SRS ENTERTAINMENT LTD...DIERECTOR’S REPORT 2018-2019 PSYCHOTROPICS INDIA LIMITED The Board proposed to carry Rs. 15,97,08,489.77/- being the surplus to Reserves & Surplus Account

DIERECTOR’S REPORT 2018-2019 PSYCHOTROPICS INDIA LIMITED

To

The Members,

The Directors of your Company are pleased to present the 33rd Annual Report of the Company for

the financial year 2018-19, along with the audited statement of accounts.

FINANCIAL RESULTS

During the year under review your company registered a Total Profit after Tax of Rs.

15,97,08,489.77 The summary of the operating results is as under: -

(Amount in Rs.)

DIVIDEND

Based on Company’s performance, the Directors are pleased to recommend for approval of the

members a final Dividend of Rs. 3/- per share for the Financial Year 2018-19.

RESERVES

Particulars 2018-2019

2017-2018

Total Revenue 211,54,25,569.17 207,08,96,975.15

Profit Before Depreciation and

Finance Cost

33,72,39,868.41 34,26,56,365.02

Less: Depreciation 8,72,89,683.36 9,30,28,725.00

Less: Finance Cost 1,24,83,446.60 81,45,626.29

Net Profit Before Tax 23,74,66,738.45 24,14,82,013.73

Tax Expenses:

-Current 5,13,26,000.00 5,19,01,000.00

-Deferred 2,52,24,761.00 -10,810.00

Net Profit After Tax 16,09,15,977.45 18,95,91,823.73

Taxes/ Provision for Earlier Years:

-Income Tax of Previous Years -5,31,08,487.68 -4,88,04,421.00

-Provision for Tax for Previous

Year

5,19,01,000.00 4,87,40,000.00

Profit for the Period 15,97,08,489.77 18,95,27,402.73

Earnings Per Share (in Rs.)

- Basic

- Diluted

70.64

70.64

83.83

83.83


The Board proposed to carry Rs. 15,97,08,489.77/- being the surplus to Reserves & Surplus

Account for the F.Y. 2018-19.

RESULT OF OPERATIONS AND STATE OF COMPANY’S AFFAIRS

During the period under review, your Company generated revenue from operations of Rs. 209,

73,61,103.33/- and earned profit after tax Rs. 15,97,08,489.77/-.

CHANGE IN NATURE OF BUSINESS, IF ANY

During the period under review there has been no change in the nature of business activities carried

out by the Company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL

POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF

THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL

STATEMENTS RELATE AND THE DATE OF THE REPORT

Your Company has not entered into any such material changes and commitments from the financial

year ending 2018-19 up to the date of this Directors’ Report which are affecting the financial

position of the Company.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE

REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN

STATUS AND COMPANY’S OPERATIONS IN FUTURE

During the year under review, M/s Transcontinental Healthcare Pvt. Ltd., Wholly owned

Subsidiary Company has been merged with your Company. The Company received the order of

Regional Director, Northern Region as on 22nd April, 2019 u/s 233(1) of Companies Act, 2013

regarding merger between Transcontinental Healthcare Private Limited (Transferor Company) with

Psychotropics India Limited (Transferee Company).

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS

WITH REFERENCE TO THE FINANCIAL STATEMENTS.

The Company’s internal control systems are commensurate with the nature of its business and are

operating effectively for ensuring the orderly and efficient conduct of business, including adherence

to the Company’s policies, the safeguarding of its assets, prevention and detection of frauds and

errors, the accuracy and completeness of the accounting records and the timely preparation of

reliable financial information as required under the Act. These systems are routinely tested and

certified by Statutory Auditors and cover offices and key business areas.

EXTRACT OF ANNUAL RETURN (Annexure-I)

The extract of the annual return as provided under sub-section (3) of section 92 of the Companies

Act, 2013 is attached to this report as per Annexure-I.

