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THE MIDLAND RUBBER & PRODUCE

COMPANY LIMITED

78th Annual Report


2014 - 2015

SEVENTY EIGHTH ANNUAL GENERAL MEETING

Day

Friday

Date :

4th September, 2015

Time :

3.00 p.m.

Venue :

The Midland Rubber & Produce Co. Ltd.


27/1032, Panampilly Nagar, Kochi
Ernakulam - 682 036

THE MIDLAND RUBBER & PRODUCE COMPANY LIMITED


BOARD OF DIRECTORS
Mr. Ajit Thomas, Chairman

REGISTERED OFFICE

Mrs. Shanthi Thomas

No.27/1032, Panampilly Nagar


Kochi, Ernakulam - 682 036
Tel : 0484 - 2315312 Fax : 0484 - 2312541
E-mail : secmidland@vsnl.net
Website : www.midland-rubber.com
CIN : L25191KL1937PLC000691

Mr. S. Rajasekar, Managing Director


Mr. A.D. Bopana
Mr. B.B. Medaiah
Mr. M.M. Karunakaran

AUDIT COMMITTEE
Mr. A.D.Bopana, Chairman
Mr. B.B.Medaiah
Mr.M.M.Karunakaran
Mr.S.Rajasekar

AUDITORS
M/s. Suri & Co.
Chartered Accountants
No. 4, Chevaliar Shivaji Ganesan Salai
T. Nagar, Chennai - 600 017

BANKERS
Bank of Baroda.

ESTATES
Arnakal Estate, Arnakal P.O
Vandiperiyar - 685 533
Idukki District
Tel: 04869 252224
Perinaad Estate
Maniyaru P O
Via Vadasserikkara - 689 662
Pathanamthitta District
Tel: 04735 - 274246

CONTENTS
Page
Notice to the Shareholders

Directors Report

Independent Auditors Report

20

Accounts

23

Notes

25

Cash Flow Statement

46

NOTICE TO THE SHAREHOLDERS


Notice is hereby given that the SEVENTY EIGHTH
ANNUAL GENERAL MEETING of the Company will be
held at the Registered Office at No.27/1032, Panampilly
Nagar, Kochi, Ernakulam 682 036 at 3 P.M. on Friday,
the 4th day of September, 2015 to transact the following
business:

2. A person can act as proxy on behalf of members not


exceeding fifty and holding in the aggregate not more
than ten percent of the total share capital of the
Company carrying voting rights. A member holding
more than ten per cent of the total share capital of the
Company carrying voting rights may appoint a single
person as proxy and such person shall not act as proxy
for any other person or shareholder.

1. To receive, consider and adopt the Audited Balance Sheet


as at 31st March, 2015 and the Audited Profit and Loss
Account for the year ended 31st March, 2015 and the
Reports of Directors and Auditors thereon.

3. Corporate members intended to send their authorized


representatives to attend the meeting are requested to
send to the Company a certified copy of the board
resolution authorizing their representative to attend and
vote on their behalf at the meeting.

2. To declare Final dividend on Equity Shares.


3. To appoint a Director in place of Mrs.Shanthi Thomas
(DIN: 00567935) who retires by rotation and is eligible
for re-appointment.

4. The Register of Members and Share Transfer Books of


the Company will remain closed from August 29, 2015
to September 04, 2015, (both days inclusive).

4. To ratify the appointment of M/s. Suri & Co, Chartered


Accountants, Chennai, as Auditors of the Company and
to fix their remuneration and to pass the following
resolution as an Ordinary Resolution thereof:-

5. The dividend as recommended by the Board, if


approved at the meeting, will be payable to those
members, whose names appear in the Register of
Members as on August 28, 2015.

RESOLVED THAT pursuant to the provisions of Sections


139 & 142 of the Companies Act, 2013 and the Rules
made thereunder and pursuant to the resolution passed by
the members at the Annual General Meeting held on
September 04, 2014, the company hereby ratifies the
appointment of M/s. Suri & Co., Chartered Accountants,
Chennai (Firms Regn. No. 004283S), as the Auditors of
the Company, to hold office till the conclusion of the next
Annual General Meeting to be held in the calendar year
2016 on a remuneration of Rs. 7,00,000/- (Rupees Seven
lakhs only) plus applicable Service Tax, besides travelling
and other out of pocket expenses.

6. Members are requested to notify immediately, any


change in their addresses to the companys Share
Transfer Agent, M/s. Cameo Corporate Services Limited,
Subramanian Building, No. 1, Club House Road,
Chennai- 600 002.
7. Members are requested to lodge their e-mail IDs along
with their Name and Folio No. to Companys Share
Transfer Agent, M/s. Cameo Corporate Services Limited,
Subramanian Building, No.1, Club House Road,
Chennai - 600 002, Email :- investor@cameoindia.com
to enable the Company to send all future
communications including Annual Reports through
electronic mode.

On Behalf of the Board

Chennai
27.05.2015

Ajit Thomas
Chairman

8. The company has implemented electronic mode of


payment such as National Electronic Clearing Service
(NECS), National Electronic Fund Transfer (NEFT)
and Real Time Gross Settlement (RTGS) etc. for making
dividend payments to members. Members who have
not opted for NECS facility earlier are requested to fill
up the enclosed mandate form and forward the same to
M/s. Cameo Corporate Services Limited immediately
to avail the NECS facility; members who have already
opted the NECS facility may intimate M/s. Cameo
Corporate Services Limited, of any change in the bank
account details already furnished.

Notes:
1. A member entitled to attend and vote at the Meeting is
entitled to appoint a proxy to attend and vote on a poll
instead of himself and the proxy need not be a member
of the Company. The instrument appointing the proxy
should, however, be deposited at the registered office of
the Company not less than 48 hours before the
commencement of the meeting.
1

9. Shareholders who have multiple folios in identical


names or in joint names in the same order, are requested
to intimate to the Company these folios, to enable the
Company to consolidate all such shareholdings into one
folio.

members are entitled to receive such communication in


physical form, upon making a request for the same, by
post free of cost. For any communication, the
shareholders may also send requests to the Companys
share transfer agent email ID: investor@cameoindia.com.

10. Shareholders of the Company may avail the nomination


facility by executing the prescribed nomination form,
which can be obtained from the Registered Office of
the Company or from the companys Share Transfer
Agent.

15. The company has ceased to be a listed company with


Cochin and Madras Stock Exchanges, and has been
placed on the Dissemination Board of National Stock
Exchange of India Ltd. (NSE). NSE has allowed
buying and selling of shares of the company on the
Dissemination Board with effect from March 27, 2015.

11. The Company has appointed M/s Cameo Corporate


Services Limited, Subramanian Building, No.1, Club
House Road, Chennai 600 002 as its Registrar and
Share Transfer Agent. Shareholders may send their shares
for effecting transfers/ transmission to M/s Cameo
Corporate Services Limited.

16. Voting facilities


The Company is pleased to provide members the facility
to exercise their right to vote at the 78th Annual General
Meeting (AGM) by electronic means and the business
may be transacted through e-Voting Services provided
by Central Depository Services (India ) Limited (CDSL).

12. The Unpaid Dividend amounting to Rs. 2,20,935/for the year 2006-2007 had been transferred to the
Investor Education & Protection Fund. Dividend
declared for the year 2007-2008 remaining unpaid/
unclaimed over a period of 7 years will be transferred to
the above Fund during the year and no claim shall lie
against the Company on the said Fund, once it is
transferred. Members are advised to claim the unpaid
dividend, if any, immediately.

The facility for voting either through electronic voting


system or ballot or polling paper shall also be made
available at the meeting and members attending the
meeting who have not already cast their vote by remote
e-voting shall be able to exercise their right at the meeting.
Members who have cast their vote by remote e-voting
prior to the meeting may also attend the meeting but
shall not be entitled to cast their vote again.

13. Members are requested to submit attested copy of PAN


CARD of the transferee(s), surviving holder(s), legal
heir(s) and joint holder(s) in case of transfers, deletion of
name of deceased shareholder(s), transmission and
transposition of shares, in respect of shares held in physical
form, along with necessary documents at the time of
lodgement of request for transfer/transmission/
transposition

17. Instructions for members for voting electronically:(i) The voting period begins on September 01, 2015
9.00 AM and ends on September 03, 2015
5.00 PM. During this period shareholders of the
Company, holding shares in physical form, as on the
cut-off date (record date) i.e. August 28, 2015, may
cast their vote electronically. The e-voting module
shall be disabled by CDSL for voting thereafter

14. Members may also note that the Notice of the 78th
Annual General Meeting and the Annual Report for
2014-2015 will also be available on the Companys
website: www.midland-rubber.com for downloading.
The physical copies of the aforesaid documents will also
be available at the Companys Registered Office for
inspection during normal business hours on working
days. Even after registering for e-communication,

(ii) The shareholders should log on to the e-voting


website www.evotingindia.com.
(iii) Click on Shareholders.
(iv) Now Enter your User ID
a. Members holding shares in Physical Form should
enter Folio Number registered with the
Company

(v)

Next enter the Image Verification as displayed and


Click on Login.

(vi)

If you are a first time user follow the steps given


below:

(xi)

For members holding shares


in Physical form
PAN

(xii) Click on the RESOLUTIONS FILE LINK if


you wish to view the entire Resolution details.

Enter your 10 digit alpha-numeric *PAN


issued by Income Tax Department

(xiii) After selecting the resolution you have decided to


vote on, click on SUBMIT. A confirmation box
will be displayed. If you wish to confirm your
vote, click on OK, else to change your vote, click
on CANCEL and accordingly modify your vote.

Members who have not updated their


PAN with the Company are requested to
use the first two letters of their name and
the 8 digits of the sequence number in
the PAN field. Sequence number has been
provided as serial number in the address
label.

(xiv) Once you CONFIRM your vote on the


resolution, you will not be allowed to modify your
vote.

In case the sequence number is less


than 8 digits enter the applicable
number of 0s before the number after
the first two characters of the name in
CAPITAL letters. Eg. If your name is
Ramesh Kumar with sequence number
1 then enter RA00000001 in the PAN
field.
Dividend
Bank
Details
or
Date of
Birth
(DOB)

(xv) You can also take out print of the voting done by
you by clicking on Click here to print option on
the Voting page.
(xvi) Note for Non Individual Shareholders and
Custodians
Non-Individual shareholders (i.e. other than
Individuals, HUF, NRI etc.) and Custodian
are required to log on to www.evotingindia.com
and register themselves as Corporates.

Enter the Dividend Bank Details or Date


of Birth (in dd/mm/yyyy format) as
recorded in the company records in order
to login.

A scanned copy of the Registration Form


bearing the stamp and sign of the entity should
be emailed to helpdesk.evoting@cdslindia.com.

If both the details are not recorded with


the company please enter the Folio
number in the Dividend Bank details
field as mentioned in instruction (iv).

After receiving the login details a compliance


user should be created using the admin login
and password. The Compliance user would be
able to link the account(s) for which they wish
to vote on.

(vii) After entering these details appropriately, click on


SUBMIT tab.

The list of accounts linked in the login should


be mailed to helpdesk.evoting@cdslindia.com
and on approval of the accounts they would
be able to cast their vote.

(viii) Members holding shares in physical form will then


directly reach the Company selection screen.
(ix)

For Members holding shares in physical form, the


details can be used only for e-voting on the
resolutions contained in this Notice.

(x)

Click on the EVSN for the relevant <Company


Name-> on which you choose to vote.

On the voting page, you will see RESOLUTION


DESCRIPTION and against the same the option
YES/NO for voting. Select the option YES or
NO as desired. The option YES implies that you
assent to the Resolution and option NO implies
that you dissent to the Resolution.

A scanned copy of the Board Resolution and


Power of Attorney (POA) which they have
issued in favour of the Custodian, if any, should
be uploaded in PDF format in the system for
the scrutinizer to verify the same.

iv) The Results shall be declared either by the Chairman


or by an authorized person of the Chairman and the
resolutions will be deemed to have been on the AGM
date subject to receipt of the requisite number of
votes in favour of the Resolutions. The AGM Results
declared alongwith the Scrutinizers Report shall be
placed on the Companys website www.midlandrubber.com and on the website of CDSL within
three (3) days of passing of the resolutions at the
AGM of the Company.

(xvii) In case you have any queries or issues regarding evoting, you may refer the Frequently Asked
Questions (FAQs) and e-voting manual available
at www.evotingindia.com, under help section or
write an email to helpdesk.evoting@cdslindia.com.
General Instructions
i) Mr. V. Suresh, Practising Company Secretary
(Membership No. FCS 2969) has been appointed
as the Scrutinizer to scrutinize the e-Voting process
in a fair and transparent manner.
ii) The Scrutinizer shall, within a period not exceeding
three(3) working days from the conclusion of the eVoting period unblock the votes in the presence of
at least two(2) witnesses not in the employment of
the Company and make a Scrutinizers Report of the
votes cast in favour or against, if any, forthwith to
the Chairman of the Company.

On Behalf of the Board

iii) The voting rights of shareholders shall be in


proportion to their shares of the paid up equity share
capital of the Company as on the cut off date of
August 28, 2015.

