Rs. 37.30 per Equity Share)

The Company had made its IPO in 2007 at Rs. 19 /- per Equity Share of Rs. 1/-each. The Share price as on 31 March 2018 was Rs. 84.50/- per Equity Share of Rs.1/- each. The percentage increase in the market quotation was 344.74%

viii. There is no employee receiving remuneration in excess of the highest paidDirector.

ix. All the components of the remuneration are fixed and no components are variable.

x. The remuneration paid to Working Directors is as per Schedule V of the CompaniesAct 2013 and as per remuneration policy of the Company.

xi. Particulars of Employees:- Employed throughout the financial year receivingremuneration in aggregate not less than Rs. 60 lakhs.

(Rs. in Lakhs)
Sr. No. Name Salary Per Annum Perquisites Per Annum Performance Bonus Total
1 Mr. Jayanti Patel 60 7.79 100 167.79
2 Mr. Ashish Soparkar 60 7.67 100 167.67
3 Mr. Natwarlal Patel 60 7.67 100 167.67
4 Mr. Ramesh Patel 60 7.66 60 127.66
5 Mr. Anand Patel 60 7.28 40 107.28
Total 300 38.07 400 738.07

xii. No Employee was employed for a part of the financial year at an aggregate salaryof not less than Rs. 5 lakhs per month.

xiii. No one was employed through out the financial year or part thereof receivingremuneration in excess of the amount drawn by Managing Director.

35. DIRECTORS' RESPONSIBILITY STATEMENT:-

To the best of their knowledge and belief and according to the information andexplanations obtained by them your Directors make the following statement in terms ofSection 134 of the Companies Act (Act):

a) In the preparation of the Annual Accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

b) The Directors had 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 31st March 2018 and of the profitof the Company for the period ended on 31st March 2018.

c) The Directors had 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 had prepared the Annual Accounts on a Going Concern Basis;

e) The Directors had laid down Internal Financial Controls (IFC) and that such InternalFinancial Controls are adequate and have been operating effectively.

f) The Directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems have been found adequate and operatingeffectively.

ACKNOWLEDGMENT:-

Your Directors thank various Central and State Government Departments Organizationsand Agencies for the continued help and co-operation extended by them. The Directors alsogratefully acknowledge all stakeholders of the Company viz. Customers Members DealersVendors Banks and other Business Partners for the excellent support received from themduring the year.

The Directors place on record their sincere appreciation to all Employees of theCompany for their unstinted commitment and continued contribution to the Company.

For and on behalf of the Board
Jayanti Patel
Date: 26 May 2018 Executive Chairman
Place: Ahmedabad DIN - 0007224

ANNEXURE TO THE DIRECTRS REPORT

ANNEXURE-A

1. CONSERVATION OF ENERGY:

A Energy conservation measures taken Pigment :- Vatva Plant
1) Installed new Air compressor at boiler as per the Energy audit report.
2) Installed new chilling plant of 60TR instead of 100 TR as per the energy audit report.
3) Replaced LED lightening instead of normal lightening as per energy audit report.
4) Replacement of cooling towers pumps as per energy audit report.
5) ETP Sludge dryer installed to reduce sludge quantity.
6) Replacement of both the cooling towers of plant process.
7) Installed new R.O. Plant for both the cooling towers to avoid scaling in plant Heat Exchangers.
Pigment :- Panoli
1) Application of Delta Star Convertor for Under loaded Motors
2) Replaced LED Light in place of conventional tube light
3) Reduction of high discharge pressure & overhauling of utility screw
4) Replaced existing compressor with new compressor
5) Replacement of existing raw water pump for process
6) Replacement of existing recirculation pump
7) Performance improvement of chilling plant Boiler1 &2
8) Energy saving through heat recovery in Alpha plant. Agrochemicals:-
1) Performance improvement of Coal fire boiler
2) Power factor improvement by APFC
3) Refurbishment of Plant A & B Cooling Tower pump by new impeller & temperature controller in tower
B Additional investments and proposals if any being implemented for reduction of consumption of energy -
C Impact of the measures at (a) & (b) above for reduction of the energy consumption and consequent impact on the cost of production of goods. Pigment Vatva Plant:- Saving of Rs. 4.0 Lakhs per month as saving by energy audit scheme.
Pigment Panoli Plant We have saved unit 1224544 KWH/ Rs.150 Lakhs (Approximately)
D Total energy consumption and energy consumption per unit of production As per Form A

FORM A

Form for disclosure of particulars with respect to conservation of Energy

Particulars 2017-18 2016-17
A Power Consumption
1 Electricity Consumption
(a) Purchase
Unit KWH 76373315 68782556
Total Amount Rs. 474864455 465727959
Rate/Unit Rs./ KWH 6.22 6.77
(b) Own Generation through Diesel Generator
Unit KWH - 50542
Total Amount KWH - 1331109
Cost/Unit Rs./ KWH - 26.34
(c) Own Generation through steam Turbine/Generator
Unit KWH 280574 241464
Total Amount Rs. 32.36525 2123950
Cost / Unit Rs./ KWH 11.54 8.80
2 Coal (Specify Quality and Used)
Stem Generated (MT) 274750 309035
Consumption of Coal /Lignite /Others (MT) 55014 63039
Gas Consumption (In 1000 Cubic Meter) 191 280
Cost per Unit (KG) 1.05 0.85
3 Others/Internal Generations
B Consumption per unit of
Production in (MT) 44413 32025
Electricity (Rs./MT) 10765 14651

2. TECHNOLOGY ABSORPTION:

Form B

A. Form for disclosure of particulars with respect to Technology Absorption Research& Development

1 Specific areas in which R & D is carried out by the Company. Pigment :-
1. Alpha Blue: Sulfuric Acid consumption reduced by1%
2. Beta Blue 15:3 : Addition of 1% Sulpho CPC to EER grade Beta
Agrochemicals:-
1. Improvement in existing manufacturing Process of Agrochemical Products
2. GLP Study Generating Data
2 Benefits derived as a result of the above R & D. Pigment :-
1. Cost of production of Alpha Blue reduced.
2. Improved the suitability for Vinyl Ink for local various customers.
Agrochemicals:-
1. Reduction in cost of production as a result of process improvement
2. GLP Study data helps reduces the cost of overseas Export Registration.
3 Future Plan of Action To Reduce the Filter Pressure value of Alpha 15:1 BK-P
4 Expenditure on R & D Rs. 191.29 Lakhs
B. Technology Absorption Adoption and Innovation:
A Efforts in brief made towards technology absorption adaptation and innovation. -
B Benefits derived as a result of the above efforts e.g. Product improvement cost reduction product development import substitution etc. -
C IImported technology (imported during the last 5 years reckoned from the beginning of the financial year. During the last five years no technology has been imported by way of foreign collaboration or otherwise for the existing products of the Company.

3. Foreign Exchange Earnings and Outgo:

Foreign Exchange Earnings: - Rs. 87912.70 Lakhs

Foreign Exchange Outgo: - Rs. 10115.96 Lakhs

For and on behalf of the Board of Directors
Place : Ahmedabad (Jayanti Patel)
Date : 26.05.2018 Executive Chairman
DIN-00027224