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2
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
1 .
TRANSFER TO
Disclosure relating to amounts if any which is proposed to carry to any RESERVES No
reserves amount was transferred
to General Reserves
during the year under
reference.
1 .
DIVIDEND In view
to requirement of funds
Disclosures relating to amount recommended to be paid as dividend in future, your directors
do not recommend any
dividend for the year
ended 31st March, 2018.
1 .
CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE
Details regarding energy conservation EARNINGS AND
OUTGO (i)
Conservation of Energy
and Technology
Absorption:-N.A.
1 .
CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE
Details regarding technology absorption EARNINGS AND
OUTGO (i)
Conservation of Energy
and Technology
Absorption:-N.A.
Textual information (3)
Details regarding foreign exchange earnings and outgo [See below]
Textual information (4)
Disclosures in director’s responsibility statement [See below]
Details of material changes and commitment occurred during period Textual information (5)
affecting financial position of company [See below]
Textual information (6)
Particulars of loans guarantee investment under section 186 [TextBlock] [See below]
Particulars of contracts/arrangements with related parties under section Textual information (7)
188(1) [TextBlock] [See below]
Whether there are contracts/arrangements/transactions not at arm's
No
length basis
Whether there are material contracts/arrangements/transactions at
No
arm's length basis
Disclosure of extract of annual return as provided under section 92(3) Textual information (8)
[TextBlock] [See below]
Disclosure of statement on declaration given by independent directors Textual information (9)
under section 149(6) [TextBlock] [See below]
Disclosure for companies covered under section 178(1) on
Textual information (10)
directors appointment and remuneration including other matters [See below]
provided under section 178(3) [TextBlock]
Disclosure of statement on development and implementation of risk Textual information (11)
management policy [TextBlock] [See below]
Details on policy development and implementation by company on
Textual information (12)
corporate social responsibility initiatives taken during year [See below]
[TextBlock]
Disclosure as per rule 8(5) of companies accounts rules 2014 [TextBlock]
Textual information (13)
Disclosure of financial summary or highlights [TextBlock] [See below]
3
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
1 .
CHANGE IN THE NATURE OF
BUSINESS
Details of directors or key managerial personnels who were Textual information (14)
appointed or have resigned during year [TextBlock] [See below]
Disclosure of companies which have become or ceased to be its
Textual information (15)
subsidiaries, joint ventures or associate companies during [See below]
year [TextBlock]
Details relating to deposits covered under chapter v of companies act Textual information (16)
[TextBlock] [See below]
Details of deposits which are not in compliance with requirements Textual information (17)
of chapter v of act [TextBlock] [See below]
Details of significant and material orders passed by
Textual information (18)
regulators or courts or tribunals impacting going concern [See below]
status and company’s operations in future [TextBlock]
Details regarding adequacy of internal financial controls with Textual information (19)
reference to financial statements [TextBlock] [See below]
Disclosure of reasons if company fails to spend prescribed amount on CSR Others
Disclosure of other reasons if company fails to spend prescribed amount AS per Director
on CSR Report
Disclosure of appointment and remuneration of managerial personnels Textual information (20)
[TextBlock] [See below]
Number of meetings of board [pure] 12
4
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
www.rajdhanigroup.com
NOTICE IS HEREBY GIVEN that the 35th ANNUAL GENERAL MEETING of the Members of VICTORIA FOODS PRIVATE LIMITED
will be held on Saturday, 29th September, 2018 at 11:00 A.M. at B-32, LAWRENCE ROAD, INDUSTRIAL AREA, NEW DELHI -110035 to
transact the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Balance Sheet as at 31st March 2018, the Profit and Loss Account for the year ended on that date
and the Reports of the Directors and Auditors thereon.
2. To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 139 and all other applicable provisions of the Companies Act, 2013 (the “Act”) read
with Rule 3(7) of the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time
being in force), the Company hereby ratifies the appointment of M/s J. B & Associates, Chartered Accountants (Firm Registration No. 000974N),
as the Statutory Auditors of the Company to hold office from the conclusion of this meeting till the conclusion of 36th Annual General Meeting of
the company to be held in the year 2019 to examine and audit the accounts of the company at such remuneration as may be determined by the
Board of Directors.”
5
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Date: 01.09.2018
Director Director
DIN-00166814 DIN-00166794
E: info@rajdhanigroup.com
NOTES:
1. The relevant Explanatory Statement, If any, pursuant to section 102 (1) of the Companies Act, 2013, in respect of Special Business at
the meeting, is annexed hereto and forms part of this notice.
2. A member entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of himself and the proxy need not be a
member. Proxies in order to be effective must be received by the company not later than forty eight (48) hours before the meeting. Proxies
submitted on behalf of limited companies, societies, etc., must be supported by appropriate resolutions/authority, as applicable.
A person can act as proxy on behalf of Members not exceeding fifty (50) and holding in the aggregate not more than 10% of the total share capital
of the Company. In case a proxy is proposed to be appointed by a Member holding more than 10% of the total share capital of the Company
carrying voting rights, then such proxy shall not act as a proxy for any other person or shareholder.
6
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
3. Members are requested to bring their attendance slips duly completed and signed mentioning therein details of their DP ID and Client
ID/ Folio No.
4. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote at the
Meeting.
5. Relevant documents referred to in the accompanying Notice and in the Explanatory Statements are open for inspection by the
Members at the Company’s Registered Office on all working days of the Company, during business hours up to the date of the Meeting.
6. Corporate Members intending to send their authorized representatives to attend the Meeting pursuant to Section 113 of the Companies
Act, 2013 are requested to send to the Company, a certified copy of the relevant Board Resolution together with their respective specimen
signatures authorizing their representative(s) to attend and vote on their behalf at the Meeting.
7. Members seeking any information with regard to the Accounts are requested to write to the Company at an early date, so as to enable
the Management to keep the information ready at the meeting.
Date: 01.09.2018
Director Director
DIN-00166814 DIN-00166794
7
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
www.rajdhanigroup.com
DIRECTORS’ REPORT
Dear Members,
The Directors of your company present herewith Annual Report together with the Audited Accounts for the year ended on 31st March, 2018.