Chennai
27.05.2015

Ajit Thomas
Chairman

D I R E C TO R S R E P O RT
Your Directors have pleasure in presenting the SEVENTY EIGHTH ANNUAL REPORT, with the Audited Accounts for the year
ended March 31, 2015.

FINANCIAL RESULTS
The standalone performance of the Company for the financial year ended March 31, 2015 is summarized below:
Amount Rs.
Particulars

2014 - 2015

Income from Operations


Other Income
Total Income

2013 - 2014

29,56,04,326
11,45,30,203
41,01,34,529

31,81,54,295
4,88,85,006
36,70,39,301

Profit before tax for the year


Less : Provision for taxation (inclusive of MAT credit utilized)

7,86,82,809
Nil

5,22,95,141
65,00,000

Profit after tax


Add : Adjustments relating to fixed assets
Add : Surplus brought forward from Previous year

7,86,82,809
(7,87,388)
45,52,637

4,57,95,141
Nil
1,15,17,908

Total Amount available for appropriation

8,24,48,058

5,73,13,049

Interim Dividend paid on equity shares @ 250%


(Rs. 25 per equity share on face value of Rs. 10/-)

97,27,088

Nil

Tax on Interim Dividend

19,44,846

Nil

5,00,00,000

3,00,00,000

Proposed Final Dividend on Equity Shares @ 250%


(Rs. 25 per equity share on the face value of Rs. 10/-)

97,27,088

1,94,54,175

Provision for tax on Final Dividend

19,80,206

33,06,237

Surplus carried to Balance Sheet

90,68,830

45,52,637

8,24,48,058

5,73,13,049

LESS :

Transfer to General Reserve

OPERATIONS REVIEW
TEA

current season is expected to be satisfactory, subject to normal


weather conditions.

The production during the year was 15.27 lacs Kgs with an
average yield of 3101 Kgs per hectare as against the last
years production of 13.66 lacs Kgs with an average yield of
2712 Kgs per hectare. Apart from this there is also a production
of 4. 50 lacs kgs (last year 7.14 lacs kgs) of bought leaf. The
sale average during the year was Rs. 97.69 per Kg. as against
the last years average at Rs. 109.09 per Kg. The crop for the

CARDAMOM
The production during the year was 56117 Kgs as against
the last years production of 60,471 Kgs. During the year
under report, the price of Cardamom was at Rs. 805.85 /per Kg. compared to the last years average of Rs. 654.05/per kg.

RUBBER
Production during the year under report was 2.50 lacs Kgs as
against the last years production of 2.76 lacs Kgs. The sale
average during the year was Rs.160.54 per kg. as compared
to the last years average of Rs. 208.55 /-.

the Companies Act, 2013. However the company is having


an Audit committee consisting of:Mr. A. D. Bopana (Chairman)
Mr. S. Rajasekar
Mr. M. M. Karunakaran
Mr. B. B. Medaiah

LAND MATTERS
As indicated in the Directors Report of previous years, the
claim before the Civil Court at Pathanamthitta for recovery
of possession of 432.26 acres of land, leased out to Perinad
Estate has now been dismissed by the Court on the ground
that the company enjoys fixity of tenure under the The Kerala
Land Reforms Act.

The Committee met four times during this financial year.


The dates on which the meetings were held are as follows:-

DIVIDEND

The company does not fall within the ambit of the provisions
of Section 177(9) of the Companies Act 2013 regarding
Vigil Mechanism.

29.05.2014, 07.08.2014, 12.11.2014 and 05.02.2015.

VIGIL MECHANISM / WHISTLE BLOWER


POLICY

Your Directors are pleased to recommend a final dividend of


250% (Rs.25 per share) on Equity Share Capital, for the year
ended 31.03.2015, amounting to Rs. 97,27,088/-, excluding
dividend tax. During the year, the Board declared an Interim
Dividend of 250% (Rs. 25 per share), amounting to Rs.
97,27,088/-, excluding dividend tax. The aggregate of
dividend declared during the year was 500% (Rs. 50 per
share) amounting to Rs. 194,54,176 excluding dividend
tax.

NOMINATION & REMUNERATION COMMITTEE


The Company is not required to constitute a Nomination
& Remuneration Committee under Rule 6 of the Companies
(Meetings of Board and its Powers) Rules, 2014 read with
Section 178 of the Companies Act, 2013.

PARTICULARS OF LOANS, GUARANTEE OR


INVESTMENTS

DE-LISTING OF SHARES

The Company has not given any loans or guarantees covered


under the provisions of Section 186 of the Companies Act,
2013.
The details of investments made by Company is given in the
Note nos. 7 & 8 to the financial statements.

Consequent to the exit of Cochin Stock Exchange Ltd. &


Madras Stock Exchange Ltd. (MSE), the company has ceased
to be a listed company. MSE has, vide its letter dated March
31, 2015 informed that the company has ceased to be a
listed company and has been placed on the Dissemination
Board of National Stock Exchange of India Ltd. (NSE)
and NSE has allowed buying and selling of shares of the
company on the Dissemination Board with effect from
March 27, 2015.

FIXED DEPOSITS
The Company is not accepting deposits and all deposits have
been repaid. As such there are no unclaimed deposits in the
books of the company as on March 31, 2015.

BOARD MEETINGS
The Board of Directors met four times during this financial
year. The dates on which the meetings were held are as
follows:29.05.2014, 07.08.2014, 12.11.2014 and 05.02.2015.
The intervening gap between the meetings was within the
period prescribed under the Companies Act, 2013.

DIRECTORS & KEY MANAGERIAL PERSONNEL

AUDIT COMMITTEE MEETINGS

Director retiring by rotation


In accordance with the provisions of Companies Act, 2013
and the Articles of Association of the Company,
Mrs. Shanthi Thomas, Director (DIN: 00567935) retires by
rotation at the 78th Annual General Meeting and being
eligible, offer herself for re-appointment.

The company is not required to constitute an Audit


Committee as per Rule 6 of the Companies (Meetings of
Board and its Powers) Rules, 2014 read with Section 177 of

The provisions of Companies Act, 2013 regarding the


appointment of Key Managerial Personnel are not applicable
to the company.

A certificate from the Auditors that they satisfy the conditions


prescribed under the Companies Act, 2013 and the Rules
made thereunder (including satisfaction criteria under Section
141 of the Companies Act, 2013) has been received from
them.

INFORMATION ABOUT THE FINANCIAL


PERFORMANCE/FINANCIAL POSITION OF
THE SUBSIDIARIES/ASSOCIATES/JV
The company has no subsidiary companies.
Details of financial performance/financial position of the
associate companies as required under first proviso to Section
129(3) of the Companies Act, 2013 read with Rule 5 of
Companies (Accounts) Rules, 2014 are annexed in Form
AOC 1 (Annexure 1).

AUDITORS REPORT
There are no qualifications or adverse remarks mentioned in
the Auditors report. The notes to accounts forming part of
financial statements are self-explanatory and needs no further
clarification.

CONSERVATION OF ENERGY

SECRETARIAL AUDIT

The company has taken adequate steps for conservation of


energy by utilizing alternate sources and by investing on
energy conservation equipments. The particulars prescribed
by the Section 134 (3) (m) of the Companies Act 2013, read
with Rule 8 of the Companies (Accounts) Rules, 2014 relating
to Conservation of Energy and Technology Absorption are
furnished in the Annexure 2 to this Report.

Secretarial Audit is not applicable as per Rule 9 of the


Companies (Appointment and Remuneration of Managerial
Personnel) Rules 2014 read with Section 204 of the
Companies Act, 2013.

COST AUDIT REPORT


The provisions of Cost Audit under Section 148 of the
Companies Act, 2013 are not applicable to the Company.

FOREIGN EXCHANGE EARNINGS AND


OUTGO

INTERNAL AUDITORS

During the year under review, there was no Foreign


Exchange Earnings. Total outgo on Foreign Exchange
amounted to Rs. 2,20,979/-. Details are set out in Note 24
of the Accounts.

During the year under review, M/s. Vasanthan Naresh &


Associates, Chartered Accountants, Coimbatore carried out
the internal audit of the company and submitted their reports.

PARTICULARS OF EMPLOYEES

The Company continues to carry adequate insurance coverage


for all assets.

INSURANCE

The information required under Companies Act 2013 and


pursuant to Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 in respect
of employees of the Company is not applicable.

RELATED PARTY TRANSACTIONS


All related party transactions that were entered into during
the financial year were on an arms length basis and were in
the ordinary course of business and that the provisions of
Section 188 of the Companies Act, 2013 are not attracted.
Details of the transactions are provided in Form AOC 2
which is attached as Annexure 3 to this report.

AUDITORS
In terms of the provisions of Section 139 of the Companies
Act, 2013 and the Rules made thereunder, M/s. Suri & Co.,
Chartered Accountants, Chennai - 600 017, (Firms
registration No. 004283S) were appointed as the Statutory
Auditors of the Company, to hold office from the conclusion
of the 77th Annual General Meeting (AGM) held on
September 04, 2014 until the conclusion of the fourth
consecutive AGM subject to ratification of the appointment
by the members at every AGM. Accordingly their
appointment needs to be ratified by the share holders in
every Annual General Meeting. Your directors recommend
ratifying their appointment at the forthcoming AGM.

SIGNIFICANT AND MATERIAL ORDERS


PASSED BY THE REGULATORS OR COURTS
There were no significant material orders passed by the
Regulators/ Courts which would impact the going concern
status of the Company and its future operations.

EXTRACT OF ANNUAL RETURN


The details forming part of the extract of the Annual Return
in Form MGT 9 is annexed (Annexure 4)

INDUSTRIAL RELATIONS

DISCLOSURE OF ACCOUNTING TREATMENT

During the year under review, your company enjoyed cordial

In the preparation of the financial statements, the Company


has followed the Accounting Standards referred to in Section
133 of the Companies Act, 2013. The significant accounting
policies which are consistently applied are set out in the
Note 1 to the Financial Statements.

relationship with workers and employees at all levels.

CORPORATE SOCIAL RESPONSIBILITY


The company does not fall within the ambit of the provisions
of Section 135 of the Companies Act 2013 regarding

DISCLOSURE UNDER THE SEXUAL


HARASSMENT OF WOMEN AT WORK PLACE
(PREVENTION,
PROHIBITION
AND
REDRESSAL) ACT, 2013

Corporate Social Responsibility.

STAKEHOLDERS RELATIONSHIP COMMITTEE


The Board has constituted a Stakeholders Relationship

The Company has in place an Anti Sexual Harassment Policy


in line with the requirements of the Act and that an Internal
Complaints Committee has been set up for redressal of
complaints and that all employees (permanent, contractual,
temporary, trainees) are covered under this policy.

Committee comprising of Mr.Ajit Thomas, as Chairperson,


Mrs. Shanthi Thomas and Mr.A.D.Bopana as Members of
the Committee. The Board has designated Mr.T.M.Hari
Kumar, General Manager - Finance of the Company as the
Compliance Officer.

During the year the company has not received any compliant
under Sexual Harassment of Women at the Workplace
(Prevention, Prohibition & Redressal) Act, 2013

RISK MANAGEMENT PLAN


Pursuant to Section 134 (3) (n) of the Companies Act, 2013
had laid down the procedures to inform Board members

DIRECTORS RESPONSIBILITY STATEMENT

about the risk assessment and mitigation procedures.

Pursuant to the requirement under Section 134 (3) ( c) of


the Companies Act, 2013, with respect to Directors
Responsibility Statement, it is hereby confirmed that:

Regarding the general risk, the company follows a minimal


risk business strategy as given below.
Particulars
Fixed Assets and
Current Assets

Financial Risk

Risk Minimizing steps

1. In the preparation of the accounts for the financial year


ended 31st March 2015, the applicable accounting
standards had been followed along with proper
explanation relating to material departures;

The company has taken adequate


insurance coverage of its fixed assets
and current assets which will
minimize the impact of another
event or development

2. 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 profit of the
Company for that period;

The company has a conservative


debt policy. The debt component
is very marginal

Mr. T.M.Harikumar, General Manager-Finance has been


assigned the task of informing the Board about the various
risks and its mitigation by the Company from time to time.

3. The Directors had taken proper and sufficient care for


the maintenance of adequate accounting records in
accordance with the provisions of this Act for
safeguarding the assets of the Company and for

At present the company has not identified any element of


risk which may threaten the existence of the Company.

preventing and detecting fraud and other irregularities;

ACKNOWLEDGEMENT

4. The Directors have prepared the accounts for the

The Directors sincerely acknowledge the contribution and


support from customers, shareholders, Central and State
Governments, Bankers, Securities Exchange Board of India,
Cameo Corporate Services Ltd., Registrar of Companies,
Kerala and other Government Authorities for the
co - operation and assistance provided to the Company.
The Directors also place on record their gratitude to the
employees for their continued support, commitment,
dedication and co - operation.

financial year ended 31st March 2015 on a going


concern basis.
5. The directors, had laid down internal financial controls
to be followed by the company and that such internal
financial controls are adequate and were operating
effectively.
6. The directors had devised proper system to ensure

For and on Behalf of the Board of Directors

compliance with the provisions of all applicable laws


and that such systems were adequate and operating

Chennai
27.05.2015

effectively.

Ajit Thomas
Chairman

10

Reason why the associate / joint venture


is not consolidated

Networth attributable to shareholding as


per latest audited Balance Sheet

Profit / Loss for the year

5.

