You are on page 1of 51

What makes

Pincon Spirit
Limited one of
the most exciting
liquor companies
in India today?
PINCON SPIRIT LIMITED
www.pinconspirit.in

PINCON SPIRIT LIMITED

15
38th Annual
Report 20 16

Bringing superior
IMFL attributes to
the IMIL space

06
How Pincon has strengthened its
credentials as an Opportunityresponsive company

04

Making the
consumption leap
happen

Chairmans
review

14

Vision
To make liquor
consumption
safe, hygienic
and responsible

Pincons biggest contribution has been in


graduating the consumer at the bottom of the
consumption pyramid to a superior product

08
Forward-looking statement

In this annual report, we have disclosed forward looking information to enable investors to comprehend our prospects and take investment decisions. This
report and other statements- written and oral- that we periodically make contain forward looking statements that set out anticipated results based on the
management plans and assumptions. We have tried wherever possible to identify such statements by using words such as anticipate, estimate, expects,
projects, intends, plans, beliefs and words of similar substance in connection with any discussion of future performance. We cannot guarantee that these
forward looking statements will be realised, although we believe we have been prudent in our assumptions. The achievements of results are subject to risk,
uncertainties and even inaccurate assumptions. Should known or unknown risk or uncertainties materialise, or should underlying assumptions prove inaccurate,
actual; results could vary materially from those anticipated, estimated or projected. Readers should bear this in mind. We undertake no obligation to publicly
update any forward-looking statement, whether as a result of new information, future events or otherwise.

Contents
Opportunity-responsive 04

Bringing IMFL attributes to IMIL space 06

An insight into the corporate 10


Company review 17
section 26

Our corporate journey 12

Management discussion and analysis 18

Balance Sheet and P&L Account 61

Indias liquor industry is regulated by the


government at one end and dominated by
multinationals at the other.
Their formidable industry barriers mean
that industry players are either large or
slow-growing.
The one exception is Pincon Spirit Limited.
One of the youngest corporatised success
stories in Indias liquor space. And one of
the fastest-growing as well.
Heres proof: Company reported its eighth
successive year of profitable growth in
2015-16.
Revenues grew by 43%. Profit after tax
strengthened by 53%.
Making the Company one of the most
exciting prospects in Indias liquor industry.

Making the consumption leap happen 08

Chairmans review 14

Our robust business model 16

Managing business uncertainties 24

Statutory

A
PRODUCT
info@trisyscom.com

Annual
Report

20 1516

Corporate overview | Statutory reports | Financial statements

JUST DIFFERENT.
PINCON.

Most established liquor companies


focus on the upmarket consumer.
Pincon focuses at the bottom of the
countrys consumption pyramid.

Most liquor companies focus on


upmarket niche segments.
Pincon selected to focus on the popular
segment.
Most liquor companies address existing
price segments.
Pincon has successfully created new price
segments.
There have been virtually no new
players entering the IMFL space in the
last couple of decades.
Pincon has been one of the most exciting
entrants in the countrys IMFL sector.

Most IMFL companies have high marketing


budgets.
Pincons business model is weighted around low
marketing costs, which can be passed on to the
retailers.

Most liquor companies begin by blending,


bottling and branding followed by
distribution.
Pincon was engaged in the distribution business
and used this insight of liquor across blending,
bottling, branding and marketing hence the
entire value chain.
Most liquor companies prefer to specialise in a
space of their choosing.
Pincon is extending its IMFL specialisation to the
IMIL segment.

Annual
Report

20 1516

Corporate overview | Statutory reports | Financial statements

THE PINCON DIFFERENCE

Opportunityresponsive.

The Company
widened it
footprint across
21 districts of
West Bengal.

A few years ago, the West Bengal Government


embarked on reforming the liquor sector.
Pincon was among the first to respond to this
emerging opportunity.

The result is that Pincons firstmovers advantage has helped it


acquire a leading market share
and enhance revenue visibility.

he State Governments policy of issuing composite


licenses made it possible for IMFL and IMIL
manufacturers to market their products from the
same retail points. This open market approach increased
the throughput of liquor brands and products through retail
outlets. Besides, the very classification of the points of liquor
sale was extended to clubs, bars and hotels.
Pincon was among the first liquor companies in West Bengal
to recognise the implications of this reform. The Company
invested aggressively, creating its first IMFL bottling capacity
in 2013 widened its footprint across 21 districts of West
Bengal. It launched more brands. It invested in facilities that
enhanced IMIL acceptability, eliminating the odour usually
associated with this product following the use of grainbased ENA.
The result is that Pincons first-movers advantage has helped
it acquire a leading market share and enhance revenue
visibility.

Making it a dominant IMIL player


in West Bengal.
Bottling
plants

in 2013-14

in 2014-15

in 2015-16

Annual
Report

20 1516

Corporate overview | Statutory reports | Financial statements

THE PINCON DIFFERENCE

Bringing IMFL
attributes to the
IMIL space.
Pincon is one of the few companies to have
extended successfully from the premium to the
popular segment.

ntil a few years ago, Pincon was largely


present in the IMFL segment. W hen the
Company selected to extend to the IMIL
space, it leveraged the knowledge gathered from the
IMFL segment.
The Companys principal learning was centred
around product quality. The result was that Pincon
was among one of the first players to graduate
from molasses-based IMIL to the superior grainbased equivalent, achieving the requisite 70 degree
strength.

The Company
proactively invested
in deodorising
its IMIL products,
enhancing their social
acceptability and
creating new markets.

The Company created branded IMIL products with


an upmarket look for the first time, revolutionising
on-site consumer promotional methods.
The Company proactively invested in deodorising its
IMIL products, enhancing their social acceptability
and creating new markets.
The Company eectively utilised PET bottles
to market its products and thus drive sales and
realisations.

The result is that Pincon


singlehandedly graduated
the West Bengal consumer
from drinking illicit liquor
consumption to progressive
IMIL equivalents.

The result is that Pincon singlehandedly graduated


the West Bengal consumer from drinking illicit liquor
consumption to progressive IMIL equivalents.

Graduating lifestyles at the


bottom-of-the-pyramid.
Additions
to the IMIL
portfolio

in 2014

in 2015

in 2016

Annual
Report

20 1516

Corporate overview | Statutory reports | Financial statements

THE PINCON DIFFERENCE

Making the
consumption
leap happen.
Pincons biggest contribution has
been graduating the consumer at
the bottom-of-the-pyramid to a
superior product.

few years ago, Pincon launched Pincon


Series, a mid-priced liquor category.
R ather than compete with some of the
established brands and take years to carve out an
identity, Pincon responded laterally.
The Company introduced radical pricing. H50 for a
180 ml bottle. H100 for a 375 ml bottle. And H260
for a litre bottle. Most experts indicated that the
pricing would only attract more IMFL drinkers.
What Pincon achieved was entirely unexpected.
The Company addressed a large chunk of IMIL
consumers as well. Attracted by the price-value
proposition, a number of them were encouraged
to transform their tastes and lifestyles.

Going beyond enhancing


market shares; creating new
markets altogether.

Additions
to the IMFL
portfolio

in 2013-14

Rather than compete


with some of the
established brands
and take years to carve
out an identity, Pincon
responded laterally.

The Company introduced


radical pricing. H50 for a 180 ml
bottle. H100 for a 375 ml bottle.
And H260 for a litre bottle.

11

in 2014-15

11

in 2015-16

Annual
Report

20 1516

10 11

Corporate overview | Statutory reports | Financial statements

Pincon Spirit Limited.


Extended from IMFL
to IMIL.
Pioneered the advent
of branded IMIL.
Leveraging the
growth prospects
of two fast-growing
business segments.
Liquor and edible oil.
Our presence
in West Bengal
(districts)

in 2013-14

12

in 2014-15

21

Background

Management

Pincon Spirit Limited entered


Indias liquor business in 2005 as a
wholesale distributor of high-volume
IMFL brands. Over the decade,
Pincon has emerged as a leading
player in blending, bottling and
distributing proprietary IMFL and
IMIL products. Besides this, Pincon
refines, bottles and distributes edible
oils in the FMCG segment.

Pincon Spirit Limited is headed


by Mr. Monoranjan Roy. The
Companys operations are
managed by a 14-member senior
management team who are
supported by 90+ employees.

Facilities

Brands

The Company manages six blending


and bottling facilities (two owned
and three contract manufacturing)
ensuring that products reach 2,000+
retail outlets in West Bengal, Karnataka,
Odisha, Jharkhand and Uttarakhand,
quickly and cost-eectively. Also, it
has its own oil refining and packaging
plant in West Bengal.

Pincon enjoys a presence in all


IMFL segments through 11 inhouse brands. The Companys three
brands in the IMIL space make it
a dominant player in West Bengal.
In the FMCG space, two edible
oil brands enjoy wide consumer
acceptance in West Bengal.