1. FINANCIAL RESULTS
The financial results of the company for financial year ended 31st March 2018 is summarized below:
(Amt. in Rs)
31.03.2018 31.03.2017
8
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
E: info@rajdhanigroup.com
The company has recorded sales and other income of Rs.598.11 crores as against Rs. 669.78 crores in the preceding year and has earned net profit
before tax of Rs.8.03 crores as against net profit before tax of Rs. 7.79 crores in the preceding year.
3. DIVIDEND
In view to requirement of funds in future, your directors do not recommend any dividend for the year ended 31st March, 2018.
4. DEPOSITS
9
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
During the year under review, the company has not accepted any deposits from the public within the meaning of Section 73 read with Chapter V
of the Companies Act, 2013 and Companies (Acceptance of Deposit) Rules, 2014, as amended from time to time.
5. SHARE CAPITAL
There is no change in Share Capital structure of the Company during the Financial Year under review.
Presently, Board of Directors of Company comprises four directors and there is no change in Board of Directors during the year. Mr. Nitin
Sharma, Company Secretary (KMP) of the company has resigned from the post of Company Secretary w.e.f 22.01.2018.
7. TRANSFER TO RESERVES
No amount was transferred to General Reserves during the year under reference.
Provisions of section 149(4) & 149(6) of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules,
2014, related to independent directors, do not apply to the Company.
Provisions of Section 177 of the Companies Act, 2013 read with Companies (Meetings of Board and its Power) Rules, 2014 related to Audit
Committee is not applicable to the company.
10
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The Company has devised an effective Vigil Mechanism for stakeholders including Directors, shareholders, employees to report concerns about
unethical behavior, actual or suspected fraud or violation of the company’s code of conduct or ethics policy to freely communicate their concerns
about illegal or unethical practices.
Provisions of section 178 of the Companies Act, 2013 read with Companies (Meetings of Board and its Power) Rules, 2014, in respect of
Nomination & remuneration Committee is not applicable to the company. Pursuant to Section 178 of Companies Act, 2013 read with Companies
(Meetings of Board and its Power) Rules, Stakeholders Relationship Committee is not applicable on the company as the company does not
have more than 1,000 shareholders, debenture holders, deposit-holders and any other security-holders at any time.
Pursuant to section 149 of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014, the
company is not required to appoint any woman director.
Pursuant to Section 138 of the companies Act, read with Companies (Accounts) Rules, 2014, the company is not required to appoint Internal
Auditor to conduct Internal Audit. Pursuant to Sub Section (1) of Section 148 of the Companies Act 2013, the company is not required to appoint
cost auditor.
11
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The company has taken steps to prevent undesirable incidents or outcomes and has reviewed and taken steps for past incidents and implemented
changes to prevent or reduce all future incidents. The management also evaluated and assessed these risks regularly. The management is
evaluating and planning the risk management in a continuing process.
Provisions of section 134(3)(p) and rule 8(4) of Companies (Accounts) Rules, 2014 related to formal annual evaluation of Board of Directors and
its committees is not applicable to the company, as the company is neither listed company nor public company having its paid up share capital of
Rs.25 Crores or more.
No material changes and commitments occurred, which may affect the financial position of the Company, between the end of the financial year of
the company to which the financial statements relate and the date of the report.
The company has adequate system of internal financial control to safeguard and protect from loss, unauthorized use or disposition of its assets.
All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting
Standards for properly maintaining the books of accounts and reporting financial statements. The management of the company checks and
verifies the internal control and monitors them in accordance with policy adopted by the company. Company continues to ensure proper and
adequate systems and procedures commensurate with its size and nature of its business.
During the year under review, there was no change in the nature of the business of the company.
12
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The company has not given any loan, guarantee or invested under Section 186 of the Companies Act, 2013 read with Companies (Meetings of
Board and its Powers) Rules, 2014.
20. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES AND THEIR PERFORMANCE AND FINANCIAL
POSITION
21. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE
GOING CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE
Your directors confirm that no significant and/or material order(s) had been passed against the company during the financial year 2017-18, which
may adversely impact the status of ongoing concern and operations in future.
All related party transactions that were entered into during the financial year ended 31st March, 2018 were on an arm’s length basis and were in
the ordinary course of business. Therefore, the Provisions of Section 188 of the Companies Act, 2013 are not attracted. Further, there are no
materially significant related party transactions during the year under review made by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. Thus, disclosure in Form
AOC-2 is not required.
The extract of the annual return i.e. Form MGT – 9, as prescribed under sub-section (3) of section 92 of the Companies Act, 2013 read with Rule
12 of Companies (Management and Administration) Rules, 2014, shall form part of the Board’s report and is attached herewith as Annexure – I to
this report.
Your Board of Directors during the year under review approved the Corporate Social Responsibility (CSR) policy of your company pursuant to
provision of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, based on the
recommendations of CSR Committee.
13
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The Corporate Social Responsibility Committee (CSR Committee) of the Company has formulated and recommended to the Board which
includes Mr. Rakesh Jain, Mr. Udit Jain and Mrs. Vidhi Jain, a Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be
undertaken by the Company, which has been approved by the Board.
The Annual Report on CSR activities is enclosed as per prescribed format as Annexure II and forms part of this report.
Twelve (12) meetings of the Board of Directors of your company were held during the financial year ended on 31st March, 2018.
The Company does not fall in the criteria as laid down under Section 204 of the Companies Act, 2013 read with Rule 9 of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended from time to time, for the purpose of carrying out secretarial
audit. Your directors maintain highest standard of corporate governance practices to safeguard the interest of shareholders/stakeholders.
As required under section 134(5) of the Companies Act, your directors hereby confirm:
a) that in the presentation of annual accounts for the year ended on 31st March 2018, the applicable Accounting Standards have been followed
with proper explanation relating to material departures;
b) that 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 at the end of the financial year and of the loss of the Company
for the year ended on that date;
c) that proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) that the annual accounts have been prepared on a going concern basis; and
e) that the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were
adequate and operating effectively.
14
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
No fraud has been noticed or reported by the Auditor as per Section 143(12) of the Companies Act, 2013 read with Companies (Amendment) Act,
2015.
29. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The members are requested to ratify the appointment of J. B & Associates, Chartered Accountants (Firm Registration No.000974N) as Statutory
Auditors of the company for the financial year 2018-19 as per item No. 2 of Notice.