6.

Total Networth of the company

ii.Not Considered in Consolidation

i. Considered in Consolidation

Description of how there is significant


influence

(iii) Extend of Holding %

(ii) Amount of Investment in


Associates / Joint Venture

No.

Share of Associate / Joint Venture held


by the Company on the year end

2.

(i)

Latest audited Balance Sheet Date

Name of Associates /
Joint Ventures

Sl.
No.

AVT McCormick
Ingredients
Private Ltd.

Midland
Natural
Pte Ltd

Midland Corporate
Advisory Services
Pvt. Ltd.

Midland
Latex
Products Ltd.
Sermatech
Private Ltd

33.33 %

90,20,000

2,00,000

32.89 %

25,00,000

2,50,000

50.00 %

29,96,400

2,49,700

1,11,509

23.86 %

11,15,090

More than 20% of the Total Share Capital of the Associate Concern is held by
The Midland Rubber & Produce Company Limited

27.08 %

5,85,00,000

58,50,000

26.00 %

8,17,59,000

6,63,000

1,72,77,40,360

51,02,53,720

Nil

50,53,43,974

73,87,63,145

11,08,72,434

Nil

20,00,81,685

3,79,36,196

- 24,88,132

Nil

1,26,45,378

69,29,194

- 14,39,744

Nil

22,79,340

9,57,585

- 1,20,291

Nil

4,78,792

- 4,56,297

- 1,08,874

Nil

- 1,08,874

27,03,29,431

21,78,90,662

Nil

7,02,85,652

Amendment to Companies (Accounts) Rules 2014 vide notification dated 14th October 2014 Consolidated Financial Statements is not
applicable for the Financial year 2014-15 in cases where the Company does not have a Subsidiary.

29.25 %

22,29,69,394

4,45,41,300

31st March 2014

Teleflex
Medical
Private Ltd.

Amt. in Rs.

ANNEXURE 1

31st March 2014 31st March 2014 31st March 2014 31st March 2014 31st March 2014 31st March 2014

AVT Natural
Products Ltd.

FORM AOC - 1

ANNEXURE- 2

Conservation of Energy
The information under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies ( Accounts) Rules,
2014 for the year ended March 31, 2015 is given here below and forms part of the Directors Report.
A. CONSERVATION OF ENERGY
The Midland Rubber & Produce Company Ltd. is committed to conserve energy in all activities. We have been adopting energy
conservation measures for many years. The following energy saving measures have been adopted at Arnakal Tea factory:1. Firewood shed has been built to store 600 MT of firewood to improve fuel efficiency and calorific value to get required
temperature.
2. Installed EFF1 (Energy Efficient 1) motor in new conveyors to save power.
3. Installed an accoustic 320 KVA diesel generator to avoid noise pollution and to improve fuel efficiency.
4. To improve the fuel efficiency and to minimize the air pollution, a hot water generator was installed with an economizer.
5. Installed an Automatic Power Factor Control Panel (APFC) to improve the power factor.
6. By optimising the load in diesel generators with a common busbar resulted in saving of fuel.
The company has installed a new 320 KVA genset at Perinaad Estate, to improve fuel efficiency.

ANNEXURE- 3

Form AOC - 2
(Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act 2013 and Rule 8(2) of the Companies (Accounts)
Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in subsection (1) of Section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arms length basis:
Company has not entered into any contract or arrangement or transaction with its related parties which is not at arms length during
financial year 2014 2015.
2. Details of material contracts or arrangements or transactions at arms length basis:
(a) Name(s) of the related party and nature of relationship:
(b) Nature of contracts/arrangements/transactions:
(c) Duration of the contracts / arrangements/transactions:
(d) Salient terms of the contracts or arrangements or transactions including the value, if any:
(e) Date(s) of approval by the Board, if any:
(f) Amount paid as advances, if any:
(Details are given in Annexure 3A )
For and on behalf of the Board of Directors

Ajit Thomas

Chennai
27.05.2015

Chairman

11

12
Common Control through
constitution of Board / Share holding
Common Control through
constitution of Board / Share holding
Common Control through
constitution of Board / Share holding
Common Control through
constitution of Board / Share holding

Midland Corporate Advisory Service Pvt. Ltd.

Teleflex Medical Private Ltd.

AVT McCormick Ingredients Private Ltd.

Common Control through


constitution of Board / Share holding

A. V. Thomas & Co. Ltd.

AVT Natural Products Ltd

Common Control through


constitution of Board / Share holding

Nature of Relationship

A. V. Thomas & Co. Ltd.

Name of the Company

Sale of Pepper

Sale of Latex

Professional
charges

Sale of Tea

Warehousing &
C & F Charges

Sale of Tea

Nature of
Transaction

Duration of
Transactions

On going transactions

On going transactions

On going transactions

On going transactions

On going transactions

On going transactions

FORM AOC - 2

88,86,150.00

1,94,23,004.00

8,98,880.00

96,600.00

6,04,059.00

8,45,20,391.00

Amount
Rs.

Market Rate

Market Rate

Market Rate

Market Rate

Market Rate

Market Rate

Salient
Terms

Not Applicable

Not Applicable

Not Applicable

Not Applicable

Not Applicable

Not Applicable

Nil

Nil

Nil

Nil

Nil

Nil

Date of
Amount Paid
Approval by as Advance
the Board
if any

ANNEXURE 3 A

ANNEXURE 4
FORM MGT 9
EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2015
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

L25191KL1937PLC000691

2.

Registration Date

24/02/1937

3.

Name of the Company

The Midland Rubber & Produce Co. Ltd.

4.

Category/Sub-category of
the Company

Public Limited

5.

Address of the Registered office


& contact details

27/1032, Panampilly Nagar,


Ernakulam - 682036, Kerala

6.

Whether listed company

No

7.

Name, Address & contact details


of the Registrar & Transfer Agent,
if any.

Cameo Corporate Services Ltd. Subramanian Building,


1, Club House Road, Chennai 600 002

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 %
or more of the total turnover of the company shall be stated)
Name and Description of main
NIC Code of the
S. No.
% to total turnover of the company
products / services
Product/service
1

Tea

01271

48.76

Cardamom

01283

11.99

Rubber

01291

8.73

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES S. No.

Name and Address of


the Company

CIN / GLN

Holding / Subsidiary
Associate

% of
Application
Shares held
Section

AVT Natural Products Ltd

L15142TN1986PLC012780

ASSOCIATECOMPANY

29.25

2(6)

Midland Natural Pte Ltd

201106323G

ASSOCIATECOMPANY

33.33

2(6)

Midland Corporate Advisory Services Pvt.Ltd U65993TN2005PTC055807

ASSOCIATECOMPANY

32.89

2(6)

AVT McCormick Ingredients Private Ltd

U51225TN1993PTC026433

ASSOCIATECOMPANY

27.08

2(6)

Midland Latex Products Ltd

U25199KL1984PLC013414

ASSOCIATECOMPANY

50

2(6)

Sermatech Private Ltd

U29119TN2002PTC048352

ASSOCIATECOMPANY

23.86

2(6)

Teleflex Medical Private Ltd

U33112TN1993PTC026049

ASSOCIATECOMPANY

26

2(6)

13

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
A) Category-wise Share Holding
Category of
Shareholders

No. of Shares held at the beginning of the


year[As on 31-March-2014]
Demat

Physical

Total

No. of Shares held at the end of the year


[As on 31-March-2015]

% of Total
Demat
Shares

Physical

% of Total
Shares

Total

% Change
during
the year

A. Promoter s
(1) Indian
a) Individuals / HUF

2,75,531

2,75,531

70.82

2,75,531

2,75,531

70.82

b) Central Govt

c) State Govt(s)

d) Bodies Corp.

e) Banks / FI

f) Any other

2,75,531

2,75,531

70.82

2,75,531

2,75,531

70.82

NRIs -Individuals

Other -Individuals

Bodies Corp.

Banks / FI

Any Other

Sub-total(A) (2)

Total shareholding of
Promoter(A) =(A)(1)+(A)(2)

2,75,531

2,75,531

70.82

2,75,531

2,75,531

70.82

a) Mutual Funds

b) Banks / FI

2949

2949

0.76

2949

2949

0.76

c) Central Govt

d) State Govt(s)

e) Venture Capital Funds

f) Insurance Companies

g) FIIs

h) Foreign Venture
Capital Funds

i) Others (specify)

Sub-total (B)(1):-

2949

2949

0.76

2949

2949

0.76

Sub-Total (A)(1)
(2) Foreign

B. Public Shareholding
1. Institutions

14

2. Non-Institutions
a) Bodies Corp.
i) Indian

1318

1318

0.34

1318

1318

0.34

i) Individual
shareholders
holding nominal
share capital upto
Rs. 1 lakh

1,05,348

1,05,348

27.08

1,05,348

1,05,348

27.08

ii) Individual
shareholders
holding nominal
share capital in
excess of Rs 1 lakh

Foreign Corporate Bodies

1350

1350

0.35

1350

1350

0.35

Foreign Nationals

425

425

0.11

425

425

0.11

Non Resident Indians

1912

1912

0.49

1912

1912

0.49

Trusts

250

250

0.06

250

250

0.06

Sub-total (B)(2):-

1,10,603

1,10,603

28.43

1,10,603

1,10,603

28.43

Total Public
Shareholding
(B)=(B)(1)+ (B)(2)

1,13,552

1,13,552

29.18

1,13,552

1,13,552

29.18

C. Shares held by
Custodian for
GDRs & ADRs

Grand Total (A+B+C)

3,89,083

3,89,083

100

3,89,083

3,89,083

100.00

ii) Overseas
b) Individuals

c) Others (specify)

B) Shareholding of PromoterSl.
No.

Shareholders
Name

Mr. Ajit Thomas

2
3

Shareholding at the beginning of the year


No. of
Shares

% of total % of shares
shares of the Pledged /
encumbered
company
to total shares

Shareholding at the end of the year


No. of
Shares

% of shares
% of total
shares of the Pledged /
encumbered
company
to total shares

% change in
shareholding
during the year

2,75,028

70.69

Nil

2,75,028

70.69

Nil

Nil

Mr. Dilip Thomas

257

0.07

Nil

257

0.07

Nil

Nil

Mrs. Lily Thomas

246

0.06

Nil

246

0.06

Nil

Nil

2,75,531

70.82

Nil

2,75,531

70.82

Nil

Nil

Total

15

C) Change in Promoters Shareholding (please specify, if there is no change) No change


Sl.
No.

Shareholding at the
beginning of the year
% of total
No of shares shares of the
Company

Name of the Share holder

Cumulative Shareholding
during the year
% of total
No of shares shares of the
Company

MR. AJIT THOMAS


At the beginning of the year 01-Apr-2014

2,75,028

70.69

2,75,028

70.69

At the end of the Year 31-Mar-2015

2,75,028

70.69

2,75,028

70.69

At the beginning of the year 01-Apr-2014

257

0.07

257

0.07

At the end of the Year 31-Mar-2015

257

0.07

257

0.07

At the beginning of the year 01-Apr-2014

246

0.06

246

0.06

At the end of the Year 31-Mar-2015

246

0.06

246

0.06

MR. DILIP THOMAS

MRS. LILY THOMAS

D) Shareholding Pattern of top ten Shareholders:


(Other than Directors, Promoters and Holders of GDRs and ADRs):
Sl.
No.

Shareholding at the
beginning of the year
% of total
No of shares shares of the
Company

Name of the Share holder

MR. ZIBI JOSE P P (Folio No. L0000805)


At the beginning of the year 01-Apr-2014
Purchase 22-Aug-2014
At the end of the Year 31-Mar-2015
MR. ZIBI JOSE P P (Folio No. L0000946)
At the beginning of the year 01-Apr-2014
Purchase 11-Feb-2015
At the end of the Year 31-Mar-2015
MR. MAHENRA GIRIDHARILAL (Folio Nos. L0000806,
L0000846, L0000847, L0000849 & L0000854)
At the beginning of the year 01-Apr-2014
At the end of the Year 31-Mar-2015
MR. SIMIN FARDOON MAZDA
At the beginning of the year 01-Apr-2014
At the end of the Year 31-Mar-2015
CENTBANK FINANCIAL & CUSTODIAL SERVICES LTD
(Folio Nos. 10000242 & 11000737)
At the beginning of the year 01-Apr-2014
At the end of the Year 31-Mar-2015
MR. MICHAEL ARUL
At the beginning of the year 01-Apr-2014
At the end of the Year 31-Mar-2015

16

Cumulative Shareholding
during the year
% of total
No of shares shares of the
Company

7231
50
7281

1.86
0.01
1.87

7231
7281
7281

1.86
1.87
1.87

0
100
100

0.00
0.03
0.03

0
100
100

0.00
0.03
0.03

4482
4482

1.15
1.15

4482
4482

1.15
1.15

3075
3075

0.79
0.79

3075
3075

0.79
0.79

1787
1787

0.46
0.46

1787
1787

0.46
0.46

1251
1251

0.32
0.32

1251
1251

0.32
0.32

Sl.
No.

