AMBANI ORGANICS LIMITED

ANNUAL REPORT
2017-2018
 CORPORATE INFORMATION

Board of Directors and Key Managerial Personnel:

Apooni Rakesh Shah (DIN: 00503116) Chairman & Wholetime Director

Rakesh Hasmukhlal Shah (DIN: 00503074) Managing Director

Sharad P Kothari (DIN: 08029922) Executive Director

Sanjay Natwarlal Mehta (DIN: 08100745) Additional Independent Director

Prakash Anna Mahanwar (DIN: 08100755) Additional Independent Director

Dilipkumar Mehta (DIN : 08122334) Additional Director

Paresh Harsuklal Shah CEO (KMP)

Bhavesh Babulal Pandya CFO (KMP)

Vaijanti Vinod Sawant Company Secretary and Compliance

Officer (appointed w.e.f. 09th August,2018)
 OTHER INFORMATION

Registered Office: N 44 MIDC Tarapur, Boisar Thane 401506

Corporate Office: 801, 8th Floor,"351-ICON", Next to Natraj Rustomji,
W.E.Highway, Andheri (East), Mumbai-400069, India.

Tel/Fax: 022 26833778/26827541/ 26822027/2028

Web: www.ambaniorganics.com
E-Mail id: [email protected]/
[email protected]

Banker: Listing:
Union Bank, Mumbai National Stock Exchange of India Ltd
Exchange Plaza, Plot no. C/1, G Block,
Bandra-Kurla Complex, Bandra (East),
Mumbai - 400 051
Listed w.e.f. 18.07.2018

Statutory Auditors: Registrar & Transfer Agent:

M/s. Shambhu Gupta & Co Universal Capital Securities Pvt Ltd.
Chartered Accountants, 21, Shakil Niwas, Opp. Satya Saibaba Temple
512-513, Manish Chamber, Mahakali Caves Road, Andheri (East),
Opp Hotel Karan Palace, Mumbai - 93
Sanawala Road, Goregaon (East), T:+91 (22) 2820 7203-05 / 2825 7641
Mumbai- 400063, Maharashtra F: +91 22 2820 7207
Tel No.: 022-42661638/40214937 Website: www.unisec.in
Email id: [email protected]
Contact Person: Partner CA Rajkumar Khatod

Contact Details for Investors:

801, 8th Floor,"351-ICON", Next to Natraj Rustomji, W.E.Highway,
Andheri (East), Mumbai-400069, India.
Tel/Fax: 022 26833778/26827541/ 26822027/2028
Web: www.ambaniorganics.com
E-Mail id: [email protected]/
[email protected]
 LETTER TO SHAREHOLDERS

Dear Shareholders,

I Rakesh Hasmukhlal Shah (Managing Director), heartily welcome you all, having joined
AMBANI ORGANICS LIMITED family with your participation in our maiden public offer.
It is my desire and wish that this association of ours, will strengthen our hands in to reach
glorious heights.

We are fortunate and humbled by the response received for the Initial Public Offering (IPO) of
the shares of Ambani Organics Limited, which was listed in the financial year 2017-18 on 18th
July, 2018 on NSE EMERGE SME Platform.

The support given to the IPO was very heart warming and I would like to thank all our
investors for showing confidence and trust in management capabilities of Ambani Organics
Limited.
 AMBANI ORGANICS LIMITED
CIN: U24220MH1985PLC036774
Regd Office: N 44 MIDC Tarapur, Boisar Thane-401506
Corporate Office: 801,8th Floor,"351-ICON", Next to Natraj Rustomji, W.E.Highway,
Andheri (East), Mumbai-400069
Ph- 022 26833778/26827541/ 26822027/2028
Web: www.ambaniorganics.com
E-Mail id: [email protected]/ [email protected]

NOTICE

Notice is hereby given that 32nd Annual General Meeting of the members of Ambani Organics
Limited will be held on Thursday, 27th September, 2018 at 11:30 a.m. at the registered office of
the Company situated at N 44 MIDC Tarapur, Boisar Thane - 401506 to transact the following
businesses :-

ORDINARY BUSINESS:

1. Adoption of Financial Statement

To receive, consider and adopt (a) the Audited Standalone Financial Statements of the
Company for the financial year ended March 31, 2018, together with the Reports of the
Board of Directors and the Auditors thereon; (b) the Audited Consolidated Financial
Statements of the Company for the financial year ended March 31, 2018, together with the
Report of the Auditors thereon.

2. Re- appointment of Ms. Apooni Rakesh Shah (DIN: 00503116) as a Director liable to
retire by rotation

To appoint a director in place of Ms. Apooni Rakesh Shah (DIN: 00503116) the Director
who retires by rotation at this meeting and being eligible, offers himself for re-
appointment.

SPECIAL BUSINESS:

3. Regularization of Additional Independent Director Mr. Prakash Anna Mahanwar

(DIN: 08100755) as a Non- Executive Independent Director:

“RESOLVED THAT pursuant to the provisions of Section 161(1) of the Companies Act,
2013 and Articles Of Association of the company, Mr. Prakash Anna Mahanwar (DIN:
08100755) who was appointed as an Additional Director at the meeting of the Board of
Directors of the Company held on 02nd April, 2018, and who holds office up to the date of
ensuing Annual General Meeting of the Company and in respect of whom a notice has
 been received from the member in writing, under section 160 of the Companies Act, 2013
be and is hereby appointed as the Non- Executive Independent Director of the Company

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby
authorised to take all the steps as may be necessary to give complete effect to this
resolution.”

4. Regularization of Additional Independent Director Mr. Sanjay Natwarlal Mehta (DIN:

08100745) as a Non- Executive Independent Director:

“RESOLVED THAT pursuant to the provisions of Section 161(1) of the Companies Act,
2013 and Articles Of Association of the company, Sanjay Natwarlal Mehta (DIN:
08100745) who was appointed as an Additional Director at the meeting of the Board of
Directors of the Company held on 02nd April, 2018, and who holds office up to the date of
ensuing Annual General Meeting of the Company and in respect of whom a notice has
been received from the member in writing, under section 160 of the Companies Act, 2013
be and is hereby appointed as the Non- Executive Independent Director of the Company

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby
authorised to take all the steps as may be necessary to give complete effect to this
resolution.”

5. Regularization of Director Mr. Dilipkumar Mehta (DIN: 08122334) as a Director:

“RESOLVED THAT pursuant to the provisions of Section 161(1) of the Companies Act,
2013 and Articles Of Association of the company, Mr. Dilipkumar Mehta (DIN: 08122334)
who was appointed as an Additional Director at the meeting of the Board of Directors of
the Company held on 28th April, 2018, and who holds office up to the date of ensuing
Annual General Meeting of the Company and in respect of whom a notice has been
received from the member in writing, under section 160 of the Companies Act, 2013 be
and is hereby appointed as the Director of the Company.

ESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby
authorised to take all the steps as may be necessary to give complete effect to this
resolution.”

Date: 01st September, 2018 For Ambani Organics Limited

Place: Mumbai
Sd/-
Rakesh Shah
Managing Director
(DIN: 00503074)
NOTES:

1. The Statement pursuant to Section 102 of the Companies Act, 2013 (Act), in respect of the
business as set out in the Notice is annexed hereto.

2. A Member entitled to attend and vote is entitled to appoint a proxy to attend and vote
instead of himself/herself and the proxy need not be a Member. A person can act as a
proxy on behalf of members, not exceeding fifty and in the aggregate not more than 10%
of the total share capital of the company, carrying voting rights. A member holding more
than 10% of the total share capital of the company carrying voting rights may appoint a
single person as proxy and such person shall not act as a proxy for any other person or
shareholder. The proxy forms should be lodged with the Company at its Registered Office
at least 48 hours before commencement of the meeting.

3. Relevant documents and registers will be available for inspection by the members at the
Registered Office of the Company on the date of AGM.

4. The instrument of Proxy, in order to be effective, should be duly completed and deposited
at the Registered Office of the Company not less than 48 hours before the commencement
of the AGM. A Proxy Form is annexed to this Notice. Proxies submitted on behalf of
limited companies, societies, etc. must be supported by appropriate resolution or authority
as applicable.

5. Members/Proxy holder/Authorised Representative are requested to bring duly filled

Attendance Slip enclosed herewith along with their copy of the Notice to attend the
Meeting.

6. In case of joint holders attending the Meeting, the first holder as per the Register of
Members of the Company will be entitled to vote.

7. Electronic copy of the Notice is being sent to all the Members whose email addresses are
registered with the Company/Depository Participant(s) for communication purposes
unless any Member has requested for a hard copy of the same. For Members who have not
registered their email address, physical copy of the Notice is being sent in the permitted
mode. Members may note that this Notice will also be available on the Company's website
i.e. www.ambaniorganics.com

8. The Corporate Members intending to send their authorized representative(s) to attend the
AGM are requested to send a duly certified copy of the Board Resolution authorizing their
representative(s) to attend and vote at the AGM.

9. The register of members and transfer books of the company shall remain closed from
Friday, 21st September, 2018 to Thursday, 27th September, 2018 (both days inclusive) for
this Annual General Meeting and for determining the names of members eligible for
dividend on Equity Shares, if declared at a meeting.

10. The Annual Report of the Company, circulated to the Members of the Company will also
be made available on the Company's website at www.ambaniorganics.com
11. In compliance with Section 108 of the companies Act, 2013 read with the Companies
(Management and Administration) Rules, 2014 and regulation 44 of the Listing
Regulation, the company is not providing e-voting facility as SME listed company is not
required to provide e-voting facility

12. The route map showing directions to reach the venue of the AGM is annexed and forms
part of the Notice.
 ANNEXURE TO THE NOTICE

Details of the Directors seeking appointment/re-appointment at the forth coming Annual

General Meeting:

Name of Director Prakash Anna Mahanwar Sanjay Natwarlal Mehta Dilipkumar Mehta

DIN 08100755 08100745 08122334

Date of Birth 01/06/1967 09/02/1967 13/07/1952

Date of first 02/04/2018 02/04/2018 28/04/2018

Appointment

Qualification Doctorate of Philosophy Diploma in Man-Made Bachelor‟s degree in

(Technology) Textiles Chemistry and Science from the Mumbai
Diploma in Marketing University
Management of Textiles

Expertise in specific He was awarded his He holds Diploma in He holds a Bachelor‟s

functional areas and Doctorate of Philosophy Man-Made Textiles degree in Science from the
experience (Technology) in “Plastics Chemistry and Diploma Mumbai University. He is
Technology” by the in Marketing a businessman dealing in
Mumbai University in Management of Textiles chemicals for Paper Board
1999. He is a professor of from The Silk and Art Silk Industries.
Polymer Technology at Mills Research
Institute of Chemical Association, Diploma in
Technology, Mumbai. Business Management
from the Indian
Merchants‟ Chambers.
Presently, he is a
proprietorship of Rhea
Fashion and is also a
manufacturer of silk
apparels

Directorship held in -- -- --
other Companies

Committee positions Nil Nil Nil

held in other
Companies

No. of Equity Shares Nil Nil Nil

held in the Company
as on 31.03.2018
EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES
ACT, 2013 (“THE ACT”)

The following Statement sets out all material facts relating to the Special Business mentioned
in the accompanying Notice.

Item No. 3:

Mr. Prakash Anna Mahanwar who has been appointed as an Additional Director of the
Company pursuant to the provision of Section 161(1) of the Companies Act, 2013 and the
Articles of Association of the Company effective from 02nd April, 2018, holds office upto the
date of this Annual General Meeting and is eligible for appointment as a Director.

Mr. Prakash Anna Mahanwar is not disqualified from being appointed as Director in terms of
Section 164 of Companies Act, 2013 and has given his consent to act as Director. Accordingly,
the Board recommends the resolution in relation to appointment of Mr. Prakash Anna
Mahanwar as a Non Executive Independent Director, for the approval by the shareholders of
the Company.

Item No. 4:

Mr. Sanjay Natwarlal Mehta who has been appointed as an Additional Director of the
Company pursuant to the provision of Section 161(1) of the Companies Act, 2013 and the
Articles of Association of the Company effective from 02nd April, 2018, holds office upto the
date of this Annual General Meeting and is eligible for appointment as a Director.

Mr. Sanjay Natwarlal Mehta is not disqualified from being appointed as Director in terms of
Section 164 of Companies Act, 2013 and has given his consent to act as Director. Accordingly,
the Board recommends the resolution in relation to appointment of Mr. Sanjay Natwarlal
Mehta as a Non Executive Independent Director, for the approval by the shareholders of the
Company.

Item No. 5:

Mr. Dilipkumar Mehta who has been appointed as an Additional Director of the Company
pursuant to the provision of Section 161(1) of the Companies Act, 2013 and the Articles of
Association of the Company effective from 28th April, 2018, holds office upto the date of this
Annual General Meeting and is eligible for appointment as a Director.

Mr. Dilipkumar Mehta is not disqualified from being appointed as Director in terms of Section
164 of Companies Act, 2013 and has given his consent to act as Director. Accordingly, the
Board recommends the resolution in relation to appointment of Mr. Dilipkumar Mehta as a
Director, for the approval by the shareholders of the Company

Date: 01st September, 2018 For Ambani Organics Limited

Place: Mumbai
Sd/-
Rakesh Shah
Managing Director
(DIN: 00503074)
 ATTENDANCE SLIP
(To be presented at the entrance)

Annual General Meeting On 27th day of September, 2018 AT 11.30 A.M. AT N 44 MIDC
Tarapur, Boisar Thane 401506

I hereby record my presence at the Annual General Meeting of the Company held on 27th day
of September, 2018 AT 11.30 A.M. AT N 44 MIDC Tarapur, Boisar Thane 401506.

Folio No. ______________________DP ID No. ______________________Client ID No.

___________________________

Name of the Member: ___________________________________________ Signature:

__________________________

Name of the Proxyholder/ Authorised Representative ___________________Signature:

___________

Note:

1. Only Member/Proxyholder/Authorised Representative can attend the Meeting.

2. Member/Proxyholder/Authorised Representative should bring his/her copy of the
Notice of the EGM for reference at the Meeting.
 PROXY FORM

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014]

Name of the Member(s): ___________________________________________________________

Registered address: ________________________________________________________________

E-mail Id: ________________ Folio No./Client ID No. ______________DP ID No. __________

I/We, being the member(s) of____________ Equity Shares of Ambani Organics Limited,
hereby appoint:

1. Name: ______________________________ E-mail Id: ________________________________

Address: ______________________________________________________________________
_____________________________________Signature: ___________________ or failing him

2. Name: _______________________________________ E-mail Id: _______________________

Address: ______________________________________________________________________
_____________________________________Signature: ____________________or failing him

3. Name: _______________________________ E-mail Id: _______________________________

Address: ______________________________________________________________________
_____________________________________Signature: ________________________________

as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the
Annual General Meeting on 27th day of September, 2018 AT 13.00 A.M. AT N 44 MIDC
Tarapur, Boisar Thane 401506and at any adjournment thereof in respect of such resolutions as
are indicated below:

** I wish my above Proxy to vote in the manner as indicated in the box below:

Resolution
Resolution For Against
No.
Ordinary Business
Adoption of Financial Statements along with Directors and
1
Auditor‟s Report thereon
2 Re-appointment of Mr. Rakesh Shah who retires by rotation
Appointment of Shambhu Gupta & Co., Chartered
3 Accountant, (Firm Registration No. 007234C) as Auditors and
fixing their remuneration.

Special Business
Regularization of Mr. Prakash Mahanwar as a Non-Executive
4
Independent Director.
5 Regularization of Mr. Sanjay Mehta as a Non-Executive
 Independent Director.
6 Regularization of Mr. Dilipkumar Mehta as a Director.

Signed this _____________ day of _____________________2018 Affix

Revenue
Stamp

Signature of Shareholder ____________________________ Signature of Proxy holder(s)

___________________

NOTES:

1. This Form of Proxy in order to be effective should be duly completed and deposited at the
Registered Office of the Company, not less than 48 hours before the commencement of the
Meeting.
2. **This is only optional. Please put a „√‟ in the appropriate column against the resolution
indicated in the Box. If you leave the „For‟ or „Against‟ column blank against the
resolution, your Proxy will be entitled to vote in the manner as he/she thinks appropriate.
3. Appointing proxy does not prevent a member from attending in person if he so wishes.
4. In case of joint holders, the signature of any one holder will be sufficient, but names of all
the joint holders should be stated.
 BOARD OF DIRECTOR‟S REPORT

To,
The Members,
AMBANI ORGANICS LIMITED

The Board of Directors of your Company take pleasure in presenting the standalone and
consolidated reports on the operational and business performance, along with the audited
financial statements for the financial year ended March 31, 2018.

KEY FINANCIALS:

The financial performance of the Company for the financial year ended March 31, 2018, is
summarized below:

Particulars Standalone Consolidated

2017-18 2016-17 2017-18 2016-17
(Rs.) (Rs.) (Rs.) (Rs.)
Revenue from Operations (Net 655,814,834 528,984,916 655,814,834 528,984,916
of Excise) and Other Income
Other Expenses 606,387,842 490,800,891 607,444,614 491,044,252
Finance Charges 20,992,344 19,274,394 20,993,115 19,352,054
Depreciation 5,966,260 4,782,579 6,378,650 4,782,579
Profit before exceptional items 22,468,388 14,127,051 20,998,455 13,806,030
and Tax
Exceptional Items 7,635 1,881,762 (101,205) 1,881,762
Profit before Tax 22,460,753 12,245,289 21,099,660 11,924,268
Provision for Tax:
 Tax adjustment of 264,949 - 264,949 -
earlier year
 Deferred tax (5,429,994) (3,781,615) (3,164,309) (3,781,615)
Net Profit After Tax 16,765,810 8,463,674 17,670,402 8,142,653
Profit carried to Balance Sheet 16,765,810 8,463,674 17,670,402 8,142,653

1. FINANCIAL HIGHLIGHTS

Standalone:

During the year under review, the sales and other income increased from Rs. 528,984,916/-
to Rs. 655,814,834/- as compared to previous year. The Net Profit after tax stood at Rs.
16,765,810/- as against profit of Rs. 8,463,674/- in the previous year.