WEBLINK OF ANNUAL RETURN


The Company is having website i.e. www.pilindia.in and annual report of the Company has been

published on such website. Link of the same is given below:

www.pilindia.in/

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

As on Financial year ended 31st March, 2019 your Company have a Subsidiary Company “M/s PIL

Pharmaceuticals Limited” and holding 77.88% Shares in that Company.

Apart from this, your Company has an Associate Company “M/s Psychotropics Leasing and

Finance Private Limited” holding 11.10% shares in the Company and having control on the

business decisions of “M/s Psychotropics Leasing and Finance Private Limited”.

REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATE COMPANIES &

JOINT VENTURE

The Company has 1 subsidiary Company and 1 associate company.

In accordance with Section 129(3) of the Companies Act, 2013, we have prepared Consolidated

Financial Statements of the Company and its subsidiary companies, which form part of the Annual

Report. Further, a statement containing the salient features of the financial statements of our

consolidated subsidiaries in the prescribed format AOC-1 is annexed as Annexure –II to the Board

Report. The statement also provides details of performance, financial position of each of the

subsidiaries.

The Board’s Report has been prepared based on “STAND ALONE FINANCIAL STATEMENT

OF THE COMPANY”.

FIXED DEPOSITS

Your Company has not accepted any deposits from public as envisaged under Sections 73 to 76 of

Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014.

SHARE CAPITAL

The Paid-up Equity share capital as on 31st March, 2019 was Rs. 3,50,00,000/- (Rupees Three

Crore Fifty Lakh Only). During the Financial year under review, the Company has not made any

changes in the capital of the Company.

Also, during the financial year under review the Company has neither issued any shares with

differential voting rights nor issued any sweat equity shares. Also, the Company has not offered

shares under employee stock option scheme during the financial year.

DIRECTORS

A) Changes in Directors and Key Managerial Personnel

In accordance with the requirements of the Companies Act, 2013 and pursuant to the provisions of

the Articles of Association of the Company at least two–thirds of the total number of Directors

shall be liable to retire by rotation. For this purpose, considering the composition of the Board of

http://www.pilindia.in/

http://www.pilindia.in/


Directors Ms. Amita Chawla, Director (DIN: 00287138) of the Company, is liable to retire by

rotation and being eligible, offers himself for re-appointment.

Ms. Kumud Mittal (Membership No. 21813) was appointed as Company Secretary of the Company

w.e.f. 1st October, 2018 u/s 203 of the Companies Act, 2013 and Rule 8A of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial

Personnel of the Company as on March 31, 2019 are: Mr. Navdeep Chawla, Managing Director,

Mr. Siddharth Chawla, Whole Time Director and Ms. Kumud Mittal, Company Secretary.

B) Declaration by an Independent Director(s) and re-appointment, if any

The Independent Directors have submitted their disclosures to the Board that they fulfill all the

requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify

themselves to be appointed as Independent Directors under the provisions of Companies Act, 2013

and the relevant rules.

SECRETARIAL AUDIT REPORT

During the period under review, secretarial audit is not applicable to the Company as the Company

does not fall under the criteria required for Secretarial Audit as per the provisions of Companies

Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel)

Rules, 2014.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company is committed to provide a safe and harassment free work environment. To ensure

this an Internal Complaints Committee (ICC) is in place in accordance with the requirements under

the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Committee has adopted a policy which aims for prevention of harassment of employees and

lays down the guidelines for identification, reporting and prevention of undesired behavior.

During the year under review, there was one case filed pursuant to the Sexual Harassment of

Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Internal Complaints

Committee (ICC) has taken proper actions after receiving the complaint dated 22nd March, 2019,

from aggrieved woman employee. ICC conducted its enquiry in the matter and took steps to settle

the matter between aggrieved woman and the respondents through a conciliation process. Both

parties had participated in the enquiry and both of them have been given full opportunity to produce

their defence. The complainant had been given full opportunity to present her grievance including

examining her witnesses. After hearing both the sides, ICC has come to the conclusion that

respondents are not guilty of any charge which may amount to sexual harassment at work place,


towards the complainant. The Committee has submitted its report to the Managing Director of the

Company as on 11th April, 2019.