The notes on account referred to in Auditor’s Report are self-explanatory and, therefore, do not calls for any further comments under Section 134
of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014.
Disclosure of Managerial Remuneration in Board Report under Section 197(12) Read with Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is not applicable to the Company as the Company is not a listed company.
15
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The industrial relations continued to be cordial in the company. As a part of HR initiatives, training and people development are being given
necessary focus.
33. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMAN & WORKPLACE (PREVENTION, PROHIBITION AND
RESDRESSAL) ACT, 2013
The company has an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
The following are the summary of sexual harassment complaints received and disposed off during the financial year 2017-18:
34. ACKNOWLEDGEMENT
The Directors express their sincere appreciation to all bankers, members of the company for their co-operation.
Date: 01.09.2018
16
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
SD/- Sd/-
Director Director
DIN-00166814 DIN-00166794
Details of material changes and commitment occurred during period affecting financial position of company
1. MATERIAL CHANGES AND COMMITMENT No material changes and commitments occurred, which may affect the financial position
of the Company, between the end of the financial year of the company to which the financial statements relate and the date of the report.
17
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The company has not given any loan, guarantee or invested under Section 186 of the Companies Act, 2013 read with Companies (Meetings of
Board and its Powers) Rules, 2014.
Particulars of contracts/arrangements with related parties under section 188(1) [Text Block]
1. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES U/S 188(1)
All related party transactions that were entered into during the financial year ended 31st March, 2018 were on an arm’s length basis and were in
the ordinary course of business. Therefore, the Provisions of Section 188 of the Companies Act, 2013 are not attracted. Further, there are no
materially significant related party transactions during the year under review made by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. Thus, disclosure in Form
AOC-2 is not required.
18
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of extract of annual return as provided under section 92(3) [Text Block]
EXTRACT OF
ANNUAL
RETURN
As on financial year
ended on
31.03.2018
Pursuant to Section
92 (3) of the
Companies Act,
2013 and rule 12(1)
of the Company
(Management &
Administration)
Rules, 2014.
I. REGISTRATION
& OTHER
DETAILS:
1 CIN U74899DL1983PTC016310
VICTORIA FOODS
3 Name of the Company
PRIVATE LIMITED
Category/Sub-category
4 Co. Limited By Shares
of the Company
Indian Non-
Government Company
Whether listed
19
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
6 company No
II. PRINCIPAL
BUSINESS
ACTIVITIES OF
THE COMPANY
III.
PARTICULARS
OF HOLDING,
SUBSIDIARY
AND ASSOCIATE
COMPANIES
Holding/
Name and address of
SN CIN/GLN Subsidiary/
the Company
Associate
1 N.A.
20
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
IV. SHARE
HOLDING
PATTERN
(i) Category-wise
Share Holding
No. of Shares
No. of Shares
held at the
held at the end
Category of beginning of the
of the year
Shareholders year
[As on
[As on
31-March-2018]
31-March-2017]
% of
% of Total
Demat Physical Total Total Demat Physical Total
Shares
Shares
A. Promoters
(1) Indian
e) Banks / FI - 0.00%
21
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
(2) Foreign
B. Public
Shareholding
1. Institutions
b) Banks / FI - 0.00%
e) Venture Capital
- 0.00%
Funds
f) Insurance
- 0.00%
Companies
g) FIIs - 0.00%
h) Foreign Venture
- 0.00%
Capital Funds
22
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
2. Non-Institutions
a) Bodies Corp.
b) Individuals
i) Individual
shareholders holding
nominal share - 0.00%
capital upto Rs. 1
lakh
ii) Individual
shareholders holding
nominal share - 0.00%
capital in excess of
Rs 1 lakh
c) Others (specify)
Non Resident
- 0.00%
Indians
Overseas Corporate
- 0.00%
Bodies
Trusts - 0.00%
Foreign Bodies - D
- 0.00%
R
23
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
C. Shares held by
Custodian for GDRs - 0.00%
& ADRs
Grand Total
- 11,81,579 100.00% - 11,81,579
(A+B+C) 11,81,579
(ii) Shareholding of
Promoter
Shareholding
Shareholding
at the
SN Shareholder’s Name at the end of
beginning of
the year
the year
% of Shares
% of total
% of total Shares of Pledged/ No. of % of Shares Pledged /
No. of Shares Shares of the
the company encumbered to Shares encumbered to total shares
company
total shares
(iii) Change in
Promoters’
Shareholding
(please specify, if
there is no change)
Shareholding at the
SN Particulars Date Reason
beginning of the year
% of total No. of
No. of shares % of total shares
shares shares
24
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Rakesh Jain
At the beginning of
4,85,360 41.08%
the year
NO
CHANGE
Archana Jain
At the beginning of
3,01,929 25.55%
the year
NO
CHANGE
Udit Jain
At the beginning of
1,02,514 8.68%
the year
NO
CHANGE
25
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Vidhi Jain
At the beginning of
61,429 5.20%
the year
NO
CHANGE
At the beginning of
46,071 3.90%
the year
NO
CHANGE
(iv) Shareholding
Pattern of top ten
Shareholders
(Other than
Directors, Promoters
and Holders of
26
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
% of total No. of
No. of shares % of total shares
shares shares
At the beginning of
1,84,276 15.60%
the year
(v) Shareholding of
Directors and Key
Managerial
Personnel:
Shareholding of each
Directors and each Shareholding at the
SN Date Reason
Key Managerial beginning of the year
Personnel
% of total No. of
No. of shares % of total shares
shares shares
1 Rakesh Jain
At the beginning of
4,85,360 41.08%
the year
27
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
2 Archana Jain
At the beginning of
3,01,929 25.55%
the year
3 Udit Jain
At the beginning of
1,02,514 8.68%
the year
4 Vidhi Jain
At the beginning of
61,429 5.20%
the year
V. INDEBTEDNESS
Secured Loans
28
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
i) Principal Amount
44,87,68,545.00
Total (i+ii+iii)
44,87,68,545.00
* Addition
34,96,12,968.00
* Reduction
8,00,09,664.00
Net Change
26,96,03,304.00
i) Principal Amount
71,83,71,849.00
Total (i+ii+iii)
71,83,71,849.00
Particulars of
29
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
SN. Remuneration
Name
Designation
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act,
1961
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961
2 Stock Option
3 Sweat Equity
4 Commission
- as % of profit
- others, specify
Others, please
5
specify
Total (A)
Ceiling as per
the Act
Particulars of
SN. Name of Directors
Remuneration
30
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Rakesh Jain
Independent
1
Directors
Commission
Total (1)
-
Other
2 Non-Executive
Directors
Commission
Total (2)
1,64,00,000.00
Total
(B)=(1+2) 1,64,00,000.00
Total
Managerial
Remuneration
Overall
Ceiling as per
the Act
Name
Designation CEO
31
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act,
1961 -
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961
-
2 Stock Option
-
3 Sweat Equity
-
4 Commission
-
- as % of profit
-
- others, specify
-
Others, please
5
specify -
Total
-
Section of
the
Type Brief Description
Companies
Act
A.
