Notes to Accounts of Fervent Synergies Ltd.

Mar 31, 2025

The Company has only one class of shares referred to as equity shares having a face value of Rs.10/-. The equity shares rank pari passu in all respects including voting rights and entitlement of dividend.

The Board on 30th May 2024 approved the preferential allotment of 2,00,00,000 share warrants of Rs.10/- each, fully convertible to equivalent number of equity shares of Rs.10/- each, which was further approved by the shareholders at the 15th AGM held on 11th July 2024. Accordingly, 2,00,00,000 warrants were allotted on approval by the Board on 1st August 2024 against receipt of 25% monies.

On receipt of the balance 75% monies, the Board on 12th December 2024 approved the issuance and allotment of 1,37,50,000 equity shares on conversion of equivalent number of warrants, against monies received towards those

warrants. 93,75,000 Equity shares are allocated to Promoters of the company and 43,75,000 equity shares are allocated to other than promoters.

Pursuant to the allotment of the said equity shares on conversion of convertible warrants, the paid-up equity share capital of the company has increased from Rs.30 crores consisting of 3,00,00,000 equity shares of Rs.10/- each to Rs.43.75 crores consisting of 4,37,50,000 crore equity shares of Rs.10/- each.

As at the year ended 31st March 2025, 62,50,000 share warrants remained, which were then converted to equity shares on receipt of balance monies and consequent approval by the Board on 3rd April 2025.

The company has not issued any share as fully paid up without payment being received in cash.

During the year ended March 31, 2025, there was Nil dividend recognized as distributions to equity shareholders.

In the event of liquidation of the Company, the holder of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, if any, in proportion to the number of equity shares held by the shareholders.

The Company does not have any Holding or subsidiary company and hence there is no question of any shares of the company being held by its holding company, ultimate holding company and their subsidiaries/associates.

2.26 The Company has no information as to whether any of its business associate is covered within the meaning of Section 2 (n) of the Micro, Small and Medium Enterprises Development Act, 2006 as no declarations were received under the said Act from them.

2.27 There is no contingent liability required to be reported.

2.28 Value of Imports calculated on C.I.F. Basis - Traded goods Rs.2,579.30 Lakh (Pr.Yr. 1,977.18 Lakh)

2.29 Value of imported stores, spares and components consumed during the year - NIL (Pr. Yr. - NIL)

2.30 Expenditure in Foreign Currency Equivalent to - Rs.1.33 Lakh (Pr. Yr. - Rs 2.85 Lakh)

2.31 Remittances in Foreign Currency for Dividend to Non-Resident Shareholders - NIL (Pr. Yr. - NIL)

2.32 Earnings in Foreign Exchange - NIL (Pr. Yr. - NIL)

2.33 Risk Management

Capital Risk Management - The Company manages its capital to ensure that it will be able to continue as a going concern while maximizing the returns to Stakeholders. The Company has no borrowings, except overdraft facilities.

Financial and liquidity risk management objectives - The Company has a very conservative policy on investing surplus funds. The investments are mainly in fixed deposits with banks and financial institutions.

2.34 During the year under review, the Company has continued its food division business & operates in two reportable segments, as identified in accordance with IndAS-108: ‘Operating Segments’.

> Foods Business Division - Segment traded in import & sale of almonds

> Finance Business Division - Segment continues business activities of erstwhile amalgamating companies i.e. Funds lending, Investing in fixed term deposits & similar securities.

2.36 Employee Benefits

Gratuity benefits in India are governed by the Payment of Gratuity Act, 1972. It entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned.

The following table summarizes the gratuity benefits recognized in the statement of profit and loss and in the balance sheet, based on the actuarial valuation as at the year-end:

The details of the Company’s Gratuity Fund for its employees are given below which is certified by the actuary and relied upon by the auditors.