RISK MANAGEMENT POLICY

The Company has developed and implemented a risk management policy which identifies major

risks which may threaten the existence of the Company. The same has also been adopted by your

Board and is also subject to its review from time to time.

NUMBER OF BOARD MEETINGS

During the year under review, Eighteen (18) meetings of the Board of Directors were held and the

gap between two meetings did not exceed four months. The Board meetings were convened on the

following dates:

16.04.2018, 30.06.2018, 20.07.2018, 31.07.2018, 14.08.2018, 25.08.2018, 03.09.2018, 19.09.2018,

20.09.2018, 01.10.2018, 12.10.2018, 22.11.2018, 25.11.2018, 17.12.2018, 24.12.2018, 23.01.2019,

16.02.2019, 08.03.2019

In respect of these meetings proper notices were given and the proceedings were properly recorded

and minute’s book is maintained for the purpose.

Constitution of Board and their Attendance

The Constitution of the Board of Directors, their attendance at the Board Meetings during the

financial year ending on 31st March, 2018 is as follows:-

Name of

Director

DIN Category No. of

Board Meetings

Attended during

the year

Sh. Navdeep Chawla 00286448 Managing director 18

Sh. Siddharth Chawla* 00286771 Director 18

Smt. Amita Chawla 00287138 Director 18

Sh. Sajan kumar Jain 00061401 Non-Executive &

Independent Director

8

Sh. Kishan Chand

Lakhani

00476229 Non-Executive &


5

Sh. Deepak Arora 00906766 Non-Executive &


7

* Re-designated as Whole Time Director on 1, October, 2018.

AUDIT COMMITTEE

The Audit Committee of the Company was constituted on 15th March, 2015, comprising of the

following Directors who have the requisite financial & accounting knowledge:-

1. Sh. Sajan Kumar Jain

2. Sh. Deepak Arora

3. Sh. Siddharth Chawla

Meetings

http://www.mca.gov.in/mcafoportal/companyLLPMasterData.do


During the year under review, the meeting of the Audit Committee were held on 25th July, 2018

and 18th December, 2018.

NOMINATION & REMUNERATION COMMITTEE

The Nomination & Remuneration Committee was constituted on 15th March, 2015, comprising of

the following Directors who have the requisite financial & human resource related knowledge:-

1. Sh. Sajan Kumar Jain

2. Sh. Deepak Arora

3. Sh. Siddharth Chawla

Meetings

During the year under review, the meeting of the Nomination & Remuneration Committee was held

on 25th September, 2018 and 10th February, 2019.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Corporate Social Responsibility (CSR) Committee was constituted on 21st December, 2014,

comprising of the following members of the Board of Directors of the Company as members of

CSR Committee:-

1 Sh. Navdeep Chawla - Managing Director

2 Sh. Siddharth Chawla - Director

3 Sh. Sajan Kumar Jain - Independent Director

The Committee recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy)

indicating the activities to be undertaken by the Company, which has been approved by the Board.

The key philosophy of all CSR initiatives of the Company is guided by three commitments of

Scale, Impact and Sustainability.

During the year under review, the Company has spent Rs. 44,46,200/- on CSR activities. The

disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 is

attached as per Annexure III.

Meetings

During the year under review, the meeting of the CSR Committee was held on 25th July, 2018 and

10th February, 2019.

ADOPTION OF WHISTLE BLOWER POLICY & ESTABLISHMENT VIGIL

MECHANISM

For better corporate governance and in compliance with Section 177 of the Companies Act, 2013

read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014; the Whistle

Blower Policy of the Company has been adopted by the Board.


No protected disclosure has been received during the year under review.

AUDITORS

A) Statutory Auditors

M/s. Satish Gupta & Associates, Chartered Accountants, Statutory Auditors of the Company, retire

at the ensuing Annual General Meeting of the Company and have expressed their willingness for

reappointment as statutory auditors in accordance with the Companies Act, 2013 and confirmed

that their re-appointment, if made, will be within the prescribed limits under Section 141(3) of the

Companies Act, 2013 and they are not disqualified for such reappointment within the meaning of

Section 141 of the said Act.

