LABORATORIES LIMITED - bseindia.com · COMPANY LAW CONSULTANTS : M/s ... of the Companies Act, 1956 for the payment of managerial ... to limitation as provided under section 318 of

24th ANNUAL REPORT2011-12

LABORATORIES LIMITED

BOARD OF DIRECTORS

Shri Kamlesh J. Laskari - Chairman & Managing DirectorMs. Ranak K. Laskari - DirectorDr. Mahendra P. Shah - DirectorDr. S.L.Chopra - DirectorShri Ram K. Khadka - Director

BANKERS

Bank of BarodaSola Road Branch,Ahmedabad

AUDITORS

M/s. Deepak Soni & AssociatesChartered AccountantsAhmedabad

COMPANY LAW CONSULTANTS :

M/s. Kashyap R. Mehta & Associates,Company Secretaries,Ahmedabad

REGISTERED OFFICE & FACTORY

737, Rakanpur Village,Sola-Santej Road, Ta. Kalol (N.G.),Dist. Gandhinagar - 382 721.

TWENTY FOURTH ANNUAL REPORT 2011-12

L A B ORATORIES L IMITED

CONTENTS Page

NOTICE 1-4

DIRECTORS' REPORT 5-7

CORPORATE GOVERNANCE REPORT 8-13

AUDITORS' REPORT 14-17

BALANCE SHEET 18

PROFIT & LOSS A/C. 19

CASHFLOW STATEMENT 20-21

NOTES 22-36

Annual Report 2011-12

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NOTICENOTICE is hereby given that the TWENTY FOURTH ANNUAL GENERAL MEETING of the members ofKAMRON LABORATORIES LIMITED will be held as scheduled below:

Date : 29th September, 2012

Day : Saturday

Time : 10.30 a. m.

Place : Registered Office of the Company at:737, Rakanpur Village, Sola - Santej Road,Taluka: Kalol (N. Guj.), Dist: Gandhinagar - 382 721.

to transact the following business:

ORDINARY BUSINESS :

1. To receive and adopt Statement of Profit and Loss for the year ended 31st March, 2012 and theBalance Sheet as on that date along with Directors’ Report thereon.

2. To appoint a Director in place of Dr. Mahendra P. Shah, who retires by rotation and, being eligible,offers himself for re appointment.

3. To appoint Auditors to hold office from the conclusion of this Annual General Meeting till theconclusion of the next Annual General Meeting and to fix their remuneration.

SPECIAL BUSINESS:

4. To consider and if thought fit to, to pass with or without modification(s) the following Resolution asa Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 198, 269, 309, 314, 316 read with Para (B)of Section II of Part II of Schedule XIII and other applicable provisions, if any, of the Companies Act,1956, the Company do hereby accord its approval to the reappointment of Mr. Kamlesh J. Laskari asManaging Director of the Company for a period of three years with effect from 1st December, 2011to 30th November, 2014, not liable to retire by rotation, on the terms and conditions (as approved bythe ‘Remuneration Committee’) set out in the draft agreement of appointment submitted to this meetingduly initialled by the Chairman for identification and that he be paid remuneration by way of Salaryand Perquisites not exceeding the amount thereof as set out in the accompanying explanatorystatement which is permissible under Para (B) of Section II of Part II of Schedule XIII of the CompaniesAct, 1956 as may be decided by the Board of Directors of the Company from time to time.”

“RESOLVED FURTHER THAT the extent and scope of Salary and Perquisites as specified in theExplanatory Statement be altered, enhanced, widened or varied by the Board of Directors inaccordance with the relevant provisions of the Companies Act, 1956 for the payment of managerialremuneration in force during the tenure of the Managing Director without the matter being referredto the Company in General Meeting again.”

REGISTERED OFFICE By order of the Board,737, Rakanpur Village,Sola-Santej Road, Ta. Kalol (N.G.),Dist. Gandhinagar - 382 721. Kamlesh J. LaskariDate : 16th July, 2012. Chairman & Managing Director


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NOTES :

1. The relevant Explanatory Statement, pursuant to Section 173(2) of the Companies Act, 1956, in respectof the Special Business at Item No. 4 set out in the Notice is annexed hereto.

2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXYTO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF AND PROXY NEED NOT BE AMEMBER.PROXIES, IN ORDER TO BE EFFECTIVE, MUST BE RECEIVED BY THE COMPANY NOTLESS THAT 48 HOURS BEFORE THE TIME OF MEETING.

3. Pursuant to section 154 of the Companies Act, 1956, Register of Members and Shares Transfer Booksof the Company will remain closed from Saturday, the 8th September, 2012 to Saturday, the 29 th

September, 2012 (both days inclusive).

4. Members intending to require information about accounts at the meeting are requested to write to theCompany at least 10 days in advance of the Annual General Meeting.

5. Members are requested to:(a) Intimate, if Shares are held in the same name or in the same order and names, but in more than one

account to enable the Company to club the said accounts into one account.b) Notify immediately the Change if any, in the registered address, to the Company.

ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT AS REQUIRED UNDER SECTION 173(2) OF THE COMPANIES ACT, 1956.

In conformity with the provisions of Section 173(2) of the Companies Act, 1956, following ExplanatoryStatement sets out all material facts relating to the Special Business mentioned at Item No. 4 of theaccompanying notice dated 16th July, 2012 and should be taken as forming part of the notice.

In respect of Item No. 4:

Shareholders may recall that in the 19thAnnual General Meeting held on 14th September, 2007, ShriKamlesh J. Laskari was appointed as Managing Directors of the Company for a period of five years from1st December, 2006 to 30th November, 2011.

The Board of Directors, on the recommendation on Remuneration Committee, in their meeting held on8th November, 2011 has reappointed Mr. Kamlesh J. Laskari as Managing Director for a further period of3 years i.e. from 1st December, 2011 to 30th November, 2014.

The major terms and conditions of their reappointment are as under:

I. PERIOD: The term of the Managing Director shall be for a period of three years from 1st December,2011 to 30th November, 2014, not liable to retire by rotation.

II. REMUNERATION:

A. SALARY: The Managing Director shall be entitled to salary of Rs. 2,10,000/- per month.

B. PERQUISITES:

1. Medical reimbursement: Medical reimbursement expenses incurred for the ManagingDirector and family subject to a ceiling of Rs. 50,000/- per year.

2. Contribution to Provident Fund, Super annuation Fund and Annuity Fund to the extentthese either singly or put together are not taxable under the Income tax Act, 1961.

3. Gratuity payable at a rate not exceeding half a month’s salary for each completed yearof service.

4. Encashment of leave at the end of the tenure.

5. Free use of Company’s car with driver for Company’s business and free telephonefacility at residence.

6. Leave Travel Concession for self and family of Rs. 50,000/- per year or Rs. 1,50,000/- ina block of 3 years.

C. COMMISSION: The Managing Director shall be entitled to commission of 1% of the net profitsof the Company so that for any year of aggregate of salary, perquisites and commission shallnot exceed the overall ceilings laid down under Sections 198 and 309 of the Companies Act,1956.


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III. The Managing Director shall be entitled to reimbursement of expenses incurred by him inconnection with the business of the Company.

IV. The Managing Director shall not, so long as he functions as such, become interested or otherwiseconcerned directly or through his wife and/or minor children in any selling agency of the Companywithout the prior approval of the Central Government.

V. DUTIES: Subject to the superintendence, direction and control of the Board of Directors of theCompany, the Managing Director Shall be entrusted with substantial powers of management andalso such other duties and responsibilities as may be entrusted to him by the Board of Directors fromtime to time. The headquarter of the Managing Director shall be at Ahmedabad or at such place asthe Board of Directors may decided from time to time.

VI. TERMINATION: The Managing Director may be removed from his office for gross negligence, breachof duty or trust if the Company in its General Meeting to that effect passes a special Resolution. TheManaging Director may resign from his office by giving 90 days’ notice to the Company.

VII. COMPENSATION:

In the event of termination of office of Managing Director takes place before the expiration of tenurethereof, Managing Director Shall be entitled to receive compensation from the Company for loss ofoffice to the extent and subject to limitation as provided under section 318 of the Companies Act,1956.

As per the provisions of Sections 198, 269, 309 and 314 and all other applicable provisions, if any,of the Companies Act, 1956, Special Resolution is necessary for holding office as Managing Directorof the Company on remuneration.

The terms and conditions mentioned in the above explanatory statement may be treated as abstractof the terms of proposed contract under Section 302 of the Companies Act,1956.

Resolution of the Board of Directors reappointing Mr. Kamlesh J. Laskari as Managing Director andDraft agreements of reappointment are open for inspection at the Registered Office of the Companybetween 11.00 A.M. to 1.00 P.M. on any working day prior to the date of the meeting.

Mr. Kamlesh J. Laskari is concerned or interested in the business since it relates to his appointmentas Managing Directors of the Company. Ms. Ranak Laskari is also concerned or interested as ShriKamlesh J. Laskari is her relative. No other Director of the Company is deemed to be interestedor concerned with the business.

The following are the information required under Para (B) of Section II of Part II of Schedule XIII ofthe Companies Act, 1956,

Sr. No Particulars Information

I GENERAL INFORMATION

1 Nature of industry Manufacturing ofPharmaceuticals Formulations.

2 Date or expected date of commencement of May 1990commercial production

3 In case of new companies expected date of N.A.commencement of activities as per project approvedby financial institutions appearing in the prospectus

4 Financial performance based on given indicators Satisfactory looking to increasemarket Competition.

5 Exports performance and net foreign exchange Direct export is done to Nepal.collaborations The Company also supply goods

to Exporters.

