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Savin
SAVITA CHEMICALS LIMITED
43rd ANNUAL REPORT 2003-2004

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FIVE YEAR PERFORMANCE AT A GLANCE


Rupees in lacs PARTICULARS

2003-2004

2002-2003

2001-2002

2000-2001

1999-2000

A. REVENUE AND APPROPRIATIONS SALES AND OTHER INCOME PROFIT BEFORE TAX PROFIT AFTER TAX DIVIDEND % 46,698 3,642 2,817 75 32,852 2,415 1,989 45 25,832 1,352 1,120 35 22,106 1,017 786 30 17,941 1,752 1,235 40

B. ASSETS EMPLOYED
NET FIXED ASSETS INVESTMENTS NET CURRENT ASSETS DEFERRED TAX

4,778 1,229 9,676 (624) 15,059

3,602 1,408 8,315 (408) 12,917

3,443 947 8,580 (498) 12,472

3,817 911 5,534 (393) 9,869

4,158 .1,390 3,528 (292) 8,784

TOTAL

C. FINANCED BY
EQUITY SHARES RESERVES L O A N FUNDS

876 12,356 1,827 15,059

876 10,315 1,726 12,917

876 8,808 2,788 12,472

876 8,104 889 9,869

876 7,636 272 8,784

TOTAL

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SAVITA CHEMICALS LIMITED


Forty - Third Annual Report 2003 - 2004

BOARD OF DIRECTORS

G. N. Mehra - Chairman and Managing Director N. B. Karpe Mrs. S. N. Mehra V. D. Narkar S. R. Pandit A. G. Satsangi

SECRETARY BANKERS

C. V. Alexander State Bank of India Union Bank of India Corporation Bank Standard Chartered Bank

AUDITORS

Bansal & Associates Chartered Accountants Mumbai

REGISTERED OFFICE

66/67, Nariman Bhavan, Nariman Point, Mumbai-400 021 Tel. No.: 288 3061 -64

FACTORIES'

17/17 A, Thane Belapur Road, Turbhe, Navi Mumbai - 400 705 Survey No. 10/2, Kharadpada, Post Naroli, Silvassa, Dadra and Nagar Haveli - 396 230

SHARE TRANSFER AGENT

Sharepro Services, Satam Estate, 3rd Floor, Above Bank of Baroda, Cardinal Gracious Road, Chakala, Andheri (East), Mumbai-400 099
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SAVITA CHEMICALS LIMITED


NOTICE NOTICE fs hereby given that the Forty-Third Annual General Meeting of the Members of SAVITA CHEMICALS LIMITED will be held at the M, C. Ghia Hall, Bhogilal Hargovindas Building, 2nd Floor, 18/20, Kaikhushru Dubash Marg, Mumbai 400 001 on 7th August, 2004 at 11.00 A.M. to transact the following business: ORDINARY BUSINESS 1: 2. 3. 4. 5. To receive and adopt the Audited Profit and Loss Account for the year ended 31st March, 2004 and the Balance Sheet as at that date and the Report of the Directors and the Auditors thereon. To declare dividend on Equity Shares. To appoint a Director in place of Mr. S. R. Pandit, who retires by rotation and being eligible, offers himself for re-appointment. To appoint a Director in place of Mr. N. B. Karpe, who retires by rotation and being eligible, offers himself for re-appointment. To appoint Auditors to hold office from the conclusion of this meeting until conclusion of the next Annual General Meeting and to fix their remuneration.

SPECIAL BUSINESS 6. To consider and if thought fit, to pass with or without modifications, the following as Special Resolution: "RESOLVED THAT, in accordance with the applicable provisions of the Companies Act, 1956, the Securities Contracts (Regulation) Act , 1956, the Listing Agreement with Stock Exchanges and the provisions of the Securities and Exchange Board of India (De-listing of Securities) Guidelines, 2003, or any amendment or. modification thereof, and subject to such other approvals, permissions and sanctions as may be necessary and such conditions and modifications as may be prescribed or imposed by any authority while granting such approvals, permissions or sanctions which may be agreed to by the Board of Directors of the Company ("the Board") consent be and is hereby accorded to de-list the Ordinary Shares of the Company from the stock exchanges at Ahmedabad and Delhi."

NOTES: 1. 2. 3. 4. A MEMBER ENTITLED'TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF / HERSELF AND THE PROXY NEED NOT BE A MEMBER. The proxy form duly completed and signed should be deposited at the Registered Office of the Company not later than 48 hours before the time of holding the meeting. The Register of Members and the Share Transfer Books of the Company will remain closed from 2nd August, 2004 to 7th August, 2004 (both days inclusive). The payment of dividend, if sanctioned, will be made to the shareholders whose names stand on the Register of Members on 7th August, 2004. For shares held in the dematerialised form, dividend will be paid on the basis of beneficial ownership as per details received from the depositories. The shareholders are requested to (a) intimate, if shares are held in the same name or in the same order and names, but more than one folio to enable the Company to consolidate the said folios into one folio and (b) notify immediately, any change in their recorded address along with pin code number, to the Company. The shareholders are requested to forward shares for transfer and related communication to the Share Transfer Agent or to the Registered Office of the Company. The shareholders seeking information on accounts published herein are requested to kindly furnish their queries to the Company at least ten days before the date of the meeting to facilitate satisfactory replies.

5.

6. 7.

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8.

The shareholders who attend the meeting are requested to complete the attendance slip and deliver the same at the entrance of the meeting hall. The shareholders holding shares in de materialised form, should indicate the DP ID and Client ID numbers in the attendance slip. The shareholders are requested to bring their copy of the Annual Report to the meeting. By Order of the Board of Directors

9.

Mumbai 29th May, 2004 ANNEXTURE TO THE NOTICE

C. V. Alexander Secretary

EXPLANATORY STATEMENT AS REQUIRED BY SECTION 173 OF THE COMPANIES ACT, 1956 Item No. 6 1. 2. 3. 4. The Company's shares at present are listed with the following stock exchanges: The Stock Exchange, Mumbai (BSE) The National Stock Exchange of India Limited, Mumbai (NSE) The Stock Exchange Ahmedabad, Ahmedabad The Delhi Stock Exchange Association Limited, Delhi

It is observed from the data on trading volumes that the Company's shares are not traded in material volumes at stock exchanges other than BSE and NSE; substantial percentage of volume of Company's shares are transacted in BSE and NSE. The trading volume of Company's shares in other stock exchanges is either nil or insignificant, BSE and NSE have the nationwide trading terminals, which facilitate trading by members/investors across the country. Therefore, to continue trading in stock exchanges other than BSE and NSE neither serves the interest of the members/investors nor that of the Company. The Board of Directors of your Company ("the Board") at its meeting held on 29th May, 2004 approved voluntary de-listing of Company's shares from stock exchanges at Ahmedabad and Delhi and accordingly recommended the proposal of de-listing for members' approval. The Company's shares will, however, continue to be listed on BSE and NSE. De-listing of the Company's shares from the above stock exchanges will also result in saving the cost on account of listing fees. In accordance with Securities & Exchange Board of India (De-listing of Securities) Guidelines, 2003, consent of the members by way of Special Resolution is required for voluntary de-listing of Company's shares. None of the Directors of your Company is interested in this Special Resolution. Your Directors recommend this Special Resolution for your approval. By Order of the Board of Directors

Mumbai 29th May, 2004

C. V. Alexander Secretary

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SAVITA CHEMICALS LIMITED


REPORT OF THE DIRECTORS TO THE MEMBERS Your Directors have pleasure in presenting the Forty - Third Annual Report, together with the Audited Accounts for the year ended 31st March, 2004. 1. FINANCIAL RESULTS Rupees in lacs Year ended Year ended 31.3.2004 31. 3.2003 Total Income Profit before Depreciation and Tax Depreciation Profit before Tax Provision for Taxation : Current Deferred Profit for the year after tax Balance brought forward from previous year Profit available for appropriations Appropriations: Proposed Dividend Tax on Dividend General Reserve Balance carried to Balance Sheet 2. DIVIDEND Your Directors are pleased to recommend a regular dividend of 50% and a special dividend of 25%, on the occasion of 10th anniversary year of Company's shares being listed on the stock exchanges on the paid up Equity Share Capital of Rs.876.13 lacs for the year ended 31st March, 2004. 3. OPERATIONS With some signs of an economic recovery in the country in the year under review, your Company was able to turn out another commendable performance with sales turnover at Rs. 45,246 lacs against Rs. 32,256 lacs in the year 2002-03, showing a growth of 40%. The net profit of the Company at Rs. 2,817 lacs as against Rs. 1,989 lacs for the previous year, has also kept pace with the increase in sales. Addition-of new customers, both in the domestic and the export markets was the key driver for this increase in sales. Your Company also added further capacity to its Wind Power segment by commissioning four new wind energy generators of 950 KW each in the State of Karnataka in July 2003. Further investments in this segment-will be considered by your Company on the basis of their economic viability. Further expansion in the manufacturing capacity at the Silvassa plant was also carried out during the course of the year. Global crude oil prices, in recent days, have risen to their highest levels in the last eleven years. Robust demand for crude oil from some of the major economies such as USA and japan, as well as the emerging economies such as China and India, along with continuing tensions in the Middle East have been primarily responsible for this sustained rise in crude oil prices. With global economies showing early strong and any drop in crude oil prices and OPEC agrees to further enhance its your Company as they have a bearing 4. FIXED DEPOSITS The Company has no unpaid fixed deposits. signs of an economic recovery, demand for crude oil is likely to remain will only be possible if substantial export of crude oil from Iraq commences output of crude oil. The movements in prices of crude oil are significant for on the Base Oil prices, the key raw material for your Company. 657 84 350 3,318 394 50 300 1,592 610 215 2,817 1,592 4,409 515 (89) 1,989 347 2,336 46,698 4,220 578 3,642 32,852 2,856 441 2,415

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5. 6.

RESEARCH AND DEVELOPMENT A detailed note on the R & D activities is given in Form "B" by way of an Annexure to this report. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO Information pursuant to Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is furnished by way of Annexure to this Report. DIRECTORS Mr. S. R. Pandit and Mr. N. B. Karpe retire by rotation under Section 256 of the Companies Act, 1956 and being eligible, offer themselves for re-appointment. The Board of Directors recommends their re-appointment as Directors.

7.

8.

CORPORATE GOVERNANCE A separate statement on Corporate Governance along with the Auditors' Certificate on its compliance and Management Discussions and Analysis are given separately as part of the Annual Report.

9.