B) Internal Auditor

M/S Ravindra Yadav & Associates, Chartered Accountants has resigned as Internal Auditors of the

company and M/s Chanana & Associates, Chartered Accountants has appointed as Internal

Auditors of the company to conduct the internal Audit of Company in a Fair and transparent

manner through Board resolution passed as on 6th May, 2019.

C) Cost Auditors

As per Section 148 of the Companies Act, 2013, the Company is required to have the audit of its

cost records conducted by a Cost Accountant in practice. I this connection, the Board of Directors

of the Company has on recommendation of the Audit Committee, approved the appointment of

M/s Gurvinder Chopra & Co. as the cost auditors of the Company for the year ending 31st March,

2019, at a remuneration mutually decided plus GST and out of pocket expenses.

AUDITORS’ REPORT

Auditors of the Company have not expressed any qualification in their report and notes to accounts

where ever given are self-explanatory. As per Auditor’s report, no fraud u/s 143(12) reported by the

Auditor.

BOARD’S COMMENT ON THE AUDITORS REPORT

The observation of the Statutory Auditors, when read together with the relevant notes to the

accounts and accounting policies are self explanatory and do not call for any further comment.

DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS AS SPECIFIED BY

THE CENTRAL GOVERNMENT UNDER SECTION 148(1) OF THE COMPANIES ACT,

2013

During the year under review, the Company is properly maintaining its Cost Records as specified

under Section 148 (1) of the Companies Act, 2013.

LOANS, GUARANTEES AND INVESTMENTS

The particulars of Loans, guarantees and Investments have been disclosed in the financial

statements.

REMUNERATION POLICY


During the year under review, the Board of Directors of the Company has adopted a Remuneration

Policy for Directors, KMPs and other employees.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions that were entered into during the financial year were on arm’s length

basis. There were no materially significant related party transactions made by the Company with

promoters, Directors, key managerial personnel or other designated persons which may have a

potential conflict with the interest of the Company at large.

PARTICULARS OF EMPLOYEES

There is no employee drawing remuneration attracting the provisions of Rule 5(2) of Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN

EXCHANGE EARNINGS AND OUTGO

Information required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of

the Companies (Accounts) Rules, 2014.

1. CONSERVATION OF ENERGY:

a. Steps are taken to institutionalize process of identifying and understanding increase and

decrease in energy use by monitoring energy consumption trends to determine future

energy use when planning future changes in the business and diagnose specific areas of

wasted energy.

b. Significant reduction in energy consumption and cost of production of goods has been

observed by the implementation of above referred measures. Implementation of referred

measures have resulted in increased facility reliability as well as improved equipment

performance.

2. TECHNOLOGY ABSORPTION:

(A) Research and Development:

Since inception of the company and in pursuant of R&D endeavors the company is

regularly incurring expenditure on R&D on the following activities

- Development of New products and formulations of Pharmaceutical drugs

- Continuous improvement of existing products for enhanced sustainability, efficiency and

performance.

- Testing and adaptation of New Materials, Compounds and Ingredients.

- Environment compliance in by products and processes.

(B) Benefits:


Benefits derived as a result of R&D: Up gradation of the products to the new

requirements has been possible because of R & D done in the company on a continuous

basis.

(C) Future Plan of action:

Future R&D efforts will continue along similar lines, as present, but with more focus,

thrust and endeavours.