2.37 As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

2.38 The figures have been regrouped / rearranged, wherever necessary.

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Mar 31, 2024

The Company has only one class of shares referred to as equity shares having a face value of Rs.10/-. The equity shares rank pari passu in all respects including voting rights and entitlement of dividend.

During the year ended March 31, 2024, there was Nil dividend recognized as distributions to equity shareholders.

In the event of liquidation of the Company, the holder of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, if any, in proportion to the number of equity shares held by the shareholders.

The Company does not have any Holding or subsidiary company and hence there is no question of any shares of the company being held by its holding company, ultimate holding company and their subsidiaries/associates.

2.26 The Company has no information as to whether any of its business associate is covered within the meaning of Section 2 (n) of the Micro, Small and Medium Enterprises Development Act, 2006 as no declarations were received under the said Act from them.

2.27 There is no contingent liability required to be reported.

2.28 Value of Imports calculated on C.I.F. Basis - Traded goods Rs. 1,977.18 Lakhs (Pr. Yr. 299.57 Lakhs)

2.29 Value of imported stores, spares and components consumed during the year - NIL (Pr. Yr. - NIL)

2.30 Expenditure in Foreign Currency Equivalent to - Rs.2.85 Lakhs (Pr. Yr. - Rs 3.52 Lakhs)

2.31 Remittances in Foreign Currency for Dividend to Non-Resident Shareholders - NIL (Pr. Yr. - NIL)

2.32 Earnings in Foreign Exchange - NIL (Pr. Yr. - NIL)

2.33 Risk Management

Capital Risk Management - The Company manages its capital to ensure that it will be able to continue as a going concern while maximizing the returns to Stakeholders. The Company has no borrowings, except overdraft facilities.

Financial and liquidity risk management objectives - The Company has a very conservative policy on investing surplus funds. The investments are mainly in fixed deposits with banks and financial institutions.

2.34 During the year under review, the Company has continued its food division business & operates in two reportable segments, as identified in accordance with IndAS-108: ‘Operating Segments’.

> Foods Business Division - Segment traded in almonds

> Finance Business Division - Segment continues business activities of erstwhile amalgamating companies i.e. Funds lending, Investing in fixed term deposits & similar securities.

2.36 Employee Benefits

Gratuity benefits in India are governed by the Payment of Gratuity Act, 1972. It entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned.

The following table summarizes the gratuity benefits recognized in the statement of profit and loss and in the balance sheet, based on the actuarial valuation as at the year end:

2.37 Write off to Loans and Advances amounting to Rs.5 crore

Company had advanced a loan of Rs. 5 crore in December 2013 to Rajesh Estates and Nirman Pvt Ltd (RENPL) in the course of its lending business. Business income was realized on the loans in the form of interest upto 30^th September 2017, of which interest income of Rs. 81 lakhs was booked on accrual basis. However, the same is not realized till date. RENPL is undergoing a corporate insolvency resolution process as per the provisions of the Insolvency and Bankruptcy Code, 2016 (“IBC”). Based on our own due diligence and legal opinion, Company has come to the conclusion that a sum of Rs. 5.81 crore (5 crore - Principal amount and 0.81 crore - accrued Interest) is not recoverable. Hence, it needs

to be written off. Accordingly, company has written off loans and advances granted in the course of business along with accrued interest as a charge to Profit and Loss Account.

Write off of securities allotted against business loans to the tune of Rs.8.50 Crores

Company had advanced a loan of Rs.12.50 crore in 2015 to Sivana Realty Pvt Ltd (formerly known as Sunshine Housing Pvt Ltd (SHPL)). The said loan was secured against collateral security of 10 residential flats to be constructed by SHPL in their project located at Bhandup West, Mumbai. Business income was realized on the loans in the form of interest received upto 2017. Subsequently to secure the interest of the Company, all 10 flats which were offered as collateral securities were registered in the name of the Company. Thereafter one of their operational creditors filed corporate insolvency petition under the provisions of Insolvency and Bankruptcy Code, 2016 (“IBC”). In accordance with the approved Resolution Plan, Hon. NCLT ordered to settle our dues against allotment of just 4 residential flats against 10 flats in our ownership. Company preferred an appeal against the said Order before the honorable NCLAT and Supreme Court. Both the appeals were dismissed. Accordingly, Company has no option but to write off the 6 residential flats worth Rs.8.50 crore. Balance 4 residential flats are properly disclosed in the Schedule of Investments at Rs. 5.54 Crore.