6 Foreign investments or collaborations, if any. Nil

II INFORMATION ABOUT THE APPOINTEE

1 Background details M.B.A. Finance with More than30 years' experience.


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2 Past remuneration 1,10,000/- per Month + Perquisites

3 Recognition or awards -

4 Job profile and his suitability The management of the entireaffairs of the Company. He hassufficient experience andacademic background which suitsto his job.

5 Remuneration proposed 2,10,000/- per month + Perquisites

6 Comparative remuneration profile with respect to Remuneration is inindustry, size of the company, profile of the position commensurate with experienceand person (in case of expatriates the relevant details & qualifications. It is lowerwould be w.r.t the country of his origin.) compared to industry standard

formula.

7 Pecuniary relationship directly or indirectly with Mr. Kamlesh J. Laskari is thethe company or relationship with the managerial Promoter of the Company. Mr.personnel, if any Rohan K. Laskari, his son, is also

working with the Company.

III OTHER INFORMATION

1 Reasons of loss or inadequate profits High Interest CostHigh Market Competition

2 Steps taken or proposed to be taken for improvement 1) Introduction of new products

2) Rationalisation of existing product Range

3) Opening new Markets

3 Expected increase in productivity and profits in Turnover expected to increase bymeasurable terms more than 30% Profits expected

to more than double.

IV DISCLOSURES

1 The shareholders of the company shall be informed The shareholders have beenof the remunerations package of the managerial informed in the notice of 24thperson Annual General Meeting.

2 The following disclosure shall be mentioned in the Necessary disclosures have beenBoard of Director’s report under the heading made in the report of Corporate“Corporate Governance”, if any, attached to the Governance.annual report:-

2(i) All elements of remuneration package such as salary, No other Director is entitled forbenefits, bonuses, stock, stock options, pension, etc, any remuneration.of all the directors;

2(ii) Details of fixed component and performance linked No performance linked incentives.incentives along with the performance criteria;

2(iii) Service contracts, notice period, severance fees; 90 days' Notice.

2(iv) Stock option details, if any, and whether the same No stock option have beenhas been issued at a discount as well as the period offered.over which accrued and over which exercisable;

REGISTERED OFFICE By order of the Board,737, Rakanpur Village,Sola-Santej Road, Ta. Kalol (N.G.),Dist. Gandhinagar - 382 721. Kamlesh J. LaskariDate : 16th July, 2012. Chairman & Managing Director


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DIRECTORS’ REPORT

Dear Shareholders,

The Directors present the TWENTY FOURTH ANNUAL REPORT together with the Audited Statement ofAccounts for the Financial Year 2011-12 ended 31st March, 2012.

(Rs. in lacs)

1. FINANCIAL RESULTS :

Particulars 2011-12 2010-11Profit before Interest, Depreciation & Taxation 81.24 83.34Less : Interest 45.99 39.23

Profit Before Depreciation & Taxation 35.25 44.10Less : Depreciation 32.02 29.25

Profit before tax 3.23 14.86Less : Provision for Taxtion 0.97 4.60

Profit after Tax 2.26 10.26Add : Opening Balance of Profit & Loss Account 79.77 69.51

Balance carried to Balance Sheet 82.03 79.77

2. DIVIDEND :

In view of insufficient profits and with a view to conserve the resources for the working capitalrequirement, the Directors are unable to recommend any dividend on the Equity Shares for the yearunder review.

3. OPERATIONS :

The Sales and Operating Income of the Company during the year under review have been increasedto Rs. 1150 lacs compared to Rs. 1134 lacs during 2010-11. The Company has commenced vigorousefforts to increase sales in domestic as well as export markets. The management is hopeful of betterresults in the year 2012-13.

The Company earned Profit before Interest and Depreciation of Rs.81.24 lacs during the year underreview compared to Rs. 83.34 lacs during 2010-11. The Profit before Depreciation & Taxation for theyear was Rs. 35.25 lacs during the year under review compared to Rs. 44.10 lacs during 2010-11.The Net Profit during the year under review was Rs. 2.26 lacs compared to Net Profit of Rs. 10.26lacs during 2010-11.

4. RESEARCH & DEVLELOPMENT :

The Quality Control and R & D Department of your Company has shown satisfactory performanceduring the year under review.

5. DIRECTORS :

One of your Directors viz. Dr. Mahendra P. Shah retires by rotation in terms of Articles of Associationof the Company. He, however, being eligible offers himself for reappointment.

6. FINANCE:

The Company is enjoying working capital facilities and term loan from Bank of Baroda. The Companyis regular and payment of interest as well as principal.


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7. DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the requirement of Section 217 (2AA) of the Companies Act, 1956, with respect toDirectors’ Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards had beenfollowed along with proper explanation relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent, so as to give a true and fair view ofthe state of affairs of the Company at 31st March, 2012 being end of the Financial Year2011-12 and the Profits of the Company for the year;

(iii) that the Directors had taken proper and sufficient care for maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act, 1956 for safeguarding the assetsof the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the annual accounts on a going concern basis.

8. DEMATERIALISATION OF EQUITY SHARES :

The Company is in the process of making arrangement with both National Securities DepositoryLimited (NSDL) and Central Depository Services (India) Limited (CDSL).

9. PERSONNEL AND H. R. D. :

The industrial relations continued to remain cordial and peaceful and your Company continued to giveever-increasing importance to training at all levels and other aspects of H. R. D.

10. CORPORATE GOVERNANCE :

The Report on Corporate Governance as per Clause 49 of the Listing Agreement is annexed.

11. LISTING :

The Equity Shares of the Company are listed on Ahmedabad, Mumbai and Delhi Stock Exchanges.

12. GENERAL :

12.1 INSURANCE :

The Company’s properties including building, plant and machinery, stocks, stores etc. continueto be adequately insured against risks such as fire, riot, strike, civil commotion, maliciousdamages, machinery breakdown etc.

12.2 AUDITORS :

The present Auditors of the Company M/s. Deepak Soni & Associates, Chartered Accountants,Ahmedabad will retire at the ensuing Annual General Meeting. They have submitted certificatefor their eligibility for re appointment under Section 224(1-B) of the Companies Act, 1956.

The notes and remarks of Auditors have been explained at the appropriate places in the notesto the accounts.

12.3 PARTICULARS OF EMPLOYEES :

None of the employees of the Company is drawing remuneration-requiring disclosure ofinformation under Section 217 (2-A) of the Companies Act, 1956, read with the Companies(Particulars of Employees) Rules, 1975.

12.4 DEPOSITS :

At the end of the Financial Year under Report, no fixed deposit remained unclaimed by thedeposit holder, which was due for repayment.


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13. PARTICULARS AS REQUIRED UNDER COMPANIES (DISCLOSURE OF PARTICULARS IN THEREPORT OF THE BOARD OF DIRECTORS) RULES, 1988:

A. Conservation of energy :

a) Energy conservation measures taken : Nil

b) Proposals for reduction of consumption of energy : Nil

c) Impact of the above measures : Nil

FORM - A

Disclosure of particulars with respect to Conservation of Energy

1. Power and Fuel Consumption :

i. Electricity: 2011-12 2010-11

a. PurchasedUnits 132835 146312Total Amount (Rs) 855613 896998Rate/Unit Rs. 6.44 6.13

b. Own Generation Through Diesel GeneratorUnit 136 118Total Litres 225 210Unit per Ltr. of Diesel Oil 1.65 1.78Cost/Unit (Rs.) 46.16 42.21

ii. Furnace Oil/L.D.O. :

Quantity (K.Ltrs) - -

Total Amount (Rs.) - -

Average Rate (in Rs.per 1 Ltr.) - -

iii. Furnace Diesel :

Quantity (K.Ltrs) 18184 17924

Total Amount (Rs.) 813559 737993

Average Rate (Rs.per Liter) 44.74 41.17

2. Consumption per unit of production :

Electricity (Kwh) 0.0062341 0.0083671

Diesel (Ltr) 0.0008534 0.0010250

B. Technology Absorption : Not applicable.

C. Foreign Exchange Earning/Outgo : During the year under review, the Foreign Exchangeexpenditures and outgoings has been to the extent of Rs.NIL (Previous year Rs. NIL).

The Foreign exchange earnings and are Rs. NIL (F.OB.)(Previous year Rs. NIL)

14. ACKNOWLEDGMENT :

Your Directors express their sincere thanks and appreciation to Promoters, Shareholders, Suppliers andCustomers for their constant support and co operation.

Your Directors also place on record their grateful appreciation and co operation received from Bank ofBaroda and employees of the Company.

For and on behalf of the Board,

Place : Ahmedabad Kamlesh J. LaskariDate : 16th July, 2012 Chairman & Managing Director


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REPORT ON CORPORATE GOVERNANCE

INTRODUCTION :Corporate Governance is important to build confidence and trust which leads to strong and stable partnershipwith the Investors and all other Stakeholders. The detailed Report on implementation of Corporate GovernanceCode as incorporated in Clause 49 of the Listing Agreement with the Stock Exchange/s is set out below:

1. COMPANY'S PHILOSOPHY ON CODE OF GOVERNANCE :The Company’s philosophy on Corporate Governance lays strong emphasis on transparency,accountability and ability. The Company has implemented the mandatory requirements of the ‘Code ofGovernance’ as mentioned in Clause 49 of the Listing Agreement. The Compliance Report of the Companyvis-à-vis the Stock Exchange Listing Agreement is presented below.