Key shareholder information


Market capitalisation
in H crore

Enterprise value
in H crore

243 504 10

OTHER CORPORATE INFORMATION


Headquarters: Bangalore, India
Listing: CSE Ltd and BSE Ltd.
Contribution towards CSR initiatives: H0.20 crore

in 2015-16

Face value per share


in H

*As of FY 2015-16

BSE Code: 538771


CSE Code: 10029247
*All information relevant as of
31 March 2016

Annual
Report

20 1516

12 13

Corporate overview | Statutory reports | Financial statements

OUR CORPORATE JOURNEY

2005-09

2010

n Present management
takes over Sarang Viniyog
Ltd, (presently Pincon
Spirit Limited)

2011

n Launched first in-house


brand in the IMFL segment
Pincon XXX Matured
Rum

Launched wholesale
distribution of reputed
IMFL brands in West Bengal
n

2012

Entered into a tie-ups


with bottling units outside
West Bengal for its IMFL
brands
n

Crossed turnover of H50


crore

Launched Pincon No. 1


Whisky

Pincon XXX Matured


Rum emerged as the third
largest rum brand in West
Bengal*
n

2013

Expanded whisky and


rum portfolio

n Launched Highland
Blue Whisky in the midpremium segment

Launched Pincon Kings


Coin 50 (vodka, rum and
whisky)

Crossed turnover of H240


crore

Launched Pincon Ruby


Gold XO Brandy
n Entered the FMCG
segment edible oils

Crossed turnover of H300


crore

2014
n

2015

Set up oce in Bengaluru


for expanding into South
India

Launched in-house IMFL


brand in Karnataka

n Launched Ultra Force


XXX Jamaican Rum in the
premium segment

Entered the IMIL segment


by launching Pincon
Bangla No.1 in West Bengal

Launched Odisha Choice


Whisky in Odisha in the
economic segment

n Launched Pincon Ruby


Gold Orange Flavoured Gin
in regular segment

Got listed on the BSE

Crossed turnover of H100


crore

Crossed turnover of H600


crore and net profit H10
crore

*As per a survey conducted by the West Bengal Foreign Liquor Manufacturers and Bonders Association

H17 crore in 2014-15 to H26 crore.

n EBITDA grew by 64% from H35 crore in


2014-15 to H58 crore.

n Acquired an IMIL bottling unit of


National Industrial Corporation (Nicols) in
Asansol.

n Profit after tax increased by 53% from

n Planned to acquire two more IMIL and

28.6

25.1

28.7

27.1

FY 16

32.4

FY 15

17.3

FY 14

16.6

58.1

FY 13

10.0

35.6

FY 12

8.5

19.1

FY 16

RONW (%)

6.8

14.9

FY 15

n Penetrated deeper and enhanced


acceptance of edible oils in West Bengal.

25.5

10.3

FY 14

EPS (H)

onward marketing in India.

16.7

987.9

FY 13

n Decided to make a direct overseas


investment to acquire 100% of OSPL

(Orbitol Solutions Pte Ltd), a Singaporebased company that will enable Pincon
to export its own brand of Ultra Force XXX
Jamaican Rum to ASEAN countries. This will
facilitate the import of liquor and pulses for

10.1

692.9

FY 12

one more IMFL blending and bottling unit


in West Bengal coupled with two popular
IMIL brands.

8.5

384.9

PAT (H crore)

320.1

EBITDA (H crore)

244.6

Net sales (H crore)

n Revenues increased by 43% from H693


crore in 2014-15 to H988 crore.

6.9

THIS IS HOW WE
OUTPERFORMED
THE SECTOR
IN 2015-16

FY 12

FY 13

FY 14

FY 15

FY 16

FY 12

FY 13

FY 14

FY 15

FY 16

FY 12

FY 13

FY 14

FY 15

FY 16

Annual
Report

20 1516

14 15

Corporate overview | Statutory reports | Financial statements

Chairmans overview

If you ask me what


we have done that it
is indeed creditable, I
will only say this: we
offered a branded
product in a space
where nobody
previously aspired
to; we seeded the
market with branded
offerings; we created
an appetite for better
products.
Pincon Spirit Limited is one of the
most attractive proxies of Indias
liquor industry.
Our Company is a proxy of the vast consumption
potential at the base of Indias consumption
pyramid. Our Company is a proxy of an increased
national emphasis on hygiene. Our Company is
a proxy of the countrys branding and packaging
revolution. Our Company is a proxy of the nations
growing aspirations. Our Company is a proxy of the
countrys millions who are eager to unwind and
entertain themselves.
Its on the back of these diverse realities, our
Company has emerged as one of the fastestgrowing companies in India today.

Our Company grew revenues by 43%


and profit after tax by 53% in 2015-16
the eighth successive year of profitable
growth.
This outperformance was the result of a
conscious decision to grow the business
in a manner distinctive from our peers.
Principally, liquor companies in India
focus on the premium branded segment,
avoiding the low-value IMIL portfolio which
is considered to be incompatible with
the premium portfolio and its realisations
not considered good enough to ensure
profitable growth.
Our Company was able to perceive
opportunities where others saw
challenges because of our in-depth
understanding of the business. We have
grown from a point where we distributed
products for some of the largest liquor
companies in the country for a number of
years. We saw how the business worked
from up front what trade policies were
followed by the larger companies, how
consumers responded to dierent prices
and how otake responded to changes in
positioning.
As it turned out, we extended from
distribution to blending, bottling,
branding, marketing and retailing, possibly
the longest value chain in the countrys
liquor industry. Being small, we possessed
the right size to manage overheads.
Besides, the decision of the West Bengal
Government to create a composite license
for the liquor sector made it possible for
us to widen our reach across the IMIL and
IMFL segments.
This convergence right place, right
time, right size brought us face to
face with one of the largest sectoral
opportunities. In West Bengal, where we
selected to enhance our presence, there
was a large illicit liquor trade marked by
spurious products, absence of quality
assurances and no certifications, low
product traceability and most importantly
no contribution to the exchequer.
Our Company addressed this vast
segment (estimated in excess of H50,000
crore a year across India), by oering a

superior packaged and branded IMFL


product priced aordably for the masses,
we created an inducement for thousands
of consumers to graduate their tastes,
preferences and lifestyles.
So, if you ask me what we have done
that it is indeed creditable, I will only say
this: we oered a branded product in a
space where nobody previously aspired
to; we seeded the market with branded
oerings; we created an appetite for
better products.
The result is that we grew revenues at a
CAGR of 57.25% in the three years leading
to 2015-16; we grew our profit after tax at
a CAGR of 58% during the same period.

Optimism, 2016-17
n Leverage acquisitions to step
up production to over 1.2 crore
bottles per month in the IMIL
segment.
n Acquire two bottling units in
Malda and Cooch Behar.
n Strengthen our presence
throughout West Bengal and
Karnataka.
n Widen our IMFL portfolio to
reap promising returns.

What we have achieved in the last few


years pales in comparison to what lies
ahead.
The prospects are compelling. In India,
there are only two pan-Indian MNCs; the
rest of the players are regional. The market
is getting increasingly corporatised.
There is a greater respect for companies
that can market wider and deeper.
There have been no eorts undertaken
towards educating the masses about the
consumption of safe and hygienic IMIL.
Our Company is attractively placed to
capitalise on these realities. We achieved
a critical mass of over 21,00,000+ cases
of IMFL and IMIL products for the year
under review, following which scale-based

eciencies will translate greater margins


visibility. We have an unusual commitment
towards logistics management and
customer responsiveness for a company
of our size. We have been blending
grain-based extra neutral alcohol with
RO-treated water which has enabled us
to create an absolutely odourless IMIL
product. Besides, ours is an instance of a
company that has widened its national
footprint parallely with its regional spread.
Considering that the acquired facilities
are running profitably, we expect them to
contribute handsomely to our financials
in 2016-17. More importantly, we have
invested in a medium-term plan that
comprises expanding our operating
facilities, evolving our product mix, and
widening our footprint to cumulatively
grow our revenues to C3,000 crore by
2020.
The other distinctive Pincon initiative
has been our decision to extend into a
completely dierent business segment
the refining, branding and distribution
of edible oils in the FMCG segment. This
strategy has helped us de-risk ourselves
from an excessive dependence on the
liquor segment. Following an investment
in product variety, smart marketing
strategies and superior distribution
network, we have carved out a successful
presence in this segment marked by
attractive revenues. This provides us
with the optimism that this segment
can emerge as a full-fledged business
capable of enhancing shareholder value
sustainably.
I strongly believe that a company can
ensure sustainable growth through open
communication with its stakeholders.
I would like to thank our stakeholders for
their unflinching support and persistent
commitment in helping Pincon reach
such great heights. I look forward to
the next year with the strong belief that
Pincon will continue to receive your
encouragement.
Monoranjan Roy,
Chairman and Managing Director

Annual
Report

20 1516

16 17

Corporate overview | Statutory reports | Financial statements

A conversation with Mr. Arup Thakur, Executive Director and CFO

Our robust business model

We aspire to continue growing our


topline, improve margins and drive
bottomline growth in 2016-17.
An overview of the Companys
2015-16 performance

Value chain

Twin revenue engines

Transformation-focused

The Company enjoys a


visible presence across
the value chain from
production to retail.