2.38 As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

2.39 The figures have been regrouped / rearranged, wherever necessary.

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Mar 31, 2018

GENERAL INFORMATION

Fervent Synergies Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on the Bombay Stock Exchange in India. The company, during the year under review, continued its food division along with its finance division lending short term funds as and when available with the company, for earning business income in line with continuation of business activities of its amalgamating companies.

The Company has adopted Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs with effect from 1^st April 2017, with a transition date of 1st April 2016. The adoption of Ind AS has been carried out in accordance with Ind AS 101, First-time Adoption of Indian Accounting Standards. Ind AS 101 requires that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements for the year ended 31st March 2018, be applied retrospectively and consistently for all financial years presented. However, in preparing these Ind AS financial statements, the Company has availed of certain exemptions and exceptions in accordance with Ind AS 101, as explained in notes. The resulting difference, if any, between the carrying values of the assets and liabilities in the financial statements as at the transition date under Ind AS and Previous GAAP have been recognized directly in retained earnings.

1.1 The Company has no information as to whether any of its business associate is covered within the meaning of Section 2 (n) of the Micro, Small and Medium Enterprises Development Act, 2006 as no declarations were received under the said Act from them.

1.2 There is no contingent liability required to be reported.

1.3 Value of Imports calculated on C.I.F. Basis - Traded goods Rs.2.26 crore (Pr. Yr. 33.13 crore)

1.4 Value of imported stores, spares and components consumed during the year - NIL (Pr. Yr. -NIL)

1.5 Expenditure in Foreign Currency Equivalent to - Rs. 3,60,299 (Pr. Yr. - 1,17,614)

1.6 Remittances during year in Foreign Currency for Dividend to Non-Resident Shareholders -NIL (Pr. Yr. - NIL)

1.7 Earnings in Foreign Exchange - NIL (Pr. Yr. - NIL)

1.8 Risk Management

Capital Risk Management - The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the returns to stakeholders. The company has no borrowings, except overdraft facilities.

Financial and liquidity risk management objectives - The Company has a very conservative policy on investing surplus funds. The investments are mainly in fixed deposits with banks and financial institutions.

1.9 During the year under review, the Company has continued its food division business & operates in two reportable segments, as identified in accordance with Ind AS-108: ‘Operating Segments’.

- Foods Business Division - Segment traded in almonds

- Finance Business Division - Segment continues business activities of erstwhile amalgamating companies i.e. Funds lending, Investing in fixed term deposits & similar securities.

1.10 Related Parties Disclosure Key Management Personnel

Vijay P. Thakkar Chairman, Director

Sanjay P. Thakkar Managing Director

Karan V. Thakkar Director, Chief Financial Officer

Ashok P. Gohil Whole Time Director

Rashmi Kumari Company Secretary & Compliance Officer

Other Related Parties:

Posse Investments Pvt. Ltd.

Leeverage Finance & Securities Pvt. Ltd.

Yester Investments Pvt. Ltd.

Hurricane Investment Pvt. Ltd.

Verve Greens Inc.

1.11 As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

1.12 The figures have been regrouped / rearranged, wherever necessary.

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Mar 31, 2015

1. COMPANY OVERVIEW

Fervent Synergies Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on the Bombay Stock Exchange in India. The company lends short term funds as and when available with the company, for earning business income in line with continuation of business activities of its amalgamating companies.