2. BOARD OF DIRECTORS:a) Composition and Category of Directors :

Name of Directors Category of No. of other * Committee No.of AttendanceDirectorship Directorships (1) Membership/ Board at the AGM

(2) Chairmanship Meetings held on 30th

in other attended September,2011Companies Yes(Y)/No(N)

Kamlesh J. Laskari Executive 4 YChairman &Managing Director

Ranak K. Laskari Non-executive 4 Y

Dr. Mahendra P. Independent 4 YShah Non-executive

Dr. S.L. Chopra Independent 1 4 YNon-executive

R.K. Khadka Independent NNon-executive

* Private Companies excluded

b) Details of the Directors seeking Appointment/Reappointment in forthcoming Annual GeneralMeeting:

Name of the Director Dr. Mahendra P. Shah Shri Kamlesh J. Laskari

Date of Birth 29-07-1946 05-07-1959

Date of Appointment 31-05-1993 06-07-1988

Expertise in specific functional areas Management and Management andMedicine Marketing

List of Public Limited Companies Nil Nilin which Directorships held

Chairman/Member of the Audit & Remuneration Shareholders'Committees of the Board of Committee Grievances CommitteeDirectors of the Company

Chairman/Member of the Committees Nil Nilof Directors of other Companies

c) Board Procedures :The Board of Directors meets once a quarter to review the performance and Financial Results.A detailed Agenda File is sent to all the Directors well in time of the Board Meetings. The Chairman/Managing Director briefs the Directors at every Board Meeting, overall performance of the Company.All major decisions/approvals are taken at the Meeting of the Board of Directors such as policyformation, business plans, budgets, and investment opportunities, Statutory Compliance etc.The meeting of the Board of Directors were held on 13-05-2011, 25-07-2011, 08-11-2011 and30-01-2012.


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3. AUDIT COMMITTEE :

The Audit Committee consists of the following Directors:

Name of the Directors Expertise Function of the Committee Attendance

Dr. S. L. Chopra All members are The functions of the Audit MajorityNon-executive. Committee are as per members

Dr. Mahendra P. Shah Chairman is Company Law and Listing were presentindependent Director Agreement with Stock at the meeting

Ms. Ranak K. Laskari and majority are Exchange(s) which include held onindependent. One approving and implementing 13-05-2011.member has through the audit procedures, review 25-07-2011,financial and of financial reporting system 08-11-2011 &accounting knowledge. internal control procedures 30-01-2012

and risk management policies

4. REMUNERATION COMMITTEE :

The Board Committee is vested with the responsibilities to function as per SEBI Guidelines andrecommends to the Board Compensation Package for the Managing Director. It also reviews from time totime the overall Compensation structure and related policies with a view to attract, motivate and retainemployees.

The Committee comprises the following Directors as members:

1. Dr. S. L. Chopra, Chairman - Non-executive Independent.

2. Dr. Mahendra P. Shah, Member - Non-executive Independent

3. Shri Ram K. Khadka, Member - Non-executive

Majority members attended the meetings held on 13-05-2011 & 08-11-2011.

Details of remuneration paid:

1. Shri Kamlesh J. Laskari, Managing Director was paid Rs. 21.19 Lacs as managerial remunerationduring the year 2011-12.

2. Sitting Fees are paid to Directors for attending meetings. No Commission or Stock Option has beenoffered to the Directors.

5. SHARE HOLDERS/INVESTORS' GRIEVANCES COMMITTEE :

The Board has constitutes a Shareholders/Investors’ Grievances Committee for the purpose of effectiveredressal of the complaints of the shareholders such as Dematerialisation, Share Transfer, Non receipt ofBalance Sheet, Dividend Warrants etc.

Shri Kamlesh J. Laskari, Chairman & Managing Director and Ms. Ranak K. Laskari, Director are theMembers of the Committee.

The Company received 16 complaints during the year and all were resolved to the satisfaction of theshareholders. There was no valid request for transfer of shares pending as on 31st March 2012.

Shri Kamlesh J. Laskari, Chairman & Managing Director is the Compliance Officer for the above purpose.

6. GENERAL BODY MEETINGS :

Details of last three Annual General Meetings of the Company are given below:

Financial Year Date Time Venue

2008-2009 22-09-2009 10.30 a.m. 737, Rakanpur Village, Sola-Santej Road,

2009-2010 24-09-2010 10.30 a.m. Taluka:Kalol(N.G.),

2010-2011 30-09-2011 10.30 a.m. Dist.: Gandhinagar - 382 721.

Pursuant to the provisions of Section 192 A of the Companies Act, 1956, there was no matter required tobe dealt by the Company to be passed through postal ballot.


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7. DISCLOSURES :

a) The Company has not entered into any transaction of material nature with the Promoters, the Directorsor the Management that may have any potential conflict with the interest of the Company. TheCompany has no subsidiary.

b) There has neither been any non compliance of any legal provision of applicable law, nor anypenalty, stricture imposed by the Stock Exchange/s or SEBI or any other authorities, on any mattersrelated to Capital Market during the last three years.

8. MEANS OF COMMUNICATIONS :

a) In compliance with the requirements of the Listing Agreement, the Company is generally intimatingUnaudited/ Audited Financial Results to the Stock Exchange/s. These Financial Results are generallypublished in local newspaper of Gujarat. Results are not displayed on Website and are not sentindividually to the Shareholders.

b) During the year ended on 31st March 2012, no presentation was made to Institutional Investors oranalyst or any other enterprise.

c) Management Discussion and Analysis form part of the Annual Report.

9. SHAREHOLDERS' INFORMATION :

a) Registered Office : 737, Rakanpur Village, Sola-Santej Road,Taluka : Kalol (N.Guj.), Dist. : Gandhinagar - 382 721.

b) Annual General Meeting : Day : Saturday

Date : 29th September, 2012

Time : 10.30 a.m.

Venue : 737, Rakanpur Village, Sola-Santej Road,Taluka:Kalol(N. Guj.), Dist. : Gandhinagar - 382 721.

c) Financial Calendar :1st Quarter Results : Mid- August, 2012.Half-yearly Results : Mid- November, 2012.3rd Quarter Results : Mid- February, 2013.Audited yearly Results : End- May, 2013.

d) Book Closure Dates : From : Saturday,The 8th September, 2012.To : Saturday, The 29th September, 2012.(Both days inclusive).

e) Dividend Payment Date : Not applicable.

f) Listing of Shares on Stock Exchanges : 1. Ahmedabad Stock Exchange LimitedKamdhenu Complex, 1st Floor,Opp. Sahajanand College, Panjara Pole,Ambawadi, Ahmedabad - 380 015.

2. Bombay Stock Exchange LimitedPhiroze Jeejeebhoy Towers,Dalal Street, Fort Mumbai - 400 001.

3. The Delhi Stock Exchange Association LimitedDSE House, 3/1, Asaf Ali Road,New Delhi - 110 002.

g) Stock Exchange Code Stock Exchange Code

ASE 29630

BSE 524604

DSE 6668

h) Stock Price Data : The Shares of the Company have not been traded duringthe period from 1st April, 2011 to 31st March, 2012 henceno information is submitted.


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i) Registrar and Share Transfer Agents :

The Company has initiated certain steps to meet the requirements of SEBI Circular No. D&CC/FITTC/CIR 15/2003 dated 27th December, 2002 read with Circular No. D&CC/FITTC/CIR 18/2003dated 12th February, 2003, on appointment of common agency for share registry work. At present, theCompany has its own in house Share Department at:

737, Rakanpur Village, Sola-Santej Road, Taluka:Kalol (N.G.), Dist. : Gandhinagar - 382 721.

Tele Nos. : 02764-286549, 02764-286559 Fax No. : 02764-286038 e-mail : [email protected]

j) Share Transfer System :

The transfer of shares in physical form is processed and completed by the Company’s own in-houseShare Department within a period of 25 days from the date of receipt thereof.

The Company is in the process of making arrangements with NSDL/CDSL to enable shareholdersto hold their holding in electronic form.

k) Distribution of Shareholding as on 31st March, 2012:

No. of Equity No. of %of share- No. of % ofShares held Shareholders holders Shares held Shareholding

Up to 500 22,136 95.01 26,83,800 45.88501 to 1000 868 3.72 6,84,800 11.711001 to 2000 238 1.02 3,43,050 5.862001 to 3000 24 0.10 57,310 0.983001 to 4000 6 0.02 20,900 0.364001 to 5000 13 0.05 63,700 1.095001 to 10000 6 0.02 39,900 0.6810001 and above 15 0.06 19,56,540 33.44

Grand Total 23,306 100.00 58,50,000 100.00

l) Category of Shareholders as on 31st March, 2012:

Category No. of Shares held % of Shareholding

Promoters 19,58,740 33.48Financial Institutions / BanksMutual FundsBodies Corporate 5,800 0.10NRIs 6,06,900 10.37Public 32,78,560 56.05

Grand Total 58,50,000 100.00

m) Outstanding GDRs/ADRs/Warrants or any Convertible Instruments, Conversion Date and likelyimpact on Equity: The Company has not issued any GDRs/ADRs.

n) Dematerialisation of Shares : The Company is in the process of making arrangements with NSDL/CDSL for Dematerialisation of Shares.

10. PLANT LOCATION : The company's plant is located at :

737, Rakanpur Village, Sola-Santej Road, Taluka : Kalol (N. Guj.) Dist. : Gandhiagar - 382 721.

