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Camlin Fine Sciences Ltd.
Market Cap. (Rs.) 700.10 Cr. P/BV 1.89 Book Value (Rs.) 30.62
52 Week High/Low (Rs.) 155/56 FV/ML 1/1 P/E(X) 0.00
Bookclosure 13/08/2018 EPS (Rs.) 0.00 Div Yield (%) 0.00
NOTES TO ACCOUNTS
You can view the entire text of Notes to accounts of the company for the latest year
Year End :2017-03 

c. Utilization of proceeds of Qualified Institutions Placement (QIP)

On July 5, 2016, Company has allotted 6,519,500 equity shares of Rs.1 each at a premium of Rs.84.40 per share amounting to share proceeds of Rs.5,567.65 lakh on July 5, 2016 pursuant to a Qualified Institutions Placement (QIP) under Securities Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009.

a) Dividend paid includes Rs.29.30 lakh pertaining to payment of dividend with respect to financial year 2015-16 for equity shares allotted pursuant to QIP issue on July 5, 2016. Correspondingly tax on proposed dividend includes Rs.5.97 lakh related to aforesaid payment of dividend. Tax on proposed dividend also includes reversal of excess provision in earlier year of Rs.0.51 lakh.

b) During the year, Company has allotted 5,24,240 equity shares of Rs.1/- each at a premium of Rs.66 per share ((Previous Year 7,77,700 equity shares of Rs.1/- each at a premium of Rs.66 per share) under the ESOS Scheme, resulting in an increase in securities premium by Rs.346 lakh (Previous Year Rs.263 lakh).

a Foreign currency term loans

Foreign currency term loans as at 31 March 2016 comprised of two term loans, which were repayable in 21 substantially equal quarterly installments commencing after a moratorium of 24 months from the date of 1st disbursement i.e. March 3, 2011 and March 28, 2014 respectively. The loans were secured by

i) First pari passu mortgage and charge on mortgage and charge on the entire immoveable properties and moveable fixed assets of the Company, both present and future.

ii) Pledge of 100% of the equity shares of CFSL Mauritius Pvt. Ltd ("CFCL Mauritius”).

iii) Pledge of 100% equity stake of the CFS EUROPE S.p.A .Italy held by the CFCL Mauritius .

Collateral Security: 2nd pari passu charge on the entire current assets of the Company

These loans carried an interest rate 4.50% and 4.50% above LIBOR, respectively. The then current interest rate on these ranged from 4.89% to 4.95%.

b Rupee term loans

Rupee term loan from banks comprise term loans from EXIM Bank , State Bank of Patiala and Vehicle loans from HDFC Bank

Term loan from EXIM Bank is repayable in 28 & 21 equal quarterly installments commencing after a moratorium period of one year and two year from the date of first disbursement from 13 May, 2010 and 28 March 2014. The loan is secured by a first pari passu charge on all the fixed assets of the Company, both present and future. Collateral Securities: 2nd pari passu Charge on the entire Current assets of the Company. In addition to the above the loan disbursed on 28 March 2014 is also secured by way of 1)Pledge of 100% Shares of CFCL Mauritius Pvt. Ltd. held by the Company. (2) Pledge of 100% shares of CFS Europe S.P.A .Italy held by CFCL Mauritius Pvt. Ltd. The current interest rate on these ranges from 11.00 % to 11.50%

Term loan from State Bank of Patiala is repayable in 26 equal quarterly installments commencing from 31 December 2013. The loan is secured by first pari passu charge on all the fixed assets of the Company, both present and future. Collateral Security: 2nd pari passu Charge on the entire Current assets of the Company. The current interest rate is 11.65%.

Term loan from HDFC Bank is repayable in maximum tenure five to seven years. The loan is secured by hypothecation of vehicles. The current interest rate ranges from 11.50% to 12.50%.

a Does not include any amount due and outstanding to be credited to Investor Education and Protection Fund.

b The unclaimed fixed deposits of Rs.5.35 lakh outstanding at March 31, 2017 represent deposits taken under the Companies Act, 1956.