(D) Expenditure on R&D

The expenditure on R&D activities incurred during the year is given hereunder:

(Rs. In Lacs)

Capital Expenditure 19.11

Revenue Expenditure 192.26

Total R & D Expenditure 211.37

3. FOREIGN EXCHANGE EARNING AND OUTGO:

(Rs. In Lacs)

Foreign Exchange Earning 2176.35

Expenditure in Foreign Currency 427.46

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, the Directors

of the Company confirm the following: -

(a) that in the preparation of the annual accounts for the year ended 31st March 2018, the

applicable accounting standards had been followed along with proper explanation relating to

material departures;

(b) that the directors had selected such accounting policies and applied them consistently and

made judgments and estimates that are reasonable and prudent so as to give a true and fair

view of the state of affairs of the Company at the end of the financial year and of the profit

and loss of the Company for that period;

(c) that the directors had taken proper and sufficient care for the maintenance of adequate

accounting records in accordance with the provisions of this Act for safeguarding the assets

of the Company and for preventing and detecting fraud and other irregularities;

(d) that the directors had prepared the annual accounts on a going concern basis;

(e) that the directors had laid down internal financial controls to be followed by the Company

and that such internal financial controls are adequate and were operating effectively; and

(f) that the directors had devised proper systems to ensure compliance with the provisions of all

applicable laws and that such systems were adequate and operating effectively.


ACKNOWLEDGEMENT

The Directors of the Company wish to place on record their sincere appreciation for the efforts and

cooperation extended by all those associated with the Company.

For and on behalf of the Board of

Psychotropics India Limited

Place: Faridabad

Date: 27.09.2019

(Navdeep Chawla) (Siddharth Chawla)

Managing Director Whole Time Director

DIN : 00286448 DIN: 00286771

Add.: H. No. 216, Sec-15 Add.: H. No. 216,

Faridabad Sec-15, Faridabad


(Annexure-I)

EXTRACT OF ANNUAL RETURN

Form No. MGT-9

(As on the financial year ended on 31st March, 2019)

[Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Companies

(Management and Administration) Rules, 2014

I. REGISTRATION AND OTHER DETAILS

i) CIN - U85194HR1996PLC071264

ii) Registration Date - 8th July,1980

iii) Name of the Company - Psychotropics India Limited

iv) Category/Sub-Category of - Company limited by Shares/

the Company Indian Non-Government Company

v) Address of the Regd. Office - Plot No.17, Sector-20A

And contact details Faridabad, Haryana-121001

Ph# 0129-2282691

Fax# 0129-2296764

E-mail: [email protected]

Mr. Navdeep Chawla

Managing Director

Ph# 0129-2282691, 2286324

Fax# 0129-2296764

vi) Whether Listed Company - No

vii) Name, Address and Contact - Link Intime India Private Limited

details of Registrar and Transfer Agent C-101, 247 Park, LBS Marg, Vikhroli (West)

Mumbai-400083

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company are: -

Sl. No. Name and Description of

main products/services

NIC Code of the

product/service

% to total turnover

of the company

1. Manufacturing And

Marketing Of Pharmaceutical

Formulations

210

99.14%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

S.

No.

Name & Address of

the Company

CIN Holding/Subsidi

ary/

Associate

% of

shares

held

Applicable

Section

1. PIL Pharmaceuticals

Private Limited

Plot No. 17, Sector-

20A, Faridabad

U24233HR2007PLC072072 Subsidiary

Company

77.88% 2(87)

2. Psychotropics

Leasing And Finance

Private Limited

Plot No. 17, Sector-

20A, Faridabad

U74899HR1994PTC080943 Associate

Company

11.01% 2(6)

mailto:[email protected]


IV. SHAREHOLDING PATTERN (Equity Share Capital Break-up as percentage of Total

Equity)

i) Category-wise Share holding

Category of

Shareholders

No. of Shares held at the beginning of

the year(01.04.2018)

No. of Shares held at the end of the

year(31.03.2019)