11. ADDRESS FOR CORRESPONDENCE :

For any assistance regarding share transfers, transactions, change of address or any other query relatingto shares, shareholders may contact at Registered Office of the Company at:737, Rakanpur Village, Sola-Santej Road, Taluka : Kalol (N.Guj.), Dist. : Gandhinagar - 382 721Tel Nos. : 02764 - 286549, 02764-286559 Fax No. : 02764-286038 e-mail : [email protected]

Compliance Officer : Shri Kamlesh J. Laskari, Chairman & Managing Director


Place : Ahmedabad Kamlesh J. LaskariDate : 16th July, 2012. Chairman & Managing Director


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MANAGEMENT DISCUSSION AND ANALYSIS

a. Industry Structure and Developments:

The pharmaceutical industry is growing with the expectation of revival of the economy, the managementis hopeful of brighter future.

b. Opportunities and Threats:

With GATT provisions coming into effect, the pharmaceutical industry has been directly influenced bycertain provisions. At the same time, the opportunities in healthcare industry are many. Even today, onlyless than 50% of the Country’s population has access to proper medical facilities. With the developmentof hospitals, the growth opportunities of pharmaceutical industry is large.

c. Segment wise Performance:

The Company is operating in single segment. Hence, there is no need of reporting segment wiseperformance.

d. Recent Trend and Future Outlook:

With the increase in availability of healthcare facilities, there will be an increase in demand for medicinesand thus, the future looks promising.

e. Risks and Concerns:

The increase in market size may lead to increase in number of Companies/Competitors leading toincrease in the competition.

f. Internal Control Systems and their Adequacy:

The Company has adequate systems of Internal Controls commensurate with its size and operations toensure orderly and efficient conduct of business. These controls ensure safeguarding of assets, reductionand detection of fraud and error, adequacy and completeness of the accounting records and timelypreparation of reliable financial information.

g. Financial Performance with respect to Operational Performance:

The financial performance of the Company for the year 2011-12 is described in the Directors’ Report.

h. Material Developments in Human Resources and Industrial Relations Front:

Your Company has undertaken certain employees’ development initiatives, which have very positiveimpact on the morale and team spirit of the employees. The Company has continued to give specialattention to Human Resources/Industrial Relations development. Industrial relations remained cordialthroughout the year.

i. Cautionary Statement:

Statement in this Management Discussion and Analysis Report, describing the Company’s objectives,estimates and expectations may constitute ‘Forward Looking Statements’ within the meaning of applicablelaws or regulations. Actual results might differ materially from those either expressed or implied.


Place : Ahmedabad Kamlesh J. LaskariDate : 16th July, 2012. Chairman & Managing Director


15

AUDITORS' CERTIFICATE

ToThe Members ofKamron Laboratories Limited

We have examined the compliance of conditions of Corporate Governance by M/s. Kamron Laboratories Ltd.,for the year ended on 31st March, 2012 as stipulated in Clause 49 of the Listing Agreement of the saidCompany with stock exchanges.

The compliance of conditions of Corporate Governance is the responsibility of the management. Ourexamination has been limited to a review of the procedures and implementation thereof, adopted by theCompany for ensuring the compliance of the conditions of Corporate Governance as stipulated in theclause. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, and basedon the representations made by the Directors and the Management, we certify that the Company hascomplied with the conditions of Corporate Governance as stipulated in Clause- 49 of the above mentionedlisting agreements.

We further state that such compliance is neither an assurance as to the future viability of the Companynor the efficiency or effectiveness with which the management has conducted the affair of the Company.

For DEEPAK SONI & ASSOCIATESChartered Accountants

FRN: 102250W

Place : Ahmedabad Deepak SoniDate : 16th July, 2012 Proprietor

M. No. 31138


16

AUDITORS' REPORTTo,THE MEMBERS OFKAMRON LABORATORIES LIMITED1. We have audited the attached Balance Sheet of Kamron Laboratories Limited as at 31st March, 2012,

the Statement of Profit and Loss and the Cash-Flow Statement for the year ended on that date, bothannexed thereto. These financial statements are the responsibility of the Company’s Management. Ourresponsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. ThoseStandards require that we plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free of material misstatement. An audit includes examining, on a test basis,evidence supporting the amounts and disclosures in the financial statements. An audit also includesassessing the accounting principles used and the significant estimates made by Management, as wellas evaluating the overall financial statement presentation. We believe that our audit provides a reasonablebasis for our opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003 (CARO), issued by the Central Governmentin terms of Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement onthe matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report as follows:i. We have obtained all the information and explanations, which to the best of our knowledge and

belief were necessary for the purposes of our audit;ii. 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;iii 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;iv. in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash-Flow Statement dealt

with by this report are in compliance with the Accounting Standards referred to in Section 211 (3C)of the Companies Act, 1956;

v. in our opinion, and to the best of our information, and according to the explanations given to us,the said accounts, give the information required by the Companies Act, 1956, in the manner sorequired, and give a true and fair view in conformity with the accounting principles generallyaccepted in India:a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012;b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date andc) in the case of the Cash-Flow Statement, of the cash-flows of the Company for the year ended

on that date.5. On the basis of written representations received from the directors, as on 31st March, 2012 and taken on

record by the Board of Directors, none of the directors is disqualified as on 31st March, 2012 from beingappointed as a director in terms of Section 274 (1) (g) of the Companies Act, 1956.

6. In our opinion and to the best of our informations an according to the explanations given to us, the saidaccounts read together with the Significant Accounting Policies and other notes thereon and particularlynote no. 16 regarding non-Pvovision in respect of sundry debtors of Rs.1,64,626/- considered doubtfulof recovery give the information required by the Companies Act, 1956, in the manner so required, andgive a true and fair view in conformity with the accounting principles generally accepted in India;(i) In so far as it relates to Balance Sheet, of the state of affairs of the Company as 31st March, 2012(ii) In so far as it relates to the Statement Profit and Loss, of the Profit of the Company for the year

ended on that date; and(iii) In so far as it relates to the Cash Flow Statement, of the Cash flows of the Company for the year

ended on that date.For DEEPAK SONI & ASSOCIATES

Chartered AccountantsFRN: 102250W


M. No. 31138


17

ANNEXURE TO AUDITORS' REPORT

Referred to in paragraph 2 of our report of even date

1. In respect of its fixed assets :

a) The Company has maintained proper records showing full particulars, including quantitativedetails and situation of the fixed assets on basis of available information.

b) As explained to us, the fixed assets have been physically verified by the management during theyear in a phased periodical manner, which in our opinion is reasonable, having regard to the sizeof the Company and nature of its assets. No material discrepancies were noticed on such physicalverification.

c) In our opinion, the Company has not disposed of substantial part of fixed assets during the year andthe going concern status of the company is not affected.

2. In respect of its inventories :

a) As explained to us, the inventories were physically verified during the year by the managementat reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedures ofphysical verification of inventories followed by the management were reasonable and adequate inrelation to the size of the Company and the nature of its business.

c) The Company has maintained proper records of inventories as explained to us, there were nomaterial discrepancies noticed on physical verification of inventory as compared to the bookrecords.

3. In respect of loans, secured or unsecured, granted or taken by the Company to / from a company, or otherparties covered in the register maintained under Section 301 of the Companies Act, 1956.

a) The Company has not granted any loans. The Company has taken loan from one party aggregatingto Rs. 30.02 lacs during the year and amount outstanding at the end of the year was Rs. 55.88 Lacs.

b) In our opinion and according to the information and explanations given to us, the rate of interest,wherever applicable and other terms and conditions are not prima facie prejudicial to the interest ofthe Company.

c) In respect of loans taken by the Company, the interest payments are regular and the principalamount is repayable on demand.

d) There is no overdue amount in respect of loans taken by the Company.

4. In our opinion and according to the information and explanations given to us, there are adequateinternal control procedures commensurate with the size of the Company and the nature of its businessfor the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit,we have not observed any major weakness in internal controls.

5. In respect of transactions covered under Section 301 of the Companies Act,1956:

a) In our opinion and according to the information and explanations given to us, particulars of contracts orarrangements, that needed to be entered into in the register maintained under Section 301 of theCompanies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, transactions inpursuance of contracts or arrangements entered in the register maintained under Section 301of the Companies Act, 1956 have been made at prices which are reasonable having regard theprevailing market prices at the receiver time.


18

6. The Company has not accepted any deposits from the public during the year under review.

7. In our opinion, the internal audit system of the Company is commensurate with its size and nature of itsbusiness.

8. The Central Government has not prescribed maintenance of Cost Records under section 209(1)(d) of theCompanies act, 1956 in respect of manufacturing activities of the Company.

9. In respect of statutory dues:

a) According to the records of the Company, undisputed statutory dues including Provident Fund,Investor Education and Protection Fund, Employees’ State Insurance, Income Tax, Sales tax, WealthTax, Customs Duty, Excise Duty, Cess and other statutory dues have been regularly deposited withthe appropriate authorities.

b) The following statutory dues on account of dispute have not been deposited by the company.

Particulars Amount (Rs.) Forum

i) The Central Excise Act, 1944 826339/- The Commissioner (Appeals-III)Central Excise, Ahmedabad

ii) The Central Sales Tax Act, 11032991/- The Commercial Tax CommissionerGandhinagar.

iii) The Income Tax Act, 1961 79500/- The Income tax Appellate TribunalAhmedabad

10. The Company has generated Profit of Rs.2.26 Lacs during the year under review. The company has notincurred any cash losses during the financial year covered by our audit or in the immediately precedingfinancial year.