COMPANY
N.A.
Penalty
Punishment
32
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Compounding
B. DIRECTORS
N.A.
Penalty
Punishment
Compounding
Penalty
Punishment
Compounding
Date: 01-09-2017
33
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of statement on declaration given by independent directors under section 149(6) [Text Block]
1. STATEMENT ON DECLARATION BY INDEPENDENT DIRECTORS
Provisions of section 149(4) & 149(6) of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules,
2014, related to independent directors, do not apply to the Company.
Disclosure for companies covered under section 178(1) on directors appointment and remuneration including other
matters provided under section 178(3) [Text Block]
1. NOMINATION AND REMUNERATION COMMITTEE AND STAKEHOLDERS RELATIONSHIP COMMITTEE
Provisions of section 178 of the Companies Act, 2013 read with Companies (Meetings of Board and its Power) Rules, 2014, in respect of
Nomination & remuneration Committee is not applicable to the company. Pursuant to Section 178 of Companies Act, 2013 read with Companies
(Meetings of Board and its Power) Rules, Stakeholders Relationship Committee is not applicable on the company as the company does not
have more than 1,000 shareholders, debenture holders, deposit-holders and any other security-holders at any time.
Disclosure of statement on development and implementation of risk management policy [Text Block]
1. RISK MANAGEMENT POLICY
The company has taken steps to prevent undesirable incidents or outcomes and has reviewed and taken steps for past incidents and implemented
changes to prevent or reduce all future incidents. The management also evaluated and assessed these risks regularly. The management is
evaluating and planning the risk management in a continuing process.
34
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Details on policy development and implementation by company on corporate social responsibility initiatives taken
during year [Text Block]
1. CORPORATE SOCIAL RESPONSIBILITY
Your Board of Directors during the year under review approved the Corporate Social Responsibility (CSR) policy of your company pursuant to
provision of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, based on the
recommendations of CSR Committee.
The Corporate Social Responsibility Committee (CSR Committee) of the Company has formulated and recommended to the Board which
includes Mr. Rakesh Jain, Mr. Udit Jain and Mrs. Vidhi Jain, a Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be
undertaken by the Company, which has been approved by the Board.
The Annual Report on CSR activities is enclosed as per prescribed format as Annexure II and forms part of this report.
31.03.2018 31.03.2017
35
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Details of directors or key managerial personnels who were appointed or have resigned during year [Text Block]
1. MANAGERIAL REMUNERATION
Disclosure of Managerial Remuneration in Board Report under Section 197(12) Read with Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is not applicable to the Company as the Company is not a listed company.
Disclosure of companies which have become or ceased to be its subsidiaries, joint ventures or associate companies
during year [Text Block]
1. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES AND THEIR PERFORMANCE AND FINANCIAL
POSITION
Details relating to deposits covered under chapter v of companies act [Text Block]
1. DEPOSITS
During the year under review, the company has not accepted any deposits from the public within the meaning of Section 73 read with Chapter V
of the Companies Act, 2013 and Companies (Acceptance of Deposit) Rules, 2014, as amended from time to time.
Details of deposits which are not in compliance with requirements of chapter v of act [Text Block]
1. DEPOSITS
During the year under review, the company has not accepted any deposits from the public within the meaning of Section 73 read with Chapter V
of the Companies Act, 2013 and Companies (Acceptance of Deposit) Rules, 2014, as amended from time to time.
36
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Details of significant and material orders passed by regulators or courts or tribunals impacting going concern status
and company’s operations in future [Text Block]
1. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE
GOING CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE
Your directors confirm that no significant and/or material order(s) had been passed against the company during the financial year 2017-18, which
may adversely impact the status of ongoing concern and operations in future.
Details regarding adequacy of internal financial controls with reference to financial statements [Text Block]
1. ADEQUACY Of INTERNAL FINANCIAL CONTROL
The company has adequate system of internal financial control to safeguard and protect from loss, unauthorized use or disposition of its assets.
All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting
Standards for properly maintaining the books of accounts and reporting financial statements. The management of the company checks and
verifies the internal control and monitors them in accordance with policy adopted by the company. Company continues to ensure proper and
adequate systems and procedures commensurate with its size and nature of its business.
Presently, Board of Directors of Company comprises four directors and there is no change in Board of Directors during the year. Mr. Nitin
Sharma, Company Secretary (KMP) of the company has resigned from the post of Company Secretary w.e.f 22.01.2018.
37
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
38
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of auditor's qualification(s), reservation(s) or adverse remark(s) in auditors' report [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Auditor's Clause not
Auditor's qualification(s), reservation(s) or adverse remark(s) in auditors' report [Axis] favourable remark applicable
[Member] [Member]
01/04/2017 01/04/2017
to to
31/03/2018 31/03/2018
Disclosure of auditor's qualification(s), reservation(s) or adverse remark(s) in
auditors' report [Abstract]
Disclosure of auditor's qualification(s), reservation(s) or adverse remark(s) in
auditors' report [LineItems]
Textual information
Disclosure in auditors report relating to fixed assets (21) [See below]
1. (a)The
company has
maintained proper
records showing full
Disclosure relating to quantitative details of fixed assets particulars, including
quantitative details
and situation of fixed
assets.