%

change

during

the

year

Demat Physical Total % of

Total

Shares

Demat Physical Total % of

Total

Shares

A. Promoters

1. Indian

a) Individual/HUF 0 276587

276587

7.90 276587

0

276587

7.90 0.00

b) Central Govt. 0 0 0 0.00 0 0 0 0.00 0.00

c) State Govt. 0 0 0 0.00 0 0 0 0.00 0.00

d) Body Corporate 0 1509467

1509467

43.13 1509467

0

1509467

43.13 0.00

e) Banks/FI 0 0 0 0.00 0 0 0 0.00 0.00

f) Any Other

Directors &

their Relatives

0 1713946 1713946 48.97 1713946 0 1713946 48.97 0.00

Sub-Total (A) (1) 0 3500000 3500000 100 3500000 0 3500000 100 0.00

2. Foreign

a) NRIs-

Individuals

0 0 0 0.00 0 0 0 0.00 0.00

b) Other-

Individuals

0 0 0 0.00 0 0 0 0.00 0.00

c) Bodies

Corporate

0 0 0 0.00 0 0 0 0.00 0.00

d) Banks/FI 0 0 0 0.00 0 0 0 0.00 0.00

e) Any Other 0 0 0 0.00 0 0 0 0.00 0.00

Sub-Total (A) (2) 0 0 0 0.00 0 0 0 0.00 0.00

Total

Shareholding of

Promoter (A) =

A(1) + A (2)

0 3500000 3500000 100 3500000 0 3500000 100 0.00

B. Public

Shareholding

1. Institutions

a) Mutual Funds 0 0 0 0.00 0 0 0 0.00 0.00

b) Banks/FI 0 0 0 0.00 0 0 0 0.00 0.00

c) Central Govt. 0 0 0 0.00 0 0 0 0.00 0.00

d) State Govt.(s) 0 0 0 0.00 0 0 0 0.00 0.00


e) Venture Capital

funds

0 0 0 0.00 0 0 0 0.00 0.00

f) Insurance

Companies

0 0 0 0.00 0 0 0 0.00 0.00

g) FIIs 0 0 0 0.00 0 0 0 0.00 0.00

h) Foreign

Venture Capital

Funds

0 0 0 0.00 0 0 0 0.00 0.00

i) Others 0 0 0 0.00 0 0 0 0.00 0.00

Sub-Total (B) (1) 0 0 0 0.00 0 0 0 0.00 0.00

2. Non-

Institutions

a) Bodies

Corporate

i) Indian

ii) Overseas

0

0

0

0.00

0

0

0

0.00

0.00

b) Individuals

i) Individual

shareholders

holding

nominal share

capital upto

Rs.1 Lakh

ii) Individual

shareholders

holding nominal

share capital in

excess of Rs.1

Lakh

c) Others

Directors & their

relatives

NRIs

Clearing

Members

HUF

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0.00

0.00

0.00

0.00

0.00

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0.00

0.00

0.00

0.00

0

0.00

0.00

0.00

0.00

0.00

Sub-Total (B) (2) 0 0 0 0 0 0 0 0 0

Total Public

Shareholding (B) =

B(1) + B(2)

0 0 0 0 0 0 0 0 0

C. Shares held by

Custodian for

GDRs &

ADRs

0 0 0 0.00 0 0 0 0.00 0.00

Grand Total

(A+B+C)

0 3500000 3500000 100.00 3500000 0 3500000 100.00 0.00

ii. Shareholding of Promoters

Sl.

No.

Shareholder’s Name Shareholding at the beginning of the

year

Shareholding at the end of the

year

%

change

in

shareh

olding

during

No. of

Shares

% of Total

Shares of

the

Company

% of

shares

pledged/e

ncumbere

No. of

Shares

% of

Total

Shares of

the

% of

shares

pledged/

encumbe


d to total

shares

Compan

y

red to

total

shares

the

year

1. Siddharth Chawla 160294 4.58 0 160294 4.58 0 0

2. Amita Chawla 304635 8.70 0 304635 8.70 0 0

3. Navdeep Chawla 1152338 32.92 0 1152338 32.92 0 0

4. Geetika Chawla 96031 2.74 0 96031 2.74 0 0

5. Neha Chawla 648 0.02 0 648 0.02 0 0

6. Navdeep Chawla &

Sons (HUF) 276587 7.90

0

276587 7.90

0 0

7. Psychotropics Leasing

&

Finance (P) Ltd.