10

Shareholding at the
beginning of the year
% of total
No of shares shares of the
Company

Name of the Share holder

Cumulative Shareholding
during the year
% of total
No of shares shares of the
Company

MR. SUBBIAN. M
At the beginning of the year 01-Apr-2014

1200

0.31

1200

0.31

At the end of the Year 31-Mar-2015

1200

0.31

1200

0.31

At the beginning of the year 01-Apr-2014

1072

0.28

1072

0.28

At the end of the Year 31-Mar-2015

1072

0.28

1072

0.28

At the beginning of the year 01-Apr-2014

1050

0.27

1050

0.27

At the end of the Year 31-Mar-2015

1050

0.27

1050

0.27

At the beginning of the year 01-Apr-2014

1250

0.32

1250

0.32

At the end of the Year 31-Mar-2015

1250

0.32

1250

0.32

At the beginning of the year 01-Apr-2014

900

0.23

900

0.23

At the end of the Year 31-Mar-2015

900

0.23

900

0.23

MR. DODDA GANGADHARIAH H H

THE CHRISTIAN MUTUAL INSURANCE CO LTD

MR. SRINIVASA KAMATH (Folio Nos. L0000783 & L0000831)

MR. AJO GEORGE

E) Shareholding of Directors and Key Managerial Personnel:


Sl.
No.

Shareholding at the
beginning of the year
% of total
No of shares shares of the
Company

Shareholding of each Directors and each key


Managerial Personnel

Cumulative Shareholding
during the year
% of total
No of shares shares of the
Company

MR.AJIT THOMAS
At the beginning of the year 01-Apr-2014

2,75,028

70.69

2,75,028

70.69

At the end of the Year 31-Mar-2015

2,75,028

70.69

2,75,028

70.69

At the beginning of the year 01-Apr-2014

500

0.13

500

0.13

At the end of the Year 31-Mar-2015

500

0.13

500

0.13

At the beginning of the year 01-Apr-2014

At the end of the Year 31-Mar-2015

MR.B.B.MEDAIAH

MR.S.RAJASEKAR

17

F) INDEBTEDNESS - Indebtedness of the Company including interest outstanding/accrued but not due for payment.
Amt. in Rs.
Secured Loans
excluding deposits

Unsured
Loans

Total
Indebtedness

Deposits

Indebtedness at the beginning of the financial year


i)

Principal Amount

37,26,949

Nil

Nil

37,26,949

Nil

Nil

Nil

Nil

43,466

Nil

Nil

43,466

37,70,415

Nil

Nil

37,70,415

Nil

Nil

Nil

Nil

* Reduction

35,09,679

Nil

Nil

35,09,679

Net Change

35,09,679

Nil

Nil

35,09,679

2,60,736

Nil

Nil

2,60,736

ii) Interest due but not paid

Nil

Nil

Nil

Nil

iii) Interest accrued but not due

Nil

Nil

Nil

Nil

2,60,736

Nil

Nil

2,60,736

ii) Interest due but not paid


iii) Interest accrued but not due
Total (i+ii+iii)
Change in Indebtedness during the financial year
* Addition

Indebtedness at the end of the financial year


i) Principal Amount

Total (i+ii+iii)

V. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNELA. Remuneration to Managing Director, Whole-time Directors and/or Manager:
Sl.
No.
1

Name of MD / WTD / Manager Mr. S. Rajasekar

Particulars of Remuneration

Total Amount
Rs.

Gross salary
(a) Salary as per provisions contained in
section 17(1) of the Income-tax Act, 1961

18,00,000

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


Income-tax Act, 1961

4,50,000

(c) Profits in lieu of salary under section 17(3)


Income- tax Act, 1961

Nil

Stock Option

Nil

Sweat Equity

Nil

Commission
- as % of profit
- others, specify

Nil

Others, please specify - P.F & Gratuity

2,91,000

Total (A)

25,41,000

Ceiling as per the Act

5% of net profit as per Section 197 of the Companies Act, 2013

18

B. Remuneration to other directors


Sl.
No.

Particulars of
Remuneration

Independent Directors

Total
Amount

Name of Directors

NOT APPLICABLE

Fee for attending


board & committee
meetings
Commission
Others, please specify:Total (1)
2

Other Non-Executive
Directors

Mr. Ajit Thomas Mr.S.Rajasekar Mrs. Shanthi Thomas Mr. A.D.Bopana

Fee for attending board


& committee meetings

Mr. B.B. Medaiah

Mr. M.M. Karunakaran

45,000

60,000

2,35,000

40,000

30,000

Commission

Others, please specify

40,000

30,000

45,000

60,000

2,35,000

Total (2)

60,000

60,000

Total (B)=(1+2)

2,35,000

Total Managerial
Remuneration A + B

27,76,000

Overall Ceiling
as per the Act

NOT APPLICABLE

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD


NOT APPLICABLE

VI. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:


Type

Section

Brief Description

Details of Penalty/
Punishment /
Compunding fees
imposed

Authority
[RD / NCLT /
COURT]

Appeal made,
if any
(Give Details)

A. COMPANY
Penalty

Regulation 11 (2)
of SEBI (Substantial
Acquisition of Shares
and Takeovers)
Regulations, 1997

Adjudication order no.


CFD/AVT/AO/DRK-AKS/
EAD3-591-594/135-138-2014
dated September 16, 2014,
received from Securities and
Exchange Board of India
(SEBI)

Rs. 40 lakhs

B. DIRECTORS

- NOT APPLICABLE

C. OTHER OFFICERS IN DEFAULT

- NOT APPLICABLE

19

SEBI

N.A.

I N D E P E N D E N T AU D I TO R S R E P O RT
To the members of The Midland Rubber & Produce Company Limited
Report on the Standalone Financial Statements

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
auditors judgment, including the assessment of the risks of
material misstatement of the financial statement, whether
due to fraud or error. In making those risk assessments, the
auditor considers internal financial control relevant to the
Companys preparation of the financial statements that give
a true and fair view in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose
of expressing an opinion on whether the Company has in
place an adequate internal financial controls system over
financial reporting and the operating effectiveness of such
control. An audit also includes evaluating the appropriateness
of the accounting policies used and the reasonableness of the
accounting estimates made by the Companys Directors, as
well as evaluating the overall presentation of the financial
statements.

We have audited the accompanying standalone financial


statements of The Midland Rubber & Produce Co.Ltd
(the Company) which comprise the Balance Sheet as at
31-Mar-2015, the Statement of Profit and Loss, the Cash
Flow Statement for the year then ended, and a summary of
the significant accounting policies and other explanatory
information.
Managements Responsibility for the Standalone Financial
Statements
The Companys 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 the assets of the Company and for
preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies;
making judgments 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.

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 state of affairs of the Company as at
31-Mar-2015, and its Profit and its cash flows for the year
ended on that date.

Auditors 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 thereunder.

Report on Other Legal and Regulatory Requirements

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.

20

As required by the Companies (Auditors Report) Order


2015 (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 a statement on the matters
specified in paragraphs 3 and 4 of the said Order, to the
extent applicable.

2.

As required by Section 143(3) of the Act, we report


that:

f with respect to the other matters to be included in


the Auditors 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:
i) The Company has disclosed the impact of
pending litigations on its financial position in
its financial statements - Refer Note 27(a) to
the financial statements;
ii) The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable losses;
iii) There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by the
Company;

a. we have sought and 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, the 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 written representations received
from the directors as on 31-Mar-2015, and taken
on record by the Board of Directors, none of the
directors is disqualified as on 31-Mar-2015 from
being appointed as a director in terms of Section
164 (2) of the Act.;

For SURI & CO.


Chartered Accountants
Firm No.004283S
Chennai
27.05.2015

21

G. Rengarajan

Partner
Membership No. 219922

A N N E X U R E
To the Auditors Re port
i.

vii) (a) The Company is regular in depositing with


appropriate authorities undisputed statutory dues
including Provident Fund, Employees State
Insurance, Income Tax, Sales Tax, Wealth Tax,
Service Tax, Customs duty, Excise duty, Cess and
other statutory dues applicable to it. No undisputed
statutory dues were outstanding as at the last day
of the financial year for a period of more than six
months from the date they became payable.

(a) The Company has maintained proper records


showing full particulars, including quantitative
details and situation of Fixed Assets.
(b) Physical verification of major items of these assets
has been conducted by the Management during the
financial year and no material discrepancies were
noticed on such verification. In our opinion,
procedures followed by the management is
reasonable having regards to the size of the Company
and the nature of its assets.

(b) The details of disputed statutory dues.which have


not been deposited are as under:

Name of the
Statute

ii) (a) Physical verification of Inventory has been


conducted by the Management at reasonable
intervals.
(b) The procedures of physical verification of inventory
followed by the Management are reasonable and
adequate in relation to the size of the Company
and the nature of its business.
(c) The Company has maintained proper records of
inventory and no material discrepancies have been
noticed on physical verification of inventory as
compared to book records.

Nature of
the dues

Amount
(Rs.)

Forum where dispute


is pending

Kerala General
Sales Tax Act

KGST & CST for


the Assessment years
1996 / 97 to
1999 - 2000

38,621

Deputy Commissioner
(Appeals)

Kerala General
Sales Tax Act

KGST & CST for


the Assessment years
2002 - 03 & 2004 - 05

20,39,151

Assistant
Commissioner

Kerala Value
Added Tax Act

KVAT 2005-06,
to 2010-11

41,06,060

Assistant
Commissioner

(c) The company is regular in transferring the amount


required to be transferred to Investor Education
and Protection Fund in accordance with the relevant
provisions of the Companies Act, 1956 (1 of 1956)
and rules made thereunder.

iii) The Company has not granted any loans, secured or


unsecured, to Companies, firms or other parties covered
in the register maintained under Section 189 of the
Companies Act, 2013 and hence the clauses (iii) (a) &
(b) of the order are not applicable.

viii) The Company does not have accumulated losses at


the end of the financial year. The Company has not
incurred any cash loss in the current financial year and
in the immediately preceding financial year.

iv) In our opinion and according to the information and


explanation given to us, there is an adequate internal
control system commensurate with the size of the
Company and the nature of its business for the purchase
of inventory, fixed assets and for the sale of goods and
services. We have not observed any major weakness in
the internal control system during the course of our
audit.
v) The Company has not accepted any deposits from the
public.
vi) We have broadly reviewed the books of account relating
to materials, labour and other items of cost maintained
by the company pursuant to the Companies (Cost
Accounting Records) Rules,2014 prescribed by the
Central Government for the maintenance, of cost
records under sub-section (1) of section 148 of the
Companies Act, 2013 and we are of the opinion that
prima facie the prescribed accounts and records have
been made and maintained.

ix)

The Company has not defaulted in repayment of


dues to banks.

x)

The Company has not granted any guarantee for loans


and advances taken by other from banks or financial
institutions, hence Clause (x) of this order is not
applicable.

xi)

The Company has applied the term loans for the


purpose for which they were obtained.

xii)

According to the information and explanations given


to us, no fraud on or by the company has been noticed
or reported during the year.

For SURI & CO.


Chartered Accountants
Firm No.004283S
Chennai
27.05.2015

22

G. Rengarajan

Partner
Membership No. 219922

BALANCE SHEET
A s a t 3 1 s t M a r c h 2 0 15
Particulars

Figures as at the
end of 31.03.2015
Rs.

Figures as at the
end of 31.03.2014
Rs.

2
3

38,90,835
64,80,62,242
65,19,53,077

38,90,835
59,48,42,127
59,87,32,962

----2,42,245
2,42,245

32,05,150
--2,24,687
34,29,837

2,60,736
15,15,915
2,82,43,131
3,10,49,962
6,10,69,744
71,32,65,066

5,21,799
11,43,658
3,42,12,265
4,47,64,606
8,06,42,328
68,28,05,127

9,67,88,465
4,08,32,682
13,76,21,147

10,52,58,994
--10,52,58,994

39,18,44,803
13,20,950
39,31,65,753

39,22,27,464
12,07,945
39,34,35,409

8
9
10
11
12

7,68,41,451
2,86,36,130
84,83,879
1,51,25,777
5,22,73,579
11,17,350
18,24,78,166

5,20,68,060
3,43,19,670
1,19,94,193
2,55,31,248
5,88,41,875
13,55,678
18,41,10,724

71,32,65,066

68,28,05,127

Notes

I. EQUITY AND LIABILITIES


(1) Shareholders Funds
(a) Share Capital
(b) Reserves and Surplus
(2) Non
(a)
(b)
(c)

- Current Liabilities
Long - Term Borrowings
Other Long Term Liabilities
Long Term Provisions

(3) Current Liabilites


(a) Short - Term Borrowings
(b) Trade Payables
(c) Other Current Liabilities
(d) Short - Term Provisions

TOTAL

II. ASSETS
(1) Non - Current Assets
(a) Fixed Assets
(i) Tangible Assets
(ii) Capital Work in Progress
(b) Non - Current Investments
(c) Other Non - Current Assets - Deposits
(2) Current Assets
(a) Current Investments
(b) Inventories
(c) Trade Receivables
(d) Cash and Cash equivalents
(e) Short - Term Loans and Advances
(f) Other Current Assets - Accrued Income
Significant Accounting Policies

1
TOTAL

Notes 1 to 12 and Notes 22 to 35 and Cash Flow Statement form part of this Balance Sheet
Vide our report of date attached
For SURI & CO.
Chartered Accountants
Firms Registration No. 004283S

For and on behalf of the Board

G. Rengarajan
Place : Chennai
Date : 27.05.2015

S. Rajasekar

Partner
Membership No. 219922

Managing Director
23

Ajit Thomas
Chairman

STATEMENT OF PROFIT AND LOSS


Fo r t h e Ye a r E n d e d 3 1 s t M a r c h 2 0 15
Particulars

I
II

Revenue from Operations


Other Income
III Total Revenue

IV

Expenses
Cost of Material Consumed
Purchase of Traded goods
Increase (-) / Decrease (+) in Inventory
Other Manufacturing Expenses
Employee Benefits Expenses
Finance Cost
Depreciation and Amortisation Expense
Other Expenses
Total Expenses

V Profit before exceptional and extraordinary items and tax


VI Exceptional / extraordinary items
VII Profit Before Tax

VIII Tax Expense


Current Tax
Deferred Tax
IX Profit After Tax
X

Figures for the


Figures for the
year ended 31.03.2015 year ended 31.03.2014
Rs.
Rs.

