| a) The Company has one class of equity shares having a par value of Rs.
10 each. Each shareholder is eligible for one vote per share held. In
view of the loss incurred during the year your directors regret their
inability to delcare any dividend for the year 2011 -12.
b) Details of shares held by share holders holding more than 5% of the
aggregate shares in the Company.
NOTE 1(A)
1. By virtue of Brentford Electric (India) Ltd. (Acquisition and
Transfer of Undertakings) Act, 1987, the Central Government took over
the undertaking of Brent ford Electric (India) Ltd. (BEIL) which has
vested in Andrew Yule & Co. Ltd., retrospectively from 1st April, 1986.
On the basis of the said order it seems that no money against Company's
investment in BEIL is realizable and hence such investment has been
written down to a nominal amount of Re.1/-.
2. The Break up value of shares of The Bengal Coal Co. Ltd., as per
latest available audited Balance Sheet is nil and hence such investment
has been written down to a nominal amount of Re. 1 /- and the shortfall
has been adjusted against Capital Reserve.
3. Following the nationalization of Transformer and Switchgear Ltd.
(TSL) on 17.11.1983, the Company's investment in TSL's Shares has been
written down to a nominal amount of Re. 1 /.
4. * Arising out of reorganization of share capital base of Essar
Steel Ltd. approved by Hon'ble Gujrat High Court vide Order dated
28th February, 2005. Company's holding has been re- allocated above
pursuant to the said Order.
5. ** Equity shares of Gabrial India Ltd. has been sub-divided to
Re.1/- in lieu of old shares of Rs. 10/- each.
6. Disclosure relating to investment in partnership firm in terms of
Clause 3(XII) of Part-ll, Schedule VI to the Companies Act, 1956.
i) Name of the Partnership Firm : BKNY & Co.,
ii) Name of all Partners :
a) The Bengal Coal Co. Ltd.
b) Katras Jherriah Coal Co. Ltd.
c) New Beerbhoom Coal Co. Ltd.
d) Yule Financing & Leasing Co. Ltd.
[iii] Total Capital of the partnership Firm : Rs.1,13,78,365
c) Since the Company is not a manufacturing Company, information
required under clause 4C of Part of Schedule VI of the Companies Act,
1956, has not been furnished.
d) Segment Report based on the guiding principles given in Accounting
Standerd on Segment reporting (AS-17) issued by the Institute of
Chartered Accountants of India. The Company's other business segments
are
i) Insurance Agency and other commission
ii) Artwork 7 Printing
iii) Others including Investment Income. There was no activity on lease
and related business during the year. The registration of leasing and
Hire Purchase business (under NBFC) has since been cancelled. In view
of discontinuance of primary activities e.g., leasing and Hire
purchase. Other segment result have not been identified being
insignificant amount.
e) As required by Accounting Standard (AS-18) Relented party Disclosures
issued by the Institute of Chartered Accountants of India are as
follows:
A. Associate Company - Andrew Yule & Co. Ltd.
- Hooghly Printinq Co. Ltd.
B. Mr. Phlip Matthews (Dy General Manager is considered the Key
Management personnel in regard with related party activities and has no
relative.
f) The detail of amount recognized in the Financial Statement in
respect of the following defined employees benefit schemes are
discounted in the table beilow. During the year transactional provision
of the Accounting Standard i.e AS-15 (Revised) in respect of gratuity,
excess plan assets as on 01.04.2010 Rs. 2,41,785/- have been credited
in the accumulated balance of Profit and loss Account as on 1st April,
2011.
Notes on Accounts
a. In view of the accumulated loss of the Company, the net worth has
become negative. The Company, however, is making effort in one hand to
settle and reduce the dues of depositors and on the other hand
endeavoring to reduce the loss by cost economy and venturing into
diversifying activities to generate surplus. The Company's loss has
been consistently arrested from the year 2000-01 onwards. The accounts
have thus been prepared on a going concern basis.
b. In response to the Company's application for extension of time
for repayment of matured fixed deposits and reconsideration of the rate
of interest payable to deposit holders from the date of maturity to the
date of payment, the Company Law Board (CLB) issued an adverse order
not considering the financial position of the Company. Hence, Company
applied to Hon'ble Kolkata High Court for revision of the said order.
Hon'ble Court has since disposed of Company's appeal directing CLB to
re-hear the matter, which is awaited.
c. The Company has relied on a legal opinion that the order of the
Company Law Board having contested and pending before the Hon'bie
Kolkata High Court, the directors of the Company are not disqualified
under Clause (g) of sub-section (1) of Section 274 of the Companies
Act, 1956 for default in repayment of public deposits together with
interest thereon.
d. Income Tax deducted at source on income from investments and others
amounted to.
e. Contingent Liabilities not provided for in respect of:
[i] Income Tax
Forum where dispute
Name of
Statute Nature of Dues Amount is pending
Income
Tax Act,
1961 Income Tax Dues. 4,57,58,453 CIT(Appeal)
In'view of legal opinion obtained from an eminent counsel and orders
issued by appellate authority, the management does not assume any
liability on this account.
Management does no percive any liability on settlement of the above
case.
Management does not percive any liability on settlement of the above
case.
[f] The Company has opened an ESCROW Account for investors' repayment
protrction under RBI's specific instructions and has balance as on
31.03.2011 Rs. 64,578/-. Therefore the Company does not percieve
transfer of separate and/or additional fund designed as Investors
Protection and Education Fund" u/s 205A of the Companies Act, 1956.
[g] There were no stipulations as regards repayment of unsecured loan
and interest taken from Andrew Yule & Co. Ltd.
[h] The accounting treatments as well as technical matters of Leased
Assets and Hire Purchase Assets will be appropriately taken care of by
the management.
[i] The details of amount recognized in the financial statement in
respect of the following defined employee benefit schemes are disclosed
in the table below. During the year transitional provision of the
Accounting Standard i.e. AS-15 (Revised) in respect of gratuity, excess
plan assets as on 01.04.2010 Rs. 2,41,785/- have been credited in the
accumulated balance of Profit and Loss Account as on 1st April, 2011.
| 