Disclosure relating to physical verification and material discrepancies of fixed Textual information
assets (22) [See below]
(c) The title deeds of
immovable property
Disclosure relating to title deeds of immovable properties are held in the name
of the Company.
Textual information
Disclosure in auditors report relating to inventories (23) [See below]
Textual information
Disclosure in auditors report relating to loans (24) [See below]
Disclosure in auditors report relating to compliance with Section 185 and 186 of Textual information
Companies Act, 2013 (25) [See below]
1. The Company
has not accepted any
deposits from the
public within the
Disclosure in auditors report relating to deposits accepted meaning Section 73
to 76 of the Act and
the rules framed
there under.
Textual information
Disclosure in auditors report relating to maintenance of cost records (26) [See below]
Textual information
Disclosure in auditors report relating to statutory dues [TextBlock] (27) [See below]
Disclosure relating to regularity in payment of undisputed statutory dues Textual information
[TextBlock] (28) [See below]
Textual information
Disclosure relating to disputed statutory dues [TextBlock] (29) [See below]
1. The company
has not defaulted in
Disclosure in auditors report relating to default in repayment of financial dues repayment of dues to
banks/financial
institutions.
Disclosure in auditors report relating to public offer and term loans used for Textual information
purpose for which those were raised (30) [See below]
1. According to
information and
explanations given
Disclosure in auditors report relating to fraud by the company or on the to us, no fraud on or
company by its officers or its employees reported during period by the company has
been noticed or
reported during the
year.
Textual information
Disclosure in auditors report relating to managerial remuneration (31) [See below]
1. The Company
is not a Nidhi
Company,
accordingly
Disclosure in auditors report relating to Nidhi Company paragraph 3(xii) of
the said Order is not
applicable to the
Company.
39
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Textual information
Disclosure in auditors report relating to transactions with related parties (32) [See below]
1. The Company
has not made
preferential
allotment or private
Disclosure in auditors report relating to preferential allotment or private
placement of shares
placement of shares or convertible debentures or fully or partly
convertible
debentures during
the year.
1. The Company
has not entered into
non-cash
Disclosure in auditors report relating to non-cash transactions with directors
transactions with
or persons connected with him directors or persons
connected with
them.
1. The Company
is not required to be
Disclosure in auditors report relating to registration under section 45-IA of registered under
Reserve Bank of India Act, 1934 section 45-IA of
Reserve Bank of
India Act,1934.
40
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure in auditors report relating to compliance with Section 185 and 186 of Companies Act, 2013
1. The Company has complied to the provisions of Section 185 and 186 of the Companies Act, 2013 in respect to loans, investments,
guarantees and securities exceptthat the Company has given guarantee for loans taken by others from banks as per clause 4 of Note No 25.
b)According to the information and explanations given to us there was no disputed amounts payable in respect of income tax, sale tax, service tax,
duty of customs or duty of excise or value added tax as at 31st March, 2018.
41
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure in auditors report relating to public offer and term loans used for purpose for which those were raised
1. According to information and explanations given to us, the term loan which has been obtained during the year have been utilized for
purpose for which it has been obtained and no money was raised by way of public offer (including debt instruments) during the year by the
company.
42
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
We have audited the accompanying standalone financial statements of Victoria Foods Pvt.Ltd.(‘The Company’) which comprise the balance
sheet as at 31st March, 2018, the statement of profit and loss and the cash flow statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
The Company’s Board of Directors is responsible for the matters stated in Section 134 (5) of the Companies Act, 2013 (‘ the Act’) with respect
to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash
flows of the company in accordance with the Accounting principles generally accepted in India, including the Accounting Standards specified
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the company and for preventing and
detecting frauds and other irregularities, selection and application of appropriate accounting policies, making judgment and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions
of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act
and the Rules made there under.
We conducted our audit in accordance with the standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free
from material misstatement.
43
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements . The
procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements,
whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s
preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances
An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by
the Company’s Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone
financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give
the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the states of affairs of the Company as at 31st March, 2018 and its profit and its cash flows for the year ended on
that date.
1. As required by the Companies (Auditor’s Report) Order, 2016 (‘the order’)issued by the Central Government of India in terms of sub-
section (11) of section 143 of the Act, we give in the Annexure-2 a statement on the matters specified in the paragraph 3 and 4 of the order, to the
extent applicable.
a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the
purpose of our audit.
44
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
b. In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those
books.
c. The Balance sheet, Statement of Profit and Loss and the cash flow statement dealt with by this Report are in agreement with the books of
account;
d. In our opinion , the aforesaid standalone financial statements comply with the Accounting standards specified under section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014;
e. On the basis of the representations received from the directors as on 31st March, 2018 , none of the directors is disqualified as on 31st
March, 2018 from being appointed as a director in terms of section 164 (2) of the Act;
f. Our separate report on adequacy of internal financial control system and operating effectiveness on such controls is enclosed in Annexure-1;
and
g. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us;
ii) No provision as required under the applicable law or accounting standards, for material
foreseeable losses on long-term contracts including derivative contracts was required to be made by the company.
iii) No amount was required to be transferred to the Investor Education and Protection Fund by the company and hence there was no delay.
Chartered Accountants
(J.B Agarwal)
Prop.
M.No.017005
Place:NewDelhi FRN:000974N
45
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Dated:
Annexure-1
Report on the Internal Financial Controls under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
46
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
We have audited the internal financial controls over financial reporting of Victoria Foods Pvt.Ltd. (“the Company”) as of 31st March, 2018 in
conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial
reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the
design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and
efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required
under the Companies Act, 2013.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted
our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the
Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable
to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered
Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if
such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy
of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over
financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due
to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Company’s internal financial controls system over financial reporting.
A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of
management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
47
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation
of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial
reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal
financial controls over financial reporting were operating effectively as at 31st March, 2018, based on the internal control over financial reporting
criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
Chartered Accountants
(J.B Agarwal)
Prop.