2. The Company has no information as to whether any of its business associate is covered within the meaning of Section 2 (n) of the Micro, Small and Medium Enterprises Developmant Act, 2006 as no declarations were received under the said Act from them.

3. During the year, the company has allotted 50,00,000 equity shares of the nominal value of Rs.10/- (Rupees Ten only), at a premium of Rs.2/- (Rupees Two only) aggregating to an issue price of Rs.12/- each (Rupees Twelve only), totaling Rs.6,00,00,000/- (Rupees Six Crores) on preferential basis.

4. There is no contingent liability required to be reported.

5. Value of Trading Merchandise imported during the year- NIL

6. Value of Imported stores, spares and components consumed during the year- NIL

7. Expenditure in Foreign Currency Equivalent to™ RS. 2,81,007

8. CIF value of Imports-NIL

9. Remittances during the year in Foreign Currency on account of Dividend to Non-Resident Shareholders -NIL

10. Earnings in Foreign Exchange-Rs.38,906

11. The Company operates only in a single segment of Business and as such no separate segment reporting is required.

12. Related Parties Disclosure

i) Names of Related Parties and description of relationship

a) Related Party Companies

Posse Investments Private Limited Leeverage Finance and Securities Private Limited Blue plus Securities Private Limited Yester Investments Private Limited Hurricane Investments Private Limited Fervent Securities Private Limited

b) Executive - Whole Time Directors

Vijay P, Thakkar Managing Director

Sanjay P Thakkar Director

Karan V, Thakkar Director

Ashok P Gohil Director

c) Relative to key managerial personnel

Urvi Vijay Thakkar (Wife of Vijay P Thakkar, Managing Director)

Bina Sanjay Thakkar (Wife of Sanjay P. Thakkar, Director)

Mansi Karan Thakkar (Wife of Karan V. Thakkar, Director)

Kunal Sanjay Thakkar (Son of Sanjay P. Thakkar, Director)

Jayshree P Thakkar (Mother of Vijay P Thakkar and Sanjay P Thakkar)

Rekha Ashok Gohil (Wife of Ashok P Gohil, Director)

Upasna Ashok Gohil (Daughter of Ashok P Gohil, Director)

There are no transactions with related parties except Directors'' Remuneration

13. As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

14. The figures have been regrouped / rearranged, wherever necessary. Previous year''s figures are also reclassified in accordance with the requirements of new schedule VI applicable in the current year.

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Mar 31, 2014

1. The Company has only one class of shares referred to as equity shares having a par value of Rs.107-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year ended March 31, 2014, there was Nil dividend recognized as distributions to equity shareholders.

In the event of liquidation of the Company. the holders of equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

The Company does not have any Holding or subsidiary company and hence there is no question of any shares of the company being held by its holding company, ultimate holding company and their subsidiaries/associates.

2. Since there are no manufacturing activities, the additional information pursuant to para 3(ii)(a), 4C and 4D of part II of the Schedule VI of the Companies Act, 1956 is not applicable.

Information relating to Micro and Small Enterprises (MSEs), as applicable, is generally given in respect of MSEs to the extent they can be identified on the basis of information available with the Company and pursuant to amendment of Schedule VI to the Companies Act, 1956 (the Act) vide Notification dated 16th November, 2007 issued by the Central Government. During the year under review, there is no reporting required under this clause.

3. During the year, the company has short recovered Rs.3,54,764 in a finance business transaction, on sale of securities. The financing was done by the erstwhile amalgamating company, Yew Investment Pvt. Ltd. (Yew), in its general course of business. Yew, vide MOU dated 13th December, 2010, had financed funds for acquiring shares of a public listed company. These shares, which were shown underinvestment’s'', were held and owned by the company on behalf of the borrower, as security against this finance loan, in terms with the MOU. Due to fall in the security value, the borrower had, in the earlier years, given margin monies to the company to cover the shortfall in security value. Further, it also arranged additional securities by way of pledging some shares in favor of your company. To recover the loan amount, your company sold all shares held as security, including pledged shares which were revoked during the year.