Consolidated:

During the year under review, the sales and other income decreased from Rs.
528,984,916/- to Rs. 655,814,834/- as compared to previous year. The Net profit after tax
stood at Rs. 17,670,402/- as against Net loss of Rs. 8,142,653/- in the previous year.
2. CAPITAL STRUCTURE

The Authorized Share Capital of the Company is Rs. 40,000,000/- (Rupees Four Crores)
divided into 4,000,000 (Forty Lakhs) Equity shares of Rs. 10/-

The paid up Equity Share Capital as at March 31, 2018 stood at Rs. 38,106,950/- (Rupees Three
Crore Eighty One Lakhs Six Thousand Nine Fifty). During the year under review, your
Company has not issued shares with differential voting rights nor as granted any stocks
options or sweat equity.

3. DIVIDEND

In order to preserve funds for future business endeavours, your directors do not recommend
dividend.

4. DEPOSIT

Your Company did not raise any public deposit during the year. There was no public
outstanding as at the beginning or end of the year ended on 31st March, 2018

5. CHANGES IN NATURE OF BUSINESS

There is no significant change made in the nature of the company during the financial year.

6. NAME OF THE COMPANIES, WHICH HAVE BECOME OR CEASED TO BE

SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

The Company has two Subsidiary Companies i.e. Omega Woven Mills Private Limited and
Om Maruti Glasswool & Wirenetting Products Private Limited. However, the Company does
not have any Joint Venture and Associate Company. The details relating to the same are given
in “Annexure-A”.

7. RISK MANAGEMENT AND INTERNAL CONTROL SYSTEM

Your Company has a well-defined risk management framework in place. The risk
management framework works at various levels across the enterprise. These levels form the
strategic defence cover of the Company‟s risk management. Though the various risks
associated with the business cannot be eliminated completely, all efforts are made to
minimize the impact of such risks on the operations of the Company.

The Company on various activities also puts necessary internal control systems in place
across the board to ensure that business operations are directed towards attaining the stated
organizational objectives with optimum utilization of the resources.

8. RELATED PARTY TRANSACTIONS

All related party transactions entered into during F.Y 2017-18 were on an arm‟s length basis
and in the ordinary course of business. Accordingly, the disclosure of related party
transactions, as required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable to
the Company.

The details of the transactions with related parties are provided in the accompanying financial
statements.

9. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR

TRIBUNALS

There were no significant and material orders passed by any Regulators or Court or Tribunal
which would impact the going concern status of the Company and its future operations.
10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The details relating to loans or guarantees or investments covered under the provisions of
section 186 of the Companies Act, 2013 during the Financial Year 2017-18 forms part of the
Financial Statement.

11. TRANSFER TO RESERVES

During the financial year 2017-18 under review, the Company does not propose to transfer
any amount to General Reserve.

12. DIRECTORS

Retire by Rotation- Apponi Rakesh Shah

In accordance with the provisions of the Companies Act, 2013 and Articles of Association of
the Company, Ms. Apooni Rakesh Shah , Director (DIN: 00503116) of the company is liable to
retire by rotation in the 32nd Annual General Meeting and being eligible, he offer himself for
re-appointment.

Change in Directors and Key Managerial Personnel

During the year, Mr. Sharad P Kothari is appointed on the Board as an Executive Director of
the Company to look into the affairs of the Company on day to day basis.

Mr. Prakash Anna Mahanwar, Mr. Sanjay Natwarlal Mehta has been appointed as an
Additional Director of the Company pursuant to the provision of Section 161(1) of the
Companies Act, 2013 and the Articles of Association of the Company who all holds office
upto the date of this AGM and is eligible for appointment as a Director.

All three Directors have given their consent to continue as a director in the company.
Accordingly, the Board recommends the resolution in relation to their appointment in this
AGM for the approval shareholders of the Company.

13. KEY MANAGERIAL PERSONNEL

Pursuant to the Section 2(51) and provisions of Section 203 of the Companies Act, 2013 read
with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Key Managerial Personnel (KMP) of the Company as on 31st March, 2018 are as follows:

 Mr. Rakesh Hasmukhlal Shah (DIN: 00503074), Managing Director of the Company.

 Mr. Paresh Harsuklal Shah, Chief Financial Officer (CFO) of the Company appointed as on
02nd April, 2018

 Mr. Bhavesh Babulal Pandya, Chief Financial Officer (CFO) of the Company appointed as on
02nd April, 2018

 Ms. Honey Magia, Company Secretary & Compliance Officer of the Company.

a. Declaration by Independent Directors:

All the Directors of the Company have confirmed that they are not disqualified
from being appointed as Director in terms of Section 164 (2) of the Companies
Act, 2013.

All Independent Directors have given declarations that they meet the criteria of
independence as laid down under Section 149 (6) of the Companies Act, 2013
and as per Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
 At the time of appointment of an Independent Director, the Company issued a
formal letter of appointment outlining his / her role, function, duties and
responsibilities as a director. The formal letter of appointment is hosted on the
website of the Company.

b. Familiarization programme for Independent Director:

The Company proactively keeps its Directors informed of the activities of the
Company, its Management and operations and provides an overall industry
perspective as well as issues being faced by the industry.

14. BOARD EVALUATION

In compliance with the provisions of the Companies Act, 2013 and other provisions, if any,
the Board has carried out an annual performance evaluation of its own performance, the
directors individually as well as the evaluation of the working of its Nomination &
Remuneration Committee and Shareholder‟s Grievance Committee.

15. MEETING OF BOARD OF DIRECTORS

A) Number of Board Meetings in the year (2017- 18)

The Board met 9 times during the financial year 2017-18 on 18/05/2017, 27/07/2017,
12/10/2017, 05/12/2017, 20/12/2017, 17/01/2018, 06/03/2018, 16/03/2018, 26/03/2018; the
intervening gap between any two meetings was within the period prescribed by the
Companies Act, 2013.

B) Attendance of Directors at Board meetings held during the year:

Sr. Name of Director Category of No. of Board Attendance

No. Director Meetings at the last
attended AGM

1 Rakesh Hashmukhlal Shah Managing

(DIN: 00503074) 9 Yes
Director
2 Apooni Rakesh Shah Whole time
(DIN: 00503116) 9 Yes
Director
3 Sharad P Kothari Executive
(DIN: 08029922) 5 No
Director
4 Sanjay Natwarlal Mehta Additional
(DIN: 08100745) Independent *0 No
Director
5 Prakash Anna Mahanwar Additional
(DIN: 08100755) Independent *0 No
Director
6 Dilipkumar Mehta Additional
(DIN: 08122334) *0 No
Director
  Mr. Sanjay Mehta and Mr. Prakash Mahanwar were appointed w.e.f. 02.04.2018 and Mr.
Dilip Mehta was appointed w.e.f. 28.04.2018

16. COMMITTEES OF THE BOARD:

There are currently three committees of the Board which are as follows:

a. Audit Committee;
b. Nomination & Remuneration Committee;
c. Stakeholders Relationship Committee.

17. MEETING OF MEMBERS

During the year, 31st Annual General Meeting of the Company was held on 30th September,
2017 and one Extra Ordinary General Meeting was held 30th December, 2017.

18. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL

POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF
THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE REPORT

The Company was originally incorporated as a private company. Subsequently after its
conversion from private to public company vide MCA Approval dated 7th March, 2018 the
name of the company was changed to Ambani Organics Limited.

19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE

EARNING AND OUTGO

(a) Conservation of energy

(i) the effort made towards technology absorption Nil

(ii) the benefits derived like product improvement cost reduction Nil
product development or import substitution
Nil

(iii) in case of imported technology (important during the last three

years reckoned from the beginning of the financial year)

(a) the details of technology imported

(b) the year of import;

(iv) whether the technology been fully absorbed; Nil

if not fully absorbed, areas where absorption has not taken place,
and the reasons thereof.

the expenditure incurred on Research and Development

(i) the effort made towards technology absorption Nil

 (b) Technology absorption

(i) the steps taken or impact on conservation of Company's operation does not
energy consume significant amount of energy.

(ii) the steps taken by the company for utilizing Not applicable, in view of comments in
alternate sources of energy. clause (i)

(iii) the capital investment on energy Not applicable, in view of comments in

conservation equipment's clause (i)

(c) Foreign Exchange earnings and outgo

Expenditure in Foreign Currency- Nil

Earnings in Foreign Exchange- Rs. 87,554,370/

20. EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9, as required
under Sub- Section (3) of Section 92 of the Companies Act, 2013, is includes in this Report as
“Annexure-B” and forms an integral part of this Report.

21. DIRECTORS‟ RESPONSIBILITY STATEMENT

(i) To the best of their knowledge and belief and according to the information and
explanation obtained by them, your Directors make the following statements in terms of
the Section 134(3) (c) of the Companies Act, 2013.

(ii) That in the preparation of the annual financial statements for the year ended March31,
2018, the applicable accounting standards have been followed along with proper
explanation relating to material departures, if any;

(iii) That such accounting policies, as mentioned in the Financial Statements as „Significant
Accounting Policies‟ have been selected and applied consistently and judgments and
estimates have been made that are reasonable and prudent so as to give a true and fair
view of the state of affairs of the company as at March 31, 2018 and of the profit of the
Company for the year ended on that date;

(iv) That proper and sufficient care has been taken for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;

(v) That the annual financial statements have been prepared on a going concern basis;

(vi) That proper internal financial controls were in place and that the financial controls were
adequate and were operating effectively;

(vii) Those proper systems to ensure compliance with the provisions of all applicable laws
were in place and were adequate and operating effectively.
22. AUDITORS

Statutory Auditors

M/s Shambhu Gupta & Co., Chartered Accountants Statutory Auditors of the Company,
having Firm Registration No. 007234C Statutory Auditors of the Company, were
appointed for a term of Five years from the previous 31st Annual General Meeting of the
Company, till the conclusion of the 5th consecutive Annual General Meeting of the
Company, subject to ratification by the Members at every Annual General Meeting at a
remuneration decided by the Board of Directors of the Company. Accordingly, the
current term of appointment of M/s Shambhu Gupta & Co., Chartered Accountants, will
expire on conclusion of 36th Annual General Meeting of the Company.

The Company has received consent letter and eligibility certificate under Sections 139 and
141 of the Act wherein M/s Shambhu Gupta & Co., Chartered Accountants have
confirmed that their appointments, if made would be in accordance with the provisions
of the Section 141 Companies Act, 2013 and that they are not disqualified from being re-
appointment. As required under Regulation 33 of LODR Regulations they have also
confirmed that they hold a valid certificate issued by the Peer Review Board of the
Institute of Chartered Accountants of India.

Auditors Qualification:

The notes to the financial statements referred to in the Auditors‟ Report are self-
explanatory and do not call for any further explanations or comments. The Auditors‟
Report does not contain any qualification, reservation or adverse remark.

23. DISCLOSURE OF EMPLOYEES REMUNERATION

The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of
Managerial Personnel) Rules, 2014 requiring particulars of the employees in receipt of
remuneration in excess of Rs.60 Lacs per year to be disclosed in the Report of Board of
Directors are not applicable to the Company as none of the employees was in receipt of
remuneration in excess of Rs.60 Lacs during the financial year 2017-18.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR)

As per the Section 135 of Companies Act, 2013 all companies having Net Worth of Rs. 500 cr
or more, or Turnover of Rs. 1,000 core or more, or Net Profit of Rs. 5 core or more during any
financial year required to constitute a Corporate Social Responsibility Committee of the Board
of Directors comprising of three or more directors, at least one of whom should be an
independent director and such Company shall spend at least 2% of the average net profits of
the Company‟s three immediately preceding financial year.

Accordingly, the Company formed a CSR Committee. During the current financial year, the
provisions of Section 135 of Companies Act, 2013 is not applicable to the Company, therefore;
it is not required to pay 2% of the average net profits of the Company for the current Financial
Year.

The Policy outlines the Company‟s philosophy as a responsible corporate citizen of India. It
also lays down the guidelines and mechanism for undertaking socially useful programs for
welfare and sustainable development of the community, in the local area and around areas of
operations of the Company including other parts of the Country. CSR programs or projects to
be undertaken by the Company in terms of the Policy, shall relate to one or more activities
listed in Schedule VII of the Companies Act, 2013, at present or as may be amended from time
to time. The Corporate Social Responsibility Policy is available on the website of the
Company.
25. Listing of Shares:

The Board of Directors are in the process of implementing the Initial Public Offering (IPO) of
Ambani Organics Limited on NSE EMERGE SME Platform.

26. GOODS & SERVICE TAX REGISTRATION

Goods & Service Tax (“GST”), which is a comprehensive indirect tax reform is introduced in
India w.e.f. 1st July, 2017 and was applicable throughout India which replaced multiple
cascading taxes levied by the Central and State Governments. Hence, your Company has also
got registered under the same for trading of Paint & Paper Binder. GST registration number of
the Company and primary address are as under:

LOCATION OF PRIMARY PLACE OF

GSTIN ALLOTTED
BUSINESS
N 44 MIDC Tarapur, Boisar Thane - 401506 27AAECA6247N1ZA

27. Whistle Blower Policy / Vigil Mechanism

Your Company has formulated a Whistle Blower Policy / Vigil Mechanism, which provides a
formal mechanism for all employees and the Directors of the Company to report about
unethical behavior, actual or suspected fraud or violation of the Company‟s code of conduct
or an event he becomes aware of that could have a detrimental effect on the business or
reputation of the Company and provides reassurance that they will be protected from
reprisals or victimization for whistle blowing. The Policy has been posted on the Company‟s
website. No person was denied access to the Chairperson of the Audit Committee to report
any concern.

28. SEXUAL HARASSMENT

There was no case filled during the year, under the sexual harassment of women at workplace
(Prevention, Prohibition & Redressal) Act, 2013. Further Company ensures that there is a
healthy and safe atmosphere for every women employee at the workplace and made the
necessary policies for safe and secure environment for women employee.

29. ACKNOWLEDGEMENT

Your Directors wish to place on record their sincere appreciation to the Bankers of the
Company, Company‟s customers, vendors and investors for their continued support during
the year.

The Directors also wish to place on record their appreciation for the dedication and
contribution made by employees at all levels and look forward to their support in future as
well.

For and on behalf of the Board of Directors

Ambani Organics Limited

Sd/- Sd/-
Date: 02.05.2018 Rakesh Shah Apooni Shah
Place: Mumbai DIN: 00503074 DIN: 00503116
Director Director
 ANNEXURE TO DIRECTOR‟S REPORT:

ANNEXURE A

Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies
(Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate
companies/joint ventures

Part “A”: Subsidiaries

(Information in respect of each subsidiary to be presented with amounts in Rs.)

Sl. No. Particulars Details

1. Name of the subsidiary Omega Woven Mills
Private Limited
2. Reporting period for the subsidiary concerned, if different NA
from the holding company‟s reporting period
3. Reporting currency and Exchange rate as on the last date of NA
the relevant Financial year in the case of foreign subsidiaries
4. Share capital 100,000
5. Reserves & surplus (1,684,319)
6. Total assets 6,121,663
7. Total Liabilities 6,021,663
8. Investments NIL
9. Turnover NIL
10. Profit before taxation (963,481)
11. Current Tax NIL
12. Profit after taxation 650,803
 Sl. No. Particulars Details
1. Name of the subsidiary Om Maruti
Glasswool And
Wirenetting
Products Private
Limited

2. Reporting period for the subsidiary concerned, if different NA

from the holding company‟s reporting period
3. Reporting currency and Exchange rate as on the last date of NA
the relevant Financial year in the case of foreign subsidiaries
4. Share capital 350,000
5. Reserves & surplus (2,186,163)
6. Total assets 7,888,472
7. Total Liabilities 7,538,472
8. Investments NIL
9. Turnover NIL
10. Profit before taxation (397,612)
11. Current Tax NIL
12. Profit after taxation (1,555,395)

For and on behalf of the Board of Directors

Ambani Organics Limited

Sd/- Sd/-
Date: 02.05.2018 Rakesh Shah Apooni Shah
Place: Mumbai DIN: 00503074 DIN: 00503116
Director Director
 Annexure B
Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the financial year ended on 31st March, 2018
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

i) CIN: U24220MH!985PTC036774
ii) Registration Date: 08/07/1985
iii) Name of the Company: AMBANI ORAGANICS LIMITED
iv) Category / Sub-Category of the Company Limited by Shares / Indian Non-
Company: Government Company
v) Address of the Registered office N 44 MIDC Tarapur, Boisar, Thane Maharashtra
and contact details 401506
vi) Whether listed company Yes / No
No
vii) Name, Address and Contact Universal Capital Securities Pvt Ltd. (Formerly
details of Registrar and Transfer known as Mondkar Computers Pvt Ltd.)
Agent, if any. 21, Shakil Niwas, Opp. Satya Saibaba
Temple, Mahakali Caves Road, Andheri (East),
Mumbai - 93
T:+91 (22) 2820 7203-05 / 2825 7641
F: +91 22 2820 7207
W: www.unisec.in

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10 % or more of the total turnover of the company shall
be stated:-

Sl. No. Name and Description of main NIC Code of the % to total turnover of
products / services Product/ service the company
1. Paint and Construction, Textile, 24 100%
Carpet, Adhesive, Paper, etc.