M.No.017005
Dated:
48
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
49
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
50
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) Proceeds/(Repayment) of Unsecured borrowings (Net)24434335.13,,,30380702.92 Proceeds from Secured borrowings
(Net)269603303.6,,,-276381720.5
51
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of shareholding more than five per cent in company [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares [Member]
Name of shareholder [Axis] Shareholder 1 [Member] Shareholder 2 [Member]
31/03/2018 31/03/2017 31/03/2018 31/03/2017
Disclosure of shareholding more than five per cent in
company [Abstract]
Disclosure of shareholding more than five per cent
in company [LineItems]
Number of shares held in company [shares] 4,85,360 [shares] 4,85,360 [shares] 3,01,929 [shares] 3,01,929
Disclosure of shareholding more than five per cent in company [Table] ..(2)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares [Member]
Name of shareholder [Axis] Shareholder 3 [Member] Shareholder 4 [Member]
31/03/2018 31/03/2017 31/03/2018 31/03/2017
Disclosure of shareholding more than five per cent in
company [Abstract]
Disclosure of shareholding more than five per cent
in company [LineItems]
Number of shares held in company [shares] 1,84,276 [shares] 1,84,276 [shares] 1,02,514 [shares] 1,02,514
Disclosure of shareholding more than five per cent in company [Table] ..(3)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares [Member] Equity shares 1 [Member]
Name of shareholder [Axis] Shareholder 5 [Member] Shareholder 1 [Member]
01/04/2017 01/04/2016
31/03/2018 31/03/2017 to to
31/03/2018 31/03/2017
Disclosure of shareholding more than five per cent in
company [Abstract]
Disclosure of shareholding more than five per cent
in company [LineItems]
Type of share Equity Equity
Name of shareholder Rakesh Jain Rakesh Jain
PAN of shareholder AAHPJ8608G AAHPJ8608G
Country of incorporation or residence of
INDIA INDIA
shareholder
Number of shares held in company [shares] 61,429 [shares] 61,429 [shares] 4,85,360 [shares] 4,85,360
Percentage of shareholding in company 41.08% 41.08%
Disclosure of shareholding more than five per cent in company [Table] ..(4)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares 1 [Member]
Name of shareholder [Axis] Shareholder 2 [Member] Shareholder 3 [Member]
01/04/2017 01/04/2016 01/04/2017 01/04/2016
to to to to
31/03/2018 31/03/2017 31/03/2018 31/03/2017
Disclosure of shareholding more than five per cent in
company [Abstract]
Disclosure of shareholding more than five per cent
in company [LineItems]
Type of share Equity Equity Equity Equity
Name of shareholder Archana Jain Archana Jain Superfast Holding Limited Superfast Holding Limited
CIN of shareholder U67120DL1992PTC047692 U67120DL1992PTC047692
PAN of shareholder AEVPJ0852L AEVPJ0852L AABCS1486N AABCS1486N
Country of incorporation or residence of
INDIA INDIA INDIA INDIA
shareholder
Number of shares held in company [shares] 3,01,929 [shares] 3,01,929 [shares] 1,84,276 [shares] 1,84,276
Percentage of shareholding in company 25.55% 25.55% 15.60% 15.60%
52
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of shareholding more than five per cent in company [Table] ..(5)
Unless otherwise specified, all monetary values are in INR
Classes of share capital [Axis] Equity shares 1 [Member]
Name of shareholder [Axis] Shareholder 4 [Member] Shareholder 5 [Member]
01/04/2017 01/04/2016 01/04/2017 01/04/2016
to to to to
31/03/2018 31/03/2017 31/03/2018 31/03/2017
Disclosure of shareholding more than five per cent in
company [Abstract]
Disclosure of shareholding more than five per cent
in company [LineItems]
Type of share Equity Equity Equity Equity
Name of shareholder Udit Jain Udit Jain Vidhi Jain Vidhi Jain
PAN of shareholder AEWPJ4816M AEWPJ4816M AGXPJ1121E AGXPJ1121E
Country of incorporation or residence of
INDIA INDIA INDIA INDIA
shareholder
Number of shares held in company [shares] 1,02,514 [shares] 1,02,514 [shares] 61,429 [shares] 61,429
Percentage of shareholding in company 8.68% 8.68% 5.20% 5.20%
53
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
54
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
55
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
56
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
57
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
58
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
59
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) From Banks Kotak Mahindra Bank Ltd (Term Loan-I)040000000 Kotak Mahindra Bank Ltd (Term Loan-II)1233391332333905
Kotak Mahindra Bank Ltd (Term Loan-III)5457183372762444 Kotak Mahindra Bank Ltd (Working Capital Term Loan)160000000
60
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) HDFC Bank Ltd. (Car Term Loan) Volkswagen Finance Pvt. Ltd. ( Car Term Loan)
Footnotes
(A) From Banks Kotak Mahindra Bank Limited, Kohat Enclave CC 838044000135154139293,,,93474972 (Secured against land &
Building of the company at sonipat & Parri- Passu Charge on Current Assets ,Plant & Machinery & Residential Properrty of one of the
director & Personal Gurantee of all Directors) State Bank of India,Naya Bazar CC 54035554639380091929,,,111235969 State Bank of
India,Punjabi Bagh CC 5401867415217225217,,,17132530
61
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
62
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
63
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
64
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
65
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
66
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
67
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
68
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
69
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
70
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
71
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
72
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
73
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
74
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
75
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
76
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
77
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
78
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
79
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
80
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
81
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
82
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
83
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
84
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
85
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
86
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
87
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
88
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) Packing Material24883980,,,32101431 Trading Goods16469126,,,13967907
89
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) NOTE NO. 4 : OTHER LONG TERM LIABILITIES Security Deposits2228256,,,2228256 Employee Benefits5069879,,,2751831
7298135,,,4980087
(B) From Banks Kotak Mahindra Bank (Term Loan I)40000000,,,40000000 Kotak Mahindra Bank (Term Loan II)19999992,,,19999992
Kotak Mahindra Bank Ltd (Term Loan-III)20009672,,,21828733 Kotak Mahindra Bank Ltd (Working Capital Term Loan)4000000,,,0
All Term Loans From Bank are secured against Parri-passu Charge on current assets and fixed assets of the company including plant &
machinery, vehicles, stock and book debts for being part of its assets both present and future and first charge on factory land and building
at Rai (Sonipat) & residential property of one of the director and personal guarantee of all directors. Unsecured From Banks HDFC Bank
Ltd. (Car Term Loan)6101502,,,5558396 From Others Volkswagen Finance Pvt. Ltd. (Car Term Loan)1488258,,,2059317