11. Based on our audit procedures and according to the infomation and explanation given tous, we are of theopinion that the Company has not defaulted in repayment of dues to financial institutions and banks.

12. In our opinion and according to the information and explanation given to us, no loans an advances havebeen granted by the Company on the basis of security by way of pledge of shares,debentures and othersecurities.

13. In our opinion, the Company is not a chit fund or a nidhi mutual benefit fund / society. Clause 4(xiii) of theCompanies (Auditor’s Report) Order 2003 therefore not applicable to the Company.

14. The Company has not made any transactions and contracts in respect of trading in securities, debenturesand other investments during the year under review. All investments have been held by the Company inits own name.

15. The Company has not given guarantees for loans taken by others from banks or financial institutions.

16. The Company has raised new term loans during the year. The term loans outstanding at the beginningof the year were applied for the purposes for which they were raised.

17. According to the information and explanations given to us and on an overall examination of the BalanceSheet of the Company, we are of the opinion that the company has not utilised any amount from shortterm sources towards repayment of long term borrowings and acquisition of fixed assets.


19

18. During the year, the Company has not made any preferential allotment of shares to parties and companiescovered in the Register maintained under section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures during the year under review.

20. The Company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us, no fraud on or by theCompany has been noticed or reported during the year.

For DEEPAK SONI & ASSOCIATESChartered Accountants

FRN: 102250W


M. No. 31138


20

BALANCE SHEET AS AT 31ST MARCH, 2012Note No. As at As at

31st March, 2012 31st March, 2011

EQUITY AND LIABILITIESShareholders’ fundsShare capital 3 58500000 58500000Reserves and surplus 4 11973467 11949104

70473467 70449104

Non-current liabilitiesDeferred tax liabilities (net) 5 458774 458774Long Term borrowings 6 55183685 35490422Long Term Provisions 7 1489608 1435434

57132067 37384630

Current liabilitiesShort-term borrowings 8 13090851 11394929Trade payables 9 9029426 7008816Other current liabilities 10 566798 267028Short-term provisions 11 1017000 920000

23704075 19590773

TOTAL 151309609 127424507

ASSETSNon-current assetsFixed assets 12Tangible assets 67239505 51823444Capital work-in-progress 2015000 4006624

69254505 55830068

Non-current investments 13 3725000 3725000Long-term loans and advances 14 12826034 13433276

16551034 17158276

Current assetsCurrent Investments – –Inventories 15 26793392 25253579Trade receivables 16 24249995 23526288Cash and cash equivalents 17 1885180 1341121Short-term loans and advances 18 4299185 12981Other current assets 19 2816 5632Deferred Revenue Expenses 20 8273502 4296562

65504070 54436163

TOTAL 151309609 127424507

Significant accounting policies 2

The accompanying notes are an integral part of the financial statements

For & on behalf of Board,

Kamlesh J. Laskari Chairman & Managing Director

Smt. Ranak K. Laskari Director

Dr. Mahendra P. Shah Director

Dr. S. L. Chopra Director

Ahmedabad16th July, 2012

In terms of our report attachedFor DEEPAK SONI & ASSOCIATESChartered AccountantsFirm Reg. No. 102250WDeepak SoniProprietorM. No.: 31138Ahmedabad16th July, 2012.


21

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH 2012Note No. Year ended Year ended


INCOMERevenue from operations (gross) 21 114655069 107792293Less: excise duty(see note no 2-K) – –

Revenue from operations (net) 114655069 107792293

Other income 22 147300 3493364Changes in inventories of finished goods, 23 148091 2127332work-in-progress and stock-in-trade

TOTAL 114950460 113412989

EXPENSES

Cost of materials consumed 24 71712738 72615458

Employee benefits expense 25 13842947 11792377

Finance costs 26 4598677 3923765

Depreciation and amortization expense 27 3202078 2925084

Other expenses 28 21270697 20670748

TOTAL 114627137 111927432

Profit before tax 323323 1485557Tax expense

Current tax 97000 460000Deferred tax – –

226323 1025557

Profit for the year 226323 1025557Earnings per share (of face value of Rs. 10/- each):Basic 29 0.04 00.17Diluted 29 0.04 00.17

Significant accounting policies 2

The accompanying notes are an integral part of the financial statements









22

CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH, 2012.Year ended Year ended


A. CASH FLOW FROM OPERATING ACTIVITIESProfit after tax 226323 1025557

Adjustments for,Depreciation / amortization 3202078 2925084Loss on sale / write off of fixed assets (net) - -Provision for doubtful debts / advances written back - -Adjustments to the carrying amount of investments - - -reversal of reduction in the carrying amount ofnon-current investments - -Interest expense 4598677 3923765Interest income (26300) (13364)Net loss / (gain) on foreign currency translations - -Share of loss in the partnership firm where the Company is a partner - -Dividend on long-term investments (non-trade) - -Bad debts written off - -Excess provision of earlier years written back - -Provision for doubtful debts / advances - -

Operating profit before working capital changes Sub Total A 8000778 7861042

(Increase) / decrease in trade receivables (723707) 468070(Increase) / decrease in inventories (1539813) (2312704)(Increase) / decrease in loans and advances (3678962) 489945Increase / (decrease) in trade and other payables 2320380 (751534)(Increase) / Decrease Pre Expenses 2817 42131(Increase) / Decrease Deferred revenue exp (3976940) (4296562)

Sub Total B (7596225) (6360654)

Cash generated from operations (A-B) 404553 1500338

Direct taxes and fringe benefit tax paid - -

Net cash generated from operating activities-I 404553 1500338

B. CASH FLOW FROM INVESTING ACTIVITIESPurchase of fixed assets (18820100) (3159585)Capital Work in Progress 1991624 (2725875)Share of loss in the partnership firm where theCompany is a partner - -Amounts paid for acquiring debtsfrom a bankon assignment basis - -Purchase of investments - -Investment in subsidiary - -Sale of fixed assets - -Dividend income - -Interest income 26300 13364

Net cash (used in) investing activities -II Sub Total C (16802176) (5872096)

CASH FLOW FROM FINANCING ACTIVITIES III (I +II) (16397623) (4371708)


23








Year ended Year ended31st March, 2012 31st March, 2011

C. CASH FLOW FROM FINANCING ACTIVITIESCalls in arrears received during the year (including securities premium) - -Buyback of equity shares - -Repayment of debenture - -Repayments of other borrowings - -Proceeds / (repayments) of other borrowings (net) 21389185 6174449Gratuity Provision 54174 16649Income tax Provision 97000 460000Interest expense (4598677) (3923765)

Net cash (used in) / from financing activities Sub Total D 16941682 2727333

Net increase / (decrease) in cash and cash equivalents (III+D) 544059 (1644375)

Cash and cash equivalents at the beginning of the year 1341121 2985496

Cash and cash equivalents at the end of the year 1885180 1341121


24

NOTES FORMING PART OF FINANCIAL STATEMENTS

Notes 01 CORPORATE INFORMATION

Kamron Laboratories Limited (the Company) is a public limited Company domiciled in India andincorporated under the provisions of the Companies Act, 1956. Its shares are listed on the Bombay,Ahmedabad and National stock exchanges. The Company established in 1988, Kamron LaboratoriesLtd is a high-tech Pharmaceutical manufacturing Plant.

Notes 02 SIGNIFICANT ACCOUNTING POLICIES

a. Basis of preparation of Financial Statements

The financial statements are prepared under historical cost convention on accrual basis of accountingand in accordance with generally accepted accounting principles.

b. Use of estimates

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

c. Tangible fixed assets

It is a practice of the Company to state the Fixed Assets at cost of acquisition/construction lessaccumulated depreciation. However, on revaluation of certain fixed assets viz the Plant &Machinery, Land, Factory Building and Non-factory Building such fixed assets have been statedat revalued amounts on the basis of their replacement value determined by the approved valuer.Increase resulting on revaluation of the fixed assets has been credited to Revaluation ReserveAccount.

d. Depreciation on tangible fixed assets

Depreciation has been provided for on all fixed assets on straight-line basis in accordance withthe provisions of the Companies Act, 1956, (the Act) at the rates and in the manner specified inSchedule XIV of the Act except some identified items of office equipment which are depreciated overa period of five years. Leasehold land is amortised over the period of lease.

e. Intangible assets

Intangible assets are stated at cost of acquisition less accumulated amortisation. Computer Softwarewhich are capitalised, are amortised over a period of ten years on straight-line basis.

f. Impairment of tangible and intangible assets

Impairment loss is provided to the extent that the carrying amount(s) of assets exceed theirrecoverable amount(s). Recoverable amount is the higher of an asset’s net selling price and its valuein use. Value in use is the present value of estimated future cash-flows expected to arise from thecontinuing use of the asset and from its disposal at the end of its useful life. Net selling price is theamount obtainable from sale of the asset in an arm’s length transaction between knowledgeable,willing parties, less the costs of disposal.

g. Investments

Long-Term investments are carried at cost. Provision is made to recognize a diminution, otherthan temporary, in the carrying amount of Long-Term investments. Current investments are carriedindividually, at the lower of cost and fair value.