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:

S. Name and Address of the CIN/GLN Holding/ % of Applica

No. Company Subsidiary/ shares ble
Associate held Section

1. Omega Woven Mills U99999MH1986PTC0389 Subsidiary 99.95% 2(87)

Private Limited 08
2 Om Maruti Glasswool & U74999MH1987PTC0420 Subsidiary 99.95% 2(87)
Wirenetting Products 71
Private Limited
 IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total
Equity)

(i) Category-wise Share Holding

Category of No. of Shares held at the No. of Shares held at the end of the %
Shareholders beginning of the year year Chang
e
during
the
year
Dema Physical Total % of Demat Physical Total % of
t Total Total
Shares Shar
e
s
A. Promoters
(1) Indian

a)Individual/HUF - 37,80,557 37,80,557 99.21 - 37,80,559 37,80,559 99.21 -

b) Central Govt - - - - - - - - -
c) State Govt (s) - - - - - - - - -
d) d) Bodies Corp. - - - - - - - - -
e) Banks / FI - - - - - - - - -
f) Any Other…. - - - - - - - - -
Sub-total
- 37,80,557 37,80,557 99.21 - 37,80,559 37,80,559 99.20 -
(A) (1):-
( 2) Foreign
a)NRIs - Individuals - - - - - - - - -
b)Other– Individuals - - - - - - - - -
c) c)Bodies Corp. - - - - - - - -
d) d) Banks / FI - - - - - - - - -
e) e) Any Other…. - - - - - - - - -
Sub-total (A) (2):- - - - - - - - - -
Total
Shareholding of
- 37,80,557 37,80,557 99.21 - 37,80,559 37,80,559 99.20 -
Promoters (A) =
(A)(1)+(A)(2)
B. Public
Shareholding
1. Institutions
a) Mutual Funds - - - - - - - - -
b) Banks / FI - - - - - - - - -
c) Central Govt - - - - - - - - -
d) State Govt(s) - - - - - - - - -
e)Venture Capital
- - - - - - - - -
Funds
f)Insurance
- - - - - - - - -
Companies
g) FIIs - - - - - - - - -
h) Foreign Venture
- - - - - - - - -
Capital Funds
i) Others (specify) - - - - - - - - -
Sub-total (B)(1):- - - - - - - - - -
 2)Non- Institutions
a) Bodies Corp. - - - - - - - -
i) Indian - - - - - - - - -
ii) Overseas - - - - - - - - -
b) Individuals - - - - - - - - -
i)Individual
shareholders
holding nominal - 30,102 30,102 0.79 - 30,100 30,100 0.80 -
share capital upto Rs.
1 lakh
ii) Individual
shareholders
holding nominal - - - - - - - - -
share capital in excess
of Rs. 1 lakh
c) Others (specify)
Individual
i) Indian - - - - - - - - -
ii)Foreign - - - - - - - - -
Sub-total (B)(2):-
Total Public
- 30,102 30,102 0.79 - 30,100 30,100 0.80 -
Shareholding
(B)=(B)(1) + (B)(2)
C. Shares held by
Custodian for - - - - - - - - -
GDRs & ADRs
Grand Total
- 38,10,659 38,10,659 100 - 38,10,659 38,10,659 100 -
(A+B+C)

(ii) Shareholding of Promoters:

Sr. Shareholder‟s Shareholding at the beginning of Shareholding at the end of the year
No Name the year
No. of % of total % of Shares No. of % of total % of Shares % change
Shares Shares Pledged / Shares Shares Pledged / In
of the encumbered of the encumbered shareholding
company to total company to total during the
shares shares year
1. Rakesh Shah 3390627 89.68 - 3464721 90.92 - -
2. Apooni Shah 314738 8.33 - 314738 8.26 - -
3. Maya Shah 6001 0.16 - - - - -
4. Shobhana Shah 12501 0.33 - - - - -
5. Kalpana Shah 29710 0.79 - - - - -
6. Paresh Shah 1100 0.03 - 1100 0.03 - -
7. Shailesh Shah 25880 0.68 - - - - -
 (iii) Change in Promoters’ Shareholding (Equity Share Capital Details) (please specify,
if there is no change):

Sl. Particulars Shareholding at the Cumulative

No beginning of the year Shareholding during
the year
No. of % of total No. of % of
shares shares of the shares total
company shares
of
the
compa
ny
1. Rakesh Shah
At the beginning of the year 3390627 88.98 3390627 88.98
Date wise Increase / Decrease in Promoters
Shareholding during the Year specifying the
reasons for increase / decrease (e.g. Transferred 74094 shares on 13/11/2017
allotment / transfer / bonus/ sweat equity
etc):
At the End of the year 3464721 90.92 3464721 90.92

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and
Holders of GDRs and ADRs):

Shareholding at the Cumulative Shareholding

Sl. beginning during the year
No.
of the year

For each of the Top 10 Shareholders No. of % of total No. of % of total

shares shares shares of
shares of
the the company

company

1. Jyotsna Tahnawala

At the beginning of the year 5000 - 5000 -

Date wise Increase / Decrease in Share

holding during the Year specifying the
reasons for increase / decrease (e.g. NA
allotment / transfer / bonus/ sweat equity
etc):

At the End of the year 5000 - 5000 -

2. Pravin Jaiswal

At the beginning of the year 5100 - 5100 -

Date wise Increase / Decrease in Share

holding during the Year specifying the
 reasons for increase / decrease (e.g. NA
allotment / transfer / bonus/ sweat equity
etc):

At the End of the year 5100 - 5100 -

3. Rajesh Doshi

At the beginning of the year 10000 0.03 10000 0.03

Date wise Increase / Decrease in Share

holding during the Year specifying the
reasons for increase / decrease (e.g. NA
allotment / transfer / bonus/ sweat equity
etc):

At the End of the year 10000 0.03 10000 0.03

4. Sampat Rai

At the beginning of the year 10000 0.03 10000 0.03

Date wise Increase / Decrease in Share

holding during the Year specifying the
reasons for increase / decrease (e.g. NA
allotment / transfer / bonus/ sweat equity
etc):

At the End of the year 10000 0.03 10000 0.03

(v) Shareholding of Directors and Key Managerial Personnel:

Sl. Shareholding at the beginning Cumulative Shareholding

No. of the year during the year
For Each of No. of shares % of total No. of shares % of total
the Directors shares of the shares of
and KMP company the
company
1. Rakesh Shah

At the beginning of the year 3390627 88.98 3390627 88.98

Date wise Increase / Decrease in

Share holding during the Year
specifying the reasons for
Transferred 74094 shares on 13/11/2017
increase / decrease (e.g. allotment
/ transfer / bonus/ sweat equity
etc):

At the End of the year 3464721 90.92 3464721 90.92

 2. Apooni Shah

At the beginning of the year 314,738 8.26% 314,738 8.26%

Date wise Increase / Decrease in

Share holding during the Year
specifying the reasons for NA
increase / decrease (e.g. allotment
/ transfer / bonus/ sweat equity
etc):

At the End of the year 314,738 8.26% 314,738 8.26%

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment

SECURED LOANS
UNSECURED TOTAL
EXCLUDING DEPOSITS
LOANS INDEBTEDNESS
DEPOSITS
Indebtedness at the beginning
of the financial year

i) Principal Amount
117,659,966 1,144,058 - 118,866,524
ii) Interest due but not paid - - - -

iii) Interest accrued but not due - - - -

Total (i+ii+iii)
117,659,966 1,144,058 118,866,524
Change in Indebtedness
during the financial year

 Addition
23,087,079 11,554,027 34,641,106
 Reduction - - - -

Net change
23,087,079 11,554,027 34,641,106
Indebtedness at the end of the
financial year

i) Principal Amount
140,747,045 12,698,085 153,445,130
ii) Interest due but not paid - - - -

3) Interest accrued but not due - - - -

Total of (i+ii+iii)
140,747,045 12,698,085 153,445,130
 VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Executive Directors:

Name of Executive Director Total

Sl.
Particulars of Remuneration Sharad Rakesh Apooni Amount
No
Kothari Shah Shah
1. Gross Salary 119,000 3,522,150 1,205,319 4,846,469
(a) Salary as per provisions contained in section 17(1)of the -
- - -
Income Tax Act, 1961
(b) Value of perquisites u/s 17(2) Income Tax Act, 1961 - - - -
(c) Profits in lieu of salary under Section 17(3) Income Tax Act, - - - -
1961
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission - - - -
- as % of Profit
- others, specify….
5. Others, please specify - - - -
Total (A) 119,000 3,522,150 1,205,319 4,846,469

B. Remuneration to other directors:

I. Independent Directors:

II. Other Non-Executive Directors:-

Sr Name of Directors
n Total
Particulars of Remuneration
o Amount (Rs.)

1. Independent Directors
•Fee for attending board / committee meetings
• Commission
• Others, please specify
Total (1)
2. Other Non-Executive Directors
• Fee for attending board / committee meetings
• Commission
• Others, please specify
Total (2)
Total (B) = (1+2)
Total Managerial Remuneration

Overall Ceiling as per the Act

C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/ WTD:

Sl.
Particulars of Remuneration Key Managerial Personnel Total
No.
Amount
CEO *Company CFO
Secretary
1. Gross Salary - - - -
(a) Salary as per provisions contained in - - - -
section 17(1)of the Income Tax Act, 1961
(b) Value of perquisites u/s 17(2) Income Tax - - - -
Act, 1961
(c) Profits in lieu of salary under Section 17(3) - - - -
Income Tax Act, 1961
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission - - - -
- as % of Profit
- others, specify
5. Others, please specify - - - -
Total - - - -

 The Company Secretary was appointed w.e.f. 02.04.2018

VII. PENALTIES/ PUNISHMENT/ COMPOUNDING OF OFFENCES: N.A.

For and on behalf of the Board of Directors

Ambani Organics Limited

Sd/- Sd/-
Date: 02.05.2018 Rakesh Shah Apooni Shah
Place: Mumbai DIN: 00503074 DIN: 00503116
Director Director
 CEO/CFO CERTIFICATION

To,
The Board of Directors
Ambani Organics Limited

I, Paresh Harsuklal Shah, the Chief Financial Officer (CFO) of the Company do here by certify to the
Board that:

1. We have reviewed financial statements and the cash flow statement for the year ending 31st
March, 2018 and that to the best of their knowledge and belief:

(i) These statements do not contain any materially untrue statement or omit any
material factor contain statements that might be misleading;

(ii) These statements together present a true and fair view of the company‟s affairs and
are in compliance with existing accounting standards, applicable laws and
regulations.

2. There are, to the best of our knowledge and belief, no transactions entered into by the
company during the year which are fraudulent, illegal or violative of the company‟s code of
conduct.

3. We accept responsibility for establishing and maintaining internal controls for financial
reporting and that we have evaluated the effectiveness of internal control systems of the
company pertaining to financial reporting and we have disclosed to the auditors and the
Audit Committee, deficiencies in the design or operation of such internal controls, if any, of
which we are aware and the steps we have taken or propose to take to rectify these
deficiencies.

4. We have indicated to the auditors and the Audit committee:

(i) Significant changes in internal control over financial reporting during the year;

(ii) Significant changes in accounting policies during the year and that the same have been
disclosed in the notes to the financial statements; and

(iii) Instances of significant fraud of which we have become aware and the involvement therein,
if any, of the management or an employee having a significant role in the company‟s
internal control system over financial reporting;

Ambani Organics Limited

Sd/-

Paresh Harsuklal Shah

Chief Financial Officer
 INDEPENDENT AUDITOR‟S REPORT

To
The Members of Ambani Organics Limited,

1. We have audited the accompanying standalone financial statements of Ambani Organics

Limited (Formerly Known as Ambani Organics Private Limited), which comprise the
Balance Sheet as at 31st March, 2018, Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant accounting policies and
other explanatory information.

2. Management is responsible for the matters in section 134(5) of the Companies Act, 2013
(“the Act”) with respect to the preparation of these financial statements that give a true
and fair view of the financial position, financial performance and cash flows of the
Company in accordance with the accounting principles generally accepted in India,
including the Accounting Standards specified under Section 133 of the Act, read with Rule
7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the
maintenance of adequate accounting records in accordance with the provision of the Act
for safeguarding of the assets of the Company and for preventing and detecting the frauds
and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of internal financial control, that were operating
effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the financial statements that give
a true and fair view and are free from material misstatement, whether due to fraud or
error.

3. Our responsibility is to express an opinion on these standalone financial statements based

on our audit. We conducted our audit in accordance with the Standards on Auditing
specified under section 143(10) of the Act. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether the standalone financial statements are free from material misstatement. An
audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the financial statements. The procedures selected depend on the auditor‟s
judgment, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company‟s preparation of the financial
statements that give true and fair view in order to design audit procedures that are
appropriate in the circumstances. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting estimates made by
Company‟s Directors, as well as evaluating the overall presentation of the financial
statements.

4. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion. In our opinion and to the best of our information
and according to the explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a true and fair view
in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March
31, 2018;
b) in the case of Profit & Loss Account, of the loss for the year ended on that date;
and
c) In the case of Cash Flow Statement, of the cash flows for the year ended on that
date.
Report on Legal and other Regulatory Requirements

1. As required by Companies (Auditor‟s Report) Order, 2016 issued by the central

government of India in terms of subsection (11) of section 143 of the act, we give in the
”Annexure 1” a statement on the matters specified in the order.

2. As required by section 143 (3) of the Act, we report that:

a) We have sought and obtained all information and explanations, which, to the best of
our knowledge and belief, were necessary for the purpose of our audit.

b) In our opinion proper books of account as required by law have been kept by the
Company so far as appears from our examination of those books.

c) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with
by this report are in agreement with the books of account

d) In our opinion, the Balance Sheet, Statement of Profit and Loss and the Cash Flow
Statement comply with the Accounting Standards specified under section 133 Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of written representations received from the directors as on 31st March
2018 and taken on record by the Board of Directors, none of the directors is
disqualified as on 31st March 2018, from being appointed as a director in terms of
section 164(2) of the Companies Act, 2013.

f) With respect to the adequacy of Internal Financial controls over financial reporting of
company and the operating effectiveness of such controls, refer to our separate report
in “Annexure-2” to this report.

g) With respect to the other matters included in the Auditor‟s Report and to our best of
our information and according to the explanations given to us –

i. The Company does not have pending litigation.

ii. The Company did not have any long-term contracts including derivatives
contracts for which there were any material foreseeable losses.

For Shambhu Gupta & Co.

Chartered Accountants
FRN No.:- 007234C

Sd/-

CA. Rajkumar Khatod

Partner
M. No. 133612

Place:-Mumbai
Date: - May, 02 2018
 THE ANNEXURE REFEREED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE
TO THE MEMBERS OF THE COMPANY ON THE ACCOUNTS OF THE COMPANY FOR
THE YEAR ENDED 31st MARCH 2018

Re: Ambani Organics Limited („the Company‟)

On the basis of such checks as we considered appropriate and in terms of the information and
explanations given to us during the course of our audit, we report that:

(i) (a) The Company has maintained the proper records showing full particulars
including quantitative details and situation of fixed assets.

(b) According to the information and explanations given to us, all fixed assets of the
Company have been physically verified by the management during the year and
the procedures of physical verification followed by the management, in our
opinion, was reasonable having regard to the size of the Company and the nature
of its assets and no material discrepancies were noticed during such verification.

(c) According to information & explanations given to us and on the basis of our
examination of the records of the company, the title deeds of immovable
properties are held in the name of the company.

(ii) The inventories have been physically verified at reasonable intervals during the year by
the management. The discrepancies noticed on physical verification between the
physical stock and book records were not material and have been properly dealt with in
the books of accounts.

(iii) According to the information and explanations given to us and on the basis of our
examination of the books of account, the company has granted loans to two parties
covered in the register maintained under section 189 of the Companies Act, 2013.

(a) The terms & Condition of the grant of such loans are not prejudicial to the
company‟s interest.

(b) There is no repayment schedule for payment of principle and interest between both
the companies, Hence the provision of clause (b) and (c) are not applicable to
company.

(iv) In our opinion and according to the information and explanations given to us, the
Company has complied with the provisions of Section 185 and 186 of the Act, with
respect to the loans and advances made.

(v) In our opinion and according to the information and explanations given to us the
Company has not accepted any deposits from the public. Hence the provisions of this
clause are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant
to the rules prescribed by the Central Government for maintenance of cost records
under Section 148(1) of the Act and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained. However, we have not made a
detailed examination of the records.

(vii) (a) The Company is regular in depositing with appropriate authorities all undisputed
statutory dues except the followings arrears stood on last day of the concerned
financial year, for a period of more than 6 months:
 Nature of the Dues Amount Period to which the
(Rs.) amount relates

Professional Tax 3,13,256 From FY 2013-2014 to

2016-2017

(b) According to the information and explanation given to us, there are no dues on
account of Sales Tax, Wealth tax, Service tax, Customs duty, Excise duty and Cess
which have not been deposited on account of any disputes.

(viii) In our opinion and according to the information and explanations given to us, the
company has not defaulted in repayment of dues to any Bank or financial institutions
during the year.

(ix) In our opinion and according to the information and explanations given to us, the term
loan taken by the company has been applied for the purpose for which they were raised.

(x) In our opinion and according to the information and explanations given to us there is no
any fraud by the company or any fraud on the Company by its officers/ employees has
been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us, sec 197
read with schedule V of the companies act , 2013 dealing with managerial remuneration
is not applicable to the company.

(xii) The company is not a Nidhi Company so the provision of this clause is not applicable to
company.