Notes

Earnings per Share

13
14
(I + II)

29,56,04,326
11,45,30,203
41,01,34,529

31,81,54,295
4,88,85,006
36,70,39,301

15
16
17
18
19
20

2,76,83,481
67,015
63,67,000
6,76,94,474
16,99,05,383
6,99,531
1,60,34,454
4,30,00,382
33,14,51,720

5,89,36,510
1,63,619
(-) 1,37,21,000
6,24,92,582
16,11,56,518
9,67,842
1,12,90,560
3,34,57,529
31,47,44,160

(V - VI)

7,86,82,809
Nil
7,86,82,809

5,22,95,141
Nil
5,22,95,141

(VII-VIII)

Nil
Nil
7,86,82,809

65,00,000
Nil
4,57,95,141

202.23
202.23

117.70
117.70

21

(III-IV)

(+)

26

(1) Basic
(2) Diluted

Notes 1, 13 to 35 and Cash Flow Statement form part of this Statement of Profit and Loss
Vide our report of date attached
For SURI & CO.
Chartered Accountants
Firms Registration No. 004283S

For and on behalf of the Board

G. Rengarajan
Place : Chennai
Date : 27.05.2015

S. Rajasekar

Partner
Membership No. 219922

Managing Director
24

Ajit Thomas
Chairman

NOTES ON ACCOUNTS
for the year ended 31st March, 2015
NOTE : 1
A. ACCOUNTING POLICIES
I.

ACCOUNTING CONVENTION
The financial statements have been prepared on a going concern basis under the historical cost convention on accrual basis of
accounting in accordance with the generally accepted accounting principles, accounting standards notified under section 133
of the Companies Act 2013 read with Rule 7 of Companies (Accounts) Rules, 2014.

II.

FIXED ASSETS AND DEPRECIATION


a) Fixed Assets are stated at historical cost less depreciation. Cost includes, taxes and duties (but does not include taxes and
duties for which CENVAT / VAT credit is available), freight and other direct or allocated expenses during construction
period, net of any income earned. Assets acquired on Hire Purchase are capitalized at principal value
b) Depreciation on tangible fixed assets has been charged as per the useful life specified in Schedule II of Companies Act
2013, except Assets costing individually less than Rs.5,000/- which are depreciated at 100 %. The residual value is
considered at 5 % of the original cost of Fixed Assets. Depreciation for assets purchased/sold during the period is
proportionately charged.
c) Intangible assets amortized over their respective individual useful lives on straight line basis, commencing from the
date the asset is available to the company for its use. Depreciation and Amortization methods, useful lives and residual
value are reviewed periodically, including at each financial year end.

III. IMPAIRMENT OF ASSETS


The Company reviews the carrying amounts of its assets for any possible impairment at each balance sheet date. An impairment
loss is recognized when the carrying amount of an asset exceeds its recoverable amount and the impairment loss, if any, is
recognized in the Statement of Profit and Loss.
IV.

BORROWING COSTS
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are capitalised as part of
the cost of the asset, upto the date of acquisition/completion of construction. Other borrowing costs are recognised as expense
as and when incurred. A qualifying asset is an asset that necessarily requires a substantial period of time to get ready for its
intended use of sale.

V.

INVESTMENTS
Long Term Investments are stated at cost. Decline in value of long term investments, other than temporary, is provided for.
Current investments are stated at lower of cost and fair value. Investment in immovable properties is stated at cost less
depreciation.

VI.

INVENTORIES
Inventories are valued at lower of cost on weighted average and net realisable value, after providing for obsolescence wherever
considered necessary. Cost includes taxes and duties (other than duties and taxes for which CENVAT / VAT credit is available),
freight and other direct expenses.

VII. REVENUE RECOGNITION


Revenue is recognized on accrual and when no significant uncertainty on measurability or collectability exists. Expenditure is
accounted for on their accrual.
SALE OF GOODS
Revenue from sale of goods is recognized when all the significant risks and rewards of ownership of the goods have been passed
to the buyer, usually on delivery of the goods. The company collects sales taxes and value added taxes (VAT) on behalf of the
government and, therefore, these are not economic benefits flowing to the company. Hence, they are excluded from revenue.
Excise duty deducted from revenue (gross) is the amount that is included in the revenue (gross) and not the entire amount of
liability arising during the year.

25

NOTES ON ACCOUNTS
for the year ended 31st March, 2015
NOTE : 1 (contd.)
A. ACCOUNTING POLICIES
INTEREST
Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable interest
rate. Interest income is included under the head other income in the Statement of Profit and Loss.
DIVIDENDS
Dividend income is recognized when the companys right to receive dividend is established by the reporting date.
VIII. EMPLOYEE BENEFITS
Gratuity Liability which is a defined benefit scheme and provision for Leave Encashment is accrued and provided for on the
basis of independent actuarial valuation based on projected unit credit method made at the end of each financial year. Actuarial
gains and losses are recognised in the Statement of Profit and Loss and are not deferred.
Retirement benefits in the form of Provident Fund, Family Pension Fund and Super annuation Schemes, which are defined
contribution schemes are charged to the statement of Profit & Loss of the year when the contribution to the respective fund
accrues.
IX.

FOREIGN CURRENCY TRANSACTIONS


Foreign Currency Transactions are recorded at the rates of exchange in force at the time transactions are effected. In the case of
forward contracts, the difference between forward rate and exchange rate on the date of transaction is dealt with in the
Statement of Profit and Loss on the Completion of the transaction.Monetary items denominated in foreign currency and
outstanding at the Balance Sheet date are converted at the year end exchange rate and the resultant loss or gain is dealt with in
the Statement of Profit and Loss.

X.

GOVERNMENT GRANTS
Subsidies from Government in respect of fixed assets are deducted from the cost of respective assets as and when they accrue.
Subsidies related to revenue are recognised in the Statement of Profit and Loss to match them with the related costs which
they are intended to compensate.

XI.

TAXES ON INCOME
Provision for Income-Tax is made for both current and deferred tax. Provision for current income tax is made on the assessable
income at the tax rate applicable to the relevant assessment year. Deferred tax is accounted for by computing the tax effect of
the timing difference which arise during the year and reverse out in the subsequent periods. Deferred tax is calculated at the
tax rates substantively enacted by the Balance Sheet date. Deferred tax assets are recognized only if there is a virtual certainty
that they will be realized.

XII. EARNINGS PER SHARE


Basic Earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders (after
deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during
the period. The weighted average number of equity shares outstanding during the period is adjusted for events such as bonus
issue, bonus element in a rights issue, share split, and reverse share split (consolidation of shares) that have changed the number
of equity shares outstanding, without a corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders
and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.

26

NOTES ON ACCOUNTS
for the year ended 31st March, 2015
NOTE : 1 (contd.)
A. ACCOUNTING POLICIES
XIII.

PROVISIONS
A Provision is recognized when the company has a present obligation as a result of past event, it is probable that an outflow
of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the
amount of the obligation. Provisions are not discounted to their present value and determined based on the best estimate
required to settle the obligation at the reporting date. These estimate are reviews at each reporting date and adjusted to reflect
the current best estimates.

XIV.

CONTINGENT LIABILITIES
A Contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence
or non-occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is
not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent
liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured
reliably. The company does not recognize a contingent liability but discloses its existence in the financial statements.

XV.

CONTINGENT ASSETS
Contingent Assets are neither recognised nor disclosed.

XVI.

EXPENDITURE ON NEW PLANTING


Direct Expenditure on new planting of different crops (other than Minor Produce) including upkeep and maintenance
expenditure on immature plants are capitalised under Development.

XVII. EXPENDITURE ON REPLANTING AND REHABILITATION OF RUBBER TREES


Direct Expenditure on replanting of Tea and Cardamom including upkeep and maintenance expenditure on immature
plants is charged to Statement of Profit and Loss with credit as to Subsidy on replanting of Tea and Cardamom as Revenue.
In case of Rubber, the said expenditure is debited to Reserve Account with Sale proceeds of old and uneconomical trees
uprooted for replanting and Subsidy on replanting credited to Reserve Account.
Provision for Rehabilitation of Rubber Trees, based on annual production of Rubber, after taking into consideration the
credits as to Sale proceeds of trees and subsidy on replanting, is charged to Statement of Profit and Loss by crediting
to Reserve Account.
XVIII. CASH FLOW STATEMENT
Cash Flow Statement is prepared segregating the cash flows from operating, investing and financing activities. Cash flow
from operating activities is reported using indirect method. Under the indirect method, the net profit is adjusted for the
effects of
(i) Transactions of a non-cash nature.
(ii) Any deferrals or accruals of past or future operating cash receipts or payments and
(iii) Items of income or expense associated with investing or financing cash flows.
Cash and cash equivalents (including bank balances) are reflected as such in Cash Flow Statement.

27

NOTES FORMING PART


of the Balance Sheet as at 31st March 2015
As at
31.03.2015
Rs.

As at
31.03.2014
Rs.

6,25,000- Equity Shares of Rs.10/- each

62,50,000

62,50,000

3,75,000- 6 % Cumulative Preference Shares of Rs.10/- each

37,50,000

37,50,000

1,00,00,000

1,00,00,000

38,90,835

38,90,835

3,89,083.50
Nil
3,89,083.50

3,89,083.50
Nil
3,89,083.50

NOTE : 2
SHARE CAPITAL
a. Authorised

b. Issued, Subscribed and Paid - up


3,89,083.50 - Equity Shares of Rs.10/- each.
c. Number of Shares at the beginning of the year
Add / Less : Shares Issued / buyback etc
Number of shares at the end of the year

d. Details of Shareholders holding more than 5% of


d. equity shares as on 31.03.2015
Name of Shareholder
Mr. Ajit Thomas

31.03.2015
No. of Shares held
% of Holding
2,75,028

70.69%

c. No bonus shares / Buy back of shares in last 5 years

28

31.03.2014
No. of Shares held
% of Holding
2,75,028

70.69%

N O T E S

F O R M I N G

P A R T

of the Balance Sheet as at 31st March 2015 (contd.)


As at
31.03.2015
Rs.

As at
31.03.2014
Rs.

27,20,000

27,20,000

26,79,165

26,79,165

1,00,000

13,96,078

63,34,94,247

58,34,94,247

7,86,82,809
(7,87,388)
45,52,637

4,57,95,141
--1,15,17,908

8,24,48,058

5,73,13,049

5,00,00,000
97,27,088

3,00,00,000
---

19,44,846
97,27,088

--1,94,54,175

19,80,206
90,68,830

33,06,237
45,52,637

64,80,62,242

59,48,42,127

NOTE : 3
RESERVES AND SURPLUS
Share Premium Account
As per last Balance Sheet
Capital Redemption Reserve
As per last Balance Sheet
Rubber Replanting Reserve
As per last Balance Sheet
Add : Sale proceeds of Rubber Trees
Rubber Rehabilitation Allowance Provided

13,96,078
14,08,770
3,61,802
31,66,650
30,66,650

Less : Expenditure on Replanting


General Reserve
As per last Balance Sheet

58,34,94,247

Add : Transfer from Profit & Loss Account

5,00,00,000

Surplus
Profit for the period
Add : Adjustments relating to Fixed Assets (Refer Note No. 32)
Add : Surplus brought forward from previous year

Appropriations
Transfer to General Reserve
Interim dividend on Equity shares Rs. 25/- per share @ Rs.100/- Share
(Previous year - Rs. Nil Share)
Tax on Interim dividend
Proposed Final Dividend on Equity shares @ Rs. 25/- per Share
(Previous year @ Rs. 50/- share)
Provision for tax on final dividend
Surplus carried forward

29

N O T E S

F O R M I N G

P A R T

of the Balance Sheet as at 31st March 2015 (contd.)


As at
31.03.2015
Rs.

As at
31.03.2014
Rs.