25

h. Retirement and other employee benefits

I The Company has made provision in respect its liability by Gratuity in accordance with provisionsof the Payments of Gratuity Act 1972. However no acturial valuation ascertaining the liability atthe end of the accounting year has been obtained by the Company Contribution to definedcontribution schemes such as provident fund is charge to the profit & loss account the providentfund contribution is made to government administered provident fund and the report the Companyhas no further obligation beyond this contribution charged in financial statement

ii The Company in terms of the agreement of employment does not pay any leave encashment andtherefore in the opinion of the management no provision in respect of leave encashment isnecessary.

i. Inventories:

Inventories are valued as under :1. Raw & Packing Materials At lower of cost or Net realisable value2. Other Materials At lower of cost or Net realisable value3. Work-In- Process At Cost4. Finished Goods At lower of cost or Net realisable value5. Goods for resale At lower of cost or Net realisable value

j. Foreign Currency Transactions

Transactions in foreign exchange are accounted at exchange rates prevailing on the date on whichthe transaction has taken place.

k. Excise Duty :

The amount of CENVAT credit in respect of materials used during the year has been deducted fromexcise duty. The Invoices prepared by the Company for sale of the products are inclusive of exciseduty if any, and excise duty is not shown separately either in the invoices or in the books of accounts.

l. Research and Development :

Current revenue expenditure incurred on Research and Development is charged to Profit & LossAccount of the year, unless deferred. Capital expenditure on Research & Development is transferredto Fixed Assets.

m. Revenue Recognition :

Revenue is generally recognised on being reasonably certain of settlement and ultimate collection.The Invoices prepared by the Company for sale of the products are inclusive of excise duty if any,and excise duty is not shown separately either in the invoices or in the books of accounts.

n. Contingent Liabilities

These are disclosed by way of Notes appended to the Balance Sheet. Provision is made in theAccounts in respect of items which are likely to fructify after the end of the year but before finalisationof accounts to the extent such items have material effect on the position stated in the BalanceSheet.

o. Deferred Revenue Expenses

Product Launching/ Development Expenses, Process know-how Expenses, Amount paid towardsvoluntary Retirement Scheme and Debenture Issue Expenses are amortised over a period notexceeding 60 months.

P. Borrowing costs

Borrowing cost of working capital management is charged against the profit for the year in whichit is incurred.

Borrowing cost attributable to acquisition of an asset which takes substantial period of time to getready for its intended use is capitalised as part of the cost of such an asset.

q. Accounting for Taxes on Income

Current tax is determined as the amount of tax payable in respect of taxable income for the period.Deferred recongnised, subject to the consideration of prudence in respect of deferred tax assets, ontiming differences, being the differences between taxable income and accounting income thatoriginate in one period and are capable of reserval in one or more subsequent periods.


26

As at As at31st March, 2012 31st March, 2011

Notes 03 : SHARE CAPITALAuthorised shares60,00,000 (Previous year-60000000) equity shares of Rs.10/- each 60000000 6000000050,000(Previous year 50000) 11% Cumulative RedeemablePreference shares each of Rs.10/- 500000 500000

60500000 60500000Issued, subscribed and fully paid shares58,50,000 (Previous Year-58,50,000)equity shares ofRs. 10/- each, fully paid-up 58500000 58500000

Total 58500000 58500000

a. Reconciliation of the shares outstanding at the beginning and at the end of the reporting period :

Particulars Opening balance Buyback Closing balance

Equity shares with voting rights

Year ended 31st March, 2012 –

– Number of shares 5850000 – 5850000– Amount (Rs. in lacs) 58500000 – 58500000

Year ended 31st March, 2011 –

– Number of shares 5850000 – 5850000– Amount (Rs. in lacs) 58500000 – 58500000

b. Terms / rights attached to equity shares:The Company has only one class of equity shares having a par value of Rs.10/- per share. Eachequity shareholder is entitled to one vote per share. The Company declares and pays dividends inIndian rupees. The dividend proposed by the Board of Directors is subject to the approval of theshareholders in the ensuing Annual General Meeting.During the year ended 31st March 2012, the amount of dividend, per share, recognized asdistributions to equity shareholders is Rs. Nil (year ended 31st March, 2011, Rs. Nil).

c. Details of shareholders holding more than 5% shares in the Company:Equity shares of Rs. 10/- each fully paid

Name 31st March 2012 31st March 2011

Nos. % holding Nos. % holding

Kamlesh J.Laskari 1105440 18.90 1105440 18.90


Notes 04 RESERVES AND SURPLUSa) Capital reserve

State Subsidy-Balance as per last Balance sheetAs per last Balance sheet 1799000 1799000

b) General reserveAs per last Balance sheet 16000 16000

c) Revaluation Reserve:Balance as per last Balance sheet 2157075 2359035Less: depreciation on revalued Assets 201960 201960

1955115 2157075Surplus in Statement of Profit and LossBalance as per last Balance Sheet 7977029 6951472add, profit for the year 226323 1025557

d) Balance in the Profit & Loss Account 8203352 7977029

TOTAL 11973467 119491047


27


Notes 05 DEFERRED TAX LIABILITIES (NET)Difference between book and tax written down values of fixed assets 458774 458774Gross deferred tax liability 458774 458774Deferred tax assetAdjustment to the carrying amount of investment - -Provision for doubtful debts / advances - -Others - -Gross deferred tax asset - -Net deferred tax liability

TOTAL: 458774 458774

1. In compliance with the Accounting Standard relating to Accountingfor Taxes on Income - AS 22' issued by the Institute of CharteredAccountants of India (ICAI), the Company has provided deferred taxRs. Nil (Previous Year Rs. Nil) in Profit & Loss Accounts towardsdeferred tax liability for the year ended 31st March 2012. TheCompany is in process of appraising the deferred tax asset/liabilityand final entry shall be made in the accounts on ascertaining theamount in respect of deferred tax liability / asset.

Notes 06 LONG-TERM BORROWINGSSecured LoansLong Term Loans i 22799403 7867451Cash credit from banks ii 32384282 27622971

TOTAL: 55183685 35490422

i. Long term loans from Bank of Baroda secured by mortgage and/orhyothecation of all present and future assets both movable andImmovable including Land, Building, Plant & Machinery, Spare Partsetc. by way of first charge and guaranteed by Shri Kamlesh J. Laskari,Managing Director and Smt. Ranak K. Laskari, Director of the Company.

ii. Cash Credit from Bank of Baroda are secured against hyothecationof inventory and bookdebts and futher secured by second charge onthe Fixed assets of the Company and guaranteed by Shri KamleshJ. Laskari, Managing Director and Smt. Ranak K. Laskari, Director ofthe Company.

Notes 07 LONG-TERM PROVISIONSProvision for Gratuity 1489608 1435434Provision for employee benefits - -Provision for compensated absences - -

TOTAL: 1489608 1435434

Notes 08 SHORT-TERM BORROWINGSSecured LoansForm the Managing Director 5587739 4673778Other Short Term Loans 7503112 6721151

TOTAL: 13090851 11394929

Notes 09 TRADE PAYABLESTrade payables 9029426 7008816

TOTAL: 9029426 7008816


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Notes 10 OTHER CURRENT LIABILITIESDebentures – –Unpaid dividend – –TDS payable 345114 178532Statutory dues payable 221684 88496Trade / security deposits – –Advance from customers – –Other liabilities – –

TOTAL: 566798 267028

Notes 11 SHORT-TERM PROVISIONSProvision for Income tax 1017000 920000

TOTAL: 1017000 920000

Notes 12 FIXED ASSETSTangible assets Gross block Depreciation/amortisation Impairment Net Block

As at Additions/ Deductions/ As at As at For Deductions/ Upto As at Adjustments As at As at1st April, adjust- adjust- 31st March, 1st April the adjust- 31st March, 1st April during 31st March, 31st March,

2011 ments ments 2012 2011 year ments 2012 2011 the year 2012 2011

Owned AssetsFreehold land 9010210 – – 9010210 – – – – – – 9010210 9010210Factory Buildings 13573692 1304015 – 14877707 5864178 466006 – 6330184 – – 8547523 7709514Non Factory Buildings 8758753 – – 8758753 2336817 143159 – 2479976 – – 6278777 6421936Plant and machinery 47767285 6729342 – 64496627 20720569 2431435 – 23152004 – – 41344623 27046716Furniture and fixtures 638739 483828 – 1122567 551866 49234 – 601100 – – 521467 86873Vehicles 829311 – – 829311 468431 79000 – 547431 – – 281880 360880Office equipment 3102623 320915 – 3405538 1995508 235205 – 2230713 – – 1174825 1107115Trademarks 80200 – – 80200 – – – – – – 80200 80200

Total 83760813 18820100 – 102580913 31937369 3404039 – 35341408 – – 67239505 51823444

As at and for the year 80601228 3159585 – 83760813 28810325 3127044 – 31937369 – –ended 31st March, 2011

Capital work-in-progress 2015000 4006624

1. Certain Fixed Assets of the Company viz the Plant & Machinery, Land, Factory Building and Non-factory Building were revalued during the year ended 31st March, 1998 on the basis of theirreplacement value as of 31st March, 1998 determined by the approved valuer and the surplus arisingon such revaluation amounting to Rs. 1,43,62,580/- in the accounts of the Company have beencredited to the revalution reserve and the said fixed assets have been shown at revalued figures.

2. The company has capitalized in aggregate Rs. 39,38,928/- (previous year Rs. 25,49,105/-) out of bankcharges, interest on term loan and interest on deposits contending that corresponding funds havebeen utilized for the purpose of acquiring the fixed assets. The profit for the year under considerationaccordingly stand increased to Rs. 39,38,928/-. Had the company not adopted the accounting policyof capitalizing the above stated expenses and had it followed accounting policy adopted hitherto theprofit for the year under review would have been lower by Rs. 39,38,928/- having corresponding effecton balance in the Profit and Loss account.


