| 1. Rights, preferences, and restrictions attached to Equity shares
The Company has only one class of Equity shares having par value of
Rs.10/- each. Each holder of Equity share is entitled to one vote per
share.
The Company pays dividend to Equity share holders in Indian rupees. In
the event of the liquidation of the Company, the holders of Equity
shares will be entitled to receive remaining assets of the Company. The
distribution will be in proportion to the number of Equity shares held
by the shareholders.
2. CONTINGENT LIABILITIES AND COMMITMENTS
(Rs. in Lacs)
As at As at
30th June, 2014 30th June, 2013
(I) Contingent Liabilities
a) Letters of Credit 2,015.82 405.09
b) Bank Guarantees 182.04 305.37
c) Corporate Guarantees to Subsidiary 12,432.00 19,473.75
d) Disputed liability in respect of :
i) Income tax * 268.58 268.58
ii) Sales tax 29.19 -
iii) Service Tax 639.54 717.51
* Includes demand of Rs. 216.53/- lacs
decided in favour of the Company
but disputed by Income-tax Department.
(II) Claim against the Company not
acknowledged as debts
a) Interest on Unsecured Loan 578.99 -
b) Other - 224.00
(III) Commitments
a) Estimated amount of contracts
remaining to be executed on Capital 548.58 386.45
Account and not provided for.
3. The balance in respect of trade receivable, inter-division
balances, bank balances in few cases and loans & advances ar subject to
reconciliation/confirmations by the respective parties.
4. With a view to reducing the debts of the Company, the board of
directors has approved the proposal to restructure th Company's
business involving either raising of capital, hiving off assets or
other strategic options and have appointe advisers for this purpose.
The advisers have commenced due diligence of the Company's operations.
No strategy has yet been finalized. The slump sales transaction with
Torrent Pharmaceuticals Limited was completed & consummated on 29t
June,2014.
5. Some lenders have filed legal cases against the Company, its
directors and other officers under section 138 of the Negotiable
Instruments Act 1981. In some cases winding up petition under section
433 and 434 of the Companies Act1956 has also been filed. The Company
in some cases has made part payments and settlement negotiations are
initiate in other cases.
6. Some of the Non-convertible Debenture Holders have preferred legal
action against the Company for non-payment of Principle and interest
thereon.
7. Disclosure as per Accounting Standard 15 (Revised) "Employee
Benefits" as notified by the Companies (Accounting Standard) Rules,
2006.
Defined Benefit Plan
The Company provides gratuity benefits to its employees which is
defined benefit plan. The present value of obligation is determined
based on the actuarial valuation which recognizes each period of
service as giving rise to additional unit employee benefit entitlement
and measures each unit separately to build up final obligations.
8. Segment Information
The company is primarily engaged and deals in pharmaceuticals & related
products, which in the context of Accounting Standard-17, is the only
business segment and has been identified as the primary reporting
segment. Accordingly, the information appearing in these financial
statements relate to the aforesaid primary reporting segment.
Secondary segmental reporting is performed on the basis of the
geographical locations of customers. The geographical segments
considered for disclosure are based on the revenue within India
(including sales to customers located in India and service income
accrued in India) and revenues outside India (sales to customers
located outside India).
9. "The Company has sold and transferred its branded domestic
formulations business in India and Nepal to Torrent Pharmaceuticals
Limited on a slump sale basis. The proceed of sale and transfer was
primarily utilised to repay financial obligations to
banks/institutions. The Company has major liabilities towards vendors,
statutory dues, payment to fixed deposit holders and non-convertible
debenture holders. Although these events or conditions may cast
significant doubt on the Company's ability to continue as a going
concern, it has detailed plans to strengthen its business operations.
The Company is negotiating with the banks to infuse additional finance
to streamline its operations. Based on the detailed evaluation of the
current situation, plans formulated and active discussions underway,
the management is confident of raising adequate finance, rescheduling
debt and receiving continued support from the parties. The Company has
got strong and adequate fixed assets capital base to raise additional
resources and funds.
Therefore, the management holds the view that the Company will realize
its assets and discharge liabilities in the normal course of business.
Accordingly, the financial statements have been prepared on the basis
that the Company is a going concern and that no adjustments are
required to the carrying value of assets and liabilities."
10. Advances to sundry creditors under short term loans and advances
includes Rs. 851.59 Lacs advances to related parties on current
account/trade advance.
11. Related Party Disclosures
Related party disclosures, as required by AS-18, "Related Party
Disclosures" are given below :
(I) Names of the related parties and description of relationship:
A) Related parties where control exists
i) Subsidiaries Elder International FZCO Dubai, UAE
ii) Associates/ Joint Venture Elder Universal Pharmaceuticals
(Nepal) Private Limited
B) Enterprises over which key Elder Health Care Limited.
management personnel and their Elder Projects Limited.
relatives are able to Elder Instruments Private Limited.
exercise significant influence Maveer Prints Private Limited
E W F Pharmaceuticals Private
Limited.
Redle Pharmaceuticals Private
Limited
Akshaya Holdings Private Limited.
Anjay Prints Ansul Printers
C) Key Management Personnel Mr. Alok Jagdish Saxena
and their Relatives Mr. Yusuf Karim Khan
Mrs. Shalini Kumar
Note: Related party relationship is as identified by the company and
relied upon by the auditors.
12. The accounts for current financial year are for a period of fifteen
months as compared to twelve months accounting period for previous year
and hence to that extent the figures are not comparable.
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