DIRECTORS' RESPONSIBILITY STATEMENT In accordance with the requirements of Section 217 (2AA) of the Companies (Amendment) Act, 2000, the Directors of the Company hereby confirm that: (i) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to material departures;

(ii) the Directors have 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 as at 31st March, 2004 and of profit of the Company for the year ended on that date; (iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the asset? of the Company and for preventing and detecting fraud and other irregularities; and (iv) the Directors have prepared the Annual Accounts on a "going concern" basis. 10. AUDITORS M/s. Bansal & Associates, Chartered Accountants, retire at the conclusion of this Annual General Meeting and are eligible for re-appointment. 11. PARTICULARS OF EMPLOYEES The information required to be published under the provisions of Section 21 7(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended is given in the Annexure to this Report. 12. LISTING Your Company's shares continue to be listed on The Stock Exchange, Mumbai (Code : 24667), The National Stock Exchange of India Limited (Code: SAVITA CHEM-EQ), The Stock Exchange Ahmedabad (Code: 51114/SAVITA CHEM) and The Delhi Stock Exchange Association Limited (Code: 7610) . The Listing Fees for the year 2004-2005 have been paid by the Company in time. It has been observed that your Company's shares are very thinly traded on stock exchanges at Ahmeda*bad and Delhi. As you are aware, The Stock Exchange, Mumbai (BSE) and The National Stock Exchange (NSE) have nationwide terminals which facilitate trading by members/investors across the country. Therefore, to continue trading in stock exchanges other than BSE and NSE does not serve any purpose. The Board therefore recommends the de-listing of your Company's shares from the stock exchanges at Ahmedabad and Delhi. 13. ACKNOWLEDGEMENTS The Board acknowledges its sincere appreciation for the support and co-operation that the Company has received from its bankers, financial institutions, agents and business associates, as well as employees at all levels. The Directors also express their gratitude to the shareholders for the kind support they have offered at all times.

For and on behalf of the Board

Mumbai 29th May, 2004

G. N. Mehra Chairman and Managing Director


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SAVITA CHEMICALS LIMITED


ANNEXURE TO THE DIRECTORS' REPORT PARTICULARS REQUIRED UNDER THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988 A. CONSERVATION OF ENERGY

a)

ENERGY CONSERVATION MEASURES TAKEN i) Fuel used in Thermopac was changed to LDO from HSD. ii) Asbestos sheets used in covering godowns were partially replaced by transparent sheets which provide better natural light during day time. This reduces the need of electrical lighting.

iii) The replacement of conventional lighting system by energy efficient lighting systems was continued. b) ADDITIONAL INVESTMENTS AND PROPOSAL FOR REDUCTION IN CONSUMPTION OF ENERGY The Company intends to continue the process of replacing conventional lights and motors by energy efficient lights and motors. Upgradation of steam traps wherever required will also be done. c) IMPACT OF THE ABOVE MEASURES The above measures have led your Company to reduce its overall energy cost due to reduction in both electricity and steam costs. d) B. TOTAL ENERGY CONSUMPTION AND ENERGY CONSUMPTION PER UNIT OF PRODUCTION Form "A" enclosed TECHNOLOGY ABSORPTION Efforts made for technology absorption are detailed in Form "B". ACTIVITIES RELATING TO EXPORTS The export turnover of your Company has increased from Rs. 3,376 lacs in the previous year tt> Rs.3,440 lacs in the year 2003-2004, showing a growth of 2%. Your Company has continued to consolidate its position in its current markets as well as steadily explore new markets for its products. D. TOTAL FOREIGN EXCHANGE USED AND EARNED Rupees in lacs (i) CIF Value of Imports 22,961 (ii) Expenditure in foreign Currency 556 2,876 (iii) Foreign Exchange earned
PARTICULARS OF EMPLOYEES

Statement of particulars of employees as required under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and forming part of the Directors Report for the year ended 31st March, 2004 Name of Employee Age Gross Qualifications Experience Date of remuneration (In years) joining (Rupees) Chairman and 5,255,172 21 1/12/1983 B.E.(Chem.), Managing M.B.A. Director Designation Previous Employment/ Position held Marketing Executive Mehra Trading & Investment Company P. Ltd.

Mr. G. N. Mehra 43

Notes : 1 Remuneration includes basic salary, allowances, commission paid, Company's contribution to Provident Fund and other perquisites valued in accordance with the Income Tax Rules, 1961. The Company has contributed an appropriate amount to the Gratuity Fund on actuarial valuation. As the employee-wise break-up of contribution is not available, the same is not included above. Experience includes number of years' service elsewhere. The nature of employment is contractual and is governed by the rules and regulations of the Company in force from time to time.

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CHEMICALS

FORM - A

DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY

2003-2004 A. POWER & FUEL CONSUMPTION 1. Electricity a. Purchased Units (million) Total amount (Rs.lacs) Average rate/unit (Rs.) b. Own Generation i) Through Diesel Generation Unit Units per Litre of Diesel Oil Cost / Unit (Rs.) ii) Through Steam Turbine Generators Units (million) Total Amount (Rs. lacs) Average rate/Unit (Rs.) 2. 3. Coal Furnace Oil Quantity (KL) Total Amount (Rs. lacs) Average Rate (Rs. per KL) 4. Others 230 35.05 15,217 Nil iii) Through Wind Turbines 0.745 33.464.49 Nil 22,224 3.05 6.77 Nil 1.052* 45.91 4.37

2002-2003

0.666* 34.27 5.15 50,751 2.44 7.81 Nil 0.920 51.59 5.61 Nil 236 36.92 15,630 Nil

B.

CONSUMPTION PER UNIT OF PRODUCTION* Particulars Electricity (KWH) Furnace Oil (In litres) Year 2003-04 2002-03 2003-04 2002-03 Transformer Oil 4 4 1 1 Liquid Paraffins 12 11 3 4 Petroleum Sulfonates 25 21 5 8 Petroleum Lubricants Jellies 21 18 5 6 6 5 1 2 Others 4 4 1 1

* Units net of wind power generation

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SAVITA CHEMICALS LIMITED


FORM - B

DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION, RESEARCH AND DEVELOPMENT 1. SPECIFIC AREAS IN WHICH R & D CARRIED OUT

During the year R&D carried out work on the development of new product variants for both Transformer Oils and Liquid Paraffins. These variants are tailor-made Speciality Oils for new customers. 2. BENEFITS DERIVED The development of new variants of Speciality Oils led to the addition of new customers for these products, both in the domestic and export markets. 3. FUTURE PLAN OF ACTION Development work will be continued for developing new formulations and new variants for Speciality Oils with a special focus on meeting the requirements of new customers in both domestic and overseas markets. 4. EXPENDITURE ON RESEARCH AND DEVELOPMENT Rupees in lacs a) b) Capital. Recurring Total Total R & D expenditure as percentage of total turnover 5. TECHNOLOGY ABSORPTION AND ADAPTATION The variants that were developed during the year have also been introduced into our product range and are being marketed to customers. For and on behalf of the Board Mumbai 29th May, 2004 , G. N. Mehra Chairman and Managing Director 2.47 41.39 43.86 0.10

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SoYitu

CORPORATE GOVERNANCE Report on Corporate Governance for the year 2003-2004 is as under: 1. PHILOSOPHY ON CORPORATE GOVERNANCE The Company believes in and has consistently endeavoured to practise good Corporate Governance on an ongoing basis. The Company's focus is on maintaining high level of transparency, professionalism, accountability and integrity in its dealings with all stakeholders including shareholders, customers, suppliers, government, depositors and employees. 2. BOARD OF DIRECTORS The Company has a broad-based Board of Directors with a Managing Director'heading the business, two Promoter Non-Executive Directors and three Non-Promoter Non-Executive Independent Directors. The members on the Board possess adequate experience, expertise and skills necessary to manage the affairs of the Company in an efficient manner. Composition, Categories and names of Directors Director Category No. of outside Directorships No. of outside Committee memberships

_ Executive-CM D/Promoter Mr. G. N. Mehra 9 Non-Executive-Promoter 9 Mrs. S. N. Mehra 1 Mr. A. G. Satsangi Non-Executtve-Promoter Non-Executive-Non-Promoter 2 Mr. N. B. Karpe Non-Executive-Non-Promoter Mr. V. D. Narkar 9 . 5 Non-Executive-Non-Promoter 2 Mr. S. R. Pandit 2 Number of Board Meetings with dates During the period 1st April, 2003 to 31st March, 2004, the Board met six times with a maximum gap of three months between two meetings. The Board Meetings were held on 30th April, 2003, 31st May, 2003, 31st July, 2003, 29th October, 2003, 29th January, 2004 and 29th March, 2004. Attendance of Directors at the Board Meetings held during 2003-2004 and the last Annual General Meeting

Name of the Director

Attendance No. of meetings held during the tenure of Directors Held Attended

Last AGM attended

6 Mr. G. N. Mehra 6 4 Mrs. S. N. Mehra 6 4 Mr. A. G. Satsangi 6 Mr. N. B. Karpe 6 6 6 Mr. V. D. Narkar 6 6 ' Mr. S. R. Pandit 6 Details of remuneration paid/to be paid to the Directors during the year 2003-2004

Yes Yes Yes Yes Yes Yes

Rupees in lacs Commission*

All elements of remuneration package taken together Manaqinq Director Mr. G.N. Mehra Salary Perquisites Contribution to PF Non-Executive Directors Mrs. S. N. Mehra Mr. A. G. Satsangi Mr. N. B. Karpe Mr. V. D. Narkar Mr. S. R. Pandit Subject to approval of shareholders.

13.22 10.20 1.59


Nil Nil Nil Nil Nil

. 36.03 1.00 1.00 1.00 1.00 1.00

'

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SAVITA CHEMICALS LIMITED


Information placed before the Board In addition to the matters which statutorily require approval of the Board, the following matters are regularly placed before the Board 3. Minutes of Audit Committee meetings. Minutes of Shareholders' Grievance Committee. Major developments in labour relations, if any. Disclosures of material related party transactions, if any. Compliance with regulatory and statutory requirements including listing requirements and shareholders' services. Details of showcause, demand, prosecution and penalty notices, if any, which are significant in nature. Material default, if any, in financial obligation to and by the Company and substantial non-payment of goods sold by the Company. Sale of significant investments and assets.

COMMITTEES OF THE BOARD In terms, of the SEBI Code, the Board of the Company has constituted the following committees: Audit Committee The Audit Committee consists of the following independent Non-Executive Directors: Mr. S. R. Pandit Mr, V. D. Narkar Mr. N. B. Karpe Chairman Member Member

The broad terms of reference of .Audit Committee are as under: Overseeing the Company's financial reporting process and disclosure of its financial information to ensure that the financial statements are correct, sufficient and credible. Recommending the appointment/re-appointment of statutory auditors, internal auditors, tax auditors, fixation of audit fees, etc. Review of annual financial statements. Review of quarterly/half yearly un-audited financial results. Review of adequacy of internal control system and the internal audit programme. Reviewing the Company's financial and risk management policies.