The Companys revenues are


being driven by liquor and
edible oils; ensuring that it
isnt overtly depedent on any
one of the two verticals.

The Company focuses on


strengthening its presence
in the IMIL segment,
graduating from entry-level
IMFL products to mainstream
products by branding and
leveraging its corporatised
identity.

Bottling integration

Resource integrity

The Company has invested


extensively in back-end
integration via the direct
ownership of bottling plants
and tie-ups, strengthening
its value chain.

The Company has selected


to manufacture IMIL from
grain-based ENA, enhancing
taste on the one hand and
eliminating odour on the
other, resulting in increased
acceptability among the
masses.

Distribution

Acquisitions

Diversification

The Company markets


products through private/
governmental distribution
channels. The Company
possesses a strong retail
and institutional network
(proprietary retail shops in
West Bengal).

The Company has


demonstrated the ability
to identify targets and
acquire bottling plants and
brands to address the vast
consumption potential in the
markets of its presence.

The Company invested across


the IMFL range (whisky, gin,
vodka and rum) with the
objective to capture the
upside in each and moderate
an excessive dependence on
any one variety.

The year 2015-16 was a positive year as


our topline grew by 43% to H988 crore
while net profit increased by 53% to
H26 crore. More importantly, our EBIDTA
margin strengthened by 80 bps over
the previous year. This profitable growth
validates the Companys ability to build
volumes, generate attractive realisations
and optimise costs.
This outperformance was the result of the
successful implementation of a number of
initiatives. We strengthened our presence
in Karnataka (having entered the market
in late 2014-15), resulting in incremental
volumes. We focused on growing
awareness regarding our core brands.
We launched new products and product
extensions that generated encouraging
volumes.

Key corporate achievements,


2015-16
The Company completed two IMIL-related
acquisitions in 2015-16. Pincon acquired
a bottling unit in Asansol to address the
large liquor consuming market in the
coal mining belt of West Bengal. The
Company embarked on the acquisition
of two blending and bottling units in
Dankuni and Barahanagar. The Company
also acquired two popular IMIL brands Bengal Tiger (more than 20 years old) and
Uddan (more than 15 years old) that
are expected to translate into enhanced
otake in 2016-17.

The IMIL business segment


The Company has enhanced
manufacturing capacities following these
acquisitions. The Company will now be

able to produce 2.5 crore bottles per


month compared to 1.25 crore bottles
per month, a year ago. This capacity jump
empowers the Company to address
a growing IMIL market. Besides, the
ownership of three leading IMIL brands is
likely to make Pincon the go-to company
in terms of its distribution channel and will
make it possible for us to optimise costs.
The bottomline is that the acquisitions
will make us a larger company capable
of selling faster and at a lower cost
adding value for stakeholders across the
foreseeable future.

The West Bengal opportunity


From a macro perspective, West Bengal
consumes about 6 crore IMIL bottles per
month on an average, apart from the
sizeable volumes of illicit liquor. The West
Bengal Governments desire to wipe out
illicit liquor consumption in West Bengal
has brightened prospects for us in the
IMIL segment.

Business-strengthening initiatives
Consider this: our flagship Bangla No.1
brand along with the newly-acquired
brands are present across 21 districts
of West Bengal. The extension of these
prominent brands across our existing
footprint could alone make a sizeable
addition to our volumes.

2,000+ of them. Our focus on extending


our pan-Bengal footprint should catalyse
business growth.

The IMFL segment


Pincons IMFL brands reported a 60%plus revenue growth over the previous
year even as its core brands are relatively
new and only started gaining consumer
acceptance in the states of their presence.

Outlook
The Company is hopeful of sustaining
its growth in the current year on a
larger base. We will continue enhancing
marketplace and shopfloor eciencies
and strengthening our product basket to
fill market gaps. Our proposed acquisition
of Orbitol Solutions Pte Ltd, a Singaporebased company, will facilitate the export
of our Ultra Force XXX Jamaican Rum to
the ASEAN countries.
We aspire to continue growing our
topline, improve margins and drive
bottomline growth in 2016-17. We
intend to mobilise funds for acquisitions
and financing day-to-day opeartions
through a prudent mix of debt and equity,
strengthening our Balance Sheet.
In view of these realities, we expect
to drive sustainable growth over the
foreseeable future.

Growth opportunities
Even as we are a dominant IMIL player in
West Bengal with a 40% market share, our
presence in North Bengal is still marginal.
Consequently, we are analysing inorganic
growth opportunities in that location.
From a distribution perspective, there are
about 2,200 active shops marketing IMIL
brands while our products are available in

55

%
increase in our points-of-sale in FY16

Annual
Report

20 1516

18 19

Corporate overview | Statutory reports | Financial statements

Management discussion and analysis


Indian economy
The global landscape has been rough and
uncertain with weak output growth.
Even in these trying times, Indias
economic growth was positive wherein
inflation, fiscal deficit and current account
balance showed improvement.
India registered robust growth of 7.2% in
2014-15 and an 7.6% in 2015-16, retaining
its position as the fastest-growing major
economy. This growth was largely the

result of the exceptional performance


of the countrys manufacturing sector
(9.5% growth in 2015-16 against 5.5% in
2014-15), which was due to a significant
fall in inputs costs following a decline in
global commodity prices. Besides, growth
is also being significantly driven by private
consumption aided by lower energy
prices and higher real incomes.
Economic robustness was also facilitated
by positive RBI policies which aided in

consider India as an under-consumed


market, which has seen steady growth
in the last five years. In view of this rich
potential, the pace of acquisitions and

Indias economy is expected to sustain


its growth momentum in the current
year. The Economic Survey 2015-16 has
projected a GDP growth of 7-7.75% in
2016-17, while IMF has estimated Indias
GDP growth at 7.5% in FY17 supported by
stronger domestic demand.

joint ventures have increased, leading to


market consolidation. This industry can
be broadly divided into the following
segments:

Pricing

Target audience

IMFL (Indian Made Foreign Liquor)

Aordable and competitive

Above 24 years

IMIL (Indian Made Indian Liquor)

Low-end prices are a driving factor

Above 35 years

IMFL is a large segment of the Indian


liquor industry segmented into various
types (whisky, vodka, gin, rum and
brandy). This segment is dominated by
whisky (60% of volumes), followed by
rum (25%). This segment sells around 80
billion cases a year. In the IMFL segment,
vodka is the fastest-growing at around
9-10%, consumption of which has
increased due to increased popularity
among women. Besides, evolving
consumer preferences towards premium
IMFL varieties are likely to enhance
realisations and prospects.

IMIL (Indian Made Indian


Liquor)
This is the largest form of alcohol

consumed in India, accounting for


nearly 50% of the market and growing at
around 6-8% each year. There has been a
gradual shift from illicit liquor to licensed
and subsidised IMIL (country liquor).
Industry challenges comprise restrictive
state policies regarding pricing,
production and movement, increase
in raw material costs and advertising
restrictions.

Industry drivers
Urbanisation: As more people migrate
to cities, they will be exposed to a wider
variety of liquor products.
Favourable demographics: More than
60% of Indias population lies in the age
group of 15-45. More than 480 million
Indians are above the drinking age;

11
Traded brands

50+

IMFL

(Source: IMF, ET, World Bank)

Type of industry

IMFL (Indian Made Foreign


Liquor)

Proprietary
brands

controlling demand pressures, keep


external shocks at bay and control rupee
volatility and inflation.

INDUSTRY REVIEW
The Indian liquor industry is estimatedly
worth C1,400 billion. This segment is still
largely untapped, making it attractive for
liquor players. Several global companies

Business segment#1

around 150 million will be added to this


group over the next five years.
Social norms: There has been a visible
change in drinking attitudes, enhancing
the social acceptability of alcohol
consumption.
Rising disposable incomes: Most
Indians are in the productive working age
bracket and moving towards the upper
and middle income groups.
Increased alcohol accessibility and
availability: The industry is populated
by a number of brands (high-end and
low-end). Most low-end brands are
available in government-licensed outlets,
government shops (monopolies), private
licensed retail chains, restaurants and
bars.

incon entered the IMFL segment


through wholesale distribution and
subsequently graduated to blending,
bottling and marketing proprietary brands
across five states. Pincon is possibly the
only liquor player in India with a footprint
extending from production to wholesale and
retail.

Wholesale distribution
The Company is engaged in the wholesale
distrbution of leading liquor brands for
which it enjoys tie-ups with more than 3,000
licensees in West Bengal. Over the years,
the business provided the Company with a
grassroots understanding of the segment
and regional customer preferences. The
Company entered this segment in 2009. In
2015-16, this business generated revenues
worth H341 crore against H322 crore in
2014-15. Even as its contribution to the
topline (consolidated) declined from 49% to
33%, IMFL as a segment registered a growth

of 14% on the strong growth of our IMFL


brands. Going forward, business growth is
expected to sustain momentum, even as
its share in the overall business is likely to
decline.