(C) b) Statutory Liabilities26592600,,,4257350 c) Other Payables62818418,,,51543746
(D) In Deposits Accounts F.D.R.with State Bank of INDIA (Margin Money)*27023708,,,58087040 F.D.R. with Kotak Mahindra Bank,
Delhi (Margin Money)*28960991,,,20978517 Interest Accrued on FDRs & Deposits456562,,,2580395
(E) In Current Accounts Axis BankPitampura CA 588010200000912[]334719,,,519237 SBI Punjabi Bagh CA 33849625264
[]562528,,,27809 PNB Lawrence Road CA 1539008700001703[]5000,,,5000 PNB Lawrence Road CA 1539002100054266
[]2164965,,,1250633
(F) Unsecured, Considered Good Receivables5932681,,,8225423 Deferred Revenue Expenditure72360,,,108540 MAT Credit
Receivable1717497,,,1717497 Refund of Excess Duty Paid of Customs12375807,,,0
90
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
[200800] Notes - Disclosure of accounting policies, changes in accounting policies and estimates
Unless otherwise specified, all monetary values are in INR
01/04/2017
to
31/03/2018
Disclosure of accounting policies, change in accounting policies and Textual information (34)
changes in estimates explanatory [TextBlock] [See below]
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of accounting policies, change in accounting policies and changes in estimates explanatory [Text Block]
NOTE NO. 25 :
a) Basis of Preparation
The financial statements of the Company have been prepared and presented in accordance with generally accepted accounting principles in India
(Indian GAAP). The Company has prepared these financial statements to comply with all material respects with the accounting standards
specified under section 133 of the Companies Act, 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014. The financial
statements have been prepared on an accrual basis and under the historical cost convention. The accounting policies adopted in the preparation of
financial statements are consistent with those of previous year.
All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in
Schedule III of the Companies Act, 2013. Based on the nature of products and the time between acquisition of assets for processing and their
realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current / non-current
classification of assets and liabilities.
b) Use of Estimates
The preparation of financial statements are in conformity with Indian GAAP requires the management to make judgments, estimates and
assumptions that affect the reported amounts of assets, liabilities, revenue and expenses during the reported period. Although these estimates are
based on the management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the
outcomes requiring a material adjustment to the carrying amounts of assets, liabilities, revenue and expenses in future periods. Changes in
estimates are reflected in the financial statements in the period in which changes are made and if material, their effects are disclosed in notes to
accounts.
Depreciation on fixed assets is provided on pro-rata basis on straight line method using the useful lives of assets and in the manner prescribed in
Schedule II of the Companies Act, 2013.
Intangible assets are amortised on a straight line basis over their estimated useful life of six years.
d) Inventories:
Basis of Valuation
Stock in trade, Raw Material, Finished Goods and Packing Materials are valued at lower of cost or
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
a) Foreign currency transactions in respect of sales are accounted for at Invoice value on C&F/FOB basis and are recorded at the exchange rate
prevailing on the date of transaction. In respect of purchase transactions are recorded at the RBI reference rate prevailing at the time of receipt of
goods.
b) Exchange rate difference is accounted for on sales realisation. In respect of purchase transactions, exchange rate difference is
recognised on making payment on due date of Letter of credit and buyer credit, as the case may be. Exchange rate difference at the close of year
has been adjusted in accordance with the provisional of AS-11.
f) Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably
measured. The following specific recognition criteria must also be met before revenue is recognised:
i) Sale of goods
Revenue from sale of goods is recognised when all the significant risks and rewards of ownership of the goods have been passed to the buyer and
no significant uncertainty exists regarding the amount of consideration that will be derived from the sale of goods.Sales (Net of trade discount &
credit notes for turnover discount) are inclusive of excise duty and exclusive of sales tax.Exchange difference on outstanding balance has been
provided as per provisions of AS-11.
Export incentives under various schemes notified by the Government have beenrecognised on the basis of their entitlement rates in accordance
with the Foreign TradePolicy 2015-2020(FTP2015-20). Benefits in respect of advance licences are recognisedwhen there is reasonable assurance
that the Company will comply with the conditions attached to them and incentive will be received.
iii) Interest
iv) Claims
Claims are recognised when there exists reasonable certainty with regard to the amounts to be realised and the ultimate collection thereof.
g) Excise Duty :
Excise duty on sales is being deducted from gross sales and any increase/decrease in excise duty on finished goods is being shown separately in
the statement of profit and loss.
In conformity with Accounting Standard 22, the company has recorded deferred tax liabilities of Rs.18977679/- for the year ending 31.03.2018.
This is arrived at after considering the timing difference between accounting income and tax income.
3. Segment Reporting
The company has geographical segments on account of its dealing in food products in foreign as well as domestic market .However the turnover
in overseas market is less than 10% of the total turnover, therefore there is no separate reportable Segment.
93
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
4. Other Information
Travelling- Rs.1739464/-(P.Y.Rs.1340753/-)
d) Capital Goods
(Machinery)
A. Names of the related parties with whom transactions were carried out during the year and description of relationship
Jain Financiers
94
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Raar Enterprises
ii) Key Management Personnel and /or Individuals having direct or indirect control orsignificant influence, and their relatives: :
Vidhi Jain
I. Expenditure:
a) Related Companies:
S.P. Refrigeration & Food Products Pvt. Ltd. Processing Charges 3110770 21113841
S.P. Refrigeration & Food Products Pvt. Ltd. Storage Charges 1573420 6919081
95
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
S.P. Refrigeration & Food Products Pvt. Ltd. Rent 4500000 Nil
b) Key Management Personnel and /or Individuals having direct or indirect control orsignificant influence, and their relatives: :
Name of KMC/Relative
Sr. No. Nature of Payment 31.03.2018 31.03.2017
96
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
II. Revenue
a) Related Companies:
97
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
a) Related Companies:
b) Key Management Personnel and /or Individuals having direct or indirect control orsignificant influence, and their relatives:
Name of KMC/Relative
Nature of Receipts 31.03.2018 31.03.2017
98
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
a) Related Companies:
b) Key Management Personnel and /or Individuals having direct or indirect control or significant influence, and their relatives:
Name of KMC/Relative
Sr. No. Nature of Payment 31.03.2018 31.03.2017
PAYABLE:
b)Key Management Personnel and /or Individuals having direct or indirect control orsignificant influence, and their relatives:
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Name of KMC/Relative
Sr. No. 31.03.2018 31.03.2017
RECEIVABLE:
a) Related Companies:
6. Previous years’ figures have been regrouped/rearranged, wherever necessary, so as to make them comparable with the figures of this year.