The Audit Committee met four times (On 30th April, 2003, 31st July, 2003, 29th October, 2003 and 29th January, 2004) during the year 2003-2004. Attendance of Director Members at the Audit Committee Meetings Attended Mr. S. R. Pandit Mr. V. D. Narkar Mr. N. B. Karpe Shareholders' Grievance Committee The following are the members of this committee: Mr. V. D. Narkar Mr. S. R. Pandit Mr. G. N. Mehra Mr. A. G. Satsangi Chairman (Non-Executive Independent Director) Member (Non-Executive Independent Director) Member (Managing Director) Member (Non-Executive Director) 4 4 4

The Committee met four times (On 30th April, 2003, 31st July, 2003, 29th October, 2003 and 29th January, 2004) during year 2003-2004.

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CHEMICALS

Attendance of Director Members at the Shareholders' Grievance Committee Meetings Attended Mr. V. D. Narkar Mr. S. R. Pandit Mr. G. N. Mehra Mr. A. G. Satsangi Details of Shareholders' Grievances and their redressal Sr. No. 1. 2. 3. 4. Type Transfers/Transmission/Name Correction Non-receipt of Dividend Warrant Dematerialisation/Remateriaiisation/ Duplicate Certificate/Consolidation Others Total Received 14 79 42 256 397 Cleared 14 79 39 256 388

The Company has resolved most of the Shareholders' grievances within a period of 15/30 days from the date of receipt of the same during the year 2003-2004 except in cases which are constrained by disputes and legal impediments. 4. GENERAL BODY MEETINGS Location and time where General Body Meetings held in the last three years is given below: Year 2002-2003 2001-2002 2000-2001 AGM/EGM AGM AGM AGM Location M.C.Ghia Hall, Mumbai M.C.Ghia Hall, Mumbai M.C.Ghia Hall, Mumbai Date 6.9.2003 25.9.2002 15.9.2001 Time 11.00 A.M. 11.00 A.M. 11.00 A.M.

No Special Resolution was put through postal ballot during last year. Further, no Special Resolution is being put through postal ballot in the ensuing AGM as there is no such business which statutorily requires voting through postal ballot. 5. DISCLOSURE ON MATERIALLY SIGNIFICANT RELATED PARTY TRANSACTIONS (WITH PROMOTERS, DIRECTORS, MANAGEMENT, THEIR SUBSIDIARIES OR RELATIVES ETC.) WHICH MAY HAVE POTENTIAL CONFLICT OF INTEREST WITH THE COMPANY AT LARGE There were no such transactions during the year. NON-COMPLIANCE BY THE COMPANY, PENALTIES, STRICTURES IMPOSED ON THE COMPANY BY STOCK EXCHANGES/SEBI, IN THE LAST THREE YEARS None. MEANS OF COMMUNICATIONS This is being done through quarterly results, which are published in national English (Financial Express - all editions) and Marathi (Navshakti-Mumbai) daily newspapers. Half yearly report was sent to each household shareholder for the half year ended 30th September, 2003. In addition, the financial results are also displayed on the Company's website www.savita.com. Moreover, as per SEBI guidelines, the financial data is displayed on the EDIFAR system from time to time. 8. GENERAL SHAREHOLDER INFORMATION 1. 2. 3. Date of Book closure Date and venue of AGM Dividend Payment (Equity) 2.8.2004 to 7.8.2004 (Both days inclusive) 7.8.2004 at 11 A.M. at M.C.Ghia Hall, Kaikhushru Dubash Marg, Mumbai, India. 50% as regular and 25% as special dividend on Equity shares. Warrants will be despatched before 6.9.2004, if dividend is approved at the Annual General Meeting. The Stock Exchange, Mumbai Phlroze Jeejeebhoy Towers, Dalai Street, Mumbai-400001 Tel:91 -22-22721233, Fax:91 -22-22723719/22722037 Stock Code: 24667
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6.

7.

4.

Listing on Stock Exchanges in India

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SAVITA CHEMICALS LIMITED


National Stock Exchange of India Limited Exchange Plaza, 5th Floor, Plot No.C/1, G Block, Bandra - Kurla Complex, Bandra (East), Mumbai-400051 Tel: 91-22-26598235, Fax:91-22-26598237 Stock Code: SAVITA CHEM-EQ The Stock Exchange Ahmedabad, Kamadhenu Complex, Opp.Sahajanand College, Panjerpole, Ahmedabad-380015 Tel:91 -79-26307971 -77, Fax:9i -79-26308877 Stock Code: 51114/SAVITA CHEM The Delhi Stock Exchange Association Limited DSE House, 3/1, Asaf Ali Road, New Delhi - 110002 Tel:91 -11 -23292039, Fax: 91-11 -23292341 /23292181 Stock Code:7610 5. 6. 7. Status of Listing Fees Registered Office Works Paid to all the above Stock Exchanges for the year 2004-2005 66/67, Nariman Bhavan, Nariman Point, Mumbai - 400021 Tel: 91-22-22883061-64, Fax: 91-22-22029364 17/17A, Thane Belapur Road, Turbhe, Navi Mumbai - 400705 Tel: 91-22-27681521/22, Fax: 91-22-27672024 Survey No.10/2, Kharadpada, Post Naroli, Silvassa Dadra and Nagar Haveli-396230 Tel: 0260-2650183, Fax: 0260-2650182 8. Depositories National Securities Depository Limited 4th Floor, Trade World, Kamala Mills Compound Senapati Bapat Marg, Lower Parel, Mumbai- 400013 Tel: 91-22-24972964-70, Fax: 91-22-24972993 Central Depository Service (India) Limited Phiroze Jeejeebhoy Towers, 20th Floor, Dalai Street, Mumbai-400001 Tel: 91-22-22723333, Fax: 91-22-22723199 9. SHARE TRANSFER IN PHYSICAL FORM AND OTHER COMMUNICATION REGARDING SHARE CERTIFICATES, DIVIDENDS AND CHANGE OF ADDRESS ETC. TO BE SENT EITHER TO Savita Chemicals Limited 66/67 Nariman Bhavan Nariman Point Mumbai - 400021 Tel: 91-22-22883061 Fax:91-22-22029364 Sharepro Services Satam Estate, 3rd Floor Above Bank of Baroda Cardinal Gracious Road Chakala, Andheri (East) Mumbai - 400099 Tel: 91 -22-28215168/28347719 Fax: 91 -22-28375646/28300272 10. SHARE TRANSFER SYSTEM Transfer of shares in physical form is generally registered and certificates are returned within a period of 30 days from the date of receipt of the documents clear in all respects. Similarly, the dematerialisation requests are processed within a period of 15 days. The Shareholders' Grievance committee meets as often as required. The total number of shares transferred in physical and dematerialised form during the year 2003-2004 are as follows: Category Physical Demat

No. of requests 1,028 4,318

No. of shares 115,500 1,019,267

Requests attended 1,028 4,318

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CHEMICALS

11. DISTRIBUTION OF SHAREHOLDINGS AS ON 31st MARCH, 2004 No. of Equity Shares held Upto 500 501-1000 1001 -2000 2001-3000 3001-4000 4001-5000 5001-10000 10001 -Above TOTAL No.of Share Holders 11,410 252 108 33 12 14 21 25 11,875 % of Share Holders 96.084 . 2.122 0.909 0.278 0.101 0.118 0.177 0.211 ' 100.000 No.of Shares 1,404,139 202,474 159,448 81,109 43,670 66,520 155,224 6,648,666 8,761,250 % of Share Holding .16.027 2.311 1.820 0.926 0.498 0.759 \.712. 75.887 100.000 .

12. CATEGORIES OF SHAREHOLDINGS AS ON 31st MARCH, 2004 No. of Share Holders Overseas Corporate Bodies Non-resident Individuals -On non-repatriable basis -On repatriable basis Flls Promoters, Directors Banks/Mutual Funds/ Public Financial Institutions/ Trusts Other Bodies Corporates Resident Individuals Total 5 396 11,420 11,875 0.343 2.384 22.117 100.000 30,110 208,885 1,937,692 8,761,250 9 11 Nil 34 0.071 0.113 Nil 74.972 6,224 9,864 Nil 6,568,475 Nil Voting Strength % Nil No.of Shares held Nil

13. DEMATERIALISATION OF SHARES The Company's shares are compulsorily traded in dematerialised form as per SEBI guidelines. As on 31st March, 2004, 2,073,448 shares aggregating to 23.67% of Equity 5hares of the Company have been dematerialfsed. 14. STOCK MARKET PRICES Month BSE Highest Lowest (Rupees) 57.25 66.00 74.70 ' 90.55 101.40 91.90 89.05 105.60 158.85 144.60 125.15 110.80 52.00 53.00 61.00 74.70 87.55 77.25 79.30 83.75 110.45 103.60 100.25 93.80 NSE Highest Lowest (Rupees) 58.90 67.75 78.00 94.40 103.60 97.90 94.90 106.00 164.00 149.00 128.40 112.90 48.10 52.25 60.25 74.35 83.50 76.35 78.00 82.65 107.00 101.10 96.20 93.10
-BSE Highest Months -BSE lowest O. 125 "

Movement of Stock Price with BSE Sensitive Index

April 2003 May 2003 June 2003 July 2003 August 2003 September 2003 October 2003 November 2003 December 2003 January 2004 February 2004 March 2004

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15. FINANCIAL CALENDAR - 2004-2005 Financial Reporting for the first quarter ending 30th June, 2004 - last week of July, 2004. Financial Reporting for the second quarter and half year ending 30th September , 2004 - last week of October, 2004. Financial Reporting for the third quarter ending 31st December, 2004 - last week of January, 2005. Financial Reporting for the fourth quarter ending 31st March, 2005 - last week of April, 2005. Audited Accounts for the year ending 31 st March, 2005 - last week of May, 2005. Annual General Meeting for the year ending 31st March, 2005 - second week of August, 2005. The website of the Company is www.savita.com. For and on behalf of the Board

Mumbai 29th May, 2004

G. N. Mehra Chairman and Managing Director

COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

CERTIFICATE

To the Members of Savita Chemicals Limited We have examined the compliance of conditions of Corporate Governance by Savita Chemicals Limited ("the Company") for the year ended 31st March, 2004 as stipulated in Clause 49 of the Listing Agreement of the said Company with Stock Exchanges. The Compliance of Conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to procedures and implementations thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. 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, we state that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned clause of the Listing Agreement. We state that no investor grievance is pending for a period exceeding one month against the Company as per the records maintained by the Shareholders' Grievance Committee except in cases which are constrained by disputes and legal impediments. We further state that such compliance is neither an assurance to the future viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company.