(xiii) All transactions with the related parties are in compliance with Section 188 of
Companies Act, 2013 and have been disclosed in the Financial Statements as required by
the accounting standards and Companies Act, 2013. As regards to Sec 177 of Companies
Act, 2013 dealing with the Audit Committee is not applicable to the company.

(xiv) During the year the Company has not made any preferential allotment/ Private
placement of shares or fully or partly convertible debenture during the year.

(xv) In our opinion and according to the information and explanations given to us the
company has not entered into any non-cash transactions with directors or persons
connected with him so provisions of Section 192 of Companies Act, 2013 have been
complied with.
(xvi) The company is not required to be registered under section 45-IA of the Reserve Bank of
India Act, 1934.

For Shambhu Gupta & Co.

Chartered Accountants
FRN No.:- 007234C

Sd/-

CA. Rajkumar Khatod

Partner
M. No. 133612

Place:-Mumbai
Date: - May, 02 2018
“ANNEXURE 2” TO THE INDEPENDENT AUDITOR‟S REPORT REFERRED TO IN
PARAGRAPH 2(F) UNDER THE HEADING “REPORT ON OTHER LEGAL &
REGULATORY REQUIREMENTS” OF OUR REPORT OF EVEN DATE

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of
the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of the Company as of
31 March 2018 in conjunction with our audit of the standalone financial statements of the
Company for the year ended on that date.

Management‟s Responsibility for Internal Financial Controls

The Company‟s management is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the
Company considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”)
issued by the Institute of Chartered Accountants of India („ICAI‟). These responsibilities
include the design, implementation and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly and efficient conduct of its business,
including adherence to Company‟s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and
the timely preparation of reliable financial information, as required under the Act.

Auditors‟ Responsibility

Our responsibility is to express an opinion on the Company‟s internal financial controls over
financial reporting based on our audit. We conducted our audit in accordance with the
Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed
under section 143(10) of the Act, to the extent applicable to an audit of internal financial
controls and, both issued by the ICAI. Because the matter described in Disclaimer of opinion
paragraph below, we were not able to obtain sufficient appropriate audit evidence to provide
a basis for an audit opinion on Internal Financial Controls over Financial Reporting of the
company.

Meaning of Internal Financial Controls over Financial Reporting

A company‟s internal financial control over financial reporting is a process designed to

provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company‟s internal financial control over financial
reporting includes those policies and procedures that pertain to the maintenance of records
that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made only
in accordance with authorizations of management and directors of the company and provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the company‟s assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting,
including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to future periods are
subject to the risk that the internal financial control over financial reporting may become
inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial
controls system over financial reporting and such internal financial controls over financial
reporting were operating effectively as at March 31, 2018, based on the essential components
of internal control stated in the Guidance Note on Audit of Internal Financial Controls over
Financial Reporting issued by The Institute of Chartered Accountants of India (ICAI).

For Shambhu Gupta & Co.

Chartered Accountants
FRN No.:- 007234C

Sd/-

CA. Rajkumar Khatod

Partner
M. No. 133612

Place:-Mumbai
Date: - May, 02 2018
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Standalone Balance Sheet for the year ended 31st March, 2018
(Amount in Rs.)
Year Ended Year Ended
Particulars Note No
31.03.2018 31.03.2017

I. EQUITY AND LIABILITIES

(1) Shareholder's Funds
(a) Share Capital 2 38,106,590 38,106,590
(b) Reserves and Surplus 3 21,557,272 4,791,463

(2) Non-Current Liabilities

(a) Long-term Borrowings 4 28,747,718 21,433,892
(b) Deferred tax liabilities (Net) 5 - -
(c) Other Long term Liabilities 6 55,334,730 54,185,395
(d) Long-term Provision 7 5,299,056 2,665,608

(3) Current Liabilities

(a) Short-term borrowings 8 124,697,412 97,370,132
(b) Trade payables 9 194,003,855 154,621,007
(c) Other current liabilities 10 8,296,308 8,908,086
(d) Short-term provisions 11 1,735,363 967,843
Total 477,778,304 383,050,016
II.ASSETS
(1) Non-current assets
(a) Fixed assets 12
(i) Tangible assets 105,006,656 102,399,909
(ii) Intangible assets - -
(b) Non-current investments 13 14,746,914 9,146,914
(c) Long term loans and advances 14 17,715,724 7,271,710
(d) Deffered Tax Assets (Net) 6 827,206 6,257,200
(d) Other non-current assets - -

(2) Current assets

(a) Inventories 15 103,820,498 62,887,191
(b) Trade receivables 16 181,982,189 160,958,012
(c) Cash and cash equivalents 17 7,521,030 7,415,134
(d) Short-term loans and advances 18 4,405,508 1,740,914
(e) Other current assets 19 41,752,579 24,973,032

Total 477,778,304 383,050,016

Significant accounting policies
1 to 42
Notes to Accounts

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as
FRN No.:- 007234C Ambani Organics Private Limited)
Chartered Accountants

Mr. Rakesh Shah Mrs. Apooni Shah

Director Director
DIN No. 00503074 DIN No. 00503116
CA. Rajkumar Khatod
Partner
Membership No. 133612
Mr. Bhavesh Pandya Ms. Honey Magia
Place :- Mumbai Chief Financial Officer Company Secretary
Dated :- May 02nd, 2018
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Standalone Profit and Loss statement for the year ended 31st March, 2018
(Amount in Rs.)
Year Ended Year Ended
Particulars Note No
31.03.2018 31.03.2017

I. Revenue from operations 20 757,152,267 584,185,684

Less:- Duties & Taxes 104,200,850 60,611,312
Net Revenue from operations 652,951,417 523,574,372
II. Other Operational Income 21 2,863,417 5,410,544
III. Total Revenue 655,814,834 528,984,916
IV. Expenses:
Cost of materials consumed 22 575,017,787 439,819,512
Changes in inventories of finished goods and Stock-in-Trade 23 (34,496,651) (3,906,564)
Employee benefit expense 24 25,192,067 20,415,562
Financial costs 25 20,992,344 19,274,394
Depreciation and amortization expense 5,966,260 4,782,579
Other expenses 26 40,674,639 34,472,381
IV Total Expenses 633,346,446 514,857,864

V. Profit before exceptional and extraordinary items and tax (III - IV) 22,468,388 14,127,051

VI. Exceptional items 27 7,635 1,881,762

VII Profit before extraordinary items and tax (V - VI) 22,460,753 12,245,289

VIII. Extraordinary Items - -

IX. Profit before tax (VIII-IX) 22,460,753 12,245,289

X. Tax expense:
(1) Current tax 4,579,489 2,665,608
(2) Mat Credit Entitlement (4,579,489) (2,665,608)
(3) Tax adjsutment of earlier year 264,949 -
(4) Deferred tax (5,429,994) (3,781,615)

XI. Profit/(Loss) for the period (IX-X) 16,765,810 8,463,674

XII. Earning per equity share:

Basic EPS (In Rs.) 4.40 2.22
Diluted EPS (In Rs.) 4.40 2.22

Significant Accounting Policies

1 to 42
Notes on Financial Statements

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known
FRN No.:- 007234C as Ambani Organics Private Limited)
Chartered Accountants

Mr. Rakesh Shah Mrs. Apooni Shah

Director Director
DIN No. 00503074 DIN No. 00503116
CA. Rajkumar Khatod
Partner
Membership No. 133612
Mr. Bhavesh Pandya Ms. Honey Magia
Place :- Mumbai Chief Financial Officer Company Secretary
Dated :- May 02nd, 2018
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Standalone Cash Flow Statement for the year ended 31st March, 2018

Year ended on Year ended on

Particulars
31.03.2018 31.03.2017
A CASH FLOWS FROM OPERATING ACTIVITIES
Net Profit before tax and before extraordinary items 22,460,753 12,245,289
Adjustments for : -
Depreciation 5,966,260 4,782,579
Interest Expenses 20,992,344 19,349,612
Profit/Loss on sale of fixed assets - 138,407
Tax of Earlier Years (264,949) -
Interest Income (827,775) (330,012)
Operating profit before working capital changes 48,326,633 36,185,876
Adjustments for : -
Inventories (40,933,307) (30,161,441)
Short term provisions 767,520 149,691
Short term borrowings 27,327,280 (3,393,567)
Other Current Liabilities (611,779) (3,221,386)
Other Current Assets (13,197,712) (10,043,988)
Trade and other receivables (21,024,177) (41,066,670)
Other Long term Liabilities 1,149,335 -
Short term Loans and Advances (2,664,594) 6,315,660
Trade Payables 39,382,848 79,127,398
Net (Increase)/Decrease in Working Capital (17,615,152) 290,025

Cash generated from / (used in) Operating Activities

Taxes (Paid) (including TDS ) 3,581,835 42,398
Net Cash from operating activities A 27,129,646 36,433,503

B Cash Flow from Investing Activities:

Purchase of fixed assets (8,573,007) (12,737,914)
Sale of Fixed assets - 50,000
Investment in Non-Current Investment (5,600,000) (7,462,499)
Interest Received 827,775 330,012
Net Cash used in investment activities B (13,345,232) (19,820,401)

C Cash Flow from Financing Activities:

Equity Share Issued - -
Proceeds / (Repayment) of Long-term Borrowings 7,313,826 (1,165,074)
Interest Paid (20,992,344) (19,349,612)
C -13,678,518 -20,514,686

Net Increase / (Decrease) in Cash and Cash Equivalents 105,895 -3,901,585

Cash and Cash Equivalents
Opening Balance Cash & Cash Equivalents 7,415,134 11,316,719
Closing Balance Cash & Cash Equivalents 7,521,030 7,415,134
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Standalone Cash Flow Statement for the year ended 31st March, 2018

1 The above Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard - 3 on Cash
Flow Statement issued by the Institute of Chartered Accountants of India.
2 Cash and Cash Equivalent at the end of the year consist of cash in hand and balances with banks, fixed deposit from banks and buyers
margin.

As per our Audit Report of even date

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as
FRN No.:- 007234C Ambani Organics Private Limited)
Chartered Accountants

Mr. Rakesh Shah Mrs. Apooni Shah

Director Director
DIN No. 00503074 DIN No. 00503116
CA. Rajkumar Khatod
Partner
Membership No. 133612
Mr. Bhavesh Pandya Ms. Honey Magia
Place :- Mumbai Chief Financial Officer Company Secretary
Dated :- May 02nd, 2018
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

NOTE NO. 1:

Background & General Information

Our Company was incorporated as Ambani Organics Private Limited on 08th July 1985 under the companies Act, 1956
bearing registration no. 036774 and having its registered office in Boisar, Tarapur Maharashtra. Subsequently, the status of
company was changed to a public limited company and the name of our company was changed to Ambani Organics Limited
vide special resolution dated March 07, 2018. A fresh certificate of incorporation consequent upon change of name was issued
on March 07, 2018 by the Registrar of Companies, Mumbai, Maharashtra.

Ambani Organics Limited is a chemical manufacturing company with manufacturing and Processor, Importer, Supplier and
Exporter of Chemical & Dyes used in Painting and Textile Industry.

SIGNIFICANT ACCOUNTING POLICIES

A. Basis of Preparation of Financial Statements

The Financial Statement have been prepared under the historical cost convention in accordance with the generally accepted
accounting principles, applicable accounting standards excepts otherwise stated and the provisions of the Companies Act,
2013 as adopted consistently by the Company. The Company generally follows mercantile system of accounting and
recognizes items of income and expenditure on accrual basis.

B. Use of Estimates

The preparation of financial statements requires estimates and assumptions to be made that affect the reported amount of
assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the
reporting period. Difference between the actual results and estimates are recognized in the period in which the results are
known/ materialized.

C. Fixed Assets & Depreciation

Fixed assets are stated at cost inclusive of value added tax less accumulated depreciation and impairment loss, if any. All
costs including financing costs till commencement of commercial production. Each part of an item of property, plant and
equipment with a cost that is significant in relation to the total cost of the item is depreciated separately. When significant parts
of fixed assetsonare
Depreciation required
fixed assetstoisbe replaced
provided onatstraight
intervals,
linethe company
method usingrecognizes such parts
the life of assets as on
based individual assets
the useful liveswith specific
provided by
the Schedule II of Companies Act 2013.
Depreciation on assets acquired / disposed off during the year has been provided on a pro-rata basis from the date of addition
or up to the date of disposal as applicable.
There is no difference in life of assets as prescribed in schedule II of Companies Act 2013 and in our working.

D. Revenue Recognition

Sales are exclusive of Excise Duty, Cess & Sale. Sales are recognized when significant risk and rewards of ownership of
goods are passed on to customers. Sales tax incentives are recognized as income as and when the amounts of incentive are
confirmed by the respective officers.

E. Investments

Current investments are carried at lower of cost and quoted/ fair market value, compared category wise. Long term
Investments are stated at cost. Provision for diminution in the value of long term investment is made only if such a decline is
other than a temporary.
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

F. Inventories

Inventories are valued at:

1. Raw Materials, Stores & Spare Parts: At Cost (FIFO).

2. Finished Goods: The cost is determined by taking material, labour & related factory overheads. The company follows
exclusive method for valuation of stock. It is valued at lower of Cost or net reliable value.
3. Consumable Stores : At Cost (FIFO)

G. Impairment of Assets.

The carrying amount of assets is reviewed at each Balance-sheet date if there is an indication of impairment based on the
internal and external factors. An impairment loss if any is charged to Statement of Profit & Loss in the year in which the
amount is identified as impaired. There are no assets which can be termed is impaired asset during the year.

H. Employee Benefits

Short term employee benefits and contribution to defined contribution plans are recognized as an expense on accrual at the
undiscounted amount in the Satement of Profit and Loss. Other long term employee benefits in the nature of gratuity are
accounted on Cash basis and computed in accordance with the policy of the company in the said regard.

I. Foreign Currency Transaction

Transactions denominated in foreign currency are recorded at the exchange rate prevailing on the date of the transaction or
that approximates the actual rate at the rate of the transactions. Monetary items denominated in foreign currency at the year
end are restated at year end rates. In case of items which are covered by forward exchange contracts, the difference between
the year end rates and rate on the date of the contract recognized as exchange difference and the premium paid on forward
contract is recognized over the life of the contract.

J. Provision for Current and Deferred Tax

Provision for taxation is made on the basis of the taxable profits computed for the current accounting year in accordance with
the provision contained in the Income-tax Act, 1961. Provision is also made for the deferred tax assets arising due to C/F
losses & deferred tax liability arising due to the timing difference between profit computed as per the Income-tax and the
financial statements. Net Deferred tax Assets resulting from the timing difference & losses are expected to crystallize in the
future.
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

NOTES ON ACCOUNTS

Note 2.a Disclosure of Share Capital

As at 31 March 2018 As at 31 March 2017
Share Capital
Number Rs. Number Rs.

Authorised
Equity Shares Of Rs. 10/- Each 4,000,000 40,000,000 4,000,000 40,000,000

Issued, Subscribed & Paid up

Equity Shares of Rs. 10/- each 3,810,659 38,106,590 3,810,659 38,106,590
fully Paid

Total Rs. 3,810,659 38,106,590 3,810,659 38,106,590

Note 2.b Disclosure related to Outstanding share detail

As at 31 March 2018 As at 31 March 2017
Particulars Equity Shares Equity Shares
Number Rs. Number Rs.
Shares outstanding at the begining of the
3,810,659 38,106,590 3,810,659 38,106,590
year
Shares Issued during the year - - - -
Shares bought back during the year - - - -
Shares outstanding at the end of the year 3,810,659 38,106,590 3,810,659 38,106,590

Note 2.c Details of the Shareholding more than 5%

As at 31 March 2018 As at 31 March 2017
Name of Shareholder
No. of Shares % of Holding No. of Shares % of Holding
Rakesh Shah held
3,464,721 90.92 held
3,390,627 88.98
Apooni Shah 314,738 8.26 314,738 8.26
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 3
Reserves & Surplus 2018 2017
Rs. Rs.
Securities Premium Account
Opening Balance 2,894,410 2,894,410
Add : Securities premium credited on Share issue - -
Closing Balance 2,894,410 2,894,410

Profit and loss Account

Opening balance 1,897,052 (6,566,622)
(+) Net Profit/(Net Loss) For the current year 16,765,810 8,463,674
Closing Balance 18,662,862 1,897,052

Total Rs. 21,557,272 4,791,463

As at 31 March As at 31 March
Note 4
Long Term Borrowings 2018 2017
Rs. Rs.
Secured
(a) Loans from Banks
i) Term Loan for Plant and Machinery * 14,541,869 18,256,152
ii) Car Loan ** 1,507,764 2,033,682
*
(i) The Term loan from UBI and debts are secured by first mortgage of Plant
& machinery's purchased from this loan and personal guarntee of directors
and payable in 84 monthly installment of Rs.3,10,000/- Starting from month of
March,2016.
**
(ii) The Car Loan from UBI and it is secured by vehicle only.

A 16,049,633 20,289,834
Unsecured
a) Incorporate Loan 4,455,785 234,242
b) Loan from Director 5,634,776 909,816
c) Unsecured Loan from NBFC 2,607,524 -
B 12,698,085 1,144,058
Total (A+B) 28,747,718 21,433,892

As at 31 March As at 31 March
Note 5
Other Long term Liabilities 2018 2017
Rs. Rs.
Other Long term Liabilties
a) Acceptances 54,185,395 54,185,395
b) Security Deposit 1,149,335 -

Closing Balance 55,334,730 54,185,395

As at 31 March As at 31 March
Note 6
Deferred Tax Liability/(Assets) 2018 2017
Rs. Rs.
Opening Deferred Tax Assets (6,257,200) (10,038,816)
For Current Year (P&L) (5,429,994) (3,781,615)

Closing Balance (827,206) (6,257,200)

As at 31 March As at 31 March
Note 7
Long-term Provision 2018 2017
Rs. Rs.