Proprietary products
The Company produces proprietary liquor
brands with a manufacturing capacity of
120,000 cases per month. The Companys
product portfolio comprises 11 brands across
five categories (rum, whisky, vodka, brandy and
gin).

Highlights, 2015-16
n Revenues grew by more than 60%; the
average industry growth was more than 8%
n Strengthened route to market capabilities
right product at the right place.
n Launched Ruby Gold Gin, which was well
received by the customers

Product
segment

Brands

Pincons position in West


Bengal

50 degrees or
more

Pincon Kings Coin (whisky, rum, vodka)

Second-largest by volume

Budget

Pincon No. 1 Select Whisky, Odisha Choice


Whisky, Pincon XXX Matured Rum, Pincon
Perfect Grain Vodka and Pincon Ruby Gold
XO Brandy

Leader in this product


segment

Highland Blue Whisky, Ultra Force XXX


Jamaican Rum, Pincon Ruby Gold Orange
Gin

Steadily growing market


shares

Regular

Proportion of
income from IMFL
business (2015-16) (%)

45

Sales volumes in
2015-16 (lac cases)

11+
Revenue in 201516 (H crore)

588
Pincon is one of the few
users of grain-based
ENA, which enhances
product taste.

Annual
Report

20 1516

20 21

Corporate overview | Statutory reports | Financial statements

Business segment#2
n Made inroads in the dicultto-penetrate rum segment
(customer preferences are fixed
around traditional brands) with
its Ultra Force XXX Jamaican Rum
n Revamped packaging of its
flagship Highland Blue whisky
brand to strengthen customer
appeal
n Strengthened branding and
awareness

Agenda for 2016-17


n Increase presence of core
brands (Highland Blue Whisky,
Pincon No.1 Select Whisky and
Ultra Force XXX Jamaican Rum)
in Karnataka
n Widen and deepen the
distribution network
n Bolster the Pincon portfolio

Proprietary
brands
Indian IMFL
segment revenue
growth, 2015-16 (%)

Pincon IMFL
revenue growth,
2015-16 (%)

8+ 14

Districts of
presence

21

IMIL

Points-of-sale

IMFL portfolio
H320 for 750 ml

H415 for a litre

aving entered this space in 2015


following the launch of the Pincon
Bangla No.1 brand, the Company has
emerged as a dominant IMIL player (postacquisition) in West Bengal.
Pincon is among the pioneers in
corporatising the IMIL segment (country
liquor), which is still largely unorganised.

IMFL A wide product


basket across strategic
price points widens the
opportunity canvas

H340 for a litre

Rum Jamaican Ultra Force

Gin Ruby Gold

Whisky Highland Blue

H160 for 750 ml

H160 for 750 ml

Vodka Kings Coin

Rum Kings Coin

The use of grain-based ENA as the basic


ingredient mixed with demineralised water
from the Companys plant and the use of
state-of-the-art automatic bottling lines
have positioned Pincon distinctively from
its peers (through product quality and
taste). The Companys sustained advertising
and promotional initiatives are aimed at
raising awareness on the need to graduate
consumers from illicit liquor to branded IMIL
variants. These factors have enhanced the
acceptability of the Companys products
leading to increased otake.

Highlights, 2015-16
n The Company began blending and
bottling liquor under the IMIL segment
during the year under review.
n Acquired Nicols, which added a
manufacturing unit to the Companys asset
bank (capacity of 20 lac bottles per month),
enabling the Company to establish its
footprint in the coal mining belt of West
Bengal, a large IMIL market.
n Embarked to acquire two manufacturing
units Dankuni and Barahanagar - which
also added two of the highest-selling IMIL
brands, Bengal Tiger (more than 20 years old)
and Uddan (more than 15 years old).
n Introduced an orange-flavoured variant of
Bangla No. 1 in December 2015, which was
well-received.

Agenda for 2016-17

Pincon strengthened its sectoral


leadership by increasing capacities (three
manufacturing units) and acquiring brands
(Uddan and Bengal Tiger).

n Introduce four flavoured variants under the


Bangla No. 1 brand

Currently, the Company has a capacity to


produce 1.3 crore bottles a month across
three manufacturing facilities in Central
and South Bengal. Pincons Bangla No. 1 is
available in 21 districts across 2,000+ retail
outlets.

n Scout for acquisition opportunities to


strengthen presence in North Bengal.

n Extend product availability of newly-acquired


brands across Bengal.

n Assist the State Government to counter


the sale of unlicensed country liquor (hooch)
by introducing an alcohol variant of similar
strength (80 degrees).

4,800
Revenue in 201516 (H crore)

123
Pincon IMIL revenue
growth, 2015-16 (%)

100

Indian IMIL segment revenue


growth, 2015-16 (%)

15

Pincon aims to achieve a


60% market share in the
IMIL space in West Bengal
by the end of FY17.

Annual
Report

20 1516

22 23

Corporate overview | Statutory reports | Financial statements

Business segment#3

2
brands

Production
capacity in tonnes

50,000
Edible oils

his business segment is engaged


in the manufacture of edible oils.
The Company owns a refining and
packaging unit.
The Company entered the edible oil segment
in 2013 and markets its products in West
Bengal and North East India. This segment
has helped in diversifying the Companys
business and creating an additional revenue
stream.

Highlights, 2015-16
n The topline growth that was achieved in
the year under review was H101 crore, which
is substantial, considering the Company
entered the edible oils segment in 2013.

Proportion of
income from own
business (2015-16) (%)

28

segment grow revenues by 60% during the


year under review.
n Pincon leveraged its expertise in the
distribution of liquor products in the realm of
edible oils.
n The Company focused on consolidating its
edible oils business in West Bengal.

Sales volumes in
2015-16 in tonnes

31,000+
Revenue in
2015-16 (H crore)

281

Agenda for 2016-17


n The segment holds substantial promise
and hence the Company plans to further
consolidate its presence in West Bengal.
n The product recall of its liquor business
would be instrumental in boosting sales of its
edible oils.

n Its competitive pricing has helped this

The Indian edible oils market is the


fourth largest in the world after the US,
China and Brazil, accounting for around
9% of the worlds oilseeds production.

Edible oil consumption will receive a


boost with the population increasing
incrementally over the years.

Sectoral
attributes
Demand-supply issues have still not
been fully addressed due to a lack of an
ecient logistics chain.

The Indian edible oil market is


under-penetrated and holds immense
potential for growth.

Rising incomes will enhance the


growth of this sector.

How does
Pincon enhance
consumer value?
At Pincon, we believe in providing
value to our consumers through
dierentiation. This philosophy has
ensured the Companys success in
the IMIL segment, with growing
customer adoption of our brands,
increasing IMIL sales volumes to 1
crore bottles a month. Our superior
price-value proposition is expected
to establish us as one of the largest
IMIL (country spirit) players in India.

Annual
Report

20 1516

24 25

Corporate overview | Statutory reports | Financial statements

Managing business uncertainties


Business is about taking and managing risks. A businesss risk profile will evolve with altering
dynamics. The same holds true at Pincon, which has progressively emerged as one of the Indias
fastest-growing corporates. The Company leveraged its domain knowledge to strengthen
viability across products, geographies and market cycles.

REGULATORY RISK: The Companys


business depends largely on governmental
policies, especially excise laws.
Mitigation: As a part of its de-risking initiatives, the Company has strategically established a
footprint in areas where State Governments are not averse to liquor consumption. The Company
has a team of professionals who ensure that its operations conform to the laws of the land.
Result: Pincon has emerged as one of the fastest-growing companies in India. Its topline has grown
at a CAGR of 50% + over the last five years.

GEOGRAPHIC RISK: An overt dependence on a


single state could impact growth if geopolitical
challenges emerge in that geography.
Mitigation: Pincon generates more than 65% of its revenues from West Bengal. Hence it could
be aected by unforeseen adversities impacting the state. However, the geopolitical scenario
in West Bengal does not threaten liquor consumption. As a de-risking measure, the Company is
strengthening its presence in Karnataka, Jharkhand and Odisha. The Company is also extending
its footprint to Delhi and Chattishgarh. Its proposed acquisitions allows it to export IMFL products
to ASEAN nations. The widening of the opportunity canvas is expected to reduce the Companys
dependence on West Bengal.
Result: Revenue contribution from outside West Bengal states grew from scratch in 2012-13 to 35%
in 2015-16.

PRODUCT RISK: Non-acceptance of the


product in the consuming fraternity could
impact business sustainability.
Mitigation: The Company has been in business for more than a decade. Its IMFL wholesale
operations provide insights into evolving customer preferences across geographies. Based on this
knowledge, the Company has launched a slew of successful products. The most recent launch was
Ruby Gold Gin which sold more than 30,000 cases during the previous fiscal.
Result: Each of the Companys brands registered healthy double-digit growths in the last three years.