For Bansal and Associates Chartered Accountants

Mumbai 29th May, 2004

S. K. Bansal Partner Membership No. 12288


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MANAGEMENT DISCUSSION AND ANALYSIS REPORT Pursuant to Clause 49 of the Listing Agreement, a Management Discussion and Analysis Report covering segment-wise performance and outlook is given below: A. INDUSTRY STRUCTURE AND DEVELOPMENT I. Petroleum Products This segment mainly consists of the organised sector. Transformer Oils, Liquid Paraffins, White Oils, Lubricating Oils and the like form the product portfolio under this product segment of the Company. The Base Oils imported from various parts of the world and also sourced domestically to some extent are the basic raw materials for the products in this segment. The demand for Transformer Oils depends largely on the development, growth and expansion of power projects and industrialisation in the country, whereas the prospects for Liquid Paraffins and White Oils are mainty decided by the market for Pharmaceuticals, cosmetics and related fields. Lubricant business consists of two broad categories - Automotive and Industrial. Demand for this sector mainly varies based on general industrial and economic conditions in the market. The automobile sector consisting mainlyof personal, commercial and agricultural transportation categories decides the demand for the automotive lubricants. The extent of industrial activity and general economic environment decide the scope for industrial lubricants. Petroleum Products segment is mainly ruled by the domestic as well as multinational players. Since the second "halfof the year 2002, the overall growth in industrial production started its upward movement. The industrial output forthe financial year 2003-04 according to the data released by Central Statistical Organisation, shows robust growthof 6.9%, up from the previous year's 5.7%, led by revival in the manufacturing sector. II. Wind Power India already has one of the most successful renewable energy programmes in the world. This has been achieved byfavourable government framework under the auspices of a dedicated Ministry of Non Conventional Energy Sources.From a .modest beginning, renewable energy technologies world over and in India have reached a scale where they are technologically proven and commercially viable. In the coming years, renewable energy technologies of which Wind Power is an integral part can help in meeting India's ever growing energy needs. The enactment of the Electricity Act, 2003 is expected to catalyse the reform process and facilitate conducive environment for growth of power sector in the country. B. OPPORTUNITIES AND THREATS I. Petroleum Products Because of the overall improvement in the Indian economy since the second half of the year 2002, the general demand for Petroleum Products amongst others has been steadily improving. This recovery will also have a positiyeimpact on the automotive sector which in turn would increase the demand for lubricating oils. The economic recovery and the expectation of a good monsoon again in the year 2004, would result in higher industrial output fuelled from higher consumer demand and spending. This suggests an optimistic outlook for general demand for your Company's various products.' However, in spite of increased demand for the products, the profitability of your Company in this sector largely depends on prices and availability of Base Oils which are decided by international forces. The prices of Base Oils have remained firm during last year and the trend continues. Wind Power At present, in India, power production is mainly from fossil fuels such as coal, oil and gas. Not only does use of fossil fuels have a detrimental effect on the environment, it is also being realised internationally that the stock of fossil fuelsis fast depleting. Thus, there is a strong case for power generation from renewable energy sources like wind. Accordingly, the wind power sector in India has been growing rapidly over the last few years and should continue to show such robust growth in future considering the ever increasing power needs of the country. However, the growth in this sector may be adversely affected by inadequate power evacuation infrastructure, wheeling and transmission facilities, regulatory risks and the financial health of State Government owned electrical utilities. C. SEGMENT-WISE PERFORMANCE I. Petroleum Products The Petroleum Products sector continued to show good performance with aggregate sales of Transformer Oils and Other Specialities at 112,134 KLs/MTs against 83,531 KLs/MTs in the previous year, registered a growth of
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SAVITA CHEMICALS LIMITED


34% and resulting in revenue of Rs.29,399 lacs against Rs.19,642 lacs in the previous year. The Lubricating Oils and Greases with a turnover of 21,624 KLs/MTs against 18,187 KLs/MTs in the previous year, clocked a growth of 19% in quantity terms resulting in revenue of Rs.13,599 lacs against 10,992 lacs in the previous year registering a growth of 24% in value terms. Wind Power With the commissioning of four Wind Power Generators of 950 KW each during the year under review, the Company's Wind Power Plants situated in the states of Maharashtra and Karnataka generated a total of 12,701,758 units against 7,781,079 units in the previous year. The Company has an installed capacity of 8.60 MW in this sector. This segment shows negative financial results because of continuous investments made by the Company from year to year and written down value method of depreciation followed by the Company. D. FUTURE OUTLOOK The prices of Base Oils, which are the main raw materials of your Company are largely dependent on the Crude Oil prices. Crude Oil prices are up 27% this year fuelled by world economic growth, supply security fears and US Refinery bottlenecks.Prices have continued to remain firm though Saudi Arabia, a leading OPEC producer promises to raise output sharply and pump at full capacity, if necessary. The movements in Base Oil prices would play a significant role in deciding the profitability of your Company. The Electricity Act enacted in June 2003 is expected to consolidate regulatory provisions relating to generation, transmission, trading and use of electricity. It is also expected to promote competition in the power sector and rationalisation of electricity tariff. It contemplates formulation of transparent policies regarding subsidies, constitution of Central ElectricityAuthority, Regulatory Commissions and Appellate Tribunal. These measures are expected to create conducive environmentfor the growth in this sector. The Company may consider additional investments at appropriate sites looking at the future developments in this sector. E. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY The Company has an adequate system of internal controls commensurate with its size and nature of the business. Procedural manuals are in place to ensure that all its assets are safeguarded and protected against loss from unauthorised use and disposal and that all transactions are authorised, recorded and reported correctly. The internal control systems of the Company are monitored and evaluated by internal audits, reviewed by the Audit Committee of Board of Directors. The internal controls are designed to ensure that appropriate financial records are available for preparing financial statements and other data and for ensuring adequate safety of assets for showing a true and fair picture of the state of affairs of the Company. F. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/INDUSTRIAL RELATIONS The Company's human resource strategy revolves around the development of the individual employees of the Company, with a focus on improving productivity, quality and safety. The human relations climate generally continued to remain harmonious throughout the year. The Company places great emphasis on training and development of employees at all levels. The Company, as in the past, strives to maintain a safe and healthy work environmerit for all the employees.

II.

For and on behalf of the Board

Mumbai 29th May, 2004

G. N. Mehra Chairman and Managing Director

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AUDITORS' REPORT To the. Members of Savita Chemicals Limited 1. We have audited the attached Balance Sheet of Savita Chemicals Limited as at 31st March, 2004 and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the 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 includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to above, we report that: (a) 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; (b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books; (c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; (d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; (e) On the basis of written representations received from the Directors, as on 31st March, 2004 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2004 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; (f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes thereon give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: (i) (ii) (iii) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2004, In the case of the Profit and Loss Account, of the profit for'the year ended on that date and In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

2.

3.

4.

For Bansal and Associates Chartered Accountants Mumbai 29th May, 2004 . S. K. Bansal Partner Membership No. 12288

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ANNEXURE TO THE AUDITORS1 REPORT Referred to in paragraph 3 of our report of even date 1 In respect of its fixed assets: (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets. (b) These fixed assets were physically verified by the management at regular intervals in accordance with a programme of verification adopted by the Company, which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification. (c) There was no substantial disposal of fixed assets during the year. 2. In respect of its inventories; (a) As explained to us, inventories have been physically verified during the year by the management at reasonable intervals. (b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. (c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification. 3. According to the information and explanations given to us, in respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956 : (a) The Company has not granted any loans to companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956. The Company has taken fixed deposits in the nature of unsecured loans aggregating to Rs. 104.55 lacs from thirteen parties covered in the register maintained under Section 301 of the Companies Act, 1956. (b) The rate of interest and other terms and conditions on which loans have been taken by the Company are not prima facie, prejudicial to the interest of the Company. (c) The payment of principal amount and interest are also regular. (d) There are no overdue amounts of principal and interest. 4. In our opinion and according to the information and explanations given to us, there are adequate internal, control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods. 5. In respect of transactions entered in the register maintained under Section 301 of the Companies Act, 1956: (a) In our opinion and to the best of our knowledge and belief and according to the information and explanations given to us, transactions that needed to be entered into the register have been so entered. (b) In our opinion and according to the information and explanations given to us, where each of such transactions (excluding fixed deposits reported under paragraph 3 above) is in excess of Rs. five lacs in respect of each party, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time or the prices at which similar transactions have been made with other parties. 6. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 58 A and 58 AA of the Companies Act, 1956 and the Rules framed thereunder and the directives issued by the Reserve Bank of India, where applicable, with regard to the deposits accepted from the public. 7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business. 8. We have broadly reviewed accounts and records maintained by the Company pursuant to rules made by the Central Government for the maintenance of cost-records under Section 209(1) (d) of the Companies Act, 1956, in respect of the Company's products to which the said rules are made applicable and are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have however, not made a detailed examination of the same. 9. In respect of statutory dues: (a) The Company has been regular in depositing undisputed statutory dues including provident fund, employees' state insurance, investor education and protection fund, income tax, sales tax, wealth tax, custom duty, excise duty, cess and other statutory dues with the appropriate authorities during the year. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid dues were outstanding as at 31st March, 2004 for a period of more than six months from the date of becoming payable.
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(b) The disputed statutory dues aggregating to Rs. 114.67 lacs that have not been deposited on account of matters pending before appropriate authorities are as under:
ST. NO.

Name of the statute Centra\ Excise Act, 1944 Central Sales Tax Act and Sales Tax Act of various states

Nature of the dues Excise Duty and Service Tax Sales Tax

Forum where dispute is pending Commissioner and Assistant Commissioner of Central Excise Deputy Commissioners and Assistant Commissioners Appellate Tribunal Total

Amount Rupees in lacs 96.27 17.90 0,50 114.67

1 2

10. The Company has no accumulated losses as at the end of the financial year and the Company has not incurred cash losses during the current and in the immediately preceding financial year. 11. Based on our audit procedure and on the basis of the information and explanations given by the management, we are of the opinion that the Company has not defaulted in the repayment of dues to financial institutions and banks. The Company does not have any borrowings by way of debentures. 12. In our opinion and according to the information and explanations given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities. 13. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, clause 4(xiii) of the Companies ( Auditors' Report ) Order, 2003 is not applicable to the Company. 14. The Company is not dealing in securities. However, in respect of investments the Cornpany has maintained proper records of the transactions and contracts as well as timely entries have been made therein. These investments have been held by the Company in its own name. 15. According to the information and explanations given to us, the Company has not given any guaranee for loans taken by others from banks of financial institutions. 16. The Company has not raised any new term loan during the year. The term loan outstanding at the beginning of the year were applied for the purposes for which they were raised. 17. According to the Cash Flow Statement and other records examined by us and the information and explanation and given to us, on an overall examination funds raised on short term basis have prima facie.not been used during the year for long term investment and vice versa, 18. The Company has'not any preferential allotment on shares during the year. 19. No debentures have been issued by the Company during the year. 20. The Company has not raised any money by way of public issue during the year. 21. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the Company was noticed or reported during the year. For Bansal and Associates Chartered Accountants

Mumbai 29th May, 2004

S. K. Bansal Partner Membership No. 12288

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BALANCE SHEET AS AT 31st MARCH, 2004

Schedule SOURCES OF FUNDS 1. Shareholders' Funds Capital Reserves and Surplus Deferred Subsidy Loan Funds Secured Loans Unsecured Loans TOTAL APPLICATION OF FUNDS 1. Fixed Assets Gross Block Less: Depreciation Net Block Capital Work-in-Progress Net Fixed Assets 2. Investments Current Assets, Loans and Advances Inventories Sundry Debtors Cash and Bank Balances Loans and Advances 1 2 3

As at 31.3. 2004 Rupees Rupees in lacs in lacs

As at 31 .3.2003 Rupees in lacs Rupees in lacs

876.48 12,348.51 7.42

13,232.41

876.48 10,304.83 9.92

11,191.23

2.