Provision for Tax 4,579,489 2,665,608

Provision for Gratuity (Refer Note 42) 719,567 -

Total 5,299,056 2,665,608

As at 31 March As at 31 March
Note 8
Short Term Borrowings 2018 2017
Rs. Rs.
Secured
(a) Loans Repayable on Demand
- Working Capital Loan
Union Bank of India, Mumbai. 120,430,412 97,370,132

(b) Buyers Credit * 4,267,000 -

*
("The validity of the buyers credit and LC is for 3 months from date of issue
with the possibility of roll-over. However as the buyers credit is a sub-limit of
the LC sanctioned by the bank, the same has been classfied as Short term
borrowing in the financial Statements.")

(Secured against Stock of Raw Material, Finished Goods, Other

Inventory, Book Debts, Term Deposit, Land & Building and Personal
Guarantee of the Directors.)
Total Rs. 124,697,412 97,370,132
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 9
Trade Payables 2018 2017
Rs. Rs.
Sundry Creditors (Including Letter of Credit)
(a) Sundry Creditors for goods & Service 194,003,855 154,621,007

Total Rs. 194,003,855 154,621,007

As at 31 March As at 31 March
Note 10
Other Current Liabilities 2018 2017
Rs. Rs.

(A) Current Maturities of Long-Term Debt

Secured
(a) Loans from Bank
Union Bank of India, Mumbai
i) Term Loan for Office - 2,400,034
ii) Term Loan for Plant and Machinery * 3,720,000 3,720,000
iii) Car Loan ** 682,387 778,371
*
(i) The above loan from UBI and debts are secured by first mortgage of Plant &
machinery's purchased from this loan and personal guarntee of directors and payable
in 84 monthly installment of Rs.3,10,000/- Starting from month of March,2016.

**
(ii) The Car Loan from UBI and it is secured by vehicle only.

Unsecured
(a) Loan from NBFC
i) Unsecured Loan from NBFC 2,631,871 -

(B) Other Current Liabilities

TDS Payable 283,737 1,086,020
TDS late filing fees payable 17,600 17,600
Service Tax Payable - 344,951
Advance from customer 279,249 103,896
Professional Tax Payable 325,306 313,256
MLWF Payable 1,632 15,000
Provident Fund Payable 294,702 128,957
ESIC Payable 22,324 -
GST RCM Payable 37,500 -

Total Rs. 8,296,308 8,908,086

As at 31 March As at 31 March
Note 11
Short Term Provisions 2018 2017
Rs. Rs.

Provision Others
(a) Provision for Salary 1,375,507 834,283
(b) Provision for Taxation - 133,560
(c) Audit Fees Payable 120,000 -
(d) Provision For Gratuity (Refer Note 42) 239,856 -

Total Rs. 1,735,363 967,843

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 12
Gross Block Accumulated Depreciation Net Block
Delation Balance as at
Sr No. Fixed Assets Additions
Balance as at during the year during the Balance as at Balance as at Depreciation Depreciation 31 March Balance as at Balance as at
01 April, 2017 year 31 March 2018 01 April,2017 For the Year on Disposal 2018 31 March 2018 31 Mar 2017
A Tangible Assets
1 Freehold Land 80,000 - 80,000 - - - 80,000 80,000
2 Plant & Machinery 49,046,405 4,831,619 - 53,878,024 3,742,313 3,319,617 - 7,061,930 46,816,094 45,304,092
3 Furniture & Fixture 740,007 39,000 - 779,007 160,517 63,241 - 223,758 555,249 579,490
4 Office Building 33,811,548 - 33,811,548 3,529,062 1,082,577 - 4,611,639 29,199,909 30,282,486
5 Electrical Installation 3,323,339 741,448 - 4,064,788 306,186 248,410 - 554,596 3,510,192 3,017,153
6 Office Equipments 106,336 - - 106,336 37,707 4,463 - 42,170 64,166 68,629
7 Motor Car 5,045,010 - 5,045,010 237,714 321,552 559,266 4,485,744 4,807,296
8 Computers 1,277,888 196,680 - 1,474,568 1,013,549 164,951 - 1,178,500 296,068 264,339
9 Air Conditioners 180,669 120,303 - 300,972 121,846 36,007 - 157,853 143,119 58,823
10 Mobile Phone 319,536 139,384 - 458,920 219,148 48,888 - 268,036 190,884 100,388
11 Testing Instrument 830,944 - - 830,944 206,086 47,813 - 253,899 577,045 624,858
12 Scooter 117,500 - - 117,500 13,518 11,163 - 24,681 92,819 103,982
13 Factory Shed 17,723,120 2,234,572 - 19,957,692 614,749 617,016 - 1,231,765 18,725,927 17,108,371
Total (A) 112,602,304 8,303,007 - 120,905,310 10,202,395 5,965,698 - 16,168,093 104,737,218 102,399,909

B Intangible Assets - - - - - - - - -
1 Software - 270,000 270,000 - 562 562 269,438 -
Total (B) - 270,000 - 270,000 - 562 - 562 269,438 -

C Capital - WIP - - - - - - - - -

Total 112,602,304 8,573,007 - 121,175,310 10,202,395 5,966,260 - 16,168,655 105,006,656 102,399,909

Previous Year's Total 100,579,180 12,737,914 714,790 112,602,304 5,946,199 4,782,579 526,383 10,202,395 102,399,909 94,632,982
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 13
Non Current Investment 2018 2017
Rs. Rs.
Long term Investments
Gold Coin 1,338,814 1,338,814
Shares with Tarapur Enviormental Protection Society 345,600 345,600
Investment in Subsidiary company
Omega Woven Mills Pvt Ltd 7,462,500 7,462,500
Om Maruti Glasswool & Wirenetting Products Pvt Ltd 5,600,000 -

Total Rs. 14,746,914 9,146,914

As at 31 March As at 31 March
Note 14
Long Term Loans and Advances 2018 2017
Rs. Rs.
Security Deposits
Unsecured, considered good
Other deposits 553,982 358,131
Loans & Advances
Unsecured, considered good
- To Subsidiary Companies 17,161,742 6,913,579
Total Rs. 17,715,724 7,271,710

As at 31 March As at 31 March
Note 15
Inventories 2018 2017
Rs. Rs.
(a) Raw Materials and components (Valued at cost) 50,398,556 41,915,856
(b) Finished goods (Valued at cost or market value which ever is less) 37,528,774 18,793,040
(c) WIP 4,561,502 132,251
(d) Goods In Transit 11,331,665 2,046,043

Total Rs. 103,820,498 62,887,191

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 16 As at 31 March As at 31 March

Trade Receivables 2018 2017
Rs. Rs.
Sundry Debtors
(Unsecured, considered good)
Debt outstanding for the period exceeding Six Months 21,642,535 13,241,420
Other Debts 160,339,654 147,716,592

Total Rs. 181,982,189 160,958,012

Note:- "Debt outstanding for the period exceeding Six Months" includes 3 parties to whom leagl notice for recovery of
debt amounted to Rs. 577314 has been intiated in year 2014-15 and the same is under dispute till date of signing of
Financials.
As at 31 March As at 31 March
Note 17
Cash And Cash Equivallent 2018 2017
Rs. Rs.
Cash & Cash Equivalent
i) Cash in hand 910,327 342,277
ii) Balance with Banks
-Current account with Scheduled Bank 695,905 380,258
iii) Buyers Credit Margin 5,914,798 6,692,599

Total Rs. 7,521,030 7,415,134

As at 31 March As at 31 March
Note 18
Short Term Loans And Advances 2018 2017
Rs. Rs.

Other loans and advances

Unsecured, Considered Good
i. Advances Income Tax & TDS 3,630,341 42,398
ii. Advances to Employees 575,167 959,058
iv Others iii. Others 200,000 594,737
v. Advances for
iv.fixed
Advances
assetsfor fixed assets - 144,721

Total Rs. 4,405,508 1,740,914

As at 31 March As at 31 March
Note 19
Other Current Assets 2018 2017
Rs. Rs.

Cenvat Credit Receivable - 1,378,232

Excise Refund Receivable 704,050 3,568,929
Service Tax Claimable - 4,194,865
Vat Refund Receivable 15,625,472 12,559,241
Advance given to Supplier 4,395,322 503,012
Advance against Expenses 8,673 95,510
Mat Credit Entitlement 7,076,162 2,665,608
Duty Drawback Receivable 80,629 7,635
Prepaid expenses 1,254,615 -
GST Credit Receivable 8,101,962 -
GST Refund Receivable 4,505,694 -

Total Rs. 41,752,579 24,973,032

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 20
Revenue From Operation 2018 2017
Rs. Rs.
Domestic Sales 644,645,740 512,684,878
Export Sales 112,506,527 71,500,806

Total Rs. 757,152,267 584,185,684

As at 31 March As at 31 March
Note 21 Other Operational Income 2018 2017
Rs. Rs.
Octroi Received 27,503 72,303
Export Incentive 319,708 729,102
Foreign Exchange Gain 614,068 729,542
Interest Income 827,775 330,012
Discount received 884,165 3,316,846
Sundry Balance Written Off - 149,939
Other Income 190,198 82,800

Total Rs. 2,863,417 5,410,544

As at 31 March As at 31 March
Note 22
Cost of Material Consumed 2018 2017
Rs. Rs.
Opening Stock 41,915,856 17,707,028
Add : Purchase 583,500,486 464,028,341
Less : Closing Stock 50,398,556 41,915,856

Total Rs. 575,017,787 439,819,512

As at 31 March As at 31 March
Note 23
Changes in Inventories 2018 2017
Rs. Rs.
Closing Stock
Finish Goods 37,528,774 18,793,040
Semi Finish Goods 4,561,502 132,251
Goods in Transit 11,331,665 -
53,421,942 18,925,291
Opening Stock
Finished Goods 18,793,040 14,745,727
Semi Finish Goods 132,251 273,000
18,925,291 15,018,727
Net (Increase) / Decrease in Inventories (34,496,651) (3,906,564)

As at 31 March As at 31 March
Note 24
Employee Benefit Expenses 2018 2017
Rs. Rs.
Salaries & Wages
Salaries, PF employer Contribution & Bonus 17,704,584 15,581,299
Staff Welfare 707,054 502,466
Wages 563,959 833,497
Director Remuneration 4,846,469 3,456,000
Gratuity Expenses - (Refer Note 42) 1,370,002 42,300
Total Rs. 25,192,067 20,415,562
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 25 As at 31 March As at 31 March

Financial Cost 2018 2017
Rs. Rs.
Bank Interest
Interest Paid to Bank 17,073,797 17,114,527
Bank Charges
Bank Charges 3,680,747 853,201
Interest to others
Interest on NBFC 237,800 1,306,666
Total Rs. 20,992,344 19,274,394

As at 31 March As at 31 March
Note 26
Other Expenses 2018 2017
Rs. Rs.
A. Manufacturing & Operating Expenses
Power & Fuel (Electricity Charges) 609,306 1,461,502
Stores & Spare Consumed 853,710 1,052,594
Transport Charges 9,811,904 8,032,098
Agency Charges 495,657 529,606
Water Charges 262,495 588,978
Factory Expenses 862,667 427,157
Factory Rent 300,000 -
Packing Expenses 984,979 38,104
Interest Paid to Suppliers 406,986 75,218
Clearing and Forwarding Charges 2,605,300 4,257,323
Warehousing Charges 870,517 615,340
Terminal Handling & Vessel Charges 697,708 400,431
Total Manufacturing & Operating Expenses 18,761,228 17,478,351
B.Selling and Distribution Expenses
Commission Brokerage 4,965,325 2,956,210
Advertisement 3,024 308,480
Inland Travelling 225,218 934,580
Discount (Sale) 3,860,878 3,735,716
Total Selling and Distribution Expenses 9,054,445 7,934,986
C. General Expenses
Miscelleneous Expenses 1,507,181 1,809,088
Interest on payment of statutory dues 418,161 180,484
1,925,342 1,989,572
Total Genral Expenses 10,979,787 9,924,558
C. Establishment Expenses
Postage & Telegram 280,610 292,808
Professional Charges 2,244,688 889,651
Security Charges 654,616 806,244
Stationery Expenses 253,332 200,987
Auditors Remuneration 120,000 93,500
Repair & Maintanance 1,075,692 1,173,902
Donation 26,700 -
Membership & Subscription 125,406 132,150
Office Expenses 667,928 316,995
Insurance 826,412 916,014
Conveyance Expenses 680,621 60,565
Telephone and Internet Expenses 396,214 412,385
Electricity Expenses 1,943,915 1,015,911
Motor Car Expenses 264,855 152,294
Rent, Rate & Taxes 432,929 37,333
Lab Expenses 413,378 272,171
Vat Expenses 526,328 296,562
Total Establishment Expenses 10,933,624 7,069,471
Total Rs.(A+B+C) 40,674,639 34,472,381

Note :- Research and Development Expenditure included in the Statement of Profit & Loss
Salaries, PF employer Contribution & Bonus 3,249,500 2,390,870
Rent, Rate & Taxes 121,000 -
Lab Expenses 413,377 272,170
Staff Welfare 83,178 63,866
Postage & Telegram 55,612 43,739
Material Cost 810,000 630,000
Packing Material 540,000 450,000
Total Rs. 5,272,667 3,850,644
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 27 Profit and loss from exceptional items:

As at 31 March As at 31 March
Exceptional Items 2018 2017
Rs. Rs.
Loss on sale of Motor Car - 138,407
Prior Period Expenses 7,635 1,743,355
Total Rs. 7,635 1,881,762

Note 28 Contingent Liabilities:

Sr. No Particular 2017-18 2016-17

(i) Claims against the company not achnowledged NIL NIL
(ii) Commitments, Estimated amount of contracts remaining to be executed on capital
- 2,000,000
account and not provided for Tangible assets.
Note: The Income-tax assessment of the Company has been completed up-to assessment year 2015-16, The Company has
been demanded to pay a tax liability of Rs. 65,950 & Rs.67,600 for the F.Y. 2011-12 & 2012-13 respectively and same has
been paid in FY 2017-18.

Note 29 Balances of Sundry Debtors, Sundry Creditors Assets, Loans & Advances and Deposits as on 31/3/2018 either debit or credit are subject to confirmation,
reconciliation and adjustments, if any.
Note 30 In the opinion of the Board, Current Assets, Loans and Advances are approximately of the value stated in the Balance Sheet which would be realized in the
ordinary course of business.
Note 31 The Board of Directors has waived off the board Meeting fees.
Note 32 Figures of the previous year have been regrouped / reclassified, wherever necessary to make them comparable with the figures under review.

Note 33 Segment Reporting as per AS-17

a. The Organization been processor,importer,Supplier and Exporter of Chemical & Dyes used in the Painting and Textile Industry, which have similar risk and
returns and also similar market conditions of demand and supply. All other activities of the company revolve around the main business; as such there are
inherent natures of these activities are governed by the same set of risk and returns; these have been grouped as a single segment. The company does not
have any other reportable as defined under the Accounting Standard 17 (AS-17) for segment reporting.
b. Geographical Segments as secondary segment:
Particular 2017-18 2016-17
Exports (Including duties & Taxes) 112,506,527 71,500,806
India (Including duties & Taxes) 644,645,740 512,684,878
Total 757,152,267 584,185,684

Note 34 Particulars of Remuneration to Statutory Auditors (Amount In Rs.)

Particular 2017-18 2016-17
Audit Fees (Excluding Taxes) 80,000 70,000
Tax Audit (Excluding Taxes) 40,000 23,500
Fees for Certification Charges 5,870 -

Note 35 Details of Component of Raw material consumed

(Amount in Rs.)
2017-18 2016-17
Particular
Value Percentage Value Percentage
Indigenous 494,476,982 86% 367,972,255 84%
Imported 80,540,804 14% 71,847,257 16%
Total 575,017,787 100% 439,819,512 100%

Note 36 Expenditure In Foreign Currency

Particular 2017-18 2016-17
Commission 288,673 770,058

Note 37 Value of Imports and Exports

Particular 2017-18 2016-17
Value of Imports on CIF Basis 86,629,804 88,587,257
Value of Exports on FOB Basis 112,506,527 71,500,805
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774
Note 38 Earnings In Foreign Currency
Particular 2017-18 2016-17
Towards Export of goods 87,554,370 71,279,584

Note 39 There are No Micro, small and Medium Enterprises to whom the company owes dues which are outstanding for more then 45 days during the
period. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act 2006 has been
determined to the extent such parties have been identified in the basis of information available with the company.

Note 40 Disclosure of related parties (As required by AS-18 Related party disclosure)

List of key management personnel:

Reno. Name of the Individual Relationship
1 Mr Rakesh Shah Key Management
2 Mrs Apooni Shah Key Management
3 Mr Sharad Kothari Key Management (From 12th Dec 2017)
4 Mr Aashay R Shah Relative of Key Management

List of Subsidiary Company :-

Sn. Name Relation
1 Omega Woven Mills Pvt Ltd Subsidiary Company
2 Om Maruti Glasswool & Wirenetting Products Pvt Ltd Subsidiary Company

Disclosure of related party transaction (During the year): (Amount in Rs.)