FUNDING RISK: Inability to mobilise


adequate low-cost funds could aect
growth aspirations.
Mitigation: The Companys businesses (liquor and edible oils) are working capital-intensive. The
Company expects to infuse around H225 crore in 2016-17 (a mix of debt and equity) thereby
strengthening organisational liquidity and de-leveraging its Balance Sheet. Moreover, growth in
business volumes is expected to strengthen cash flows which could be deployed to fund working
capital needs and repay debts.
Result: The capital employed in the business increased from H99 crore in 2014-15 to H136 crore in
2015-16; strategic investor (Chairman and Managing Director) infused H62 crore into the business
in 2015-16, enhancing liquidity.

MARGINS RISK: Inability to manage


growing business operations could impact
profitability.
Mitigation: The growing scale of operations and the consequent economies-of-scale will bolster
operating margins. Streamlining of business operations is a continuous journey and as the
Company grows larger, its negotiating power with key stakeholders is expected to strengthen, thus
optimising costs. From a realisations perspective, the Company is moving up the value chain in the
IMFL business (focus on core brands) and this is expected to improve margins
Result: Revenues from core brands increased from H170 crore in 2014-15 to H384 crore in 2015-16
while EBIDTA margin improved by 80 bps over the same period.

Annual
Report

20 1516

26 27

Corporate overview | Statutory reports | Financial statements

Directors Report
Your Directors are pleased to present the 38th Annual Report and the Companys Audited Accounts for the Financial Year ended
March 31, 2016.

FINANCIAL RESULTS
The Companys financial performance for the year under review along with previous year figures is given hereunder:
PARTICULARS
Revenue
Profit before Interest, Depreciation, Tax
Depreciation

H in Lacs

2015-16

2014-15

94,605.88

60,269.67

5610.41

3,285.89

207.40

215.14

Interest

1,669.28

706.73

Profit after Interest & Depreciation

3,733.73

2,364.01

Provision for Taxation (I. Tax & Deferred Tax)

1,247.77

796.01

Profit after Tax

2,485.96

1,568.00

Share Capital

2,104.30

1,002.15

Reserve & Surplus

6,948.14

4,463.84

EPS - Basic (Rupees)

11.81

15.65

EPS - Diluted (Rupees)

16.87

15.65

RESULTS OF OPERATIONS
Operating in a volatile and uncertain environment, the Company
demonstrated the resilience of its business model.
PERFORMANCE OF THE COMPANY
During the year under review, your Company has achieved sales
of H94,605.88 Lacs representing a steadfast growth of 56.97% over
the previous year of H60,269.97 Lacs. Net Profit from operations
at H2,485.96 Lacs registered a robust growth of 58.54% over the
previous year of H1,568.00 Lacs.
OUTLOOK
The details about prospects/ outlook of your Company are provided
under the Management Discussion and Analysis Report, forming
part of this Annual Report.
CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Accounting Standard (AS) 21 on Consolidated
Financial Statements, the Audited Consolidated Financial Statement
is provided in the Annual Report.

DIVIDEND
Directors have recommended a dividend of H0.75 (i.e. 7.50%) per
equity share for the Financial Year ended March 31, 2016. The
dividend payout is subject to approval of members at the ensuing
Annual General Meeting. The dividend will be paid to members
whose names appear in the Register of Members as on May 30,
2016 and in respect of shares held in dematerialised form, it will be
paid to members whose names are furnished by National Securities
Depository Limited and Central Depository Services (India) Limited,
as beneficial owners as on that date.
DIRECTORS
As per the provisions of the Companies Act, 2013, Mr. Subrata
Basu retires by rotation at the ensuing AGM and being eligible
oers himself for re-appointment. The Board recommends the reappointment of Mr. Subrata Basu as Director & Mr. Abhijit Datta, who
was appointed as Additional Director (Independent) on 09.02.2016
to be appointed/regularised as Director (Independent) in the
ensuing AGM of the Company.

AUDITORS
In the 36th AGM held on 29.09.2014, D.N. Misra & Co., Chartered
Accountants has been appointed as Statutory Auditors of the
Company for a period of 5 years. Ratification of appointment of
Statutory Auditors is being sought from the members of the
Company at the ensuing AGM.
Further, the report of the Statutory Auditor along with Schedules
and Notes to Accounts are enclosed to this report. The observations
made in the Auditors Report are self-explanatory and therefore do
not call for any further comments.
AUDITORS REPORT
The observations of the auditors in their report are self-explanatory
and therefore, in the opinion of the Directors, do not call for further
comments.
SUBSIDIARIES
In accordance with Section 129(3) of the Companies Act, 2013, a
statement containing salient features of the Financial Statements of
the subsidiary companies in Form AOC 1 is provided as Annexure
1 to this report. In accordance with third provision to Section
136(1) of the Companies Act, 2013, the Annual Report and Financial
Statements of each of the Subsidiary Companies have also been
placed on the website of the Company www.pinconspirit.in
SECRETARIAL AUDITORS
Section 204 of the Companies Act, 2013 inter-alia requires every
listed company to annex with its Boards Report, a Secretarial Audit
Report given by a Company Secretaries in practice, in the prescribed
form.
The Board of Directors appointed M/s. Arpan Sengupta & Associates,
Practicing Company Secretary, as Secretarial Auditor to conduct
Secretarial Audit of the Company for Financial Year 2015-16 and
their report is annexed to this Board Report as Annexure 2.
The Secretarial Audit Report does not contain any qualification,
reservation, adverse remark or disclaimer.
PARTICULARS OF EMPLOYEES
The information required pursuant to Section 197 read with rule 5
of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 in respect of employees of the Company, is
provided as Annexure 3.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND


FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars prescribed under section 134(3) (m) of the Act, read
with Rule 8 of the Companies (Accounts) Rules, 2014, are set out in
Annexure 4.
RELATED PARTY TRANSACTION
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. There are no materially significant related party
transactions made by the Company with Promoters, Directors, Key
Managerial Personnel or other designated persons which may have
a potential conflict with the interest of the Company at large. The
details of related party transactions required under section 134(3)
(h) read with Rule 8 of the Companies (Accounts) Rules, 2014, is
given in Form AOC 2 and the same is enclosed as Annexure 5, the
same is mentioned in the notes of accounts as well.
The Companys policy on dealing with Related Party Transactions
was adopted by the Board on 17th October, 2014 and is available
on the website.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in Form
No. MGT-9 is annexed herewith as Annexure 6.
CORPORATE GOVERNANCE
The report on Corporate Governance as stipulated under the SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, forms an integral part of this Report. The requisite certificate
from the Auditors of the Company confirming compliance with the
conditions of Corporate Governance is attached to the report on
Corporate Governance.
BOARD MEETINGS
A calendar of Meetings is prepared and circulated in advance to
the Directors. The Board met 19 times during the year, the details of
which are given in the Corporate Governance Report that forms part
of this Annual Report. The intervening gap between the Meetings
was within the period prescribed under the Companies Act, 2013
and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015,

Annual
Report

20 1516

28 29

Corporate overview | Statutory reports | Financial statements

BOARD COMMITTEES
The Company has set up the following committees of the Board.
A. Audit Committee
B. Nomination and Remuneration Committee
C. Stakeholders Relationship Committee
D. Corporate Social Responsibility Committee
E. Risk Management Committee
F. General Committee of Directors
The composition of each of the above committees, and their
respective roles and responsibilities are detailed in the Corporate
Governance Report.
NOMINATION, REMUNERATION AND EVALUATION POLICY
In accordance with the provisions of Section 178 of the Companies
Act, 2013 read with Regulation 19 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Board of
Directors in its Meeting held on 17th October, 2015 has, on the
recommendation of Nomination and Remuneration Committee,
adopted the Nomination, Remuneration and Evaluation Policy of
the Company which is laid down in the Corporate Governance
Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Corporate Social Responsibility is commitment of Company to
improve the quality of life of the work force and their families and
also the community and society at large. The Company believes
in undertaking business in such a way that it leads to overall
development of all stakeholders and Society. Report on Corporate
Social Responsibility is annexed herewith as Annexure 7.
Information on the composition of the Corporate Social Responsibility
(CSR) Committee is provided in the Corporate Governance Report
that forms part of this Annual Report. Furthermore, as required by
Section 135 of the Act, and the Rules made thereunder, additional
information on the policy and implementation of CSR activities
by your Company during the year are provided in Corporate
Governance Report to this Report.
RISK MANAGEMENT POLICY
The Company has a Risk Management Policy which has been
adopted by the Board of Directors. Currently, the Companys risk
management approach comprises of the following:
Regulatory Risk
Strategic Risk
Concentration Risk
The risks have been prioritised through a company wide exercise.
Members of Senior Management have undertaken the ownership
and are continuously working on mitigating the same through coordination among the various departments, insurance coverage,