4 5.

656.19 1,170.78

1,826.97

780.24 944.94

1,725.18 12,916.41

15,059.38

8,265.24 3,544.51
4,720.73 57.28 4,778.01

6,532.26 2,953.18 3,579.08 , 22.92 3,602.00


1,408.38

1,228.90
8 9 10 11 8,238.52 9,836.04 833.89 928.21

5,197.00 7,189.45 720.23


1,587.02

19,836.66
Less: Current Liabilities and Provisions Current Liabilities Provisions Net Current Assets 4. Deferred Tax (Refer Schedule 18 Note No. 5) TOTAL Notes to the Accounts In terms of our report of the even date. For Bansal & Associates Chartered Accountants N.B. Karpe S.K. Bansal Partner Membership No. 12288 Mumbai 29th May, 2004 C.V. Alexander Secretary S.M.Dixit Vice-President- Finance 18 The schedules referred to herein and annexed form part of the Balance Sheet 12

14,693.70 5,934.33 444.77 6,379.10 9,676.49 (624.02) 15,059.38


8,314.60 (408.57) 12,916.41

9,291.62 868.55
10,160.17

For and on behalf of the Board G.N.Mehra Chairman and Managing Director Director Director Director Director

Mrs. S.N. Mehra V.D. Narkar S.R. Pandit

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SOYitB

PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 st MARCH, 2004 Year ended 31.3.2004 Rupees In lacs 45,641.66 1,056.81 46,698.47 Year ended 31.3.2003 Rupees in lacs 32,628.32 223.94 32,852.26

Schedule
INCOME Income from Operations Other Income TOTAL EXPENDITURE Materials Excise Duty Personnel 15 16 17 13 14

Others
Depreciation

Interest
TOTAL Profit for the year before tax Provision for taxation - current - deferred Profit for the year after tax Balance as per last Balance Sheet APPROPRIATIONS Proposed Dividend Tax on Dividend General Reserve Balance carried to Balance Sheet Basic and Diluted earnings per share (Rupees) Notes to the Accounts
18

30,881.34 5,712.96 742.97 5,057.21 577.52 83.94 43,055.94 3,642.53 610.00 215.45 2,817.08 1,592.07 4,409.15 657.09 84.19 350.00 3,317.87 32.15

.20,580.63 4,040.80 649.87 4,587.13 441.49 137.11 30,437.03 2,415.23 515.00 (88.90) 1,989.13 347.37 ' 2,336.50 394.26 50.51 299.66 1,592.07 22.70

The schedules referred to herein and annexed form part of the Profit and Loss Account In terms of our report of the even date. For Bansal & Associates Chartered Accountants S.K. Bansal Partner Membership No. 12288 Mumbai For and on behalf of the Board Chairman and Managing Director Director N.B. Karpe , Director Mrs. S.N. Mehra V.D. Narkar Director S.R. Pandit Director G.N.Mehra S.M.Dixit Vice-President- Finance
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C.V. Alexander Secretary

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SCHEDULES 1 TO 18 ANNEXED TO AND FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 As at 31.3.2004 Rupees In lacs 1. SHARE CAPITAL Authorised 15,000,000 (Previous Year 15,000,000) Equity Shares of Rs.10 each. Issued and Subscribed 8,761,250 (Previous Year 8,761,250) Equity Shares of Rs.10 each fully called up. Add : 7,100 (Previous Year 7,100) Forfeited Shares 1,500.00 1,500.00 Rupees in lacs As at 31.3.2003 Rupees in lacs

876.13 0.35

876.13 0.35

876.48
Of the above : (i) 2,500 (Previous Year 2,500) Equity Shares were allotted as fully paid up pursuant to a scheme of amalgamation without payment being received in cash, (ii) 5,730,000 (Previous Year 5,730,000) Equity Shares were allotted as fully paid up Bonus Shares by capitalisation of Share Premium, Revaluation Reserve, General Reserve and Profits. 2. RESERVES AND SURPLUS Capital Reserve As per last Balance Sheet Share Premium As per last Balance Sheet Revaluation Reserve As per fast Balance Sheet Less: Transfer to Profit and Loss Account General Reserve As per last Balance Sheet Add : Transfer from Profit and Loss Account Profit and Loss Account 136.21 32.12 104.09 6,150.00 350.00 6,500.00 3,317.87 12,348.51 3. DEFERRED SUBSIDY Government Subsidy -Wind Power Plant Less : Transfer to Profit and Loss Account 9.92 2.50 7.42 118.87 2,307.68

876.48

118.87

2,307.68
^ 70.83 34.62 136.21 5,850.34 299.66 6,150.00 1,592.07 10,304.83

12.42 2.50 9.92

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CHEMICALS

SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

As at 31.3.2004
Rupees in lacs 4. SECURED LOANS From Banks Cash Credits / Working Capital Demand Loan * From Others Indian Renewable Energy Development Agency Limited ** [Repayable within a year Rs. Nil,(Previous Year Rs.28.56 lacs)]

As at 31.3.2003 Rupees in lacs

656.19

516.06

264.18

6S6.19
* Secured by second charge on fixed assets situate at 17-17A,Thane Belapur Road, Navi Mumbai and hypothecation of inventories and receivables and guaranteed by a director of the Company. ** Secured by first charge on the movable and immovable assets pertaining to Wind Power Plants at Vankusavade, District Satara, Maharashtra State and guaranteed by Savita Polymers Limited, an associate company. 5. UNSECURED LOANS Fixed Deposits [Repayable within a year Rs.34.50 lacs, (Previous Year Rs.70.45 lacs) Due to directors Rs.43.25 lacs, (Previous Year Rs.43.25 lacs)] Sales Tax Deferment Loan 104.55 1,066.23 1,170.78 6. FIXED ASSETS

780.24

111.95

832.99 944.94

Rupees in lacs
GROSS BLOCK DEPRECIATION NET BLOCK

PARTICULARS

' As at 1.4.2003 89.35 257.42 868.39 2,403.70 2,537.71 265.31 110.38 6,53256 5,909.31

Additions during the year 0.34 52.45 1,543.36 134.80 14.69 12.00 1,757.64 639.49

Freehold Land Leasehold Land Buildings Wind Power Plants Plants Machinery Furniture, Fixtures and Office Equipments Vehicles TOTAL Previous Year Capital Work-in-Progess

Deductions during the year 2.51 1.60 20.55 24.66 16.54

As at As at 31.32004 1.4.2003 89.69 257.42 13.86 920.84 338.72 3,947.06 780.65 2,670.00 1,582.74 278.40 101.83 178.86 58.35

For the Deductions during year the year 4.62 42.25 384.87 144.19 19.43 14.28 609.64 476.11

As at 31.3.2004 18.48 380.97 1,165.52 1,725.70 197.98 55.86 3,544.51 2,953,18

As at As at 31.32004 31.3.2003 89.69 238.94 539.87 2,781.54 944.30 80.42 45.97 4,720.73 5728
477&01

1.23 0.31 16.77 18.31 13.67

89.35 243.56 529.67 1,623.05 954.97 86.45 52.03 3,579.08 22.92 3,602.00

8,265.24 2,953.18 6,53226 2,49074

NOTES

1) Lease deed with CIDCO in respect of Leasehold Land of Rs.75 lacs (Previous Year Rs.75 lacs) has not yet been executed.
2) Buildings include cost of shares of Rs.0.02 lac (Previous Year Rs,0.02 lac) in a co-operative housing society. 3) Additions during the year include Capital Expenditure amounting to Rs.2.47 lacs (Previous Year Rs.Nil) towards Research & Development.
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SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

Face Value Rupees INVESTMENTS (At cost, unless otherwise stated) Long Term, Non-Trade A. Government Securities (unquoted) National Savings Certificates 1,000 (Deposited with Government departments as security) Shares (fully paid up) Unquoted Companies under the same management : Savita Polymers Limited Savita Petro-Additives Limited

As at 31.3.2004 Quantity Nos.

As at 31.3.2003 Quantity Nos.

As at 31.3.2004 Rupees in lacs

As at 31.3.2003 Rupees in lacs

0.07

0.07

B.

10 10

10,000 40 53,300

10,000 40 833,300

1.00 0.01 62.50

1.00 0.01 249.99

Others Dynamix Dairy Industries Limited-Equity* 10 IOL Technologies Private Limited -10% Convertible Cumulative Redeemable Preference* 10 *[Net of provision for permanent diminution in value Rs.187.49 lacs (Previous Year Rs.73.76 lacs)] Quoted E-Serve International Limited Union Bank of India UCO Bank Vijaya Bank C. Others Partnership Firm Siddharth Investments Current Investments, Non -Trade Units - Mutual Funds Quoted (At lower of cost or net realisable value) Morgan Stanley Growth Fund Unquoted (At lower of cost or net realisable value) Alliance Basic Industries Fund-Dividend Birla Dividend Yield Plus-Plan A-Dividend Birla Dividend Yield Plus-Plan B-Growth Deutsche Short Maturity Plan Fund-Growth DSP Merrill Lynch Govt.Security Fund-Plan A-Growth Franklin India Prima Plus-Growth GDGB Grindlays Dynamic Bond Fund-Growth HDFC Capital Builder Fund-Dividend Plan HDFC Equity Fund-Dividend Plan HDFC Growth Fund-Growth HDFC Liquid Fund-Growth HDFC MF MIP Short Term HDFC Index Fund-Sensex Plus HDFC Top 200 Fund-Dividend IL & FS Bond Fund-Bonus IL & FS Growth and Value Fund-Bonus IL & FS Growth and Value Fund-Growth 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10

745,000

0.74

19,900 16,300 6,400

100 35,900 -

3.18 1.96 1.54

0.52 5.74 -

4.61

200,000 358,937 454,545 493,343

26.77 134,168 750,000 131,909 462,712 411,457 284,738 415,755

105,352 237,017 579,262 2,000,000 902,738 266,111 386,740 210,438

163,699 321,806 2,913,532

50.00 50.00 50.00 25.00 34.43 76.33 200.00 150.00 25.00 40.16 25.00

* 15.00

75.00 25.00 50.00 48.39 23.18 50.00 .50.00 33.33 325.81

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SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 As at 31.3.2004 Quantity Nos. As at . As at 31.3.2003 31.3.2004 Quantity Rupees Nos. in lacs As at 31.3.2003 Rupees in lacs