1509467 43.13 0 1509467 43.13 0 0

TOTAL 3500000 100 0.00 3500000 100 0.00 0

iii) Change in Promoters’ Shareholding – NIL

iv) Shareholding Pattern of Top Ten Shareholders (Other than Directors, Promoters, and

holders of GDRs & ADRs) - NIL

v) Shareholding of Directors and Key Managerial Personnel

Sl. No. Shareholder’s Name Shareholding at the

beginning of the year

Cumulative

Shareholding during the

year

1. Navdeep Chawla

(Managing director)

No. of

Shares

% of total

shares of

the

Company

No. of

Shares

% of total

shares of

the

Company

At the beginning of the year 1152338 32.92 1152338 32.92

Date wise Increase/Decrease

in shareholding during the

year specifying the reasons

for increase/decrease (e.g.

allotment/transfer/bonus/swe

at equity etc.)

Nil Nil - -

At the end of the year (or on

the date of separation, if

separated during the year)

1152338 32.92 1152338 32.92



Cumulative


year

2. Siddharth Chawla

(Whole Time Director)

No. of

Shares

% of total

shares of

the

Company

No. of

Shares

% of total

shares of

the

Company

At the beginning of the year 160294 4.58 160294 4.58

Date wise Increase/Decrease Nil Nil - -






at equity etc.)




160294 4.58 160294 4.58



Cumulative


year

3. Amita Chawla

(Director)

No. of

Shares

% of total

shares of

the

Company

No. of

Shares

% of total

shares of

the

Company

At the beginning of the year 304635

8.71 304635

8.71

Date wise Increase/Decrease





at equity etc.)

Nil Nil - -




304635

8.71 1617267 46.21

V. INDEBTEDNESS

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

payment

Secured Loans

excluding Deposits

Unsecured Loans Deposits Total

Indebtedness

Indebtedness at the

beginning of the

financial year

i. Principal Amount

ii. Interest due but

not paid

iii) Interest accrued

but not due

8,07,32,337.59

NIL

NIL

8,07,32,337.59

Total (I + ii + iii)

8,07,32,337.59

NIL

NIL

8,07,32,337.59

Change in

indebtedness during

the financial year

Addition

Reduction

13,30,77,972.19

NIL

NIL

13,30,77,972.19

Net Change 13,30,77,972.19 NIL 13,30,77,972.19

Indebtedness at the


end of the financial

year

iii. Principal Amount

iv. Interest due but

not paid

iv) Interest accrued

but not due

21,38,10,309.78

NIL

NIL

21,38,10,309.78

Total (i + ii + iii) 21,38,10,309.78

NIL NIL 21,38,10,309.78

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-Time Directors and/or Manager

(In Rs.)

Sl.

No.

Particulars of Remuneration Mr. Navdeep

Chawla

(Managing

Director)

Mr.

Siddharth

Chawla

(Whole Time

Director)

Total Amount

1. Gross Salary

a) Salary as per provisions

contained in section 17 (1) of

the Income Tax Act, 1961

b) Value of perquisites u/s 17 (2)

of the Income Tax Act, 1961

c) Profits in lieu of salary under

section 17(3) of the Income Tax

Act, 1961

Rs.

1,80,00,000/-

Rs. 96,00,000/- Rs. 2,76,00,000/-

2. Stock Option NIL NIL NIL

3. Sweat Equity NIL NIL NIL

4. Commission

- As % of Profit

- Others, specify

NIL NIL NIL

5. Others NIL NIL NIL

Total (A) NIL NIL Rs. 2,76,00,000/-

Ceiling as per the Act Special Resolution has been passed.

B. Remuneration to other Directors

(In Rs.)

Sl. No. Particulars of

Remuneration

Mr. Sajan

Kumar

Jain

Mr.

Kishan

Chand

Lakhani

Mr.

Deepak

Arora

Total

Amount

1. Independent Directors

Fees for attending


Board Meetings

Fees for attending

committee meetings

Commission

Others

NIL

NIL

NIL NIL

Total (1) NIL Nil Nil NIL

Sl.