security policy and personal accident coverage for lives of all


employees.
A detailed note on the risks is included in the Corporate Governance
Report.
MANAGEMENT DISCUSSION AND ANALYSIS
The Report on Management Discussion and Analysis as stipulated
under the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, forms an integral part of this Report. The requisite
certificate from the Auditors of the Company confirming compliance
with the conditions of Corporate Governance are attached to the
Report on Corporate Governance.
DEPOSITORY SYSTEM
The trading in the Equity Shares of your Company are under
compulsory dematerialisation mode. As on 31.03.2016 Equity
Shares representing 71.00% of the Equity Share Capital are in
dematerialised form. As the depositary system oers numerous
advantages, Members are requested to take advantages of the same
and avail of facility of dematerialisation of the Companys Shares.
FIXED DEPOSITS
Your Company has not accepted any deposits within the meaning
of Section 73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014.
CREDIT RATING
SMERA, a reputed agency has assigned Credit Rating SMERA BBB
(Stable) for short-term instrument of the Company.
During the year Dun & Bradstreet has assigned a Rating of D&B-4A2
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The Company has not given any loans, guarantees or investments
covered under the provisions of Section 186 of the Companies
Act, 2013.
WHISTLE BLOWER /VIGIL MECHANISM
In accordance with the provisions of Section 177(9) of the
Companies Act, 2013 read with Rule 7 of the Companies (Meetings
of Board and its Powers) Rules, 2014 and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Company has
adopted a Whistle Blower Policy to provide a mechanism to its
directors, employees and other stakeholders to raise concerns about
any violation of legal or regulatory requirements, misrepresentation
of any financial statement and to report actual or suspected fraud or
violation of the Code of Conduct of the Company. The Policy allows
the whistle-blowers to have direct access to the Chairman of the
Audit Committee in exceptional circumstances and also protects
them from any kind of discrimination or harassment.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:


The Company has a well-placed, proper, adequate and documented
internal control system commensurate with the size and nature of
its business. The primary objective of the internal control system
is to ensure that all its assets are safeguarded and protected and
to prevent any revenue leakage and losses to the Company. Such
controls also enable reliable financial reporting. The report on
Internal Control Systems and their adequacy is forming part of
Management & Discussion Analysis Report.
HUMAN RESOURCES:
Your Company treats its Human Resources as one of its most
important assets. Your Company continuously invests in attraction,
retention and development of talent on an ongoing basis. A
number of programs that provide focussed people attention are
currently underway. Your Companys thrust is on the promotion of
talent internally through job rotation and job enlargement.
INDUSTRIAL RELATIONS:
During the year under review, your Company enjoyed cordial
relationship with its workers and employees at all levels.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013:
The Company is committed to provide a healthy environment to
all its employees and has zero tolerance for sexual harassment at
workplace. The Company has in place an Anti-Sexual Harassment
Policy in line with the requirements of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and Redressal
Act), 2013. Internal Complaints Committee (ICC) has been set up
to redress complaints received regarding sexual harassment. All
employees (permanent, temporary, trainees) are covered under this
policy.
There was no case reported during the year under review under the
said policy.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND
PROTECTION FUND
Your Company did not have any funds lying unpaid or unclaimed
for a period of seven years. Therefore there were no funds which
were required to be transferred to Investor Education and Protection
Fund (IEPF).
BOARD EVALUATION CRITERIA
Pursuant to the section 134 (P) of Companies Act, 2013 read with
Rule 8 (4) of Companies Accounts Rule, 2014 and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the
Board has carried out an annual performance evaluation of its
own performance, the Directors individually, as well as the Board

Committees. The evaluation process considered the eectiveness


of the Board and the Committees with special emphasis on the
performance and functioning of the Board and the Committees.
The evaluation of the Directors were based on the time spent by
each of the Board Members.
DIRECTORS RESPONSIBILITY STATEMENT
In terms of Section 134(3) (C ) & (5) of the Companies Act, 2013, the
Directors would like to state that:
I.

In the preparation of the Annual Accounts, the applicable


accounting standards have been followed.

II.

The Directors have selected such accounting policies and


applied them consistently and made judgments and estimates
that were reasonable and prudent so as to give a true and fair
view of the state of aairs of the Company at the end of the
Financial Year and of the Profit or Loss of the Company for the
year under review.

III.

The Directors have taken proper and sucient care for the
maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities.
As per Section 134(CA) of the Companies Amendment Act,
2015 duly notified on 26th May 2015, no fraud was reported by
Auditors under Sub-Section (12) of Section 143.

IV.

The Directors have prepared the Annual Accounts on a going


concern basis.

V.

The Directors have laid down internal financial controls to


be followed by the Company and that such internal financial
controls are adequate and were operating eectively.

VI. The Directors had devised proper system to ensure compliance


with the provisions of all applicable laws and that such system
were adequate and operating eectively.
ACKNOWLEDGEMENTS
Your Directors would like to acknowledge and place on record
their sincere appreciation of all stakeholders - shareholders, bankers
dealers, vendors and other business partners for the excellent
support received from them during the year under review. Your
Directors recognise and appreciate the eorts and hard work of all
the employees of the Company and their continued contribution
to its progress.
For and on behalf of the Board of Directors

Place: Kolkata,
Date: 28.04.2016

Sd/Monoranjan Roy
Chairman & Managing Director
(DIN: 02275811)

Annual
Report

20 1516

30 31

Corporate overview | Statutory reports | Financial statements

Annexure 1

Annexure 2
FORM AOC1

SECRETARIAL AUDIT REPORT FOR THE


FINANCIAL YEAR ENDED MARCH 31, 2016

PURSUANT TO FIRST PROVISO TO SUBSECTION 3 OF SECTION 129 READ WITH RULE 5 OF


COMPANIES ACCOUNTS RULES, 2014
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES/
ASSOCIATE COMPANIES/JOINT VENTURES

To,
The Members,
Pincon Spirit Limited
7, Red Cross Place
Wellesley House 3rd Floor,
Kolkata 700 001

Part A: Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in Lacs)
Sl. No
Name of the Subsidiary
Financial Year Ended
Currency
Share Capital

Paul Distributors

Priya Laboratories

Yours Laboratories

Private Limited

Private Limited

Private Limited

31.03.2016

31.03.2016

31.03.2016

INR

INR

INR

100.00

243.78

16.00

Reserves & Surplus

1,208.04

(137.83)

40.26

Total Assets

1,913.40

233.74

141.05

605.35

127.79

84.78

3543.13

323.60

322.71

Profit Before Taxation

77.31

64.50

38.08

Provision For Taxation

23.89

50.39

11.77

Profit After Taxation

53.42

14.10

26.31

Total Liabilities
Investments
Turnover

Proposed Dividend
% of Shareholding

[PURSUANT TO SECTION 204(1) OF THE COMPANIES ACT, 2013 AND RULE 9 OF THE COMPANIES
(APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014, READ WITH
THE GUIDANCE NOTE ON SECRETARIAL AUDIT (RELEASE 1.2) OF THE INSTITUTE OF COMPANY
SECRETARIES OF INDIA]

55.00%

62.50%

100.00%

We have conducted the Secretarial Audit of the compliance


of applicable statutory provisions and the adherence
to good corporate practices by Pincon Spirit Limited
(CIN L67120WB1978PLC031561) (hereinafter calledthe Company).
Secretarial Audit was conducted in a manner that provided us a
reasonable basis for evaluating the corporate conducts/statutory
compliances and expressing our opinion thereon.

has proper Board-processes and compliance-mechanism in place


to the extent, in the manner and subject to the reporting made
hereinafter:

Managements
Compliances

(i)

Responsibility

for

Secretarial

The Companys Management is responsible for preparation and


maintenance of secretarial records and for devising systems to
ensure compliances with the provisions of applicable Laws and
Regulations.

Auditors Responsibility
Our responsibility is to express an opinion on the secretarial records,
standard and procedures followed by the Company with respect to
secretarial compliances.

Part B: Associates and Joint Ventures


Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
This part is not applicable to the company as there is no associate or Joint Venture Company

We believe that, Audit evidence and information obtained from the


Companys Management is adequate and appropriate to provide a
basis for our opinion.