Relative of Key
Sr.No. Nature of transaction Subsidiary Company Key Management Management/ Total
Associate
- 4,846,469 - 4,846,469
1 Salary
- (3,456,000) (900,000) (4,356,000)
Investment Made during 5,600,000 - - 5,600,000
2
the year (7,462,500) - - (7,462,500)
Unsecured Loan - 11,255,666 - 11,255,666
3
Received - (20,596,597) - (20,596,597)
Unsecured Loan - 8,976,523 - 8,976,523
4
Repayment - (19,608,159) - (19,608,159)
10,248,163 - - 10,248,163
5 Unsecured Loan given
(6,913,579) - - (6,913,579)
Equity Share Purchase of - 5,600,000 - 5,600,000
6
subsidiary Company - - - -
300,000 - - 300,000
7 Factory Rent Paid
- - - -
Note- Figure in bracket represents last year data.

Detail of Investment made in Subsidiary company :-

No Name Amount
1 Om Maruti Glasswool & Wirenetting Products Pvt Ltd 5,600,000
Total 5,600,000

Detail of transaction with Subsidiary company :-

No Name Unsecured Loan given Rent Paid
1 Omega Woven Mills Pvt Ltd 696,303 -
2 Om Maruti Glasswool & Wirenetting Products Pvt Ltd 9,551,860 300,000
Total Rs. 10,248,163 300,000

Detail of Salary and interest given to key managerial personnel: (Amount in Rs.)
Equity Share
Unsecured Loan Unsecured Loan Purchase of
No Name Salary
Received Repayment subsidiary
Company
1 Mr. Rakesh Shah 3,522,150 8,270,666 8,224,024 3,200,000
2 Mrs. Apooni Shah 1,205,319 2,985,000 752,499 2,400,000
3 Mr. Sharad Kothari 119,000 - - -
Total Rs. 4,846,469 11,255,666 8,976,523 5,600,000

Disclosure of outstanding amount at year end: (Amount in Rs.)

No Name Type of Transaction Amount
1 Mrs. Apooni Shah Unsecured Loan Received 5,634,776
2 Omega Woven Mills Pvt Ltd Unsecured Loan Given 7,609,882
3 Om Maruti Glasswool & Wirenetting Products Pvt Ltd Unsecured Loan Given 9,551,860
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774
Note 41 In compliance with the Accounting Standard 22 relating to “Accounting for Taxes on Income” issued by the Institute of Chartered
Accountant of India, the deferred tax liability accruing during the year has been recognized in the Profit and Loss Account.

Major components of the Deferred Tax Liability/Asset are as follows:-

(Amount in Rs.)
Balance as on April 1, 2017 Arising during the year Balance carried
Particulars
(DTA) (P&L) forward (DTA)
Deferred Tax liability/Asset on account
6,257,200 (5,429,994) 827,206
of timing difference in depreciation
Total 6,257,200 (5,429,994) 827,206

Note 42 Disclosure as per AS 15 for Gratuity Liability

Defined Contribution Plans Amount of Rs. 621275 (PY Rs. 474670 ) towards Provident Fund is recognized as an expenses & included in "Salaries, PF
employer Contribution & Bonus" in Profit & Loss.

Defined Benefits plan and short term Employee benefits

Gratuity (Defined Benefits Plan)

The Company has a defined benefit gratuity plan. Every Employee who has completed Five years of service get a gratuity on death or resignation or
retirement at 15 days of salary (last drawn salary) for each completed year of service. The Gratuity has been provided on the basis of valuation provided by
the actuary based on Projected Unit Credit Method.

Date of Valuation 3/1/2018

Number of Member 68
Average Age 33.56
Average Monthly Salary 8243.46
Average Past Service 4.46
Mortality Rate LIC (2006-08)
1% to 3%
Withdrawal Rate
depending
Discount Rate 7.5% P.A.
Salary Escalation 4%

Result of Valuation
PV Of Past Service Benefit 1,199,279
Current Service Cost 170,723
Total Expenses recognised during the year 1,370,002

Particular 31-Mar-18
Gratuity Provision - Non Current 719,567
Gratuity Provision -Current 239,856

Signature to Note No. 1 to 42 forming part of the Balance Sheet and Statement of Profit & Loss.
As per our audit report of even date.
As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics
FRN No.:- 007234C Private Limited)
Chartered Accountants

CA. Rajkumar Khatod Mr. Rakesh Shah Mrs. Apooni Shah

Partner Director Director
Membership No. 133612 DIN No. 00503074 DIN No. 00503116

Place :- Mumbai
Dated :- May, 02nd 2018

Mr. Bhavesh Pandya Ms. Honey Magia

Chief Financial Officer Company Secretary
 INDEPENDENT AUDITOR‟S REPORT

To
The Members of Ambani Organics Limited,

1. We have audited the accompanying consolidated financial statements of Ambani

Organics Limited (Formally Known as Ambani Organics Private Limited) and its
subsidiaries Omega Woven Mills Private Limited and Om Maruti Glasswool &
Wirenwtting Products Private Limited (collectively referred to as “group”) which
comprise the consolidated Balance Sheet as at 31st March, 2018 and consolidated Statement
of Profit and Loss for the year then ended, and a summary of significant accounting
policies and other explanatory information.

2. The Holding Company Management is responsible for the matters in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these consolidated
financial statements that give a true and fair view of the consolidated financial position
and consolidated financial performance of the Company in accordance with the
accounting principles generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014 (particularly AS 21, consolidated Financial Statement). This responsibility also
includes the maintenance of adequate accounting records in accordance with the provision
of the Act for safeguarding of the assets of the group and for preventing and detecting the
frauds and other irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of internal financial control, that were operating
effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the consolidated financial
statements by the Directors of the Holding Company as aforesaid that give a true and fair
view and are free from material misstatement, whether due to fraud or error.

3. Our responsibility is to express an opinion on these consolidated financial statements

based on our audit. We conducted our audit in accordance with the Standards on
Auditing specified under section 143(10) of the Act. Those Standards require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are free from material
misstatement. An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the consolidated financial statements. The procedures
selected depend on the auditor‟s judgment, including the assessment of the risks of
material misstatement of the consolidated financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers internal financial control
relevant to the Holding Company that gives true and fair view in order to design audit
procedures that are appropriate in the circumstances. An audit also includes evaluating
the appropriateness of accounting policies used and the reasonableness of the accounting
estimates made by Company‟s Directors, as well as evaluating the overall presentation of
the consolidated financial statements.

4. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion we report that the Consolidated Financial Statement
have been prepared by the company‟s Management in accordance with the requirement
of Accounting Standard (AS) 21 – Consolidated Financial Statement notified under
section 2 Clause 2 of Companies Act 2013, In our opinion and to the best of our
information and according to the explanations given to us, the consolidated financial
statements give the information required by the Act in the manner so required and give a
 true and fair view in conformity with the accounting principles generally accepted in
India.

d) in the case of the Consolidated Balance Sheet, of the state of affairs of the
Company as at March 31, 2018;
e) in the case of Consolidated Profit & Loss Account, of the loss for the year ended
on that date; and
f) In the case of Cash Flow Statement, of the cash flows for the year ended on that
date.

Report on Legal and other Regulatory Requirements

3. As required by Companies (Auditor‟s Report) Order, 2016 issued by the central

government of India in terms of subsection (11) of section 143 of the act, we give in the
”Annexure 1” a statement on the matters specified in the order.

4. As required by section 143 (3) of the Act, we report that:

h) We have sought and obtained all information and explanations, which, to the best of
our knowledge and belief, were necessary for the purpose of our audit.

i) In our opinion proper books of account as required by law have been kept by the
Company so far as appears from our examination of those books.

j) The Consolidated Balance Sheet and Consolidated Statement of Profit and Loss dealt
with by this report are in agreement with the books of account.

k) In our opinion, the Consolidated Balance Sheet and the Consolidated Statement of
Profit and Loss comply with the Accounting Standards specified under section 133
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

l) On the basis of written representations received from the directors of the Holding
company as on 31st March 2018 and taken on record by the Board of Directors of
Holding Company, none of the directors is disqualified as on 31st March 2018, from
being appointed as a director in terms of section 164(2) of the Companies Act, 2013.

m) With respect to the adequacy of Internal Financial controls over financial reporting of
company and the operating effectiveness of such controls, refer to our separate report
in “Annexure-2” to this report.

n) With respect to the other matters included in the Auditor‟s Report and to our best of
our information and according to the explanations given to us –
 iii. The Company does not have pending litigation.
iv. The Company did not have any long-term contracts including derivatives
contracts for which there were any material foreseeable losses.

For Shambhu Gupta & Co.

Chartered Accountants
FRN No.:- 007234C

Sd/-

CA. Rajkumar Khatod

Partner
M. No. 133612

Place:-Mumbai
Date: - May 02, 2018
 THE ANNEXURE REFEREED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE
TO THE MEMBERS OF THE COMPANY ON THE ACCOUNTS OF THE
CONSOLIDATED FINANCIAL STATEMENT FOR THE YEAR ENDED 31st MARCH 2018

Our reporting on the Order includes Two Subsidiaries Company incorporated in India, to
which the Order is applicable, to the extent considered applicable for reporting under the
Order in the case of the consolidated financial statements.

In respect of a subsidiary company incorporated in India, which have been included in the
consolidated financial statements based on audited financial statements of such entities
provided to us by the Management, whilst in our opinion, and according to the information
and explanations given to us, we report that

(i) (a) The Group Company has maintained the proper records showing full particulars
including quantitative details and situation of fixed assets.

(b) According to the information and explanations given to us, all fixed assets of the
Holding and subsidiary Company have been physically verified by the
management during the year and the procedures of physical verification followed
by the management, in our opinion, was reasonable having regard to the size of
the Company and the nature of its assets and no material discrepancies were
noticed during such verification.

(c) According to information & explanations given to us and on the basis of our
examination of the records of the company, the title deeds of immovable
properties are held in the name of the company.

(ii) In respect of the inventories of the holding company and its subsidiary company
incorporated in the inventories have been physically verified at reasonable intervals
during the year by the management. The discrepancies noticed on physical verification
between the physical stock and book records were not material and have been properly
dealt with in the books of accounts.

(iii) According to the information and explanations given to us and on the basis of our
examination of the books of account, the holding company and its subsidiary company
incorporated in India has granted loans to two parties covered in the register
maintained under section 189 of the Companies Act, 2013.

(c) The terms & Condition of the grant of such loans are not prejudicial to the
company‟s interest.

(d) There is no repayment schedule for payment of principle and interest between both
the companies, Hence the provision of clause (b) and (c) are not applicable to
company.

(iv) In our opinion and according to the information and explanations given to us, the
Company has complied with the provisions of Section 185 and 186 of the Act, with
respect to the loans and advances made.

(v) In our opinion and according to the information and explanations given to us the
Company has not accepted any deposits from the public. Hence the provisions of this
clause are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant
to the rules prescribed by the Central Government for maintenance of cost records under
 Section 148(1) of the Act and are of the opinion that prima facie, the prescribed accounts
and records have been made and maintained. However, we have not made a detailed
examination of the records.

(vii) (a) The Company is regular in depositing with appropriate authorities all undisputed
statutory dues except the followings arrears stood on last day of the concerned
financial year, for a period of more than 6 months:

Nature of the Dues Amount Period to which the

(Rs.) amount relates
Professional Tax 3,13,256 From FY 2013-2014
to 2016-2017

(b) According to the information and explanation given to us, there are no dues on
account of Sales Tax, Wealth tax, Service tax, Customs duty, Excise duty and Cess
which have not been deposited on account of any disputes.

(viii) In our opinion and according to the information and explanations given to us, the
company has not defaulted in repayment of dues to any Bank or financial institutions
during the year.

(ix) In our opinion and according to the information and explanations given to us, the term
loan taken by the company has been applied for the purpose for which they were raised.

(x) In our opinion and according to the information and explanations given to us there is no
any fraud by the company or any fraud on the Company by its officers/ employees has
been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us, sec 197
read with schedule V of the companies act , 2013 dealing with managerial remuneration
is not applicable to the company.

(xii) The company is not a Nidhi Company so the provision of this clause is not applicable to
company.

(xiii) All transactions with the related parties are in compliance with Section 188 of
Companies Act, 2013 and have been disclosed in the Consolidated Financial Statements
as required by the accounting standards and Companies Act, 2013. As regards to Sec 177
of Companies Act, 2013 dealing with the Audit Committee is not applicable to the
company.

(xiv) During the year the Group Company has not made any preferential allotment/ Private
placement of shares or fully or partly convertible debenture during the year.

(xv) In our opinion and according to the information and explanations given to us the
company has not entered into any non-cash transactions with directors or persons
connected with him so provisions of Section 192 of Companies Act, 2013 have been
complied with.
(xvi) The group company is not required to be registered under section 45-IA of the Reserve
Bank of India Act, 1934.

For Shambhu Gupta & Co.

Chartered Accountants
FRN No.:- 007234C

Sd/-

CA. Rajkumar Khatod

Partner
M. No. 133612

Place:-Mumbai
Date: - May 02, 2018
“ANNEXURE 2” TO THE INDEPENDENT AUDITOR‟S REPORT REFERRED TO IN
PARAGRAPH 2(F) UNDER THE HEADING “REPORT ON OTHER LEGAL &
REGULATORY REQUIREMENTS” OF OUR REPORT OF EVEN DATE

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of
the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of the Company as of
31 March 2018 in conjunction with our audit of the standalone financial statements “Ambani
Organics Limited “ (the Holding Company) and its subsidiary which is incorporated in India
as on that date.

Management‟s Responsibility for Internal Financial Controls

The Respective Board of Directors of the Holding Company and its subsidiary company are
responsible for establishing and maintaining internal financial controls based on the internal
control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered
Accountants of India („ICAI‟). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business, including adherence to Company‟s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of reliable
financial information, as required under the Act.

Auditors‟ Responsibility

Our responsibility is to express an opinion on the Company‟s internal financial controls over
financial reporting based on our audit. We conducted our audit in accordance with the
Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed
under section 143(10) of the Act, to the extent applicable to an audit of internal financial
controls and, both issued by the ICAI. Because the matter described in Disclaimer of opinion
paragraph below, we were not able to obtain sufficient appropriate audit evidence to provide
a basis for an audit opinion on Internal Financial Controls over Financial Reporting of the
company.

Meaning of Internal Financial Controls over Financial Reporting

A company‟s internal financial control over financial reporting is a process designed to

provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company‟s internal financial control over financial
reporting includes those policies and procedures that pertain to the maintenance of records
that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made only
in accordance with authorizations of management and directors of the company; and provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the company‟s assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting,
including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to future periods are
subject to the risk that the internal financial control over financial reporting may become
inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.

Opinion

In our opinion, the Holding company and its subsidiary company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal
financial controls over financial reporting were operating effectively as at March 31, 2018,
based on the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting issued by The Institute of Chartered
Accountants of India (ICAI).

For Shambhu Gupta & Co.

Chartered Accountants
FRN No.:- 007234C

Sd/-

CA. Rajkumar Khatod

Partner
M. No. 133612

Place:-Mumbai
Date: - May 02, 2018
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Consolidated Balance Sheet for the year ended 31st March, 2018

Year Ended
Particulars Note No Year Ended 31.03.2017
31.03.2018

I. EQUITY AND LIABILITIES

(1) Shareholder's Funds
(a) Share Capital 2 38,106,590 38,106,590
(b) Reserves and Surplus 3 20,775,013 4,647,224

(2) Non-Current Liabilities

(a) Long-term Borrowings 4 28,760,218 21,496,392
(c) Other Long term Liabilities 5 55,334,730 54,185,395
(b) Deferred tax liabilities (Net) 6 - -
(d) Long-term Provision 7 5,299,056 2,665,608

(3) Current Liabilities

(a) Short-term borrowings 8 124,747,412 97,370,132
(b) Trade payables 9 194,147,130 154,577,571
(c) Other current liabilities 10 8,296,308 8,908,086
(d) Short-term provisions 11 1,798,463 1,021,278
Total 477,264,920 382,978,276
II.ASSETS
(1) Non-current assets
(a) Fixed assets 12
(i) Tangible assets 113,462,369 108,361,013
(ii) Intangible assets 15,970,161 8,251,776
(b) Non-current investments 13 2,001,584 1,684,414
(c) Long term loans and advances 14 566,132 370,281
(d) Deffered Tax Assets (Net) 6 3,092,891 6,257,200
(d) Other non-current assets - -

(2) Current assets

(a) Inventories 15 103,820,498 62,887,191
(b) Trade receivables 16 183,819,457 160,958,012
(c) Cash and cash equivalents 17 7,776,551 7,494,443
(d) Short-term loans and advances 18 4,526,508 1,740,914
(e) Other current assets 19 42,228,769 24,973,032

Total 477,264,920 382,978,276

Significant accounting policies
1 to 42
Notes to the consolidated financial statements

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as Ambani
FRN No.:- 007234C Organics Private Limited)
Chartered Accountants

Mr. Rakesh Shah Mrs. Apooni Shah

Director Director
DIN No. 00503074 DIN No. 00503116
CA. Rajkumar Khatod
Partner
Membership No. 133612
Mr. Bhavesh Pandya Ms. Honey Magia
Place :- Mumbai Chief Financial Officer Company Secretary
Dated :- May 02nd, 2018
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Consolidated Profit and Loss statement for the year ended 31st March, 2018

Year Ended
Particulars Note No Year Ended 31.03.2017
31.03.2018

I. Revenue from operations 20 757,152,267 584,185,684

Less:- Duties & Taxes 104,200,850 60,611,312
Net Revenue from operations 652,951,417 523,574,372
II. Other Operational Income 21 2,863,417 5,410,544
III. Total Revenue 655,814,834 528,984,916
IV. Expenses:
Cost of materials consumed 22 575,017,786 439,819,512
Changes in inventories of finished goods and Stock-in-Trade 23 (34,496,650) (3,906,564)
Employee benefit expense 24 25,392,068 20,415,562
Financial costs 25 20,993,115 19,352,054
Depreciation and amortization expense 6,378,650 4,782,579
Other expenses 26 41,531,410 34,715,742
IV Total Expenses 634,816,379 515,178,885