The Company has been unable to repay these deposits as certain cheques issued for repayment of the deposits have not been presented to the bank for payment and certain deposit holders have not submitted to the Company the original deposit receipts for repayment

a The Company has invested Rs.56.01 lakh (previous year Rs.56.01 lakh) in the share capital of Solentus North America Inc., its wholly owned subsidiary Company ("the subsidiary”) and given a loan of Rs.199.66 lakh (previous year Rs.160.33 lakh) to it (included in loans and advances) (See note 17) up to 31 March 2017. The subsidiary has negative net worth as at 31 March 2017 and is dependent upon the Company to enable it to meet its obligations as they become due. Based on the proposed plans for the subsidiary, management believes the loan to be fully recoverable and further believes that there is no diminution other than temporary in its investment in the share capital of the subsidiary

b On February 2, 2016 the Company had entered into share purchase agreement with the shareholders of Dresen Quimica SAPI, a company registered and situated in Mexico along with its five wholly owned subsidiaries in Mexico, Peru, Guatemala, Columbia and Dominican Republic, to acquire 65% of share capital. Dresen Quimica SAPI and its subsidiaries are engaged in manufacturing and marketing wide range of antioxidants, adsorbents, acidifying agents, bactericides, binders and mould inhibitors. Accordingly, on May 4, 2016, Company has invested a sum of Rs.1,303.15 lakh equivalent to US$ 19.50 lakh through an intermediary wholly owned subsidiary CFS Antioxidantes De Mexico, S.A.DE.C.V.(CFS de Mexico) which is registered in Mexico. For the purpose of this acquisition CFS de Mexico has borrowed US$ 5.85 million as a loan from EXIM Bank. Company has provided a corporate guarantee against the payment of interest and principal of the aforesaid loan amounting to US$ 6.435 million.

c On April 15, 2016, Company has incorporated a subsidiary in the free trade zone of China, namely, CFS International Trading (Shanghai) Ltd. The Company has subscribed US$ 75,000 as capital during the year,

d On March 22, 2017, Company has been allotted 62,67,003 equity shares of Chemolutions Chemicals Ltd (CCL) of Rs.10 each at a share premium of Rs.5 per equity share on conversion of Inter Corporate Deposit of Rs.940.05 lakh Pursuant to this allotment, CCL has become subsidiary of the Company with effect from March 22, 2017,

e The provision for diminution in the value of investments represents the provision in respect of investments in Fine Renewable Energy Limited and Fine Lifestyle Brand Limited.

a On December 23, 2016, Company has entered into share purchase agreement with Ningbo Wanglong Technology Limited, a company registered in China for acquisition of 51% equity stake in its Vanillin manufacturing facility, for a consideration of US$ 6.28 million, by the Company or its subsidiaries. The process of acquisition is expected to be completed in the first half of next financial year on completion of certain conditions by the counter party. As per the terms of share purchase agreement, the first tranche of consideration of US$ 0.628 million equivalent to Rs.419.38 lakh being 10% of the consideration has been transferred to an Escrow Account on February 28, 2017. This advance has been disclosed as "Advance for Investment in Subsidiary” Under Note 17 : Short term loans and advances

b Loans and advances to related parties include loans / advances to subsidiaries and associates as follows

Board of Directors of the Company has approved conversion of advance amounting to Rs.940.05 lakh into equity share capital of Chemolutions Chemicals Limited (CCL). Pursuant to this capitalization CCL has issued 62,67,003 equity shares of Rs.10 each at a share premium of Rs.5 per equity share amounting to Rs.940.05 lakh. Accordingly, Company has reinstated the advance to CCL written off in earlier years aggregating Rs.867.80 lakh which is disclosed under the head "Other Income”.

i. The Company granted options to its eligible employees under "Camlin Fine Sciences Employees Stock Option Scheme, 2008” (ESOS 2008), "Camlin Fine Sciences Employees Stock Option Scheme, 2012”(ESOS 2012) and "Camlin Fine Sciences Employees Stock Option Scheme, 2014” (ESOS 2014). The options granted under these schemes are equity settled. The other details of the schemes are summarized below:

The company has adopted intrinsic value method in accounting for employee cost on account of ESOS. The intrinsic value of the shares is based on the latest available closing market price, prior to the date of meeting of the board of directors, in which the options were granted, on the stock exchange in which the shares of the company are listed. The difference between the intrinsic value and the exercise price is being amortized as employee compensation cost over the vesting period.