No.

Particulars of

Remuneration

Total

Amount

2. Other Non-Executive

Directors

Fees for attending Board

Meetings

Fees for attending

committee meetings

Commission

Others

NIL

NIL

NIL

NIL

Total (2) NIL NIL NIL NIL

Total (B=1+2) NIL NIL NIL NIL

Total Managerial

Remuneration (A+B)

Rs.

2,76,00,000/-

Overall ceiling as per the

Act

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD

(In Rs.)

Sl.

No.

Particulars of

Remuneration

Key Managerial Personnel

Company

Secretary

CFO Total

1. Gross Salary

d) Salary as per provisions

contained in section 17 (1)

of the Income Tax Act,

1961

e) Value of perquisites u/s 17

(2) of the Income Tax Act,

1961

f) Profits in lieu of salary

under section 17(3) of the

Income Tax Act, 1961

Rs. 1,92,786/-

N.A.

Rs. 1,92,786/-

2. Stock Option NIL NIL NIL

3. Sweat Equity NIL NIL NIL

4. Commission

- As % of Profit

- Others, specify

NIL

NIL

NIL

5. Others NIL NIL NIL

Total Rs. 1,92,786/- NIL Rs. 1,92,786/-


VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

No penalties/punishment/compounding of offences were imposed against the company or its

directors or other officers in defaults, if any, for breach of any section of Companies Act, during the

Financial Year.



Place: Faridabad

Date: 27.09.2019



DIN : 00286448 DIN: 00286771




Annexure –II

FORM NO. AOC.1

Statement containing salient features of the financial statement of

Subsidiaries/associate companies/joint ventures

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of

Companies (Accounts) Rules, 2014)

Part "A": Subsidiaries

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

PIL PHARMACEUTICALS LIMITED

(SUBSIDIARY COMPANY)

1. Reporting period for the subsidiary

concerned, if different from the

holding company's reporting period

--

2. Reporting currency and Exchange rate

as on the last date of the relevant

financial year in the case of foreign

subsidiaries.

--

3. Share capital

Rs. 1,09,00,000/-

4. Reserves & surplus

Rs. 14,91,92,361.61

5. Total assets

Rs. 24,48,43,098.67/-

6. Total Liabilities

Rs. 24,48,43,098.67/-

7. Investments

--

8. Turnover

Rs.26,87,43,914.07

9. Profit before taxation

Rs. 1,18,80,657.49/-

10. Provision for taxation

Rs. 22,18,159.00/-

11. Proposed Dividend

Rs. 0.5/- per share

12. % of shareholding

77.88%

1. Names of subsidiaries which are yet to commence operations - NIL

2. Names of subsidiaries which have been liquidated or sold during the year – NIL [However, M/s Transcontinental Healthcare Pvt. Ltd.(Wholly owned Subsidiary Company) has been merged

with Psychotropics India Limited, during the year.]


Part "B": Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate

Companies and Joint Ventures

PSYCHOTROPICS LEASING AND FINANCE PRIVATE LIMITED

(ASSOCIATE COMPANY)

1. Latest audited Balance Sheet Date 31.03.2019

2. Shares of Associate held by the

company on the year end

11.10%

No. 275617 Shares

Amount of Investment in Associates Rs. 15,00,000/-

3. Description of how there is significant

influence

Psychotropics India Limited is having

control over business decisions and both

Companies are having common

management.

1. Names of associates or joint ventures which are yet to commence operations. -Nil

2. Names of associates or joint ventures which have been liquidated or sold during the year.-NIL



Place: Faridabad

Date: 27.09.2019



DIN : 00286448 DIN: 00286771



Documents

SRS ENTERTAINMENT LTD...DIERECTOR’S REPORT 2018-2019 PSYCHOTROPICS INDIA LIMITED The Board proposed to carry Rs. 15,97,08,489.77/- being the surplus to Reserves & Surplus Account