4. There is no contingent liability required to be reported.

5. Value of Trading Merchandise imported during the year- NIL

6. Value of imported stores, spares and components consumed during the year- NIL

7. Expenditure in Foreign Currency Equivalent to-RS. 6,17,684

8. CI F value of Imports-NIL

9. Remittances during the year in Foreign Currency on account of Dividend to Non-Resident Shareholders-NIL

10. Earnings in Foreign Exchange-NIL

11. The Company operates only in a single segment of Business and as such no separate segment reporting is required.

12. Related Parties Disclosure

i. Names of Related Parties and description of relationship a. Group Associate Companies Posse Investments Private Limited Leverage Finance and Securities Private Limited Blue plus Securities Private Limited Yester Investments Private Limited Hurricane Investments Private Limited Fervent Securities Private Limited

ii. There are no transactions with related parties except Directors Remuneration.

13. As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

14. The figures have been regrouped / rearranged, wherever necessary. Previous year''s figures are also reclassified in accordance with the requirements of new schedule VI applicable in the current year.

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Mar 31, 2013

COMPANY OVERVIEW

Fervent Synergies Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on the Bombay Stock Exchange in India. The company''s object is to be engaged in the trading of chemicals, solvents and other pharmaceutical products. It also lends short term funds as and when available with the company, for earning business income in line with continuation of business activities of its amalgamating companies.

1.1 Since there are no manufacturing activities, the additional information pursuant to para 3(ii)(a), 4C and 4D of part II of the Schedule VI of the Companies Act, 1956 is not applicable.

Information relating to Micro and Small Enterprises (MSEs), as applicable, is generally given in respect of MSEs to the extent they can be identified on the basis of information available with the Company and pursuant to amendment of Schedule VI to the Companies Act, 1956 (the Act) vide Notification dated 16th November, 2007 issued by the Central Government. During the year under review, there is no reporting required under this clause.

1.2 During the year, the company has short recovered Rs.1,05,85,040 in a finance business transaction, of which Rs.76,22,820 was short recovered on sale of securities and Rs.29,62,220 was on account of diminution in the security value due to fall in market price. The financing was done by the erstwhile amalgamating company, Yew Investment Pvt. Ltd. (Yew), in its general course of business. Yew, vide MOU dated 13th December, 2010, had financed Rs.2,44,90,740 for acquiring 3 lac shares of a public listed company. These shares, shown under ''Investments'', were held and owned by the company on behalf of the borrower, as security against this finance loan, in terms with the MOU. Due to fall in the security value, the borrower had, in the earlier years, given margin monies to the company to cover the shortfall in security value. Further in the current year, it also arranged additional securities by way of pledging some shares in favor of your company. To recover the loan amount, your company sold shares held as security, including pledged shares which were revoked during the year. As on 31st March 2013, the company still holds 2 lacs shares as security against this finance loan. These shares are now shown at market value, after booking the short recoverable amount due to sharp decline in the security value. The same are reflected under ''Investments''.

1.3 There is no contingent liability required to be reported.

1.4 Value of Trading Merchandise imported during the year – NIL

1.5 Value of imported stores, spares and components consumed during the year – NIL

1.6 Expenditure in Foreign Currency Equivalent to – NIL

1.7 CIF value of Imports – NIL

1.8 Remittances during the year in Foreign Currency on account of Dividend to Non-Resident Shareholders – NIL

1.9 Earnings in Foreign Exchange – NIL

1.10 The Company operates only in a single segment of Business and as such no separate segment reporting is required.

1.11 Related Parties Disclosure

i. Names of Related Parties and description of relationship

a. Group / Associate Companies Posse Investments Private Limited Leeverage Finance and Securities Private Limited Blueplus Securities Private Limited