V. Profit before exceptional and extraordinary items and tax (III - IV) 20,998,455 13,806,030

VI. Exceptional items 27 (101,205) 1,881,762

VII Profit before extraordinary items and tax (V - VI) 21,099,660 11,924,268

VIII. Extraordinary Items - -

IX. Profit before tax (VIII-IX) 21,099,660 11,924,268

X. Tax expense:
(1) Current tax 4,579,489 2,665,608
(2) Mat Credit Entitlement (4,579,489) (2,665,608)
(3) Tax adjsutment of earlier year 264,949 -
(3) Deferred tax (3,164,309) (3,781,615)

XI. Profit/(Loss) before Minority Interest (IX-X) 17,670,402 8,142,653

XII. Minority Interest - -

XIII. Profit/(Loss) transfer to Reserve & Surplus (XI-XII) 17,670,402 8,142,653

XIV. Earning per equity share:

Basic EPS (In Rs.) 4.64 2.14
Diluted EPS (In Rs.) 4.64 2.14

Significant Accounting Policies

1 to 42
Notes on Financial Statements

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as Ambani
FRN No.:- 007234C Organics Private Limited)
Chartered Accountants

Mr. Rakesh Shah Mrs. Apooni Shah

Director Director
CA. Rajkumar Khatod DIN No. 00503074 DIN No. 00503116
Partner
Membership No. 133612

Place :- Mumbai Mr. Bhavesh Pandya Ms. Honey Magia

Dated :- May 02nd, 2018 Chief Financial Officer Company Secretary
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Consolidated Cash Flow Statement for the year ended 31st March, 2018

Year ended on
Particulars
31.03.2018
A CASH FLOWS FROM OPERATING ACTIVITIES
Net Profit before tax and before extraordinary items 21,099,660
Adjustments for : -
Depreciation 6,378,650
Interest Expenses 20,993,115
Profit/Loss on sale of fixed assets (108,840)
Tax Adjsutment of Earlier Years (264,949)
Pre-Acquisition Profit/Loss (1,542,612)
Interest Income (190,198)
Operating profit before working capital changes 46,364,827
Adjustments for : -
Inventories (40,933,307)
Short term provisions 777,185
Short term borrowings 27,377,280
Other Current Liabilities (611,778)
Other Current Assets (17,255,737)
Trade and other receivables (22,861,445)
Long term Provision 2,633,448
Other Long term Liabilities 1,149,335
Other Non Current Assets -
Long term Loans and Advances (195,851)
Short term Loans and Advances 874,747
Trade Payables 39,569,559
Net (Increase)/Decrease in Working Capital (9,476,565)

Cash generated from / (used in) Operating Activities

Taxes (Paid) (including TDS ) 3,660,341
Net Cash from operating activities A 33,227,921

B Cash Flow from Investing Activities:

Purchase of fixed assets (19,997,053)
Sale of Fixed assets 907,500
Investment in Non-Current Investment (317,170)
Interest Received 190,198
Net Cash used in investment activities B (19,216,525)

C Cash Flow from Financing Activities:

Equity Share Issued -
Proceeds / (Repayment) of Long-term Borrowings 7,263,826
Interest Paid (20,993,115)
C -13,729,289

Net Increase / (Decrease) in Cash and Cash Equivalents 282,108

Cash and Cash Equivalents
Opening Balance Cash & Cash Equivalents 7,494,443
Closing Balance Cash & Cash Equivalents 7,776,551
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Consolidated Cash Flow Statement for the year ended 31st March, 2018

1 The above Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard - 3 on Cash Flow
Statement issued by the Institute of Chartered Accountants of India.

2 Cash and Cash Equivalent at the end of the year consist of cash in hand and balances with banks, fixed deposit from banks and buyers
margin.

As per our Audit Report of even date

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as
FRN No.:- 007234C Ambani Organics Private Limited)
Chartered Accountants

CA. Rajkumar Khatod Mr. Rakesh Shah Mrs. Apooni Shah

Partner Director Director
Membership No. 133612 DIN No. 00503074 DIN No. 00503116

Place :- Mumbai
Dated :- May 02nd, 2018
Mr. Bhavesh Pandya Ms. Honey Magia
Chief Financial Officer Company Secretary
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

NOTE NO. 1: SIGNIFICANT ACCOUNTING POLICIES

Background & General Information

Our Company was incorporated as Ambani Organics Private Limited on 08th July 1985 under the companies Act, 1956 bearing
registration no. 036774 and having its registered office in Boisar, Tarapur Maharashtra. Subsequently, the status of company was
changed to a public limited company and the name of our company was changed to Ambani Organics Limited vide special resolution
dated March 07, 2018. A fresh certificate of incorporation consequent upon change of name was issued on March 07, 2018 by the
Registrar of Companies, Mumbai, Maharashtra.

Ambani Organics Limited is a chemical manufacturing company with manufacturing and Processor, Importer, Supplier and Exporter of
Chemical & Dyes used in Painting and Textile Industry.

A. Basis for Consolidation

The Consolidated Financial Statements comprise the individual financial statements of the Company and its subsidiary as on March,
31 2018 and for the year ended on that date. The consolidated financial statements have been prepared on the following basis:-

(a) The financial statements of the Company and its subsidiary have been consolidated on a line-by-line basis by adding together the
book values of like items of assets, liabilities, income and expenses, after eliminating intra group balances and intra group
transactions resulting in unrealised profits or losses in accordance with the Accounting Standard 21 on "Consolidated Financial
Statements" as notified by the Companies (Accounting Standards) Rules, 2006.

(b) The financial statements of the subsidiaries used in the consolidation are drawn upto the same reporting date as that of the
Company, i.e. March 31, 2018.

(c) Investments in subsidiaries are eliminated and differences between the cost of investment over the net assets on the date
of investment in subsidiaries are recognised as Goodwill or Capital Reserve, as the case may be.

(d) Minority Interest's share of net profit or loss of subsidiaries for the year is identified and adjusted against the income of the
Group in order to arrive at the net income attributable to the Equity Shareholders of the Company.

(e) Minority Interest's share of net assets of consolidated subsidiaries is identified and presented in the Consolidated Balance
Sheet as a separate item from liabilities and the Shareholders' Equity.

(f) The Consolidated Financial Statements are prepared using uniform Accounting Policies for like transactions and other events in
similar circumstances and are presented in the same manner as the standalone financial statements of the Company.

The Subsidiaries in the Consolidated Financial Statements are as under:

Name of the entity Proportion of ownership interest March 2018

Subsidiary
Omega Woven Mills Private Limited 99.50%
Om Maruti Glasswool & Wirenetting Products Private Ltd 99.86%

B. Use of Estimates

The preparation of consolidated financial statements requires estimates and assumptions to be made that affect the reported amount of
assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting
period. Difference between the actual results and estimates are recognized in the period in which the results are known/ materialized.
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

C. Fixed Assets & Depreciation

Fixed assets are stated at cost inclusive of value added tax less accumulated depreciation and impairment loss, if any. All costs including
financing costs till commencement of commercial production. Each part of an item of property, plant and equipment with a cost that is
significant in relation to the total cost of the item is depreciated separately. When significant parts of fixed assets are required to be
replaced at intervals, the company recognizes such parts as individual assets with specific useful lives and depreciates them accordingly.
Depreciation on fixed assets is provided on straight line method using the life of assets based on the useful lives provided by the
Schedule II of Companies Act 2013.
Depreciation on assets acquired / disposed off during the year has been provided on a pro-rata basis from the date of addition or up to the
date of disposal as applicable.
There is no difference in life of assets as prescribed in schedule II of Companies Act 2013 and in our working.

D. Revenue Recognition

Sales are exclusive of Duties & Taxes. Sales are recognized when significant risk and rewards of ownership of goods are passed on to
customers. Sales tax incentives are recognized as income as and when the amounts of incentive are confirmed by the respective officers.

E. Investments

Current investments are carried at lower of cost and quoted/ fair market value, compared category wise. Long term Investments are stated
at cost. Provision for diminution in the value of long term investment is made only if such a decline is other than a temporary.

F. Inventories

Inventories are valued at:

1. Raw Materials, Stores & Spare Parts: At Cost (FIFO).

2. Finished Goods: The cost is determined by taking material, labour & related factory overheads. The company follows exclusive
method for valuation of stock. It is valued at lower of Cost or net reliable value.
3. Consumable Stores : At Cost (FIFO)

G. Impairment of Assets.

The carrying amount of assets is reviewed at each Balance-sheet date if there is an indication of impairment based on the internal and
external factors. An impairment loss if any is charged to Statement of Profit & Loss in the year in which the amount is identified as
impaired. There are no assets which can be termed is impaired asset during the year.

H. Employee Benefits

Short term employee benefits and contribution to defined contribution plans are recognized as an expense on accrual at the undiscounted
amount in the Satement of Profit and Loss. Other long term employee benefits in the nature of gratuity are accounted on Cash basis and
computed in accordance with the policy of the company in the said regard.

I. Foreign Currency Transaction

Transactions denominated in foreign currency are recorded at the exchange rate prevailing on the date of the transaction or that
approximates the actual rate at the rate of the transactions. Monetary items denominated in foreign currency at the year end are restated
at year end rates. In case of items which are covered by forward exchange contracts, the difference between the year end rates and rate
on the date of the contract recognized as exchange difference and the premium paid on forward contract is recognized over the life of the
contract.
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

J. Provision for Current and Deferred Tax

Provision for taxation is made on the basis of the taxable profits computed for the current accounting year in accordance with the
provision contained in the Income-tax Act, 1961. Provision is also made for the deferred tax assets arising due to C/F losses & deferred
tax liability arising due to the timing difference between profit computed as per the Income-tax and the financial statements. Net Deferred
tax Assets resulting from the timing difference & losses are expected to crystallize in the future.
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

NOTES ON ACCOUNTS

Note 2.a Disclosure of Share Capital

As at 31 March 2018 As at 31 March 2017
Share Capital
Number Rs. Number Rs.

Authorised
Equity Shares Of Rs. 10/- Each 4,000,000 40,000,000 4,000,000 40,000,000

Issued, Subscribed & Paid up

Equity Shares of Rs. 10/- each 3,810,659 38,106,590 3,810,659 38,106,590
fully Paid

Total Rs. 3,810,659 38,106,590 3,810,659 38,106,590

Note 2.b Disclosure related to Outstanding share detail

As at 31 March 2018 As at 31 March 2017
Particulars Equity Shares Equity Shares
Number Rs. Number Rs.
Shares outstanding at the begining of the
3,810,659 38,106,590 3,810,659 38,106,590
year
Shares Issued during the year - - - -
Shares bought back during the year - - - -
Shares outstanding at the end of the year 3,810,659 38,106,590 3,810,659 38,106,590

Note 2.c Details of the Shareholding more than 5%

As at 31 March 2018 As at 31 March 2017
Name of Shareholder
No. of Shares % of No. of Shares % of Holding
Rakesh Shah held
3,464,721 Holding
90.92 held
3,390,627 88.98
Apooni Shah 314,738 8.26 314,738 8.26
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 3
Reserves & Surplus 2018 2017
Rs. Rs.
Securities Premium Account
Opening Balance 2,894,410 2,894,410
Add : Securities premium credited on Share issue - -
Closing Balance 2,894,410 2,894,410

Investment Allowance Reserves - -

Subsidy - -
- -

Profit and loss Account

Opening balance 1,752,813 (6,566,622)
(+) Net Profit/(Net Loss) For the current year 17,670,402 8,142,653
(+) Pre-Acquisition Profit/Loss (1,542,612) 176,781
Closing Balance 17,880,603 1,752,813

Total Rs. 20,775,013 4,647,224

As at 31 March As at 31 March
Note 4
Long Term Borrowings 2018 2017
Rs. Rs.
Secured
(a) Loans from Banks
Union Bank of India
i) Term Loan for Plant and Machinery * 14,541,869 18,256,152
-
ii) Car Loan ** 1,507,764 2,033,682
*
(i) The above loan from UBI and debts are secured by first mortgage of Plant
& machinery's purchased from this loan and personal guarntee of directors
and payable in 84 monthly installment of Rs.3,10,000/- Starting from month of
March,2016.
**
(ii) The Car Loan from UBI and it is secured by vehicle only.

A 16,049,633 20,289,834
Unsecured
a) Intercorporate Loans 4,468,285 284,242
b) From Directors 5,634,776 922,316
c) Unsecured Loan from NBFC 2,607,524 -
d) Loan from Holding Company - -

B 12,710,585 1,206,558

Total (A+B) 28,760,218 21,496,392

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774
AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 5
Other Long term Liabilities 2018 2017
Rs. Rs.
Other Long term Liabilties
a) Acceptances 54,185,395 54,185,395

b) Security Deposit 1,149,335 -

Closing Balance 55,334,730 54,185,395

As at 31 March As at 31 March
Note 6
Deferred Tax Liability/(Assets) 2018 2017
Rs. Rs.
Opening Deferred Tax Assets (6,257,200) (10,038,816)
For Current Year (P&L) (3,164,309) (3,781,615)

Closing Balance (3,092,891) (6,257,200)

As at 31 March As at 31 March
Note 7
Long-term Provision 2018 2017
Rs. Rs.

Provision for Tax 4,579,489 2,665,608

Provision for Gratuity -Refer Note 42 719,567 -

Total 5,299,056 2,665,608

As at 31 March As at 31 March
Note 8
Short Term Borrowings 2018 2017
Rs. Rs.
Secured
(a) Loans Repayable on Demand
- Working Capital Loan
Union Bank of India, Mumbai. 120,430,412 97,370,132

(b) Buyers Credit 4,267,000 -

*
("The validity of the buyers credit and LC is for 3 months from date of issue
with the possibility of roll-over. However as the buyers credit is a sub-limit of
the LC sanctioned by the bank, the same has been classfied as Short term
borrowing in the financial Statements.")

(Secured against Stock of Raw Material, Finished Goods, Other

Inventory, Book Debts, Term Deposit, Land & Building and Personal
Guarantee of the Directors.)

Other Loans and Advances

Others. 50,000 -

Total Rs. 124,747,412 97,370,132

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 9
Trade Payables 2018 2017
Rs. Rs.
Sundry Creditors (Including Letter of Credit)
(a) Sundry Creditors for goods & Service 194,147,130 154,577,571

Total Rs. 194,147,130 154,577,571

As at 31 March As at 31 March
Note 10
Other Current Liabilities 2018 2017
Rs. Rs.

(A) Current Maturities of Long-Term Debt

Secured
(a) Loans from Bank
Union Bank of India, Mumbai
i) Term Loan for Office * - 2,400,034
ii) Term Loan for Plant and Machinery * 3,720,000 3,720,000
iii) Car Loan ** 682,387 778,371

*
(i) The above loan from UBI and debts are secured by first mortgage of Plant &
machinery's purchased from this loan and personal guarntee of directors and payable
in 84 monthly installment of Rs.3,10,000/- Starting from month of March,2016.

**
(ii) The above loan from UBI and it is secured by vehicle only

Unsecured
(a) Loan from NBFC
i) Unsecured Loan from NBFC 2,631,871 -

(B) Other Current Liabilities

TDS Payable 283,737 1,086,020
TDS late filing fees payable 17,600 17,600
Service Tax Payable - 344,951
Advance from customer 279,249 103,896
Professional Tax Payable 325,306 313,256
MLWF Payable 1,632 15,000
Provident Fund Payable 294,702 128,957
ESIC Payable 22,324 -
GST RCM Payable 37,500 -

Total Rs. 8,296,308 8,908,086

As at 31 March As at 31 March
Note 11
Short Term Provisions 2018 2017
Rs. Rs.