Face Value lupees INVESTMENTS (Contd.) IL & FS MIP Growth Fund Kotak Bond (Whole sale) Plan-Bonus Kotak Prima Plus-Dividend Principal Cash Management Fund-Liquid-Growth Principal Govt. Securities Fund-Investment-Growth i Principal Growth Fund-Dividend-Annual Principal Index Fund-Growth Prudential ICICI Flexible Income Plan-Growth Prudential ICICI Income Plan-Growth Reliance Growth Fund-Bonus Reliance Growth Fund-Dividend Reliance Vision Fund-Dividend Sundaram Select Focus-Dividend Templeton India Govt. Securities Fund-Growth Aggregate Value of Unquoted Investments Aggregate Value of Quoted Investments
10 10 10 10

10 10 10
10 10 10 10 10 10 10

1,500,864 138,504 464,585 155,602 314,168 198,248 209,205

475,596
-

420,892 1,296,906
-

319,366 236,090 380,228


-

511,978

At cost less diminution in value At cost Market value

150.08 25.00 50.00 19.43 75.00 61.44 25.00 _ 1,228.90 1,195.45 * 33.45 51.79

49.57 50.13 151.11 24.18 25.00 50.00 -

ioo.no
1,408.38 1,402.12 6.26 9.44

Details of Current Investments purchased ( including dividend re-invested) and sold during the year:
1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32. 33. 34. 35. 36. 37. Chola Triple Ace-Semi Annual Dividend-342,975 units Rs.66.75 lacs Deutsche Premier Bond Fund-Regular Plan-Growth-960,624 units Rs.100.00 lacs Deutsche Short Maturity Fund-Growth-4,345,301 units Rs.450.00 lacs DSP Merrill Lynch Bond Fund-Retail Growth-1,493,221 units Rs.325.00 lacs DSP Merrill Lynch Government Security Fund-Plan A-Longer Duration-Growth-517,606 units Rs.103.76 lacs DSP Merrill Lynch Liquidity Fund-Growth-2,196,961 units Rs.325.69 lacs DSP Merrill Lynch Short Term-Growth-4,037,624 units Rs.426.40 lacs GDBG Grindlays Dynamic Bond Fund-Growth-3,270,599 units Rs.377.08 lacs GSSG GSSIF Investment Plan-Growth Fund-502,366 units Rs.75.05 lacs GSTG GSSI Short term Plan-Growth-1,828,871 units Rs.225.00 lacs HDFC Gilt Fund-Long Term Plan-Growth-701,536 units Rs.100.45 lacs HDFC Short Term Plan-Growth-5,774,781 units Rs.637.65 lacs HDFC Liquid Fund-Growth-39,699,709 units Rs.4,903.61 lacs HDFC Liquid Fund-566,103 units Rs.68.40 lacs HDFC High Interest Short Term Fund-Growth-901,835 units Rs.100.00 lacs 1DBI Short Term Income Plan-Growth - 1,376,635 units Rs.150.01 lacs IL fit FS Bond Fund Short Term Plan-14,590,291 units Rs.1,655.59 lacs IL St FS Bond Fund-Bonus-1,853,614 units of Rs.300.00 lacs IL & FS Floating Rate Fund-Short Term Plan-Growth-3,500,196 units Rs.350.02 lacs IL & FS Index Fund Nifty-394,514 units Rs.60.00 lacs IL St FS Liquid Account-Growth Plan-32,512,005 units Rs.3,770.00 lacs IL& FS MIP Growth-499,1 36 units Rs.49.91 lacs Kotak Liquid Regular Plan-Growth- 287,394 units Rs. 36.05 lacs Principal MIP Plus Growth-1,000,000 units Rs.100.00 lacs Principal Cash Management Money at CaU-Growth-425,293 units Rs.50.00 lacs Principal Cash Management Liquid-Growth-23,690,434 units Rs.2,863.80 lacs Principal Index Fund Growth Plan-3,410,428 units Rs,255.00 lacs Prudential ICICI Flexible lncome-Growth-2,1 78,581 units Rs.245.44 lacs Prudential ICICI Income Plan-Growth-135,325 units Rs.25.00 lacs Reliance Crowth Fund-Bonus-311,203 units Rs.60.00 lacs Reliance Liquid Fund Treasury Plan-Growth-4,297,377 units Rs.650.00 lacs Reliance Monthly Income Plan-Growth-5,000,000 units Rs.500.00 lacs Reliance Short Term Plan-Growth-2,344,446 units Rs.250.00 lacs Tata Liquid Fund High lnvestment-Growth-1,800,163 units Rs.1,230.00 lacs Templeton India Income Builder-Plan A-562,160 units Rs.125.00 lacs Templeton India Short Term Income Plan-Growth-47,630 units Rs.531.37 lacs Templeton India Treasury Management Account-59,610 units Rs.903.55 lacs
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SAVITA CHEMICALS LIMITED


SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

As at 31.3.2004 Rupees Rupees in lacs in lacs 8. INVENTORIES Raw and Packing Materials Work-in-Process Finished Goods Stores and Spares 5,701.94 450.16 2,042.05 44.37 8,238.52

As at 31.3.2003 Rupees in lacs 3,498.06 328.93 1,330.76 39.25 5,197.00

9.

SUNDRY DEBTORS Over six months: Unsecured - considered good Unsecured - considered doubtful Less": Provision for doubtful debts Other debts : Unsecured - considered good Unsecured - considered doubtful Less: Provision for doubtful debts

1,037.25 775.56 1,812.81 775.56 1,037.25 8,798.79 8,798.79 8,798.79 9,836.04 .

1,119.01 660.12 1,779.13 660.12 1,119.01 6,070.44 0.63 6,071.07 0.63 6,070.44 7,189.45 28.42 237.01 442.30 12.50 720.23 1,307.49

10. CASH AND BANK BALANCES Cash and cheques on hand Remittances in transit With Scheduled Banks : On Current accounts On Deposit accounts

320.83 191.60 307.68 13.78

833.89
11. LOANS AND ADVANCES Advances recoverable in cash or in kind or for value to be received (Unsecured, considered good) Loans to others (Unsecured) Considered good Considered doubtful Less: Provision for doubtful loans Balance with Central Excise Department Deposits (Unsecured) Considered good Considered doubtful Less: Provision for doubtful deposits Advance Tax (net)

697.78 70.65 99.47 170.12 99.47 70.65 3.04 130.66 59.58 190.24 59.58 130.66 26.08 928.21

95.52 74.60 170.12 74.60 95.52 26.85 140.43 44.69 185.12 44.69 140.43 16.73 1,587.02

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Savihi
CHEMICALS :MIC<

ML
SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

As at 31.3.2004 Rupees in lacs 12. CURRENT LIABILITIES AND PROVISIONS Current Liabilities Acceptances Sundry Creditors Other Liabilities Deposits Unclaimed Dividends

As at 31.3.2003 Rupees in lacs

5,145.97 1,900.19 2,060.73 159.61 25.12 9,291.62

3,229.36 1,266.32 1,268.91 147.66 22.08 5,934.33

Provisions Provision for Taxation (net) Proposed Dividend Tax on Dividend 127.27 657.09 84.19 ' 868.55 10,160.17 2003-04 Rupees in lacs 13. INCOME FROM OPERATIONS Sates Processing Income [Tax deducted at'source Rs.0.86 lac (Previous Year Rs.l,70 lacs)] Export Incentives 295,62 45,641.66 277.51 32,628.32 45,245.66 100.38 32,255.92 94.89 394.26 50.51 444.77 6,379.10 2002-03 Rupees in lacs

14. OTHER INCOME Interest (gross) [Tax deducted at source Rs.0.47 lac (Previous Year Rs.0.39 lac)] Dividend (gross, Non-Trade) from current investments [Tax deducted at source Rs. Nil (Previous Year Rs. 0.93 lac)] Dividend (gross, Non-Trade) from long term investments Profit on sale of current investments Profit on sale of long term investments Profit on sale of fixed assets Share of profit in a partnership firm Gain on foreign exchange fluctuation (net) Transfer from Deferred Subsidy Miscellaneous income 32.79 287.98 1.22 308.67 4.77 1.50 0.16 232.25 2.50 184.97 1,056.81 7.12 8.89 . 49.63 1.27 0.03 32.62 2.50 121.88 223.94

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SAVITA CHEMICALS LIMITED


SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

Rupees in tacs 15. MATERIALS Consumption of Raw and Packing materials Trading Purchases (Increase)/Decrease in stock Opening Stock: Work-in-Process Finished Goods Closing Stock: Work-in-Process Finished Goods

2003-2004 Rupees in lacs

2002-2003 Rupees Rupees in lacs in lacs

29,865.38 1,848.48

19,418.51 1,360.77

328.93 1.330.76 1.659.69 450.16 2.042.05 2,492.21 (832.52) 30,881.34

470.12 990.92 1,461.04 328.93 1.330.76 1,659.69 (198.65) 20,580.63 636.32 61.50 45.15 742.97 544.02 62.80 43.05 649.87

16. PERSONNEL Salaries, Wages and Bonus Contribution to Employees' Provident and other funds Employees' welfare expenses 17. OTHERS Stores and spares consumed Fuel and power Rent Freight Rates, taxes and octroi Insurance Brokerage and commission Donations Repairs and maintenance: Buildings Plant and Machinery Others Discounts Royalty Technical assistance fees Advertisement and Sales promotion expenses Loss on sale of fixed assets Loss on sale of current, investments Provision for doubtful debts, loans and deposits Provision for diminution in value of investments - Long Term Provision for diminution in value of investments - Current Miscellaneous expenses

77.29 104.97 116.76 1,032.03 77.94 90.08 447.21 30.00 24.23 98.38 19.63 142.24 448.49 1,039.55 61.18 262.87 1.84 42.52 179.97 187.49 9.94 704.84 5,057.21 4.89 66.80 17.32

48.11 109.73 100.38 826.S6 49.28 69.59 435.00 21.00

89.01 411.46 907.13 67.46 151.08 0.92 291.54 292.44 73.76 3.07 639.31 4,587.13

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Savih
CHEMICALS = MICl

SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 18. NOTES TO THE ACCOUNTS 1. Significant Accounting Policies: (a) Basis of Accounting: The accounts are prepared under historical cost convention on an accrual basis except revaluation of certain Fixed Assets and are in conformity with the requirements of Accounting Standards issued by the Institute of Chartered Accountants of India and the provisions of Companies Act, 1956. (b) Subsidy: Subsidy on Wind Power Plant is treated as deferred subsidy and is recognised as income in the profit and loss account over a period of eight years from the year of commencement of power generation by the plant. (c) Fixed Assets and Depreciation: i) ii) Fixed Assets are shown at cost (net of cenvat) or at revalued amount less accumulated depreciation. a) Depreciation is provided as per written down value method at the rates prescribed under Schedule XIV to the Companies Act, 1956. b) c) The Leasehold Land is amortised over the residual lease period from the financial year 2000-2001. Depreciation in respect of the amount added to fixed assets on revaluation is withdrawn from revaluation reserve.