Yester Investments Private Limited Hurricane Investments Private Limited Fervent Securities Private Limited

b. Key Managerial Personnel Vijay P. Thakkar, Managing Director Sanjay P. Thakkar, Director Ashok P. Gohil, Director

c. Relative to key managerial personnel

Urvi Vijay Thakkar (Wife of Vijay P. Thakkar, Managing Director)

Karan Vijay Thakkar (Son of Vijay P. Thakkar, Managing Director)

Bina Sanjay Thakkar (Wife of Sanjay P. Thakkar, Director)

Kunal Sanjay Thakkar (Son of Sanjay P. Thakkar, Director)

Jayshree P. Thakkar (Mother of Vijay P. Thakkar and Sanjay P. Thakkar)

Rekha Ashok Gohil (Wife of Ashok P. Gohil, Director)

Upasna Ashok Gohil (Daughter of Ashok P. Gohil, Director)

1.12 As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

1.13 The figures have been regrouped / rearranged, wherever necessary. Previous year''s figures are also reclassified in accordance with the requirements of new schedule VI applicable in the current year.

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Mar 31, 2012

COMPANY OVERVIEW

Fervent Pharma Synergies Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on the Bombay Stock Exchange in India.

The company is engaged in the trading of chemicals, solvents and other pharmaceutical products. It also lends short term funds as and when available with the company, for earning business income in line with continuation of business activities of its amalgamating companies.

The Company has only one class of shares referred to as equity shares having a par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year ended March 31, 2012, there was Nil dividend recognized as distributions to equity shareholders.

In the event of liquidation of the Company,the holders of equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

The Company does not have any Holding or subsidiary company and hence there is no question of any shares of the company being held by its holding company, ultimate holding company and their subsidiaries/associates.

1.1 Since there are no manufacturing activities, the additional information pursuant to para 3(ii)(a), 4C and 4D of part II of the Schedule VI of the Companies Act, 1956 is not applicable.

Information relating to Micro and Small Enterprises (MSEs), as applicable, is generally given in respect of MSEs to the extent they can be identified on the basis of information available with the Company and pursuant to amendment of Schedule VI to the Companies Act, 1956 (the Act) vide Notification dated 16th November, 2007 issued by the Central Government. During the year under review, there is no reporting required under this clause.

1.2 There is no contingent liability required to be reported.

1.3 Value of Trading Merchandise imported during the year - NIL

1.4 Value of imported stores, spares and components consumed during the year - NIL

1.5 Expenditure in Foreign Currency Equivalent to - NIL

1.6 CIF value of Imports - NIL

1.7 Remittances during the year in Foreign Currency on account of Dividend to Non-Resident Shareholders - NIL

1.8 Earnings in Foreign Exchange - NIL

1.9 The Company operates only in a single segment of Business and as such no separate segment reporting is required.

1.10 Related Parties Disclosure

i. Names of Related Parties and description of relationship

a. Group Associate Companies

Posse Investments Private Limited

Leeverage Finance and Securities Private Limited

Blueplus Securities Private Limited

Yester Investments Private Limited

Hurricane Investments Private Limited

Fervent Securities Private Limited

b. Key Managerial Personnel

Vijay P. Thakkar, Managing Director

Sanjay P. Thakkar, Director

Ashok P. Gohil, Director

c. Relative to key managerial personnel

Urvi Vijay Thakkar (Wife of Vijay P. Thakkar, Managing Director)

Karan Vijay Thakkar (Son of Vijay P. Thakkar, Managing Director)

Bina Sanjay Thakkar (Wife of Sanjay P. Thakkar, Director)

Kunal Sanjay Thakkar (Son of Sanjay P. Thakkar, Director)

Jayshree P. Thakkar (Mother of Vijay P. Thakkar and Sanjay P. Thakkar)

Rekha Ashok Gohil (Wife of Ashok P. Gohil, Director)

Upasna Ashok Gohil (Daughter of Ashok P. Gohil, Director)

1.11 As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

1.12 The figures have been regrouped / rearranged, wherever necessary. Previous year's figures are also reclassified in accordance with the requirements of new schedule VI applicable in the current year.