For and on behalf of the Board of Directors

Sd/Monoranjan Roy
Place: Kolkata,
Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Based on our verification of the Companys books, papers, minute


books, forms and returns filed and other records maintained by
Pincon Spirit Limited and also the information provided by the
Company, its ocers, agents and authorized representatives during
the conduct of Secretarial Audit, we hereby report that in our
opinion, the Company has, during the Audit Period from 1st April,
2015 to 31st March, 2016 (the Reporting Period) complied with the
statutory provisions listed hereunder and also that, the Company

We have examined the books, papers, minute books, forms and


returns filed and other records maintained by the Company for the
period from 1st April, 2015 to 31st March, 2016 according to the
provisions of:
The Companies Act, 2013 (the Act) and the Rules made
thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the
Rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the Rules and
Regulations made thereunder to the extent of Foreign Direct
Investment (Not applicable to the Company during the Audit
Period), Overseas Direct Investment and External Commercial
Borrowings (Not applicable to the Company during the Audit
Period);
(v) The following Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (SEBI Act):a)

The Securities and Exchange Board of India (Substantial


Acquisition of Shares and Takeovers) Regulations, 2011;

b)

The Securities and Exchange Board of India (Prohibition of


Insider Trading) Regulations, 1992;

c)

The Securities and Exchange Board of India (Issue of Capital and


Disclosure Requirements) Regulations, 2009;

Annual
Report

20 1516

32 33

Corporate overview | Statutory reports | Financial statements

The Securities and Exchange Board of India (Employee Stock


Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999 and The Securities and Exchange Board
of India (Share Based Employee Benefits) Regulations, 2014
notified on October 28, 2014;

Adequate notice is given to all directors to schedule the


Board Meetings, agenda and detailed notes on agenda were sent
adequately in advance, and a system exists for seeking and obtaining
further information and clarifications on the agenda items before
the meeting and for meaningful participation at the meeting.

e)

The Securities and Exchange Board of India (Issue and Listing


of Debt Securities) Regulations, 2008 (Not applicable to the
Company during the Audit Period);

Majority decision is carried through while the dissenting members


views are captured and recorded as part of the minutes.

f)

The Securities and Exchange Board of India (Registrars to an


Issue and Share Transfer Agents) Regulations, 1993 regarding
the Companies Act and dealing with client;

d)

g)

h)

i)

The Securities and Exchange Board of India (Delisting of Equity


Shares) Regulations, 2009 (Not applicable to the Company
during the Audit Period);
The Securities and Exchange Board of India (Buyback of
Securities) Regulations, 1998 (Not applicable to the Company
during the Audit Period); and

We, based on the representation made by the Company and its


ocers for systems and mechanism framed by the Company for
compliances under other applicable Acts, Laws and Regulations to
the Company, further report that, the Company has complied
with the following laws applicable specifically to the Company:
We are of the opinion that the management has complied with the
following laws specifically applicable to the Company:

are adequate systems and


processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance
with applicable laws, Rules, Regulations and Guidelines.

We further report that during the Audit Period:


The Company has passed following special resolutions which are
having major bearing on the Companys aairs in pursuance of
the above referred Laws, Rules, Regulations, Guidelines, Standards,
etc.:
i.

Issue of Secured, Rated, Listed, Non-Convertible, Cumulative,


Redeemable, Taxable Debentures;

ii.

Increase in borrowing limits under Section 180(1) (c) of the


Companies Act, 2013;

iii.

Sell, lease or dispose o whole or substantially the whole of


the undertaking under Section 180(1) (a) of the Companies Act,
2013;

iv.

Increase of Authorised Capital of the Company;

v.

Change Clause V of the Memorandum of Association of the


Company;

vi.

Acceptance of Deposits from Members and Public;

1.

The Trade Marks Act, 1999;

2.

Food Safety and Standards Act, 2006;

vii. Issuance of Bonus Shares by capitalization of Reserves /


Securities Premium Account;

3.

West Bengal Excise Act, 1949.

viii. Changes in Articles of Association of the Company;

We have also examined compliance with the applicable clauses of


the following:

ix.

Approval of Material Related Party Transactions;

x.

Preferential Issue of Equity Shares; and

i.

Secretarial Standards issued by The Institute of Company


Secretaries of India.

xi.

Preferential Issue of Equity Share Warrants.

ii.

The Listing Agreements entered into by the Company with


Stock Exchanges.

During the period under review the Company has complied with
the provisions of the Act, Rules, Regulations, Guidelines, Standards,
etc. mentioned above.

To,
The Members,
Pincon Spirit Limited
7, Red Cross Place
Wellesley House 3rd Floor,
Kolkata 700 001
the board and by various committees of the Company during
the period under review. We have checked the board process
and compliance management system to understand and to
form an opinion as to whether there is an adequate system
of seeking approval of respective committees of the board, of
the members of the Company and of other authorities as per
the provisions of various statutes as referred in the aforesaid
Secretarial Audit Report.

Our Secretarial Audit Report for the Financial Year ended 31st March,
2016 of even date is to be read along with this letter.
1.

2.

3.

Disclosure

Maintenance of secretarial record is the responsibility of the


management of the Company. Our responsibility is to express
an opinion on existence of adequate board process and
compliance management system, commensurate to the size
of the company, based on these secretarial records as shown
to us during the said audit and also based on the information
furnished to us by the ocers and agents of the Company
during the said audit.
We have followed the audit practices and processes as were
appropriate, to the best of our understanding, to obtain
reasonable assurance about the correctness of the contents of
the secretarial records. The verification was done on test basis
to ensure that correct facts are reflected in secretarial records.
We believe that the processes and practices, we followed,
provide a reasonable basis for our opinion.
We have not verified the correctness, appropriateness and bases
of financial records, books of accounts and decisions taken by

4.

Where ever required, we have obtained the management


representation about the compliance of laws, rules and
regulations and happening of events etc.

5.

The compliance of the provisions of corporate and other


applicable laws, rules, regulations, standards is the responsibility
of management. Our examination was limited to the verification
of compliance procedures on test basis.

6.

The Secretarial Audit Report is neither an assurance as to


the future viability of the Company nor of the eciency or
eectiveness or accuracy with which the management has
conducted the aairs of the Company.

This Report is to be read with our letter of even date which is


annexed as Annexure A and forms an integral part of this Report.
For Arpan Sengupta and Associates
For Arpan Sengupta and Associates
Sd/-

We further report that


The Board of Directors of the Company is duly constituted with
proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. The changes in the composition of the
Board of Directors that took place during the period under review
were carried out in compliance with the provisions of the Act.

Annexure to the Secretarial Audit Report of M/s. Pincon Spirit Limited


for the Financial Year ended 31st March, 2016

We further report that there

The SEBI (Listing Obligations and Disclosure Requirements)


Regulations, 2015,

Annexure A

CS Arpan Sengupta

Sd/CS Arpan Sengupta


Proprietor
Place: Kolkata,
Date: 28.04.2016

Membership No.: ACS 37706


C.P. No.: 14416

Proprietor
Place: Kolkata,
Date: 28.04.2016

Membership No.: ACS 37706


C.P. No.: 14416

Annual
Report

20 1516

34 35

Corporate overview | Statutory reports | Financial statements

Annexure 3

VI. Variations in the market capitalization of the Company, price earnings ratio as at the closing date of the current Financial Year and
previous Financial Year and percentage increase or decrease in the market quotations of the shares of the Company in comparison
to the rate at which the Company came out with the last public offer in case of listed companies:

PARTICULARS OF EMPLOYEES

Particulars

STATEMENT OF DISCLOSURE OF REMUNERATION PURSUANT TO SECTION 197 OF THE


COMPANIES ACT, 2013 READ WITH RULE 51 OF THE COMPANIES APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL RULES, 2014

31st March, 2016

31st March, 2015

% Change

Closing Price (BSE) in H

121.50

54.78

121.82

Market Capitalization (HIn million)

243.52

109.79

121.82

10.29

3.50

193.94

31st March, 2016

Last

% Change

121.50

10.00*

1115.00

Price earnings Ratio


Particulars
Market price (H)
*The Company come out with Initial Public Oer (IPO) in 1978 at H10/- per share.

I.

The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the Financial Year
2015-2016 and the percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company

VII. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last Financial
Year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there

Secretary or Manager, if any, in the Financial Year 2015-16:


Sl. No

Name

Designation

are any exceptional circumstances for increase in the managerial remuneration:


Ratio of Remunera-

Percentage Increase

During the Financial Year 2015-16, average percentile increase already made in the salaries of employees other than the managerial

tion of each Director

in

personnel was 14.21% which in view of the robust growth made by the Company during the Financial Year 2015-16, there was an increase

to median remuner-

Remuneration

in the managerial remuneration under Section 197 of the Companies Act, 2013. The nominal increments were given to employees other

ation of Employee

II.

than the managerial personnel during the Financial Year 2015-16 to provide for increased cost of living/ inflation in accordance with the
Remuneration Policy of the Company.

Mr. Monoranjan Roy

Chairman & Managing Director

12.06:1

Mr. Arup Thakur

Executive Director & CFO

7.13:1

16.12%

Mr. Subrata Basu

Executive Director

7.13:1

20.00%

Mr. JBS Negi

Non-Executive Director

Ms. Mou Roy

Non-Executive Director

Mr. Abhijit Datta

Non-Executive Director

Mr. Aditya Karwa

Company Secretary

1.64:1

0.00%

VIII. Comparison of the each remuneration of the Key Managerial Personnel against the performance of the Company:
The comparison of the each remuneration of the Key Managerial Personnel against the performance of the Company for the Financial
Year 2015-16 are as follows:
Name of KMP

Designation

Mr. Monoranjan Roy

The percentage increase in the median remuneration of employees in the Financial Year: The median remuneration of employees
in the Financial Year 2015-16 has increased by 14.33% as compared to the previous year.

III. The number of permanent employees on the rolls of Company:


As on March 31, 2016, 104 permanent employees were on the rolls of the Company.

% of Revenue

% of EBITDA

Chairman & Managing Director

0.03%

0.53%

Mr. Arup Thakur

Executive Director & CFO

0.02%

0.32%

Mr. Subrata Basu

Executive Director

0.02%

0.32%

Mr. Aditya Karwa

Company Secretary

0.004%

0.07%

IX. The key parameters for any variable component of remuneration availed by the Directors:

IV. The explanation on the relationship between average increase in remuneration and Companys performance:

During the Financial Year 2015-16, no variable component of remuneration has been availed by the Directors of the Company.