---

32,05,150

---

---

--2,42,245

--2,24,687

2,42,245

34,29,837

2,60,736

5,21,799

15,15,915

11,43,658

NOTE : 4
NON CURRENT LIABILITIES
a. Long - Term borrowings
From Banks - Secured
(The Companys borrowing facilities comprising Term Loan facility
of Rs. 2,00,00,000/- at the interest rate of 10.90% secured by
hypothecation of Machineries valued at Rs. 124.11 Lakhs,
expanded Factory shed and pari passu second charge of Arnakal
Estate.) The repayment shall be in 72 equal instalments after
initial repayment holiday of 36 months, commencing from
April 15.
b. Other Long - term liabilities - Unsecured
Public Deposits
c. Long Term Provisions
Provision for Employee benefits
For Gratuity
For Leave Encashment

NOTE : 5
CURRENT LIABILITIES
a. Short - Term borrowings - From Bank - Secured
(The Companys borrowing facilities comprising cash credit facility
of Rs. 2,50,00,000 at the interest rate of 1% above base rate,
Present base rate being 10.25%, secured by hypothecation of
stock-in-Trade, Standing Crops and Machinery in Tea and Rubber
Factories, Vehicles and also equitable mortgage of the Estates Land
together with Buildings thereon.)
b. Trade Payable
Sundry Creditors
(Refer note No. 25 for details of dues to micro and small enterprise.)

30

N O T E S

F O R M I N G

P A R T

of the Balance Sheet as at 31st March 2015 (contd.)


As at
31.03.2015
Rs.

As at
31.03.2014
Rs.

1,04,70,661
2,56,325
----1,75,16,145

87,39,298
2,56,325
43,466
3,51,000
2,48,22,176

2,82,43,131

3,42,12,265

9,33,637
40,72,745

7,58,882
30,71,259

1,43,36,286
97,27,088
19,80,206
3,10,49,962

1,81,74,053
1,94,54,175
33,06,237
4,47,64,606

c. Other Current Liabilities


Investor Education and Protection Fund
- Unclaimed Dividend
Unclaimed Preference Capital
Interest accrued but not due on loans
Current Maturities of Long Term Debts
Other current liabilities

d. Short - Term Provisions


Provision for Employee benefits
For Leave Encashment
For Gratuity
Other Provisions
For Taxation
For Proposed Dividend on Equity Shares
For Tax on Dividend

31

32
80,246

80,246

---

---

---

---

---

---

80,246

80,246

---

---

---

---

---

---

Rs.

Withdrawn

1,08,47,469 32,18,805

(*)

1,64,16,826

40,29,715

8,17,214

5,57,512

83,33,763

26,78,622

---

---

For
the year
Rs.

11,83,24,429

13,46,61,009

2,11,53,252

56,28,319

55,17,760

7,89,44,169

2,34,17,509

* Represents subsidy received from Tea Board in respect of assets capitalised in earlier years

---

---

Upto
31.3.2015
Rs.

Refer Note : 32

11,06,95,765

11,83,24,429

1,72,03,783

48,11,105

49,60,248

7,06,10,406

2,07,38,887

---

---

Up to
31.03.2014
Rs.

(*)

22,35,83,423

23,14,49,474

3,02,78,095

79,72,268

59,90,279

10,16,77,927

4,60,13,977

1,38,78,634

2,56,38,294

As at
31.03.2015
Rs.

DEPRECIATION

Includes Rs.2,27,64,351/-and Rs.19,04,486/- respectively representing Cost of Land and Buildings in joint ownership with other Companies,
the book value of which amounted to Rs.2,27,64,351/-and Rs.5,69,062/- respectively.

2,51,00,973 1,72,73,046

79,46,297

22,35,83,423

21,57,55,496

78,59,547

2,24,98,794

---

---

86,750

---

---

---

Rs.

Additions Deductions

GROSS BLOCK

Rs.

P A R T

(i)

Notes :

Previous year

Vehicles

79,72,268

10,15,91,177

Machinery

Electrical Installations

4,60,13,977

Buildings (Note i)

59,90,279

1,38,78,634

Development

Furniture and Fittings

2,56,38,294

As at
01.04.2014
Rs.

Freehold Land (Note i)

Description

TANGIBLE ASSETS

NOTE : 6

F O R M I N G

of the Balance Sheet as at 31st March 2015 (contd.)

N O T E S

10,52,58,994

9,67,88,465

91,24,843

23,43,949

4,72,519

2,27,33,758

2,25,96,468

1,38,78,634

2,56,38,294

As at
31.3.2015
Rs.

10,50,59,731

10,52,58,994

52,95,011

31,61,163

10,30,031

3,09,80,771

2,52,75,090

1,38,78,634

2,56,38,294

As at
31.3.2014
Rs.

NET BLOCK

33

No.of
shares/Units

(i) QUOTED :
AVT Natural Products Ltd. (Rs. 1/Share) 4,45,41,300

TOTAL

IN IMMOVABLE PROPERTIES
Value of Land
Building (Including Fittings and Fixtures)
Less : Depreciation

Less : Diminution in value

A V Thomas Investments Co. Ltd.


24,500
AVT McCormick Ingredients Pvt. Ltd. (*) 58,50,000
Midland Natural Pte Ltd. (US $ 1 / Share) 2,00,000
Midland Corporate Advisory Services Pvt Ltd. (*) 2,50,000
Midland Latex Products Ltd.
2,49,700
Sermatech Private Limited (*)
1,11,509
Teleflex Medical Private Ltd. (*)
6,63,000
L. J. International Ltd.
35,428

1,06,30,129
1,06,05,491
41,96,828
1,70,38,792
39,22,27,464

2,45,000
5,85,00,000
90,20,000
25,00,000
29,96,400
11,15,090
8,17,59,000
1,95,278
15,63,30,768
41,11,490
15,22,19,278

22,29,69,394

Amount
Rs.

As on 01.04.2014

SHARES IN COMPANIES - LONG TERM (#)


EQUITY SHARES (FULL
AID)
TE COMP
ANIES
(FULLYY PPAID)
AID)-- ASSOCIA
ASSOCIATE
COMPANIES

(ii) UNQUOTED :

F O R M I N G

P A R T

No.of
shares/Units

31.03.2014
22,29,69,394

22,355
22,355

22,355

Amount
Rs.

Amount
Rs.

Deductions

15,63,30,768
15,63,30,768
2,12,57,975
2,12,35,620
40,05,58,137
40,05,35,782
Less : Aggregate depreciation on Immovable property
46,01,844
41,96,828
Aggregate provision for diminution in value of investments
41,11,490
41,11,490
39,18,44,803
39,22,27,464
(*) The right to transfer shares is restricted under Section 2(68) (i) of the Companies Act, 2013, being Private Limited Companies.
(#) Face value of Equity Shares is Rs. 10/- fully paid up unless otherwise stated.

31.03.2015
22,29,69,394

No.of
shares/Units

Additions

of the Balance Sheet as at 31st March 2015 (contd.)

N O T E S

(1) Aggregate amount of Quoted investments


(Market Value - Rs. 1,20,48,42,165/- Previous year Rs. 95,31,83,820/-)
(2) Aggregate amount of Unquoted investments
(3) Aggregate amount of immovable properties

2.

1.

Description

Non Current Investments - At Cost

NOTE : 7

Amount
Rs.

24,500
58,50,000
2,00,000
2,50,000
2,49,700
1,11,509
6,63,000
35,428

1,06,30,129
1,06,27,846
46,01,844
1,66,56,131
39,18,44,803

2,45,000
5,85,00,000
90,20,000
25,00,000
29,96,400
11,15,090
8,17,59,000
1,95,278
15,63,30,768
41,11,490
15,22,19,278

00000000
(##)
4,45,41,300 22,29,69,394

No.of
shares/Units

As on 31.03.2015

34

No.of
shares/units

Aggregate amount of Quoted investments


(Market Value - Rs. 8,30,57,523/- Previous year Rs. 5,61,31,380/-)

5,20,68,060

1,00,00,000
4,20,68,060

Amount
Rs.

As on 01.04.2014

ICICI Prudential Flexible Income Plan Daily Dividend


ICICI Prudential FMP Series 66-405 Days Plan
- K Regular Plan Cumulative
10,00,000
ICICI Prudential Short Term Plan - Cumulative Option 17,58,978
J M Balanced Fund Dividend
ICICI Prudential Equity Arbitrage Fund
- Regular Plan - Dividend
IDFC Arbitrage Fund - Dividend - Regular Plan
Kotak Equity Arbitrage Fund - Dividend

MUTUAL FUNDS (QUOTED)

Description

F O R M I N G

P A R T

75,30,683
1,50,00,000
75,00,000

5,47,224
12,07,214
6,98,799

5,20,68,060
5,20,68,060

7,68,41,451

31.03.2014

10,00,000
4,66,265
5,96,270

13,49,531

17,88,45,070

1,00,00,000
1,11,51,287
1,50,00,000

14,26,93,783

Amount
Rs.

Deductions
No.of
shares/units

7,68,41,451

31.03.2015

20,36,18,461

1,50,00,000

15,85,87,778

Amount
Rs.

5,96,270

14,99,849

No.of
shares/units

Additions

of the Balance Sheet as at 31st March 2015 (contd.)

Current Investment - At lower of cost and Fair Value

NOTE : 8

N O T E S

5,47,224
12,07,214
6,98,799

--12,92,713
---

1,50,318

No.of
shares/units

7,68,41,451

75,30,683
1,50,00,000
75,00,000

--3,09,16,773
---

1,58,93,995

Amount
Rs.

As on 31.03.2015

N O T E S

F O R M I N G

P A R T

of the Balance Sheet as at 31st March 2015 (contd.)

As at
31.03.2015
Rs.

As at
31.03.2014
Rs.

87,44,228
6,19,902
1,92,72,000

78,77,852
8,02,818
2,56,39,000

2,86,36,130

3,43,19,670

Nil

Nil

84,83,879

1,19,94,193

84,83,879

1,19,94,193

NOTE : 9
INVENTORIES
(Valued at lower of cost and net realisable value)
Stores and Spares
Estate Nurseries
Stock in Trade

NOTE : 10
TRADE RECEIVABLES
Considered good - Unsecured:
(a) Trade receivable outstanding for more than six months from
the date they become due for payment
(b) Other receivable
(Trade receivable include - Due by Teleflex Medical Private Ltd in
which the companys director is a director - Rs. 7,44,830/Previous year Rs. 12,79,469/-)

35

N O T E S

F O R M I N G

P A R T

of the Balance Sheet as at 31st March 2015 (contd.)

As at
31.03.2015
Rs.

As at
31.03.2014
Rs.

1,73,691

8,00,328

In Current Account

19,80,950

1,31,09,735

In Deposit Account

65,210
22,19,851

6,46,269
1,45,56,332

1,07,26,986

89,95,623

21,78,940

19,79,293

1,29,05,926

1,09,74,916

1,51,25,777

2,55,31,248

Nil

Nil

10,500
1,09,98,210

22,665
1,50,47,970

1,50,915
2,39,81,000

1,50,915
2,39,81,000

35,32,954
1,36,00,000

60,39,325
1,36,00,000

5,22,73,579

5,88,41,875

NOTE : 11
CASH AND CASH EQUIVALENTS
Cash and stamps on hand
Bank balances with Scheduled Banks

With Scheduled Banks


In Dividend / Capital Refund Account
In Margin money deposit account

Bank deposits with more than 12 months Maturity

NOTE : 12
Advances recoverable in cash or in kind or for value to be received
- Debts due by Officers of the Compay
- Others
Deposits:
(a) With NABARD under Tea Development Scheme
(b) With NABARD under Rubber Development Scheme
Other Loans and Advances
Tax payments pending adjustment
MAT Credit Entitlement

36

NOTES FORMING PART OF THE STATEMENT


o f Profit and Loss for the year ended 31st March 2015
For year ended
31.03.2015
Rs.

For year ended


31.03.2014
Rs.

NOTE : 13
REVENUE FROM OPERATIONS
Sale of Products
Tea
Rubber
Cardamom
Other Produce
Tea Waste
Tea Replanting Subsidy

19,98,25,709
3,58,08,598
4,91,92,013
1,06,06,006
1,72,000
---

21,52,78,203
5,85,83,478
3,53,97,233
75,12,492
3,30,000
10,52,889

29,56,04,326

31,81,54,295

10,14,56,125
1,02,07,976
9,80,100

3,61,03,318
51,95,410
23,76,000

2,88,372
12,41,500

1,97,228
14,65,027

Nil
Nil
9,950
Nil
24,235
1,76,236
1,45,709

Nil
5,21,195
4,13,832
23,19,478
19,575
1,48,538
1,25,405

11,45,30,203

4,88,85,006

NOTE : 14
OTHER INCOME
Income from Investments
(i) Long Term
(ii) Current
Income from Investment in Immovable Property
Interest Income on
(i) Bank deposits
(ii) Others
Net gain on Sale of
(i) Long Term Investments
(ii) Current Investments
Profit on Sale of Assets
Provision no longer required written back
Rent Received
Insurance Claim Received
Miscellaneous Receipts

37

NOTES FORMING PART OF THE STATEMENT


of Profit and Loss for the year ended 31st March 2015 (contd...)
For year ended
31.03.2015
Rs.