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Mar 31, 2011

1) AMALGAMATION

Pursuant to the Scheme of Amalgamation ('the scheme') as sanctioned by the Honorable High Court of Bombay vide its order dated 6th May 2011, Midas Pharmasec Ltd. (MPL) and Yew Investment Pvt. Ltd. (YEW) have been merged with the Company.

In terms of the Scheme, 2,00,00,000 Equity Shares of Rs.10 each issued and allotted on 4th July 2011, by the Company, without payment being received in cash. These shall rank for dividend, voting rights and in all respects pari passu with the existing Equity Shares of the Company.

As per the Scheme of Amalgamation, the 'Appointed Date' is 1st April 2010. The effective date of amalgamation is 19th May 2011. The amalgamation has been accounted under the "pooling of interests" method as prescribed by Accounting Standard 14 on "Accounting for Amalgamations". Accordingly all the assets and liabilities of MPL and YEW have been transferred and vested in the Company with effect from 1 st April 2010.

The income accruing and expenses incurred by MPL and YEW during the year and the resultant profit before tax have also been incorporated in these accounts. During the period between the Appointed Date and Effective Date as MPL and YEW carried on the existing business in "trust" on behalf of the Company, all vouchers, documents, etc. for this period are in their respective names. The Title deeds for land, buildings, licenses, agreements, loan documents, investments etc. are in the process of being transferred in the name of the Company, wherever applicable.

Previous year's figures do not include the figures of erstwhile MPL and YEW, and hence are not comparable to those of the current year merged accounts.

2) Since there are no manufacturing activities, the additional information pursuant to Para 3(ii)(a), 4C and 4D of part II of the Schedule VI of the Companies Act, 1956 is not applicable

Information relating to Micro and Small Enterprises (MSEs), as applicable, is generally given in respect of MSEs to the extent they can be identified on the basis of information available with the Company and pursuant to amendment of Schedule VI to the Companies Act, i 956 (the Act) vide Notification dated 16th November, 2007 issued by the Central Government. During the year under review, there are no reporting required under this clause.

3) Investment is long term and is valued at cost. All Investments are quoted investments. The market value of these Quoted Investments as at the year end is estimated at more than Rs.262 lacs.

4) Computation of Earning per Share

The Earning per share is calculated by dividing the Profit after Taxation with the weighted average number of equity shares outstanding during the year. To provide a transparent view, the current year working is made considering the total number of equity shares post- amalgamation, since the profits of the current year are also merged with effect from the appointed date i.e. 1st April, 2010.

5) There is no contingent liability required to be reported.

6) Value of Trading Merchandise imported during the year- NIL

7) Value of imported stores, spares and components consumed during the year - NIL

8) Expenditure in Foreign Currency Equivalent to - NIL

9) CIF value of Imports - NIL

10) Remittances during the year in Foreign Currency on account of Dividend to Non-Resident Shareholders - NIL

11) Earnings in Foreign Exchange - NIL

12) Year-end Deferred Tax balance comprises of Timing Difference resulting in liabilities on account of Depreciation as per tax law and books.

13) The Company operates only in a single segment of Business and as such no separate segment

14) As the Company does not carry on any manufacturing activity, information regarding Licensed / Registered Capacity, Installed Capacity is not applicable.

15) The figures have been regrouped / rearranged for better presentation wherever necessary. Previous year's figures do not include the figures of erstwhile MPL and YEW, and hence are not comparable to those of the current year merged accounts.

Notes:

1) The above Cash Flow Statement has been prepared under the indirect method as set out in the AS-3 on Cash Flow Statements prescribed under the Companies Act, 1956 of India."

2) Figures for the previous year have been regrouped/rearranged wherever necessary.