(d) Investments: Long term investments are stated at cost less provision for permanent diminution, if any, in value. Current investments are stated at lower of cost or net realisable value. (e) Inventories: Inventories are valued at the lower of cost or net realisable value, on 'first in first out1 (FIFO) basis. The cost includes cost of conversion and other costs incurred in bringing them to their present location and condition. (f) Recognition of Income and Expenditure: i) Income and expenditure are accounted on accrual basis. Income in respect of insurance / other claims, interest, commission, etc. is recognised when it is reasonably certain that the ultimate collection will be made. Domestic sales are accounted on despatch of goods to customers. Export sales are accounted on the basis of date of bill of lading. Sales include excise duty but exclude sales tax and are net of trade discounts.

ii)

in) Purchases are net of sales tax set off and cenvat wherever applicable, but include inward freight. Import purchases are accounted on the basis of date of bill of lading. (g) Expenditure on Research and Development: Revenue expenditure on Research and Development is charged to revenue under the respective heads of expenses. Capital expenditure is accounted as fixed assets. (h) Foreign Currency Transactions: i) ii) Foreign currency transactions are accounted at the exchange rate prevailing on the date of transaction. The difference between the rate at which the transactions are accounted as stated above and the contracted rate is spread over the life of the contract. The difference on account of fluctuation in the rate of exchange (except in respect of liabilities for purchase of fixed assets which is adjusted to the cost of the assets) is dealt with in the profit and loss account.

iii) Year end receivables and payables are translated at year end rate of exchange except in case of transactions coveFed by forward contracts which are translated at the contracted rate.
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SAVITA CHEMICALS LIMITED


SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 Deferred Revenue Expenses: Deferred Revenue Expenses are amortised over a period during which benefit from such expenses is expected to accrue. (j) Retirement Benefits to Employees: The Company's contributions to provident and pension funds are charged to the profit and loss account on accrual basis.The Company's contribution to gratuity fund and provision for leave encashment are determined on the basis of actuarial valuation and are charged to the profit and loss account. (k) Taxation: i) Current tax is determined as the amount of tax payable in respect of taxable income for the year. ii) Deferred tax is recognised on timing difference between accounting income and the taxable income for the year and quantified using tax rates and laws enacted or substantively enacted as at the balance sheet date. Deferred tax assets are recognised subject to consideration of prudence. (I) Borrowing Costs : Borrowing costs are charged to Profit and Loss Account except to the extent attributable to acquisition/ construction of qualifying fixed assets. 2. Contingent Liabilities: As at 31.3.2004 Rupees in lacs a) b) c) d) As at - 31.3.2003 Rupees in lacs (i)

3. 4. 5.

Letters of credit 624.89 769.61 Guarantees/Bonds 421.95 424.63 167.83 198.91 Bills discounted with bank Disputed demands 11.72 51.34 i) Income Tax 385.10 371.56 ii) Excise and Customs 18.40 19.69 iii) Sales Tax Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs.38.89 lacs (Previous Year Rs.1,194.01 lacs). Trade debtors include amounts due from: Companies in which a director is interested as a director Deferred tax liability and asset arising out of timing differences are: a) Deferred tax liability: Depreciation b) Deferred tax assets: i) Provision for doubtful debts and advances ii) Provision for diminution in the value of investments iii) Others 0.02 13.33

1,030.46 1,030.46 335.29 39.97 31.18 406.44 (624.02)

696.95 696.95 279.84 1.10 7.44 288.38 (408.57)

Net deferred tax ( liability) / asset 6.

Sale of power from Wind Power Plants in Maharashtra to Maharashtra State Electricity Board (MSEB) is accounted at the rates specified in the Government of Maharashtra's Policy on Wind Power Generation, 1998. However, matters relating to determination of rates, wheeling and transmission loss charges were referred to Maharashtra Electricity Regulatory Commission (MERC). During the year, MERC has issued an order in this regard. On matters relating to wheeling and transmission loss charges, MERC has sought further data to determine the same. In view of the aforesaid, the Company has made necessary provision in this respect.

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Snvih

SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004

2003-2004 Rupees in lacs 7. Managerial Remuneration: a) Directors' Remuneration: Salary Perquisites Contribution to Provident Fund Commission [Refer note 7 (c)] As the employee-wise break-up of contribution to Gratuity Fund and Provision for leave encashment is not available, the same is not included. b) Computation of Net Profit under Sections 198 and 349 of the Companies Act 1956: Net Profit as per Profit and Loss Account i) H) iii) iv) v) Depreciation as per profit and loss account Directors' Remuneration Loss on sale of assets (net) Diminution in the value of Investments Loss on sale of investments 13.22 10.20 1.59 41.03 66.04

2002-2003 Rupees in lacs

12.00 9.03 1.45 32.54 55.02

3,642.53
577.52 66.04 0.34 197.43 42.52 4,526.38

2,415.23 441.49 55.02 76.83 291.54 3,280.11 0.35 49.63 476.11 2,754.02 27.54 5.00 32.54

Add:

Less: i) Profit on sale of fixed assets (net) ii) Profit on sale of investments iii) Depreciation under Section 350 of the Companies Act,1956 Net Profit as computed under Sections 198 and 349 of the Companies Act, 1956. c) Commission payable to Directors 1 % of Net Profit to Managing Director 1 % of Net Profit to other Directors, restricted to Rs.1.00 lac each per annum.

313.44 609.64 3,603.30 36.03 5.00 41.03

8.

Other expenses include: Auditors' remuneration a) Audit fees b) Tax Audit fees c) Other services d) Out of pocket expenses Depreciation debited to Profit and Loss Account is as under Depreciation Less: Withdrawn from Revaluation Reserve Net depreciation

2.38 0.32 0.27 0.37

2.38 0.32 0.06 0.36

9.

609.64 32.12 577.52

476.11 34.62 441.49

10. Interest includes interest on fixed period loans Rs.66.85 Eacs (Previous Year Rs.122.63 lacs) and to the Managing Director on fixed deposit Rs.3.63 lacs (Previous Year Rs.3.63 lacs).
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SAVITA CHEMICALS LIMITED


SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 11. Particulars of goods manufactured: Licenced Capacity per ;annum Particulars Transformer Oil/ Liquid Paraffins and White Oils ** Lubricating Oils/ Greases ** Petroleum Sulfonates Petroleum Jellies Unit 2003-04 2002-03 Installed Capacity per annum* 2003-04 2002-03

Actual Production 2003-04 2002-03

KL KL/MT

101,000 35,000 2,000 3,000 2,500 24,000

101,000 35,000 2,000 3,000 2,500 24,000

114,000 33,000 2,000 3,000 600 28,000 8.60 MW

84,000 23,000 2,000 3,000 600 16,000 4.80 MW

94,633 22,486 33 17,978 12,701,758 KWH

72,621 18,678 1 13 3 11,102 7,781,079 KWH

MT
MT

Petroleum Sulfonates (Synthetic) MT Other Specialities Wind Power (Electricity) KL MW/KWH

installed capacity is as certified by the Management of the Company on which the Auditors have relied. **lndicates capacity approved by a letter of intent issued by the Ministry of Industry, Government of India. Production of Lubricating Oils/Greases includes processing done by outside parties: 536 MT (Previous Year 586 MT) Production excludes processing for outside parties: Transformer Oil 7,607 KL (Previous Year 5,347 KL) Wind Power (Electricity) includes captive consumption 803,639 KWH (Previous Year 727,633 KWH)

12. Consumption of raw and packing materials: 2003-2004 Quantity Value Rupees in lacs 134,369 25,217.59 2,315.83 2,299.19 32.77 29,865.38 13 . Trading purchases: Base Oils Lubricating Oils/ Greases Petroleum Jellies Others KL MT MT 11,359 50 113 1,616.34 42.89 38.80 150.45 1,848.48 10,756 29 69 1,230.66 19.48 23.64 86.99 1,360.77 2002-2003 Quantity Value Rupees in lacs 90,571 15,402.07 1,957.78 2,023.04 _35.62 19,418.51

Class of goods

Unit

Base Oils Process Chemicals/Solvents Packing Materials Others

KL

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SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 14. Sales: Class of goods Unit 2003-2004 Quantity Value Rupees in lacs 93,998 21>624 11,357
1
145

2002-2003 Quantity Value Rupees in lacs 72,369 18,187 10,756


18 86 2

Transformer Oil/Liquid Paraffins and White Oils Lubricating Oils/Greases Base Oils Petroleum Sulfonates Petroleum Jellies Petroleum Sulfonates (Synthetic) Other Specialities Electricity (Wind Power) Others 15. Stock of finished goods: Class of goods

KL

24,719.46 13,598.75 1,752.65 1,14 72.83


-

17,324.76 10,992.10 1,33639 20.81 . 47.58 3.65 2,245.15 175.93 109.55 32,255.92

KL/MT
KL MT MT MT KL
KWH

17,990 11,752,874

4,605.69 348.88 146.26 45,245.66

11,056 6,626,935

Unit

Opening Stock Quantity Value Rupees in lacs 1,534

Closing Stock Quantity Value Rupees in lacs 2,024 (1,534) 3,117 (2,205)
_

Transformer Oil/Liquid Paraffins and White Oils Lubricating Oils/Creases Petroleum Sulfonates Petroleum Jellies Petroleum Sulfonates (Synthetic) Other Specialities

KL

0,352)
KL/MT
MT MT MT KL

394.29 (322.70) 887.59 (634.69) 0.27 (13.50) 0.67 (1.99) 2.46 (1.26) 45.48 (16.78) 1,330.76 (990.92)

549.27 (394.29) 1,448.96 (887.59) (0.27) 1.97 (0.67) 2.12 (2.46) - 39.73 (45.48) 2,042.05 (1,330.76)

2,205 (1,685) 1 (18)


2 (6) 3 (2) 99

0)
3 (2) 3 (3) 87

(53)

(99)

16. Raw and Packing materials consumed: Class of goods 2003-2004 Value (%) Rupees in lacs 24,631.68 82 18 5,233.70 29,865.38
100

Imported Indigenous

2002-2003 Value (%) Rupees in lacs 15,657.13 81 3,761.38 19 19,418.51


100

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SAVITA CHEMICALS LIMITED


SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 2003-2004 Value Rupees In lacs 17. Spare parts and components consumed: Imported Indigenous _ 77.29 77.29 18. Value of imports on CIF basis: 2003-2004 Rupees in lacs Raw Materials Capital goods Stores and spares 22,956.16 2.45 2.65 22,961.26 2,875.58 2,875.58 4.71 436.46 58.28 51.98 4.34 555.77 62.61 2,640.18 2,702.79 12.80 430.64 64.26 83.10 9.23 600.03 2002-2003 Rupees in lacs 14,377.73 _ 3.58 14,381.31 100 100 2002-2003 Value (%) Rupees in lacs 2.83 45.28 48.11 6 94 100