For year ended


31.03.2014
Rs.

NOTE : 15
COST OF MATERIAL CONSUMED
Consumption of Raw material - Bought Leaf
Consumption of Raw material - Bought Latex

2,63,91,458
12,92,023
2,76,83,481

5,51,21,868
38,14,642
5,89,36,510

67,015

1,63,619

1,87,77,000
24,22,000
44,40,000
2,56,39,000

83,41,000
31,40,000
4,27,000
1,19,18,000

1,18,92,000
59,38,000
14,42,000
1,92,72,000
63,67,000

1,87,77,000
24,22,000
44,40,000
2,56,39,000
1,37,21,000

NOTE : 16
PURCHASE OF TRADED GOODS
Tea

NOTE : 17
INCREASE / DECREASE IN INVENTORY
Inventory at the beginning of the year :
Tea
Rubber
Cardamom
Inventory at the end of the year :
Tea
Rubber
Cardamom
(+)

(-)

NOTE : 18
OTHER MANUFACTURING EXPENSES
Consumption of Stores and Spares
Power and Fuel
Repairs and Maintenance - Plant and Machinery

2,93,21,948
3,35,60,991
48,11,535
6,76,94,474

2,80,69,399
3,07,90,855
36,32,328
6,24,92,582

14,92,82,884
1,23,47,311
40,72,745
1,92,313
40,10,130
16,99,05,383

14,32,69,022
1,07,16,852
30,71,259
1,79,241
39,20,144
16,11,56,518

NOTE : 19
EMPLOYEE BENEFIT EXPENSES
Salaries Wages and Bonus
Contribution to Provident and Other Funds
Provision for Gratuity (Note No. 33)
Provision for Leave Encashment (Note No. 33)
Welfare Expenses

38

NOTES FORMING PART OF THE STATEMENT


of Profit and Loss for the year ended 31st March 2015 (contd...)
For year ended
31.03.2015
Rs.

For year ended


31.03.2014
Rs.

NOTE : 20
FINANCE COST
Interest

6,99,531

9,67,842

12,000

12,000

75,24,039
46,02,493
2,58,453
8,48,626
72,30,557

80,28,775
45,59,552
2,25,005
9,05,617
18,08,072

6,00,000
1,65,000
2,50,000
1,07,500
11,500
1,40,163
25,31,424
16,38,373
30,88,871
19,85,779
6,65,127
5,49,776
2,84,527
3,61,803
2,31,025
2,35,000
50,48,204
46,30,142

6,00,000
1,40,000
2,15,000
1,03,560
10,000
1,31,943
21,35,406
16,90,274
29,90,755
18,27,066
5,99,329
5,06,451
1,40,852
2,31,357
2,20,630
1,00,000
17,77,639
44,98,246

4,30,00,382

3,34,57,529

NOTE : 21
OTHER EXPENSES
Rent and Amenities
Repairs and Maintenance:
Roads and Buildings
Vehicles
Others
Insurance
Rates and Taxes (Note No. 28)
Payment to Auditors
For Audit
For Certification / Tax Audit
For Tax Representation
For Travelling and other Expenses
For Other Service Tax
For Service Tax
Travelling Expenses
Brokerage and Commission
Transport and warehousing
Legal and professional Expenses
Postage and Telephones
Printing and Stationery
Bank Charges
Rubber Rehabilitation Allowance
Advertisement and Sales Promotion
Directors Sitting Fees
Loss on sale of Long Term Investment
Miscellaneous Expenses

39

NOTES

ON

ACCOUNTS

for the year ended 31st March 2015 (contd.)


Year ended
31.03.2015
Rs.

Year ended
31.03.2014
Rs.

NOTE : 22
PARTICULARS OF CONSUMPTION (in Rupees)
(a)

Rawmaterials - Indigenous
Bought Leaf
Bought Latex
(b) Stores and Spares:
Indigenous
Imported

Value in Rs.

Value in Rs.

2,63,91,458
12,92,023

100
100

5,51,21,868
38,14,642

100
100

2,93,21,948
Nil
2,93,21,948

100

2,80,69,399
Nil
2,80,69,399

100

100

100

NOTE : 23
EARNINGS IN FOREIGN CURRENCY

Nil

Nil

2,20,979

1,96,822

NOTE : 24
EXPENDITURE IN FOREIGN CURRENCY
a)

Expenditure
Registration Fee

NOTE : 25
DUE TO MICRO AND SMALL ENTERPRISES
Based on the information available with the Company, the principal
amount due to Micro and Small enterprises as on 31.03.2015 is Nil
(Previous year Rs. Nil). There are no overdue principal amounts and
therefore no interest is paid or payable.
NOTE : 26
EARNINGS PER SHARE
Profit / (Loss) after Tax
Number of Equity Shares in calculating EPS
Basic EPS
Diluted EPS
NOTE : 27
CONTINGENT LIABILITY
a) Sales Tax demands disputed in appeals, against which Rs. 41,75,905 paid
and included under Loans and Advances
b) The future cash outflows on the above items are determinable only on
receipt of the decision/judgment that is pending at various forums/
authorities. The Company does not expect the outcome of these
proceedings to have a materially adverse effect on this financial results.
c)

Contracts remaining to be executed on Capital Account

40

7,86,82,809
3,89,084

4,57,95,141
3,89,084

202.23
202.23

117.70
117.70

1,03,59,737

1,04,32,569

NOTES

ON

ACCOUNTS

for the year ended 31st March 2015 (contd.)


Year ended
31.03.2013

NOTE : 28
Rates and Taxes includes a sum of Rs. 40,00,000/- which has been paid
to Securities and Exchange Board of India being penalty in terms of
provisions of Section 15 H (ii) of SEBI (Substantial Acquisition of Shares
and Takeover) Regulation 1997.

NOTE : 29
LAND
The Companys title to 432 acres of lease-hold right in Perinaad for
ninety-nine years from 08.03,1906, acquired by the Company by
document dated 23.01.1945, is disputed by certain persons, alleged to
be on behalf of the erstwhile lessors. Out of 432 acres, the Company has
sold 110 acres during 1970s leaving an extent of 322 acres in actual
possession, being absolute owners of the property by virtue of fixity of
tenure under the provisions of the Kerala Land Reforms Act. The matter
was pending before the Sub-Court, Pathanamthitta pending finalisation
of the Issue fixity of tenureunder the Kerala Land Reforms Act by the
Land Tribunal, Pathanamthitta. The Land Tribunal vide order No.
RC-3/07 dated 27-Oct-2012 held that since the company is cultivating
rubber uninterruptedly is entitled to fixity of tenure and the Tribunal has
forwarded its findings to the Sub Court. The issue on possession is now
to be decided by the Sub Court.

NOTE : 30
SEGMENT REPORTING
The operations of the Company relate to Plantation Crops, which is the
significant business segment and therefore no separate reporting is made.

NOTE : 31
ACCOUNTING FOR TAXES ON INCOME
The impact of Deferred Tax on Income for the year is considered not
material and hence not recognised.

NOTE : 32
The Company has adopted the useful life of Fixed Assets Prescribed
under Part C of Schedule II of the Companies Act 2013 for providing
depreciation from 1st April, 2014. As a result of this depreciation for the
year ended 31.03.2015 is higher by Rs. 32,02,100/- with consequential
effect on statement of profit and loss before tax by this amount.
For the Tangible Fixed Assets that had completed useful life as on
01.04.2014, the carrying amount of Rs. 7,87,388/- has been adjusted
against the opening balance of retained earings as per Note 7 of Part C
of Schedule II of the Companies Act, 2013

41

Year ended
31.03.2012

NOTES

ON

ACCOUNTS

for the year ended 31st March 2015 (contd.)

NOTE : 33
EMPLOYEE BENEFITS
i)

Defined Benefit Plans

a) Description of the Companys defined benefit plan :


i) Gratuity Scheme
This is a funded defined benefit plan for qualifying employees
for which, the Company makes contribution to the Gratuity Fund
managed by the Life Insurance Corporation of India. The scheme
provides for a lumpsum payment to vested employees at retirement,
death while in employment or on termination of employment.
Vesting occurs upon completion of five years of service.
ii) Leave Encashment:
The company also operates a non funded leave encashment scheme for
its employees.
b) Reconciliation of changes in the Present Value of Obligation :
As on 31.03.2015
Gratuity

Leave
Encashment
(Funded Plan) (Non Funded Plan)
Present Value of the Obligation as on 01.04.2014
Current Service Cost
Interest Cost
Benefits Paid
Actuarial loss / (gain)
Present Value of the Obligation as on 31.03.2015
c)

As on 31.03.2014
Gratuity

Leave
Encashment
(Funded Plan) (Non Funded Plan)

7,07,47,973
47,63,994
61,77,665
(57,23,098)
(3,30,273)
7,56,36,261

9,83,569
1,81,710
77,934
(2,54,299)
1,86,968
11,75,882

6,96,87,720
46,08,330
53,03,673
(76,07,157)
(12,44,593)
7,07,47,973

8,04,328
1,55,160
58,840
(1,46,783)
1,12,024
9,83,569

6,76,76,714
59,98,600
36,71,259
(57,23,098)
(59,959)
7,15,63,516

Nil
Nil
2,54,299
(2,54,299)
Nil
Nil

6,64,87,047
56,24,800
32,00,673
(76,07,157)
(28,649)
6,76,76,714

Nil
Nil
1,46,783
(1,46,783)
Nil
Nil

Reconciliation of changes in the fair


value of Plan Assets
Fair Value of Plan Assets as on 01.04.2014
Expected return on plan assets
Contribution by the Company
Benefits Paid
Actuarial gain / (Loss)
Fair Value of Plan Assets as on 31.03.2015

42

NOTES

ON

ACCOUNTS

for the year ended 31st March 2014 (contd.)

NOTE : 33
EMPLOYEE BENEFITS (Contd.)
d)

The total expense recognised in the Profit and


Loss Account is as follows
Current Service Cost
Interest Cost
Expected return on plan assets
Net Actuarial (gain) / loss recognised in the year

e)

47,63,994
61,77,665
(59,98,600)
(2,70,314)
46,72,745

1,81,710
77,934
NA
1,86,968
4,46,612

46,08,330
53,03,673
(56,24,800)
(12,15,944)
30,71,259

1,55,160
58,840
NA
1,12,024
3,26,024

30,71,259
46,72,745
36,71,259
40,72,745

9,83,569
4,46,612
2,54,299
11,75,882

32,00,673
30,71,259
32,00,673
30,71,259

8,04,328
3,26,024
1,46,783
9,83,569

Reconciliation of Net Liability recognised


in the Balance Sheet
Net Liability as at the beginning of the year
Add : Expense as (d) above
Less : Employers Contribution / Payment
Net Liability as at the end of the year

As on 31.03.2014
Gratuity

f)

(Funded Plan)

Leave
Encashment
(Non Funded Plan)

Gratuity

Leave
Encashment
(Funded Plan) (Non Funded Plan
Plan))

7,15,63,516

N.A.

6,76,76,714

7.80 %
6.00 %
5.00 %
N.A.

9.10
7.00
5.00
9.25

Constitution of Plan Assets


Investments in LIC Group Gratuity Scheme

g)

As on 31.03.2013

N.A

Principal actuarial assumptions used as at the


Balance Sheet Date
Discount Rate
Salary Escalation Rate
Attrition Rate
Expected rate of return on plan assets

7.80
6.00
5.00
9.00

%
%
%
%

The estimates of future salary increases, considered in acturial valuation, take


account of inflation, seniority, promotion and other relevent factors such as
demand and supply in the employment market.

43

%
%
%
%

8.50 %
6.00 %
5.00 %
N.A

NOTES

ON

ACCOUNTS

for the year ended 31st March 2015 (contd.)

NOTE : 33
EMPLOYEE BENEFITS (Contd.)
h) The amount pertaining to defined benefit plan are as follows:
31.03.2015
Gratuity funded plan
Defined Benefit Obligation
Plan Assets
Surplus / (Deficit)
Experience adjustment - Plan Liability
Experience adjustment - Plan Assets

7,56,36,261
7,15,63,516
(40,72,745)
(3,30,273)
(59,959)

31.03.2014

31.03.2013

31.03.2012

7,07,47,973 6,96,87,720 6,47,48,008 5,23,74,758


6,76,76,714 6,64,87,047 6,62,62,831 5,00,73,668
(30,71,259) (32,00,673)
15,14,823 (23,01,090)
(12,44,593) 10,97,713
85,98,075 (6,71,957)
(28,649)
12,283
(5,95,791)
(88,796)

The Company expects to fund Rs. 110/- lakhs towards its Gratuity Plan during the year 2015 - 2016.
ii)

Defined Contribution Plans:

The Company makes contribution towards employees provident fund, family


pension fund, super annuation fund and employees state insurance scheme.
Under the rules of these schemes, the Company is required to contribute a
specified percentage of payroll costs. The Company during the year recognised
Rs. 1,14,15,182/- as expense towards contributions to these plans.

44

31.03.2011

NOTES

ON

ACCOUNTS

for the year ended 31st March 2014 (contd.)