29


Quoted Unquoted Total Quoted Unquoted Total

Notes 13 NON-CURRENT INVESTMENTS

(a) Non-trade investments(valued at cost unless stated otherwise)Investment in equity instruments

(i) of subsidiaries – Nil Nil – Nil Nil(ii) of subsidiaries – Nil Nil – Nil Nil(ii) the companies – Nil Nil – Nil Nil10,000 (as at 31st March, 2011, 10,000) – 3725000 3725000 – 3725000 3725000equity shares of PRSSB SERVICES LTD.of Rs. 10/- each, fully paid-upAggregate amount of unquoted investments

TOTAL – 3725000 3725000 – 3725000 3725000


Notes 14 LONG-TERM LOANS AND ADVANCESCapital advances - -Unsecured, considered good - -Secured considered goodUnsecured, considered goodDoubtfulProvision for doubtful advancesSecurity deposits 369417 318417Unsecured, considered good - -Loans and advances to related parties (refer note) - -Secured considered good - -Unsecured, considered good - -Doubtful - -Provision for doubtful advances - -Loans and advances to employees (unsecured, considered good) - -Prepaid expenses (unsecured, considered good) –Advance income-tax 185623 730142Other loans and advances (unsecured, considered good) 12270994 12384717

TOTAL 12826034 13433276

1. Balances of sundry debtors, sundry creditors, loans and advancesare subject to confirmation and reconciliation. On receipt ofconfirmation and after making the reconciliation the necessaryentries shall be made.

Notes 15 INVENTORIESRaw and Packing materials(at cost or net realizable value whichever is less) 3255173 3679965Work-in-progress(at cost) 11215432 5651780Finished goods(at lower of cost or net realizable value) 11715275 15431060Stores and spares(at lower of cost of net realizable value) 89160 99682Other stock (at lower of cost or net realizable value) 518352 391092

TOTAL 26793392 25253579


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Notes 16 TRADE RECEIVABLESUnsecuredOutstanding for a period exceeding six months fromthe date they are due for paymentUnsecured, considered good 3822476 5071623Doubtful 164626 164626

3987102 5236249less, provision for doubtful trade receivables - -

Sub Total 3987102 5236249Other receivablesUnsecured, considered good 20262893 18290039Doubtful - -less, provision for doubtful trade receivables - -

TOTAL 24249995 23526288

1. No provision has been made in the accounts for Sundry Debtorsof Rs. 1,64,626/- (previous year Rs. 1,64,626/-) and Loans &Advances of Rs. Nil (previous year Rs. Nil) considered Doubtful ofrecovery. However in the opinion of the directors, current assetsincluding sundry debtors considered doubtful, loans and advancesincluding considered doubtful have the value at which they arestated in the Balance Sheet if realised in the ordinary course ofbusiness and therefore no provision has been made in respect ofsuch debtors and loans and advances. The provision for all knownliabilities is adequate and not in excess of amount reasonablynecessary.

2. Balance of sundry debtors, sundry creditors, loans and advancesare subject to confirmation and reconciliation. On receipt ofconfirmation and after making the reconciliation the necessaryentries shall be made.

Notes 17 CASH AND CASH EQUIVALENTSCash and Cash equivalentsCash on hand 1196874 926551Cheques on hand - -Balances with banksin current accounts 622915 349179in deposits accounts 65391 65391

Total 1885180 1341121


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Notes 18 SHORT-TERM LOANS AND ADVANCESLoan and advances to related parties (refer note 35)Unsecured, considered good – -Security depositsUnsecured, considered goodDoubtful – -

– -less, provision for doubtful deposits – -

– -Loans to employees (unsecured, considered good) – -Prepaid expenses Recoverable (unsecured, considered good) 4222663 -Balances with statutory / government authorities(unsecured, considered good)CENVAT credit receivable 4579 12981Service tax credit receivable – –Vat tax credit receivable 71943 -Inter- corporate deposits (including interest accrued)(unsecured, considered good) – -

TOTAL 4299185 12981

Notes 19 OTHER CURRENT ASSETSInterest accrued on fixed deposits with banks – –Rent receivable – –Pre-paid Expenses – –Previous Year Balance 5632 47763Less, Write off Revenue exp during the year 2816 42131

TOTAL 2816 5632

Notes 20 DEFERRED REVENUE EXPENSESDeferred Revenue ExpPrevious year Balance‘ 4296562 4296562Current year Deferred Revenue exp 4406598 -

Sub Total 8703160 -Less, Write off Revenue exp during the year @10% 429658 -

Total 8273502 4296562

1. The company during the year under review has adopted programme of substantial expansion ofmarketing. The company has introduced certain new products and has also entered into certain newregional areas. The company with a view to expanding the regional market and with a view tointroducing new products has expended substantially on salary of marketing staff, allowances ofmarketing staff, commission, travelling of marketing staff. The management of the company is of theview that the company shall continue to enjoy benefits of the expenses for the subsequent years andtherefore on basis of appraisal of the expenses and considering the enduring nature of the expensesthe company has transferred 40% the aggregate expenses i.e. Rs. 44,06,598/- (Previous Year Rs.42,96,562/-) to Deferred Revenue Expenditure. The management of the company is of the opinionthat the company shall be able to enjoy the benefits for the next ten years and therefore the companyhas decided to amortize expenditure at the rate of 10% per annum commencing from financial year2012-13.


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Notes 21 REVENUE FROM OPERATIONSRevenue from operationsSale of products 114655069 107792293

114655069 107792293Other operating revenueScrap sales - -Revenue from operations (gross) 114655069 107792293less, Excise Duty *(see note 2-K) - -

Revenue from operations (net) 114655069 107792293

*Excise duty shown under ‘expenditure’ (note 28) represents theaggregate of excise duty borne by the Company and differencebetween excise duty on opening and closing stocks of finished goods.Details of products soldFinished goods

Tablet 44769999 38478539Capsule 4704388 4092763liquid 7639845 9926302injectable 53851838 51220560Other Jobwork Charges 3688999 4074129

TOTAL 114655069 107792293


Notes 22 OTHER INCOMEInterest income (Refer note 1, below) 26300 13364Dividend income:

Current investments – –Other investments – –

Adjustments to the carrying amount of investments -reversal of reduction in the carrying amount of non-current investments – –Net gain on foreign currency transaction and translation – –Other non-operating income (Refer note 2, below) 121000 3480000

TOTAL 147300 3493364

Notes,1. Interest income comprises:

a. Interest from banks on deposits 2122 –b. Interest on loans & advances 8182 8182c. Other interest 15996 5182

26300 133642. Other non-operating income:

Rental income from investment property 120000 120000Provision for doubtful debts / advances written back /credit balances written back – –Excess provision of earlier years written back (net) – –Insurance claims – –Miscellaneous income 1000 3360000

121000 3480000


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Notes 23 CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

Inventories at the end of the yearFinished goods 9304710 7110490Work-in-process 5651780 5718668Stock-in-trade – –

14956490 12829158

Inventories at the beginning of the yearFinished goods 3889149 9304710Work-in-process 11215432 5651780Stock-in-trade – –

Total 15104581 14956490

Net increase 148091 2127332

Notes 24 COST OF RAW MATERIALS CONSUMEDInventories at the beginning of the year 9806315 9858732add, purchases 72749735 72322512add, Freight, Cartage, on Raw Material 237987 240529

82794037 82421773less, Inventories at the end of the year Pharmaceuticals 11081299 9806315Cost of raw-packing materials consumed TOTAL 71712738 72615458

Notes 25 EMPLOYEE BENEFITS EXPENSESSalaries, wages and bonus 12839046 10886360Contribution to provident and other funds 659966 562415Staff welfare expenses 343935 343602

TOTAL 13842947 117923771) Salaries, Wages and Bonus include payments to and

provisions for Managing Director.Particulars 2011-2012 2010-2011Salaries 1863276 1429956House Rent Allowance & Other Allowance 49635 49283Contributions to and Provisions for Provident 206400 158400Fund and Family Pension superannuation

TOTAL 2119311 1637639

Notes 26 FINANCE COSTSInterest on borrowings 3466450 3703563Interest on others 1132227 220202

TOTAL 4598677 39237651) Interest includes interest of Rs. 4.57 Lacs (2010-2011 Rs. 4.99 Lacs)

on Fixed Deposit paid / payable to Managing Director.

Notes 27 DEPRECIATION AND AMORTISATION EXPENSEDepreciation and amortisation for the year on tangible assets 3404038 3127044Less: Transfer from Revalution Reserve 201960 201960

TOTAL 3202078 2925084


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Notes 28 OTHER EXPENSESConsumption of stores and spares 158799 194175Excise duty 1140584 995303Power and fuel 1790041 1708407Rent 477000 108000Repairs to buildings 257302 249334Repairs to machinery 97124 235693Insurance 100303 77496Rates and taxes – 2889Commission and discounts 3097825 2539385Transport and freight charges (net) 1392447 1362797Loss on sale / write off of fixed assets (net) – –Provision for doubtful debts / advances – –Bad debts/ advances written off – –Net loss on foreign currency transactions and translations – –Donations – –Legal and professional fees * 1943170 1776418Deferred revenue expenses 429658 –Miscellaneous expenses 10386444 11420851

TOTAL 21270697 20670748

Payments to auditorsAs auditors - statutory audit 200000 200000For taxation matters 25000 25000For other services 50000 50000Reimbursement of expenses 7500 7500

TOTAL 282500 282500

Notes 29 EARNINGS PER SHARE (EPS):Earnings per share is calculated by dividing the profit attributable to the equity shareholders by theweighted average number of equity shares outstanding during the year, as under:

Current year Previous year

Profit attributable to equity shareholders – Rupees in lacs 226323 1025557Weighted average number of equity shares outstanding during the year 5850000 5850000Basic earnings per share – Rupees 0.04 0.17Diluted earnings per share – Rupees 0.04 0.17Nominal value per share – Rupees 10.00 10.00

Notes 30 EMPLOYEE BENEFITS:Contributions are made to Recognized Provident Fund / Government Provident Fund and FamilyPension Fund which covers all regular employees. Contribution is also made in respect of executivesto a Recognized Superannuation Fund. While both the employees and the Company make predeterminedcontributions to the Provident Fund, contribution to the Family Pension Fund and Superannuation Fundare made only by the Company. The contributions are normally based on a certain proportion of theemployee’s salary. Amount recognized as expense in respect of these defined contribution plans,aggregate to Rs.659966/- (previous year, Rs. 562415/-).