19. Earnings and expenditure in foreign currency : a) Earnings : Contribution towards advertising expenses Export sales (FOB value) b) Expenditure: Travelling Royalty Technical assistance fees Brokerage and commission Others

The above figures are on accrual basis. 20. Sundry Creditors in Schedule 12 to the accounts include (i) Rs.66.85 lacs due to small scale industrial undertakings (ii) Rs.1,833.34 lacs due to other creditors. The disclosure is based on the information available with the Company regarding the status of suppliers. No interest is due to such small scale industrial undertakings. The amounts payable to small scale industrial undertakings for more than 30 days. Rupees in lacs C. P. V. Engineers Pvt. Ltd. ' 0.03 Dhaval Cans 0.02 Organic Plastics Pvt. Ltd. 2.26 Gasket Industries 0.08 Tarapur Grease Industries Pvt. Ltd. 19.11 Nirmal Chemplast Pvt. Ltd. 7.96 Westcoast Containers Pvt. Ltd. 0.50 Paramount Industries 0.67 India Cans 2.49

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SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 21. Details of related party transactions in accordance with the Accounting Standard AS-18 [Related Party Disclosures': Related Enterprises Basant Lok Trading Co. Chemi Pharmex Pvt. Ltd. Devichand & Co. Gautam fit Co. IOL Technologies Pvt. Ltd. Khatri Investments Pvt Ltd. Madhu Trust Mansukhmal Investment Pvt. Ltd. Kurla Investment & Trading Co. Pvt. Ltd. Savita Finance Corporation Ltd. Naved Investment & Trading Co. Pvt. Ltd. Savita Petro-Additives Ltd. Siddharth Investments Savita Polymers Ltd. Key Management Personnel Mr. C.N. Mehra Relatives of Key Management Personnel Mrs. S. N. Mehra Mrs. R. C. Mehra ast. S. G. Mehra Ms. S. G. Mehra 2003-2004\ Rupees in lacs Details of transactions during the year: Related Enterprises Sale of goods Purchase of goods Purchase of fixed assets Interest Rent (net) Investment Deputation of employees Share of profit Key Management Personnel Interest Remuneration Relatives of Key Management Personnel Interest Remuneration Balance outstanding 2002-2003 Rupees in lacs

287.37 224.22 11.05 0.48 17.67* 25.52 0.16 3.63 61.04 2.11 7.00 As at 31.3.2004 , Rupees in lacs Debit Credit

322.25 515.02 12.46 0.48 17.32 68.00 22.82 0.13 3.63 50.10 2.14 1.00 As at 31.3.2003 Rupees in lacs Debit Credit 4.50 127.32 56.54 18.00

Related Enterprises Key Management Personnel Relatives of Key Management Personnel 22. Details of Segment Reporting:

5.73

4.19 65.03 18.00 2003-2004 Rupees In lacs

2002-2003 Rupees in lacs 32,602.38 211.74 58.55 32,872.67 20.41 32,852.26

1.

Segment Revenue Petroleum Products Wind Power Other unallocated revenue Total Less: Inter Segment Revenue Net Income from Operations

45,742.76 381.00 602.64 46,726.40 27.93 46,698.47

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SAVITA CHEMICALS LIMITED


SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31 st MARCH, 2004 2003-2004 Rupees in facs 2. Segment Results Profit / (Loss) before Taxation & Interest for each Segment Petroleum Products Wind Power Total Less: i) Interest 3,649.85 (83.73) 3,566.12 83.94 (160.35) ( 76.41) Total Profit before Tax 3. Capital Employed: Segment Assets-Segment Liabilities Petroleum Products Wind Power Unallocated Capital Employed 12,480.59 2,770.26 (2,025.53) 13,224.99 .10,048.71 2,177.75 (1,045.15) 11,181.31 3,642,53 3,279.22 (81.94) 3,197.28 137.11 644.94 782.05 2,415.23 2002-2003 Rupees in lacs

ii) Other unallocated expenditure

Total
4. Secondary Business Segment Revenue by Geographical Segment

Domestic Exports

43,258.44 3,440.03 46,698.47

29,476.47 3,375.79 32,852.26

i) ii) iii)

The Primary Segments are determined based on the type of business/ products. Secondary segments are determined based on geographical markets. Inter segment revenue has been accounted for based on the market led transaction prices.

23. Basic and Diluted earnings per share: Profit for the year after tax (Rupees in lacs) Number of Ordinary Shares outstanding (Nos.) Nominal value of the shares (Rupees) Basic and Diluted earnings per share (Rupees) 2,817.08 8,761,250 10 32.15 1,989.13 8,761,250 10 22.70

24. Operating leases are agreements for residential, office, factory premises and land taken on lease. All these leases are cancellable. a) b) c) d) The lease payments recognised in the Profit and Loss Account Rs.61.45 lacs (Previous Year Rs.34.77 lacs) Under these agreements refundable interest free deposits are given except in case of land. Agreements for residential, office premises and land have a restriction on further leasing. Agreements for office, factory premises and land provide for revision in the rent.

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Savita
CHEMICALS

SCHEDULES TO THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2004 25. BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE : a) Registration Details Registration No. Balance Sheet Date b) 1 I I I I1 I2IQ|6|6| State Code

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Position of Mobilisation and Deployment of funds (Amount in Rs. thousands) Total Liabilities SOURCES OF FUNDS Paid up Capital . Deferred Subsidy Unsecured Loans APPLICATION OF FUNDS Net Fixed Assets Net Current Assets

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Total Assets

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Performance of the Company (Amount in Rs. thousands) Turnover Profit Before Tax Earning per Share (Rs.) |4|5|6|4]1|6T6 Total Expenditure Profit After Tax Dividend Rate %

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e)

Generic Names of three Principal Products of Company (as per monetary terms): Item Code No. (As per ITC Code) Product Description

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26. Previous year's figures have been regrouped / rearranged wherever necessary to make them comparable with those of current year. 27. Figures in bracket indicate those for previous year. For and on behalf of the Board G.N. Mehra N.B. Karpe Chairman and Managing Director Director

Mrs. S.N. Mehra Director V.D. Narkar Mumbai 29th May, 2004 C.V. Alexander Secretary S.M. Dixit S.R. Pandit Vice-President- Finance Director Director

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SAVITA CHEMICALS LIMITED


CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2004 2003-2004 Rupees in Lacs A. CASH FLOW FROM OPERATING ACTIVITIES : Net Profit before tax and extraordinary items: Adjustments for Depreciation Interest Profit on sale of Fixed Assets (net) Profit on sale of Investments(net) Permanent diminution in the value of investment Interest income Share of (profit)/foss in partnership firm Dividend received Deferred Subsidy Unrealised exchange fluctuation Operating profit,before working capital changes Adjustments for Trade and other receivables Inventories Trade payables Cash generated from operations Interest received Income Tax paid Cash flow before extraordinary items Extraordinary item Net cash from operating activities CASH FLOW FROM INVESTING ACTIVITIES : Additions to Fixed Assets Sale of Fixed Assets Purchase of Investments Sale of Investments h Redemption receivable Interest received Dividend received Net cash used in investing activities CASH FLOW FROM FINANCING ACTIVITIES: Borrowings (net) Interest paid Dividend paid Net cash used in financing activities NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS Opening balance (Refer Schedule 10) Unrealised exchange fluctuation Closing balance (Refer Schedule 10) NET CASH AND CASH EQUIVALENTS 3,642.53 577.52 83.94 0.34 (270.92) 197.43 (32.79) (0.16) (289.20) (2.50) (57.27) 3,848.92 (2,367.58) (3,041.52) 3,634.43 2,074.^5 31.14 (727.92) 1,377.47 1,377.47 (1,792.00) 6.01 (23,549.29) 23,802.20 300.94 1.53 280.22 (950.39) 101.79 (83.94) (388.54) (370.69) 56.39 720.23 57.27 833.89 (56.39) 2002-2003 Rupees in Lacs 2,415.23 441.49 137.11 (0.35) 241.91 76.83 (7.12) (0.03) (8.89) (2.50) (10.93) 3,282.75 (759.51) - (1,264.45) 2,252.49 3,511.28 5.45 (646.16) 2,870.57

2,870.57
(638.28) 3.21 (12,439.62) 11,659.42 (300.94) 1.83 12.81 (1,701.57) (1,063.11) (141.90) (301.49) (1,506.50) (337.50) 1,046.80 10.93 720.23 337.50

B.

C.

Previous year's figures have been regrouped / rearranged wherever necessary to make them comparable with those of current year. For and on behalf of the Board Mumbai 29th May, 2004 C.V. Alexander Secretary S.M. Dixit Vice - President-Finance G.N.Mehra Chairman and Managing Director
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CHEMICALS MIC/

Sov/fo
SL

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Savita Chemicals Limited


Registered Office: 66/67, Nariman Bhavan, Nariman Point, Mumbai - 400 021

ATTENDANCE SLIP
PLEASE FILL IN ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL. Members are requested to bring their copies of the Annual Report to the Meeting. Name of the Attending Member
Mr/M*

(Surname) Name of the proxy (To be filled In If the Proxy attends instead of the Member)

(First Name)

(Middle Name)

Mr/Ms (Surname)

(First Name)

(Middle Name)

Dp id*

No.

I/We hereby record my/our presence at the 43rd Annual General Meeting of the Company held on Saturday, 7th August, 2004 at 11.00 A.M. at M.C. Ghia Hall, Bhogifal Hargovindas Building, 2nd Floor, 18/20, Kaffchushru Dubash Marg, Mumbai -400 001. Signature of the Member/Proxy

Sgyjfljl

Savita Chemicals Limited


Registered Office: 66/67, Nariman Bhavan, Nariman Point, Mumbai - 400021

PROXY
I/We of : being a Member/Members of SAVITA CHEMICALS LIMITED hereby appoint of or failing him/ her of or failing him/ her me/us and on my/our behalf at the 43rd Annual General Meeting of the Company to be held on Saturday, 7th August, 2004 at 11.00 A.M. at M.C. Ghia Hall, Bhogilal Hargovindas, 2nd Floor, 18/20, Kaikhusbru Dubash Marg, Mumbai - 400 001 and at any adjournment thereof.
Signed this day of FOR OFFICE USE ONLY PROXY NO. FOLIO NO. DP. ID* CLIENT ID* NO. OF SHARES 2004. . Signature.
Affix 1 Rupee Revenue Stamp

*Applicable if shares are held in demat form.


Notes : 1. The form should be signed across the stamp as per specimen signature. 2. The Proxy form duly completed, stamped and signed must be deposited at the Registered Office of the Company not less than 48 hours before the time of holding the meeting.

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SAVITA CHEMICALS LIMITED


66/67, Nanman Bhavan, Nariman Point, Mumbai-400 021 Tel. No.: 22883061-64
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