NOTE : 34
RELATED PARTY TRANSACTIONS
Following associate companies are related to the Company
on account of common control through constitution of
Board / Shareholdings
-

A. V. Thomas & Company Ltd.


A. V. Thomas International Ltd.
L. J. International Ltd.
A. V. Thomas Investments Company Ltd.
The Nelliampathy Tea & Produce Co. Ltd.
Neelamalai Agro Industries Ltd.
AVT Natural Products Ltd.
AVT McCormick Ingredients Private Ltd.
IQ Tech Private Ltd.
Teleflex Medical Private Ltd.
J. Thomas Educational & Benevolent Trust
Midland Natural Pte Ltd

Key Managment Personnel :

Details of Transaction

Mr. Ajit Thomas, Chairman


Mr. S. Rajasekar, Managing Director
Year ended 31.3.2015
Year ended 31.3.2014
Key
Management
Key Management
Associates
Associates
Personnel
Personnel
(including relatives)
(including relatives)

INCOME
Sales
11,29,26,145
Dividend Received
10,14,56,125
EXPENDITURE
Warehousing and C&F
6,04,059
Sitting Fees
Professional Charges
8,98,880
Dividend paid
Donations paid
25,00,000
Remuneration paid to Managing Director
OTHERS
Purchase of Investments (Shares)
--BALANCE AS ON 31.3.2015
Debit Balances
Credit Balances

AVT Holdings Private Ltd.


A. V. Thomas Leather and Allied Products Private Ltd.
A. V. Thomas Exports Ltd.
Midland Latex Products Ltd.
Sematech Private Ltd.
Ajit Thomas Holdings Private Ltd.
Midland Corporate Advisory Services Private Ltd.
AVT Natural Pte Ltd.
AVT Gavia Foods Private Ltd.
Midland Charitable Trust
AVT Tea Services Ltd., U.K
AVT Tea Service North America LLC, USA

12,74,36,321
3,60,92,518
28,567
70,000

30,000
5,61,800

2,06,27,100

1,37,51,400
25,00,000

25,41,000

25,81,000
8,15,49,000

37,90,717
---

30,45,313
---

Note - 35 Previous Years figures have been regrouped wherever necessary


Vide our report of date attached
For SURI & CO.
Chartered Accountants
Firms Registration No. 004283S

For and on behalf of the Board

G. Rengarajan
Place : Chennai
Date : 27.05.2015

S. Rajasekar

Partner
Membership No. 219922

Managing Director
45

Ajit Thomas
Chairman

CASH FLOW STATEMENT


Fo r t h e y e a r e n d e d 3 1 s t M a r c h 2 0 15

A.

CASH FLOW FROM OPERATING ACTIVITIES


Net Profit before tax and extraordinary items
Adjustments for:
Depreciation
Rubber Rehabilitation Allowance
Profit on sale of Assets
Profit on sale of Investments
Provision for Gratuity
Provision for Leave Encashment
Interest Received
Dividend Received
Interest Paid
Operating Profit before working capital changes:
Adjustments for:
Trade and other Receivables
Inventories
Trade Payables
Other Current Assets

B.

Year ended
31.03.2015
Rs.

Year ended
31.03.2014
Rs.

7,86,82,809

5,22,95,141

1,60,34,454
3,61,802
(9,950)
50,48,204
40,72,745
11,75,882
(15,29,872)
(11,16,64,101)
6,99,531
(71,28,496)

1,12,90,560
2,31,357
(4,13,832)
12,56,444
30,71,259
1,79,241
(16,62,255)
(4,12,98,728)
9,67,842
2,59,17,029

35,10,314
56,83,540
(1,09,88,602)
37,49,273

(13,69,538)
(1,22,30,400)
(72,14,634)
(59,71,856)

Cash generated from operations


Direct Taxes Paid
Cash Flow before Extraordinary items
Extraordinary Items

19,54,525
(51,73,971)
(13,31,396)
(65,05,367)
Nil

(8,69,399)
(1,14,92,046)
(1,23,61,445)
Nil

Net Cash From Operating Activities

(65,05,367)

(1,23,61,445)

(4,87,78,979)
9,950
14,08,770
(30,66,650)
(20,36,40,816)
Nil
17,37,96,866
17,68,200
11,16,64,101

(2,51,00,973)
1,44,68,073
27,16,250
(29,80,210)
(16,63,59,215)
Nil
19,58,84,482
14,16,291
4,12,98,728

3,31,61,442

6,13,43,426

CASH FLOW FROM INVESTING ACTIVITIES


Purchase of Fixed Assets
Sale of Fixed Assets
Sale of Trees
Expenditure on Replanting
Purchase of Investments
Diminution of Investments
Sale of Investments
Interest Received
Dividend Received
Net Cash from/(used in) Investing Activities

46

CASH FLOW STATEMENT


For the year ended 31st March 2015 - Contd.
Year ended
31.03.2015
Rs.
C.

Year ended
31.03.2014
Rs.

CASH FLOW FROM FINANCING ACTIVITIES


Fixed Deposit

(3,51,000)

(36,12,000)

(32,05,150)

---

Cash Credit

(2,61,063)

(1,25,15,886)

Interest Paid

(7,42,997)

(13,38,415)

Dividend Paid

(3,44,32,346)

(2,27,60,412)

(3,89,92,556)

(4,02,26,713)

(1,23,36,481))

87,55,268

Cash and cash equivalents as at 01.04.2014


(Opening Balance)

1,45,56,332

58,01,064

Cash and cash equivalents as at 31.03.2015


(Closing Balance)

22,19,851

1,45,56,332

Proceeds from long term borrowings

Net Cash used in Financing Activities

Net decrease in cash and cash equivalents

(1,23,36,481)

87,55,268

Vide our report of date attached


For SURI & CO.
Chartered Accountants
Firms Registration No. 004283S

For and on behalf of the Board

G. Rengarajan
Place : Chennai
Date : 27.05.2015

S. Rajasekar

Partner
Membership No. 219922

Managing Director

47

Ajit Thomas
Chairman

48

16,14,88,431

5,22,95,141

7,86,82,809

2005/2006
2006/2007
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012

2012/2013

2013/2014

2014/2015

* Recommended.

Rs.
72,00,564
71,40,546
77,81,888
89,54,441
1,05,22,413
91,27,778
96,70,720

Rs.
2,01,44,330
1,78,54,426
3,32,17,927
5,09,86,800
7,13,96,873
10,37,66,183
8,65,88,354

Total

l a s t

Provision
for
taxation

t h e
Allocation
to Reserve
Funds

y e a r s

5,00,00,000

3,00,00,000

7,00,00,000

Rs.
1,50,00,000
1,00,00,000
2,00,00,000
4,00,00,000
4,00,00,000
6,00,00,000
5,00,00,000

t e n

347.47

15.56

170.50
1,014.39

244.41
131.33
291.05

244.41
87.50
__
43.83
291.05

1,361.86

186.06

TOTAL
Hectares
509.01

97,27,088
(Interim Dividend)
97,27,088
(Final Dividend)

1,94,54,175
(Final Dividend)
59,48,42,127
1,94,95,175

64,80,62,242

1000

200

100
100
100
150
200
300
1000

Percentage

250 *

250

500

500

(1st & 2nd Interim Dividend) (500 each)

77,81,670
(Final Dividend)
57,18,40,001
3,89,08,350

PERINAAD
Hectares

ARNAKAL
Hectares
509.01

Dividends
Paid on
Equity Shares
Amount
Rs.
38,90,835
38,90,835
38,90,835
58,36,253
77,81,670
1,16,72,505
3,89,08,350

(Special Interim Dividend)

Reserve
Funds
to-date
Rs.
27,19,68,349
28,34,72,533
30,90,17,152
34,45,20,832
38,93,76,391
46,76,79,514
49,92,78,559

AREA PARTICULARS

Rs.
30,50,000
18,00,000
34,00,000
84,00,000
1,75,00,000
1,19,00,000
20,00,000
(Net of MAT
credit entitlement
of Rs. 95,00,000)
2,22,00,000
(Net of MAT
credit entitlement
of Rs. 53,00,000)
65,00,000
(Inclusive of MAT
credit utilised
Rs. 24,00,000)
Nil

Tea
Rubber
in Bearing
Immature - Tea / Rubber
Cardamom (including immature area etc)
Nurseries, Fuel & Timber
Clearings, Minor Produce
Buildings, Roads, etc..

Hectares

Area as on 01-04-2015

1,60,34,454

1,12,90,560

1,06,20,637

Depreciation
Written off

Net Profit
before
taxation

Season
(April to
March)

Fo r

PARTICULARS OF PROFITS, PROVISIONS, DIVIDENDS PAID, ETC.

NATIONAL ELECTRONIC CLEARING SERVICE (NECS) MANDATE FORM

To be submitted to the following address :Cameo Corporate Services Ltd.


Subramanian Building,
1, Club House Road, Chennai - 600 002
Tel: 044 - 28461832.
Dear Sirs,
Sub: Equity Shares of The Midland Rubber & Produce Co. Ltd. - payment of Dividend through NECS
I/We hold... number/s equity shares of The Midland Rubber & Produce Co. Ltd. I/We
request you to arrange for payment of my/our dividend through NECS and credit the same to my/our bank
account as per particulars given below:-

1. First / Sole Shareholders Name (in Block Letters)


2. Folio No/s., Share Certificate No/s. & Distinctive
No/s.

Folio No/s. Share Certificate


No/s.

Distinctive No/s.

10 - S. B.

13 - Cash Credit

3. Name of Bank
4. Branch Name and Address with City PIN Code
5. Account No. (as appearing on Cheque Book)
PLEASE ATTACH A BLANK CANCELLED CHEQUE OR
PHOTOCOPY OF A CHEQUE ISSUED BY YOUR BANK
FOR VERIFICATION OF THE BANK ACCOUNT DETAILS
6. Account type (Savings Bank A/c / Current A/c or
Cash Credit A/c with code 10/11/13)

11 - Current

7. 9 - digit code No. of Bank & Branch appearing on


MICR Cheque issued by the Bank
8. 11 - digit NEFT (IFSC) code * - can be obtained
from your Banker

I, hereby, declare that the particulars given above are correct and complete.
Yours faithfully
Date:

(Signature of First/Sole Shareholder)


Address

: .....
...................
...................
Phone No. : ...................
Email Id
: ...................
*The company, its Registrar and Bankers will make best endeavors to remit dividend through NECS. However, for nonCBS branches of the banks, the IFSC Code will be utilized to remit the dividend either by National Electronic Funds
Transfer (NEFT) or Real Time Gross Settlement (RTGS). The branch where you operate your Bank account will assist you
to provide the IFSC Code, a 11-digit code to enable the remittance through NEFT or RTGS. In cases where either the bank
details such as MICR (Magnetic Ink Character Recognition), IFSC (Indian Financial System Code), etc. that are required
for making electronic payment are not available or the electronic payment instructions have failed or have been rejected
by the bank, the company reserves the right to use physical payment instruments for payment of dividend.

THE MIDLAND RUBBER & PRODUCE COMPANY LIMITED

Registered. Office : 27/1032, Panampilly Nagar, Kochi, Ernakulam - 682 036


Corporate Identity Number (CIN): L25191KL1937PLC000691 Telephone : 0484 2315312, Fax: 0484- 2312541
E-mail: secmidland@vsnl.net
Website : www.midland-rubber.com
ATTENDANCE SLIP
I hereby record my presence at the 78th Annual General Meeting of the Company at 3 P.M. on Friday, the 4th September, 2015
at the Registered Office of the Company at 27/1032, Panampilly Nagar, Ernakulam, Kochi - 682 036.
Folio No.
Full Name of the *Shareholder/proxy (in block letters)
* Strike out whichever is not applicable

Signature of *Shareholder/proxy
E-mail ID..........................................................................................

NOTE: Shareholders attending the meeting in Person / Proxy are requested to complete the Attendance Slip and handover at the entrance
of the Meeting Hall.

Form No. MGT-11


Proxy Form
[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]

Corporate Identity Number (CIN) :


Name of the Company
:
Registered Office
:
Name of the member(s)

Registered address

E-mail ID

Folio No

L25191KL1937PLC000691
THE MIDLAND RUBBER & PRODUCE COMPANY LIMITED
27/1032, Panampilly Nagar, Kochi, Ernakulam - 682 036

I / We, being the member(s) holding .................................... shares of the above named Company, hereby appoint
1.Name..........................................................................................................................................................................................................
Address.............................................................................................................................................................................................................
E-mail Id : ...........................................................................Signature : ............................................................................. or failing him
2.Name..........................................................................................................................................................................................................
Address.............................................................................................................................................................................................................
E-mail Id : ...........................................................................Signature : ............................................................................. or failing him
3.Name..........................................................................................................................................................................................................
Address.............................................................................................................................................................................................................
E-mail Id : ...........................................................................Signature : ........................................................................................................
as my / our proxy to attend and vote (on a poll) for me / us and on my / our behalf at the 78th Annual General Meeting of the
Company, to be held on Friday, the 4th day of September, 2015 at 3 P.M. at the Registered Office of the Company at 27/1032,
Panampilly Nagar, Ernakulam, Kochi - 682 036 and at any adjournment thereof in respect of such resolutions as are indicated
below:
Resolution Item Nos.
1. Adoption of accounts for the year ended 31.03.2015
2. To declare final dividend on Equity Shares
3. Re-appointment of Mrs. Shanthi Thomas as Director
4. Ratification of appointment of Auditors and to fix their remuneration
Signed this ............... day of ........................ 2015
Signature of shareholder

Revenue
Stamp of
Re 1/-

Signature of Proxy holder(s)


Note: This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less
than 48 hours before the commencement of the Meeting.

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