Provisions are made to a Recognized Gratuity based upon actuarial valuation done at the end of everyfinancial year by the management of the Company. Major drivers in actuarial assumptions, typically, areyears of service and employee compensation. Gains and losses on changes in actuarial assumptions areaccounted for in the Statement of Profit and Loss.

The charge on account of provision for gratuity and leave encashment has been included in ‘Contributionto provident fund and other funds’ and ‘Salaries, wages and bonus’ respectively.


35

In respect of gratuity (funded) :Current year Previous year

Reconciliation of liability recognized in the Balance SheetPresent value of commitments 1489608 1435434Fair value of plan assets Nil Nil

Net liability in the Balance Sheet 1489608 1435434Movement in net liability recognized in the Balance Sheet 54174 16648

Net liability as at beginning of the year 1435434 1435434

Net expense recognized in the Statement of Profit and Loss(including actual payment of Of Rs.18376/- Pre.year Rs.Nil) 167242 85878Contribution during the year 148966 85878

Net liability as at end of the year 1489608 1435434

Notes 31 LEASES(a) The Company has taken office under operating lease or leave and license agreements. The

agreement is generally cancelable in nature and range between 11 months and 48 months. Theseleave and license agreements are generally renewable or cancelable at the option of the Companyor the lessor. The lease payment recognised in the profit and loss account is Rs. 360000/- (previousyear Rs. Nil lacs).

(b) The Company has not taken office any premise undernon-cancellable lease rental agreement. Detailsof minimum lease payments for non-cancellable lease are as under:

Particulars As at As at31st March, 2012 31st March, 2011

Not later than one year Nil NilLater than one year and not later than five years Nil NilLater than five years Nil Nil

Total Nil Nil

(c) The Company has given office premises under leaserental agreement. Details of rent income are as under:Not later than one year 120000 120000Later than one year and not later than five years Nil NilLater than five years Nil Nil

Total - -

Operating lease rentals credited to the Statement of Profit and Loss

(d) Other details of premises which have been given onoperating lease for a period of upto sixty months are as under:Gross block as at the year end Nil NilAccumulated depreciation as at the year end Nil NilDepreciation charged during the year Nil Nil

Notes 32 SEGMENT INFORMATION

Primary

The Company is engaged primarily in business of manufacturing pharmaceutical products.


36


Notes 33 CONTINGENT LIABILITIESIn respect of:a. Excise matters disputed in appeal 826339 826339

These relate to the availed value based exemption up toclearance value of Rs.100 Lacs (pending before theCommissioner (Appeals-III) central excise.Commissioner) andpermit fee on purchase of alcohol(pending before the High Court)

b. Claims against the Company not acknowledged as debts Nil NilLabour matters involving issues like regularization of employment,termination ofemployment, compensation against severance, etc.

c. Sales-tax matters disputed in appeal 11032991 11032991These relate to classification of goods and consequent disputeex parte odder 2006-07(pending before the Commercial TaxCommissioner Gandhinagar)

d. Income tax matters disputed in appeal 79500 79500Note:- In all the above matters, the Company is hopeful ofsucceeding and as such does not expect any significant liability to crystallize.

Notes 34Disclosures required under Section 22 of the Micro, Small andMedium Enterprises Development(i) Principal amount remaining unpaid to any supplier as

at the end of the accounting year(ii) Interest due thereon remaining unpaid to any supplier as at

the end of the accounting year – –(iii) The amount of interest paid along with the amounts of the payment

made tothe supplier beyond the appointed day – –(iv) The amount of interest due and payable for the year – –(v) The amount of interest accrued and remaining unpaid atthe

end of the accounting year – –(vi) The amount of further interest due and payable even in the

succeeding year, until such date when the interest dues asabove are actually paid – –

Dues to Micro and Small Enterprises have been determined to the extent such parties have been identifiedon the basis of information collected by the management. This has been relied upon by the Auditors.

Notes 35 RELATED PARTY TRANSACTIONS

Names of the related party and nature of relationship where control exists:-

I. subsidiary Company Nil

II. Associated Company/ Enterprise where common control exists. Nil

III. Key management personnel1. Kamlesh J.Laskari 2. Rahan K.Laskari

IV. Relatives of Key management Personnel and their Enterprise.1. Kamlesh J.Laskari 2. Ranak K.laskari3. Sohan K.Laskari 4. Jagdish D.Laskari

V Directors.1. Kamlesh J.Laskari2. Ranak K.Laskari3. Dr.Mahendra P.Shah4. Dr.S.L.Chopra5 Ram K.Khadka


37

in accordance with accounting standard 18’ related party Disclosures’ issued by the institute of charteredAccountants of India,the Company has complied the required information in the attached table. Thefollowing transactions were carried out with the related parties in the ordinary course of business.

(Rupees in Thousands)Sr.No. Nature of transactions Associates KeyMangt. Relatives of Total

Personnel KeyMangt.Personnel

1. Sale of finished goods - - - -2. Remuneration - 2119 - 21193. Sitting Fees to Directors - 13 - 134. Lease rent/Shed Rent Receipt - - - -5. Conversion Charges - - - -6. Deposits taken during the year - 3042 423 34657. Repayment of Deposits during the year - 2909 48 29578. Outstanding fixed deposit payable

To the Managing Director - 5830 1376 72069. Interest paid - 481 108 58910. Rent Paid Office - 360 - 360

Total - 14754 1955 16709

Notes1. There are no amounts written off or written back during the year in respect of debts due from or to

related parties.

Notes 36 VALUE OF IMPORTS AND VALUE OF RAW MATERIALS, STORES, SPARES AND PACKINGMATERIALS CONSUMED


(a) CIF Value of Imports

Raw materials Nil NilStores, spares and packing materials Nil NilCapital goods Nil Nil

(a) CIF value of imports

(b) Consumption of raw materials and stores, spares and packing materials

Year ended 31st March, 2012 Year ended 31st March, 2011

Rupees Percentage of Rupees Percentage ofin lacs consumption in lacs consumption

Raw materials Nil Nil Nil Nil

Imported 21164057 100% 23882731 100%

Indigenous Nil Nil Nil Nil

21164057 23882731

Stores, spares and packing materials

Imported Nil Nil Nil Nil

Indigenous 158799 100% 194175 100%

158799 194175


38


Notes 37 EXPENDITURE IN FOREIGN CURRENCY(a) Travelling expenses Nil Nil(b) Commission Nil Nil(c) Legal and professional fees Nil Nil(e) Others Nil Nil

Notes 38 EARNINGS IN FOREIGN EXCHANGE(a) FOB value of exports Nil Nil(b) FOB value of carbon credits Nil Nil(c) Contract Research Income Nil Nil

Notes 39The Revised Schedule VI has become effective from 1st April 2011 for the preparation of financialstatements. This has significantly impacted the disclosure and presentation made in the financialstatements. Previous year’s figures have been regrouped / reclassified wherever necessary to correspondwith the current year’s classification / disclosure.









39

KAMRON LABORATORIES LIMITEDRegd. Office : 737, Rakanpur Village, Sola-Santej Road, Ta. Kalol (N.G.),

Dist. Gandhinagar - 382 721.

24th Annual General Meeting ATTENDANCE SLIPSaturday, the 29th September, 2012 at 10.30 A.M.

Place : At the Registered Office of the Company at :737, Rakanpur Village, Sola-Santej Road, Ta. Kalol (N.G.),Dist. Gandhinagar - 382 721.

Signature of Member/ Proxy attending the meeting

Notes:1. This meeting is only for members. Please, therefore, do not bring person in the meeting who is

not a member.

2. Please bring this attendance slip duly signed and hand it over to the representative of theCompany at the entrance of the meeting place.

KAMRON LABORATORIES LIMITEDRegd. Office : 737, Rakanpur Village, Sola-Santej Road, Ta. Kalol (N.G.),

Dist. Gandhinagar - 382 721.

FORM OF PROXY

I/We

of in the district of

being member/s of the above named Company hereby appoint


or failing him


as my/our Proxy to attend and vote for me/us on my/our behalf at the 24th Annual General Meeting

of the Company, to be held on Saturday, the 29th September, 2012 and at any adjournment thereof.

Signed the day of 2012.

Signature

N.B.: This Proxy must be deposited at the Registered Office of the Company not less than 48 hoursbefore the time fixed for holding the meeting.

Affix

Revenue

Stamp

If undelivered, please return to :

KAMRON LABORATORIES LIMITEDRegd. Office : 737, Rakanpur Village, Sola-Santej Road,Ta. Kalol (N.G.),Dist. Gandhinagar - 382 721.

BOOK-POSTPRINTED MATTER

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