Chartered Accountants
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
FRN: 000974N
Dated:
As Per Significant
Accounting
Disclosure of employee benefits explanatory [TextBlock] Policy.
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
103
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
104
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
105
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
106
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
107
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
108
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) Current Tax 16400000,,,16000000 MAT Credit0,,,2063529 Taxes relating to prior years781232,,,-476963
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
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VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Footnotes
(A) Sale of Manufactured Products Export Sales64858205,,,,50167263 Domestic Sales5813696136,,,6481629247 (ii) Sale of Traded
Products Export Sales11724281,,,23581690 Domestic Sales83317202,,,133357593 Other Operating Revenue Duty Draw
back176988,,,488251 Sales of Import Licence1002377,,,0 5974775188,,,6689224044
(B) Current Tax 16400000,,,16000000 MAT Credit0,,,2063529 Taxes relating to prior years781232,,,-476963
112
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
113
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably
measured. The following specific recognition criteria must also be met before revenue is recognised:
i) Sale of goods
Revenue from sale of goods is recognised when all the significant risks and rewards of ownership of the goods have been passed to the buyer and
no significant uncertainty exists regarding the amount of consideration that will be derived from the sale of goods.Sales (Net of trade discount &
credit notes for turnover discount) are inclusive of excise duty and exclusive of sales tax.Exchange difference on outstanding balance has been
provided as per provisions of AS-11.
Export incentives under various schemes notified by the Government have beenrecognised on the basis of their entitlement rates in accordance
with the Foreign TradePolicy 2015-2020(FTP2015-20). Benefits in respect of advance licences are recognisedwhen there is reasonable assurance
that the Company will comply with the conditions attached to them and incentive will be received.
iii) Interest
iv) Claims
Claims are recognised when there exists reasonable certainty with regard to the amounts to be realised and the ultimate collection thereof
114
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
[300700] Notes - Key managerial personnels and directors remuneration and other information
Disclosure of key managerial personnels and directors and remuneration to key managerial personnels and directors [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Key managerial personnels and directors [Axis] 1 2 3 4
01/04/2017 01/04/2017 01/04/2017 01/04/2017
to to to to
31/03/2018 31/03/2018 31/03/2018 31/03/2018
Disclosure of key managerial personnels and directors and
remuneration to key managerial personnels and directors
[Abstract]
Disclosure of key managerial personnels and directors
and remuneration to key managerial personnels and
directors [LineItems]
Name of key managerial personnel or director Udit Jain Rakesh Jain Archana Jain Vidhi Jain
Director identification number of key managerial
00166794 00166814 00166932 01638671
personnel or director
Permanent account number of key managerial
AEWPJ4816M AAHPJ8608G AEVPJ0852L AGXPJ1121E
personnel or director
Date of birth of key managerial personnel or
23/08/1980 17/11/1952 15/08/1959 20/04/1984
director
Designation of key managerial personnel or director Director Director Director Director
Qualification of key managerial personnel or
M.B.A C.A GRADUATE MBA
director
Shares held by key managerial personnel or director [shares] 1,02,514 [shares] 4,85,360 [shares] 3,01,929 [shares] 61,429
Key managerial personnel or director remuneration
[Abstract]
Gross salary to key managerial personnel or
director [Abstract]
Salary key managerial personnel or director 1,36,00,000 1,64,00,000 0 9,60,000
Profits in lieu of salary key managerial
0 0 0 0
personnel or director
Gross salary to key managerial personnel or
1,36,00,000 1,64,00,000 0 9,60,000
director
Total key managerial personnel or director
1,36,00,000 1,64,00,000 0 9,60,000
remuneration
115
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
Disclosure of net profits for last three financial years [Table] ..(1)
Unless otherwise specified, all monetary values are in INR
Financial year 1 Financial year 2 Financial year 3
Net profits for last three financial years [Axis]
[Member] [Member] [Member]
01/04/2017 01/04/2017 01/04/2017
to to to
31/03/2018 31/03/2018 31/03/2018
Disclosure of net profits for last three financial years [Abstract]
Disclosure of net profits for last three financial years [LineItems]
Description of financial year 16-17 15-16 14-15
Profit before tax of financial year 7,66,06,906 7,05,99,880.96 4,23,25,886
Net profit computed u/s 198 and adjusted as per rule 2(1)(f)
7,66,06,906 7,05,99,880.96 4,23,25,886
of Companies (CSR Policy) Rules, 2014
The CSR Committee of the Board has been constituted on 04.04.2017 .The present constitution of CSR Committee is as follows:
116
VICTORIA FOODS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2017 to 31/03/2018
The Company has framed CSR policy in accordance with the provisions of Section 135 of the Companies Act, 2013 and the Companies
(Corporate Social Responsibility Policy) Rules, 2014. This CSR Policy was approved by the Board of Directors on 04.04.2017.The purpose of
this policy document is to crystallize the philosophy of Victoria Foods Private Limited regarding its responsibility as a corporate citizen and to lay
down the guidelines and mechanism for undertaking socially useful programs for welfare & sustainable development of the community at large.
The objective of the Victoria Foods Private Limited CSR Policy is to:
Ø Engage proactively with all stakeholders to actively contribute to the socioeconomic development of the periphery/community in which it
operates.
Ø Directly or indirectly take up programs that benefits the communities in & around its locations and thereby, over a period of time, enhancing
the quality of life & economic well?being of the local population.
Ø Ensure environmental sustainability by adopting best ecological practices and encouraging conservation/judicious use of natural resources.
Ø To generate, through its CSR initiatives, a community goodwill for Victoria Foods Private Limited and help reinforce a positive & socially
responsible image of Victoria Foods Private Limited as a corporate entity.
117