Provision Others
(a) Provision for Salary 1,375,507 834,283
(b)Provision for Taxation - 133,560
(c)Provision for Expenses - 43,435
(d) Audit Fees Payable 183,100 10,000
(e) Provision For Gratuity -Refer Note 42 239,856 -

Total Rs. 1,798,463 1,021,278

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 12
Gross Block Accumulated Depreciation Net Block
Delation
Sr No. Fixed Assets Balance as at Additions Balance as at Balance as at Depreciation Depreciation Balance as at Balance as at Balance as at
during the
01 April, 2017 during the year 31 March 2018 01 April,2017 For the Year on Disposal 31 March 2018 31 March 2018 31 March 2017
year
A Tangible Assets
1 Freehold Land 129,020 - - 129,020 - - - - 129,020 109,020
2 Plant & Machinery 49,046,405 8,684,619 907,500 56,823,524 3,742,313 3,478,169 108,840 7,111,642 49,711,882 45,304,092
3 Furniture & Fixture 747,557 39,000 - 786,557 167,690 63,241 - 230,931 555,626 579,490
4 Building 39,497,034 - - 39,497,034 4,128,221 1,245,382 - 5,373,603 34,123,431 35,334,636
5 Electrical Installation 4,370,790 741,448 - 5,112,239 455,667 339,445 - 795,112 4,317,127 3,897,087
6 Office Equipments 106,336 - - 106,336 37,707 4,463 - 42,170 64,166 68,629
7 Motor Car 5,519,081 - - 5,519,081 672,707 321,552 - 994,259 4,524,822 4,807,296
8 Computers 1,395,000 196,680 - 1,591,680 1,124,805 164,951 - 1,289,756 301,924 264,339
9 Air Conditioners 180,669 120,303 - 300,972 121,846 36,007 - 157,853 143,119 58,823
10 Mobile Phone 333,367 139,384 - 472,751 230,890 48,888 - 279,778 192,973 100,388
11 Testing Instrument 830,944 - - 830,944 206,086 47,813 - 253,899 577,045 624,858
12 Scooter 117,500 - - 117,500 13,518 11,163 - 24,681 92,819 103,982
13 Factory Shed 17,723,120 2,234,572 - 19,957,692 614,749 617,016 - 1,231,765 18,725,927 17,108,371
14 Xerox Machine 49,725 - - 49,725 47,239 - - 47,239 2,486 -
Total (A) 120,046,550 12,156,007 907,500 131,295,056 11,563,438 6,378,090 108,840 17,832,688 113,462,369 108,361,013

B Intangible Assets
Goodwill on
Consolidation 8,251,776 7,448,946 - 15,700,723 - - - - 15,700,723 8,251,776
Software - 270,000 - 270,000 - 562 - 562 269,438 -

Total (B) 8,251,776 7,718,946 - 15,970,723 - 562 - 562 15,970,161 8,251,776

C Capital - WIP - - - - - - - - -

Total 128,298,326 19,874,953 907,500 147,265,779 11,563,438 6,378,652 108,840 17,833,250 129,432,529 116,612,789
Previous Year's Total 100,579,180 20,985,744 - 120,850,134 6,132,514 4,782,579 526,383 10,388,710 116,608,843
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 13
Non Current Investment 2018 2017
Rs. Rs.
Long term Investments
Gold Coin 1,646,014 1,338,814
Shares of Tarapur Enviormental Protection Society 345,600 345,600
Maharastra State Electricity Board Bond 9,970 -
Investment in Subsidiary company
Omega Woven Mills Pvt Ltd - -
Om Maruti Glasswool & Wirenetting Products Pvt Ltd - -

Total Rs. 2,001,584 1,684,414

As at 31 March As at 31 March
Note 14
Long Term Loans and Advances 2018 2017
Rs. Rs.
Security Deposits
Unsecured, considered good
Other deposits 566,132 370,281
Loans & Advances
Unsecured, considered good
- To Subsidiary Companies - -

Total Rs. 566,132 370,281

As at 31 March As at 31 March
Note 15
Inventories 2018 2017
Rs. Rs.
(a) Raw Materials and components (Valued at cost) 50,398,556 41,915,856
(b) Finished goods (Valued at cost or market value which ever is less) 37,528,774 18,793,040
(c) WIP 4,561,502 132,251
(d) Goods In Transit 11,331,665 2,046,043

Total Rs. 103,820,498 62,887,191

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 16 As at 31 March As at 31 March

Trade Receivables 2018 2017
Rs. Rs.
Sundry Debtors
(Unsecured, considered good)
Debt outstanding for the period exceeding Six Months 23,479,803 13,241,420
Other Debts 160,339,654 147,716,592

Total Rs. 183,819,457 160,958,012

Note:- "Debt outstanding for the period exceeding Six Months" it includes 3 parties to whom leagl notice for recovery
of debt amounted to Rs. 577314 has been intiated in year 2014-15 and the same is under dispute till date of signing
of Financials.
As at 31 March As at 31 March
Note 17
Cash And Cash Equivallent 2018 2017
Rs. Rs.
Cash & Cash Equivalent
i) Cash in hand 1,055,726 347,183
ii) Balance with Banks
-Current account with Scheduled Bank 790,434 454,661
iiI) Fixed Deposit 15,593 1,316,153
iv) Buyers Credit Margin 5,914,798 5,376,446

Total Rs. 7,776,551 7,494,443

As at 31 March As at 31 March
Note 18
Short Term Loans And Advances 2018 2017
Rs. Rs.

Other loans and advances

Unsecured, Considered Good
i. Advances Income Tax & TDS 3,660,341 42,398
ii. Advances to Employees 575,167 959,058
iv Others iii. Others 200,000 594,737
v. Advances for
iv.fixed
Advances
assetsfor fixed assets - 144,721
v. Advance given to Supplier 91,000 -

Total Rs. 4,526,508 1,740,914

As at 31 March As at 31 March
Note 19
Other Current Assets 2018 2017
Rs. Rs.

Cenvat Credit Receivable - 1,378,232

Excise Refund Receivable 704,050 3,568,929
Service Tax Claimable - 4,194,865
Vat Refund Receivable 15,625,472 12,559,241
Advance given to Supplier 4,395,322 503,012
Advance against Expenses 8,673 95,510
Mat Credit Entitlement 7,076,162 2,665,608
Duty Drawback Receivable 80,629 7,635
Prepaid expenses 1,254,615 -
GST Credit Receivable 8,578,152 -
GST Refund Receivable 4,505,694 -

Total Rs. 42,228,769 24,973,032

 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 20
Revenue From Operation 2018 2017
Rs. Rs.
Domestic Sales 644,645,740 512,684,878
Export Sales 112,506,527 71,500,806

Total Rs. 757,152,267 584,185,684

As at 31 March As at 31 March
Note 21 Other Operational Income 2018 2017
Rs. Rs.
Octroi Received 27,503 72,303
Export Incentive 319,708 729,102
Foreign Exchange Gain 614,068 729,542
Interest Income 827,775 330,012
Discount received 884,165 3,316,846
Sundry Balance Written Off - 149,939
Other Income 190,198 82,800
Rent Income - -

Total Rs. 2,863,417 5,410,544

As at 31 March As at 31 March
Note 22
Cost of Material Consumed 2018 2017
Rs. Rs.
Opening Stock 41,915,856 17,707,028
Add : Purchase 583,500,486 464,028,341
Less : Closing Stock 50,398,556 41,915,856

Total Rs. 575,017,786 439,819,512

As at 31 March As at 31 March
Note 23
Changes in Inventories 2018 2017
Rs. Rs.
Closing Stock
Finish Goods 37,528,774 18,793,040
Semi Finish Goods 4,561,502 132,251
Goods in Transit 11,331,665
53,421,942 18,925,291
Opening Stock
Finished Goods 18,793,040 14,745,727
Semi Finish Goods 132,251 273,000
18,925,291 15,018,727
Net (Increase) / Decrease (34,496,650) (3,906,564)

As at 31 March As at 31 March
Note 24
Employee Benefit Expenses 2018 2017
Rs. Rs.
Salaries & Wages
Salaries, PF employer Contribution & Bonus 17,904,584 15,581,299
Staff Welfare 707,054 502,466
Wages 563,959 833,497
Director Remuneration 4,846,469 3,456,000
Gratuity - Refer Note 42 1,370,002 42,300
Total Rs. 25,392,068 20,415,562
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 25 As at 31 March As at 31 March

Financial Cost 2018 2017
Rs. Rs.
Bank Interest
Interest Paid to Bank 17,073,797 17,114,527
Bank Charges
Bank Charges 3,681,518 855,643
Interest to others
Interest on NBFC 237,800 1,306,666
Total Rs. 20,993,115 19,276,836

As at 31 March As at 31 March
Note 26
Other Expenses 2018 2017
Rs. Rs.
A. Manufacturing & Operating Expenses
Power & Fuel (Electricity Charges) 609,306 1,461,502
Stores & Spare Consumed 853,710 1,052,594
Transport Charges 9,811,904 8,032,098
Agency Charges 495,657 529,606
Water Charges 299,521 588,978
Factory Expenses 862,667 427,157
Factory Rent - -
Packing Expenses 984,979 38,104
Clearing and Forwarding Charges 2,605,300 4,257,323
Interest Paid to Suppliers 406,986 75,218
Warehousing Charges 870,517 615,340
Terminal Handling & Vessel Charges 697,708 400,431
Total Manufacturing & Operating Expenses 18,498,254 17,478,351
B.Selling and Distribution Expenses
Commission Brokerage 4,965,325 2,956,210
Advertisement 3,024 308,480
Inland Travelling 225,218 934,580
Discount (Sale) 3,860,878 3,735,716
Total Selling and Distribution Expenses 9,054,445 7,934,986
C. General Expenses
Miscelleneous Expenses 1,507,181 1,809,088
Interest on payment of statutory dues 418,161 180,484
Total Genral Expenses 1,925,342 1,989,572
D. Establishment Expenses
Postage & Telegram 280,610 292,808
Professional Charges 2,299,997 930,580
Security Charges 654,616 806,244
Stationery Expenses 253,332 200,987
Auditors Remuneration 179,000 98,500
Repair & Maintanance 1,075,692 -
Donation 26,700 1,173,902
Membership & Subscription 125,406 132,150
Office Expenses 667,928 316,995
Insurance 826,412 916,014
Conveyance Expenses 680,621 60,565
Telephone and Internet Expenses 396,214 412,385
Electricity Expenses 2,552,351 1,037,201
Motor Car Expenses 264,855 152,294
Rent, Rate & Taxes 448,929 75,293
Lab Expenses 413,378 272,171
Share Transfer Fees 379,000 20,000
Lease Deed Charges - 193,400
Vat Expenses 526,328 296,562
Sundry Balance Written Off 2,000 -
Total Establishment Expenses 12,053,369 7,388,050
Total Rs.(A+B+C+D) 41,531,410 34,790,960

Note :- Research and Development Expenditure included in the Statement of Profit & Loss
Salaries, PF employer Contribution & Bonus 3,249,500 2,390,870
Rent, Rate & Taxes 121,000 -
Lab Expenses 413,377 272,170
Staff Welfare 83,178 63,866
Postage & Telegram 55,612 43,739
Material Cost 810,000 630,000
Packing Material 540,000 450,000
Total Rs. 5,272,667 3,850,644
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

As at 31 March As at 31 March
Note 27
Exceptional Items 2018 2017
Rs. Rs.
Loss on sale of Motor Car - 138,407
Profit on Sale of Fixed Assets (108,840.00) -
Prior Period Expenses 7,635.00 1,743,355
Total Rs. (101,205) 1,881,762

Note 28 Contingent Liabilities:

Sr. No Particular 2017-18 2016-17

(i) Claims against the company not achnowledged NIL NIL
(ii) Commitments, Estimated amount of contracts remaining to be executed on capital - 2,000,000
Note: The Income-tax assessment of the Company has been completed up-to assessment year 2015-16, The Company has been demanded to pay a tax
liability of Rs. 65,950 & Rs.67,600 for the F.Y. 2011-12 & 2012-13 respectively and same has been paid in FY 2017-18.
Note 29 Balances of Sundry Debtors, Sundry Creditors Assets, Loans & Advances and Deposits as on 31/3/2018 either debit or credit are subject to confirmation,
reconciliation and adjustments, if any.
Note 30 In the opinion of the Board, Current Assets, Loans and Advances are approximately of the value stated in the Balance Sheet which would be realized in the
ordinary course of business.
Note 31 The Board of Directors has waived off the board Meeting fees.
Note 32 Figures of the previous year have been regrouped / reclassified, wherever necessary to make them comparable with the figures under review.
Note 33 Segment Reporting as per AS-17
a. The Organization been processor,importer,Supplier and Exporter of Chemical & Dyes used in the Painting and Textile Industry, which have similar risk and
returns and also similar market conditions of demand and supply. All other activities of the company revolve around the main business; as such there are
inherent natures of these activities are governed by the same set of risk and returns; these have been grouped as a single segment. The company does not
have any other reportable as defined under the Accounting Standard 17 (AS-17) for segment reporting.
b. Geographical Segments as secondary segment:
Particular 2017-18 2016-17
Exports (Including duties & Taxes) 112,506,527 71,500,806
India (Including duties & Taxes) 644,645,740 512,684,878
Total 757,152,267 584,185,684

Note 34 Particulars of Remuneration to Statutory Auditors (Amount In Rs.)

Particular 2017-18 2016-17
Audit Fees (Excluding Taxes) 139,000 75,000
Tax Audit (Excluding Taxes) 40,000 23,500
Fees for Certification Charges 5,870 0

Note 35 Details of Component of Raw material consumed

2017-18 2016-17
Particular
Value Percentage Value Percentage
Indigenous 494,476,982 86% 367,972,255 84%
Imported 80,540,804 14% 71,847,257 16%
Total 575,017,786 100% 439,819,512 100%

Note 36 There are No Micro, small and Medium Enterprises to whom the company owes dues which are outstanding for more then 45 days during the
perioud. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act 2006 has been
determined to the extent such parties have been identified in the basis of information available with the company.

Note 37 Value of Imports and Exports

Particular 2017-18 2016-17
Value of Imports on CIF Basis 86,629,804 88,587,257
Value of Exports on FOB Basis 112,506,527 71,500,805

Note 38 Expenditure In Foreign Currency

Particular 2017-18 2016-17
Commission 288,673 770,058

Note 39 Earning Foreign Exchange

Particular 2017-18 2016-17
Towards Export of goods 87,554,370 71,279,584
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774

Note 40 Disclosure of related parties (As required by AS-18 Related party disclosure)

List of key management personnel:

Reno. Name of the Individual Designation

1 Mr Rakesh Shah Key Management
2 Mrs Apooni Shah Key Management
3 Mr Sharad Kothari Key Management (From 12/12/2017)
4 Mr Aashay R Shah Relative of Key Management
5 Mr. Chandermohan Bhutani Key Management (Till 12/10/2017)
6 Mr. Manish Bhutani Key Management (Till 12/10/2017)
7 Mrs. Saroj Bhutani Key Management (Till 12/10/2017)
8 Mrs. Madhu Bhutani Key Management (Till 12/10/2017)

List of Concern of Key Mangement personnel :-

Sn. Name Relation

Concern of Key Mangement Personnel (Till
1 M/s A.M. Industries
12/10/2017)

Disclosure of related party transaction (During the year): (Amount in Rs.)

Relative of Key
Sr.No. Nature of transaction Key Management Total
Management/ Associate

4,846,469 - 4,846,469
1 Salary
(3,456,000) (900,000) (4,356,000)
11,255,666 - 11,255,666
2 Unsecured Loan Received
(29,168,859) - (29,168,859)
Unsecured Loan 8,976,523 - 8,976,523
3
Repayment (25,382,494) - (25,382,494)
Equity Share Purchase of 5,600,000 - 5,600,000
4
subsidiary Company - - -
- - -
5 Sale
- (5,400) (5,400)
Note- Figure in bracket represents last year data.

Disclosure of outstanding amount at year end: (Amount in Rs.)

No Name Type of Transaction Amount
1 Mrs. Apooni Shah Unsecured Loan Received 5,634,776

Detail of Salary and interest given to key managerial personel: (Amount in Rs.)
Equity Share
Unsecured Loan Unsecured Loan Purchase of
No Name Salary
Received Repayment subsidiary
Company
1 Mr. Rakesh Shah 3,522,150 8,270,666 8,224,024 3,200,000
2 Mrs. Apooni Shah 1,205,319 2,985,000 752,499 2,400,000
3 Mr. Sharad Kothari 119,000 - - -
Total Rs. 4,846,469 11,255,666 8,976,523 5,600,000
 AMBANI ORGANICS LIMITED (Formerly Known as Ambani Organics Private Limited)
N-44, MIDC, Boisar
CIN:- U24220MH1985PTC036774
Note 41 Deferred Tax
In compliance with the Accounting Standard 22 relating to “Accounting for Taxes on Income” issued by the Institute of Chartered Accountant
of India, the deferred tax liability accruing during the year has been recognized in the Profit and Loss Account.

Major components of the Deferred Tax Liability/Asset are as follows:-

(Amount in Rs.)
Balance as on April 1, 2017 Arising during the year Balance carried
Particulars
(DTA) (P&L) forward (DTA)
Deferred Tax liability/Asset on account
6,257,200 (3,164,309) 3,092,891
of timing difference in depreciation
Total 6,257,200 (3,164,309) 3,092,891

Note 42 Disclouser as per AS 15 for Gratuity Liability

Defined Contribution Plans Amount of Rs. 621275 (PY Rs. 474670 ) towards Provident Fund is recognized as an expenses & included in "Salaries, PF
employer Contribution & Bonus" in Profit & Loss.

Defined Benefits plan and short term Employee benefits

Gratuity (Defined Benefits Plan)

The Company has a defined benefit gratuity plan. Every Employee who has completed Five years of service get a gratutiy on death or resignation or
retirement at 15 days of salary (last drawn salary) for each completed year of service. The Gratuity has been provided on the basis of valuation provided by
the actuary based on Projected Unit Credit Method.

Date of Valuation 3/1/2018

Number of Member 68
Average Age 33.56
Average Monthly Salary 8243.46
Average Past Service 4.46
Mortality Rate LIC (2006-08)
1% to 3%
Withdrawal Rate
depending
Discount Rate 7.5% P.A.
Salary Escalation 4%

Result of Valuation
PV Of Past Service Benefit 1,199,279
Current Service Cost 170,723
Total Expenses recognised during the year 1,370,002

Particular 31-Mar-18
Gratuity Provision - Non Current 719,567
Gratuity Provision -Current 239,856

Signature to Note No. 1 to 42 forming part of the Balance Sheet and Statement of Profit & Loss.
As per our audit report of even date.

As per our Report of even date For and on behalf of Board of Directors of
For Shambhu Gupta & Co. AMBANI ORGANICS LIMITED (Formerly Known as Ambani
FRN No.:- 007234C Organics Private Limited)
Chartered Accountants

CA. Rajkumar Khatod Mr. Rakesh Shah Mrs. Apooni Shah

Partner Director Director
Membership No. 133612 DIN No. 00503074 DIN No. 00503116

Place :- Mumbai
Dated :- May 02nd, 2018
Mr. Bhavesh Pandya Ms. Honey Magia
Chief Financial Officer Company Secretary