The total expense charged to the statement of profit and loss in respect of the options granted aggregated ' Nil lakh (previous year Rs.3.69 lakh).

Had the fair value method of accounting for options been followed the net profit for the year would have been lower by Rs.49.72 lakh (previous year Rs.233.91 lakh).

ii Gratuity

The following tables summaries the net benefit expense recognized in the Statement of Profit & Loss, the details of the defined benefit obligation and the funded status of the Company's gratuity plan

The Company expects to contribute Rs.70 lakh to gratuity in the next year (Previous year Rs.35 lakh).

The amount of defined benefit obligation, plan assets, the deficit thereof and the experience adjustments on plan asset and plan liabilities for the current and previous fours years are as follows

The gratuity fund is entirely invested in a group gratuity policy with the Life Insurance Corporation of India. The information on the allocation of the fund into major asset classes and the expected return on each major class is not readily available.

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled.

The estimates of future salary increases, considered in actuarial valuation take account of inflation, seniority, promotion and other relevant factors.

iii Leave Encashment

The accumulated balance of leave encashment (unfunded) provided in the books as at 31 March 2017 Rs.246.77 Lakh (previous year Rs.210.20 Lakh), determined on actuarial basis using projected unit credit method.

1 Exceptional Item

On 16th June 2013, a fire had occurred at the Company's factory at Tarapur as a result of which there was a loss of inventory and fixed assets. Company had preferred an insurance claim which was settled during the previous year. The resultant loss on final settlement of the insurance claim amounting to Rs.454.73 lakh has been disclosed as an exceptional item in the previous year

2 Leases General description of operating lease

The significant leasing arrangements are in respect of residential flats, warehouses etc. taken on lease. The arrangements range between 11 months to five years and are generally renewable by mutual consent or mutually agreeable terms. Under these arrangements refundable interest-free deposits have been given.

3 Segment information

The Company operates primarily in the segment of Fine Chemicals and hence has only one reportable segment Geographical segment disclosure for year ended March 31, 2017 Domestic sale is Rs.9,963.94 lakh (previous year Rs.8,437.09 lakh) and Export sale is Rs.23,356.55 lakh (previous year Rs.33,214.80 lakh)

* Includes Central Excise and Customs duty demand of Rs.356.02 lakh received dated April 13, 2017 for which the period of filing of appeal has not expired.

Commitments

Value of contracts (net of advance) remaining to be executed on capital account not provided for Rs.725 Lakh. (Previous year Rs.5.48 Lakh)

The information in respect of commitment has been given only in respect of capital commitment in order to avoid providing excess details that may not assist user of financial statements

4 Disclosure on Specified Bank Notes (SBNs)

During the year, the company had specified bank notes or other denomination note as defined in the MCA notification G.S.R. 308(E) dated March 31, 2017 on the details of Specified Bank Notes (SBN) held and transacted during the period from November 8, 2016 to December 30, 2016, the denomination wise SBNs and other notes as per the notification is given below:

*For the purposes of this clause, the term 'Specified Bank Notes' shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated the 8th November, 2016.”

**Permitted receipts pertain to SBN's received from debtors by Company's sales representatives prior to November 7, 2016.

***Permitted payments include transactions of SBN as permitted pursuant to notifications issued by Reserve Bank of India.

5 MICRO,SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT,2006

The amount due to Micro and Small Enterprises as defined in the "The Micro, Small and Medium Enterprises Development Act, 2006” has been determined to the extent such parties have been identified on the basis of information available with the Company. The disclosure relating to Micro and Small Enterprises as at March 31,2017 are as under:

6 Prior year comparatives

Prior year figures have been reclassified, where necessary to confirm to current year's classification.

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