Average increase in the remuneration of employees during the Financial Year 2015-16 was 14.33 %. In view of the robust growth
performance of the Company during the year, increased increments are justified as given to employees.
V.

During the Financial Year 2015-16, no employee has received remuneration in excess of the highest paid Director of the Company.

The comparison of remuneration of the Key Managerial Personnel against the performance of the Company for the Financial Year 201516 is as follows:

Revenue (Hin Lacs)


Remuneration of KMPs (as % of revenue)
Earnings before interest, depreciation and amortization and tax [EBITDA] (Hin Lacs)
Remuneration of KMPs (as % of EBITDA)

The ratio of the remuneration of the highest paid Director to that of the employees who are not Directors but receive remuneration
in excess of the highest paid Director during the year:

Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company:

Aggregate remuneration of KMPs in FY 2015-16 (Hin Lacs)

X.

XI. Affirmation that the remuneration is as per the remuneration policy of the Company:
It is hereby armed that the remuneration paid during the Financial Year 2015-16 is as per the Remuneration Policy of the Company.

70.08
94,605.88

For and on behalf of the Board of Directors

0.07
5,610.41

Sd/-

1.25

Monoranjan Roy
Place: Kolkata,
Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Annual
Report

20 1516

36 37

Corporate overview | Statutory reports | Financial statements

Annexure 4

Annexure 5
FORM NO. AOC -2

PARTICULARS OF ENERGY CONSERVATION,


TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS
AND OUTGO REQUIRED UNDER THE COMPANIES (ACCOUNTS) RULES, 2014
A.

PURSUANT TO CLAUSE (H) OF SUB-SECTION (3) OF SECTION 134 OF THE ACT AND RULE 8(2)
OF THE COMPANIES (ACCOUNTS) RULES, 2014.

CONSERVATION OF ENERGY:

a)

Energy conservation measures taken:

-Nil-

b)

Additional investments and proposals, if any, being implemented for reduction of consumption of Energy:

-Nil-

c)

Impact of the measures at (a) and (b) above for reduction of energy consumption and consequent impact on the

Form for Disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub section (1)
of Section 188 of the Companies Act, 2013 including certain arms length transaction under third proviso thereto.

- N.A.-

B.

Total energy consumption and energy consumption per unit of production as per Form A is given below:

- N.A.-

Particulars

Details

a)

Name (s) of the related party & nature of relationship

Nil

b)

Nature of contracts/arrangements/transactions

Nil

Form for disclosure of particulars with respect to absorption

c)

Duration of the contracts/arrangements/transactions

Nil

RESEARCH AND DEVELOPMENT (R&D):

d)

Salient terms of the contracts or arrangements or transactions including the value, if any

Nil

TECHNOLOGY ABSORPTION:

A.

Details of contracts or arrangements or transactions not at Arms length basis.

Sl. No

cost of production of goods:


d)

1.

1.

Specific areas in which R & D carried out by the Company

N.A

e)

Justification for entering into such contracts or arrangements or transactions

Nil

2.

Benefits derived as a result of the above R & D.

N.A

f)

Date of approval by the Board

Nil

Amount paid as advances, if any

Nil

Date on which the special resolution was passed in General Meeting as required under first proviso

Nil

3.

Future plan of action

N.A

g)

4.

Expenditure on R & D

N.A

h)

to section 188
B.

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:


1

Eorts, in brief, made towards technology absorption, adaptation and innovation

2.

N.A

Details of contracts or arrangements or transactions at Arms length basis.

2.

Benefits derived as a result of the above eorts, e.g. Product development, import substitution, etc.

N.A

Sl. No

3.

In case of imported technology (imported during the last 5 years reckoned from the beginning of the Financial Year),

N.A

a)

Particulars
Name (s) of the related party & nature of relationship

following information may be furnished:

C
a)

Details

Details

Priya Laboratories Pvt. Ltd.

Yours Laboratories Pvt. Ltd.

(Subsidiary Company)

(Subsidiary Company)

Conversion Charges

Conversion Charges

a)

Technology imported

N.A

b)

Nature of contracts/arrangements/transaction

b)

Year of import

N.A

c)

Duration of the contracts/arrangements/transaction

Nil

Nil

c)

Has Technology been fully absorbed

N.A

d)

Salient terms of the contracts or arrangements or transactions

Nil

Nil

d)

If not fully absorbed, area where this has not taken place reasons there for and future plans of action

N.A

22.04.2015

22.04.2015

Nil

Nil

including the value, if any

FOREIGN EXCHANGE EARNINGS AND OUTGO:


Activities relating to exports; initiatives taken to increase exports; development of new

e)

Date of approval by the Board

f)

Amount paid as advances, if any

export markets for products and services and export plans


b)

Total foreign exchange used and earned:

(i) Foreign Exchange earned


(ii) Foreign Exchange used

(H In Lacs)

For and on behalf of the Board of Directors

April 1, 2015 to

April 1, 2014 to

March 31, 2016

March 31, 2015

9.97

N.A

Sd/-

N.A

Monoranjan Roy

13.72

Place: Kolkata,
For and on behalf of the Board of Directors

Sd/Monoranjan Roy
Place: Kolkata,
Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Annual
Report

20 1516

38 39

Corporate overview | Statutory reports | Financial statements

Annexure 6

IV. SHARE HOLDING PATTERN


(Equity Share Capital Breakup as Percentage of Total Equity)

FORM NO. MGT-9

i)

Category of Shareholders

EXTRACT OF ANNUAL RETURN


As on the Financial Year ended on March 31, 2016
PURSUANT TO SECTION 923 OF THE COMPANIES ACT, 2013 AND RULE 121 OF THE COMPANIES
MANAGEMENT AND ADMINISTRATION RULES, 2014
I.

REGISTRATION AND OTHER DETAILS


i.

CIN

L67120WB1978PLC031561

ii.

Registration Date

29-06-1978

iii.

Name of the Company

PINCON SPIRIT LIMITED

iv.

Category/ Sub-Category of the Company

Public Company Limited by Shares /Indian Non-Government Companies

v.

Address of the Registered oce and Contact details

7, Red Cross Place,


Wellesley House 3rd Floor, Kolkata 700 001
Phone No. 033 2231-9135. Fax No. 033 4008-0690
E-mail: pinconspiritlimited@gmail.com
Website: www.pinconspirit.in

vi.

Whether Listed Company

Yes

vii.

Name, Address and Contact details of Registrar and Transfer


Agent, If any

S. K. INFOSOLUTIONS PVT. LTD


34/1A Sudhir Chatterjee Street, Kolkata- 700 006
Phones : 033-2219-4815 & 033-2219-6797
Fax
: 033-2219-4815
Email
: skcdilip@gmail.com, contact@skcinfo.com,
URL
: www.skcinfo.com

II.

PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

Sl. No

Name and Description of Main Products/ Services

1.

Wholesale of intoxicants like wines and liquors

2.

Refining & Packaging of Edible Oils (FMCG)

3.
4.

III.

NIC Code of the


Product/Service

% to total Turnover
of the Company

46308

30.37

10401, 10402

29.70

Blending & Bottling of Indian Made Foreign Liquor

11011

26.95

Blending & Bottling of Indian Made Indian Liquor

11012

12.97

PARTICULARS OF HOLDINGS, SUBSIDIARY AND ASSOCIATE COMPANIES

Sl. No

Name and
Address of the Company

Category-wise Share Holding

CIN/GLN

Holding/ Subsidiary
Associate

% of Shares
held

Application
Section

Priya Laboratories Pvt. Ltd.


Wellesley House
7, Red Cross Place, 3rd Floor
Kolkata 700 001

U24246WB2003PTC097219

Subsidiary

62.50%

2(87)

Yours Laboratories Pvt. Ltd.


28T, Ramakrishna Samadhi Road
Kolkata 700 054

U24231WB2005PTC106783

Subsidiary

100.00%

2(87)

Paul Distributors Pvt. Ltd.


247/C Raipur Road,
Bagha Jatin Street,
Kolkata-700092

U51109WB1995PTC072426

Subsidiary

55.00%

2(87)

A. Promoters
1. Indian
a) Individual/ HUF
b) Central Govt
c) State Govt(s)
d) Bodies Corp.
e) Banks / FI
f ) Any other
Sub-Total (A) (1)
2. Foreign
a) NRIs - Individuals
b) Others - Individuals
c) Bodies Corp.
d) Banks / FI
e) Any other
Sub-Total (A) (2)
Total Shareholding of Promoters
(A)=(A)(1)+(A)(2)
B. Public Shareholding
1. Institutions
a)Mutual Funds
b) Venture Capital Funds
c) Alternate Investment Funds
d) Foreign Venture Capital Investors
e) Foreign Portfolio Investors
f )Financial Institutions/ Banks
g) Insurance Companies
h) Provident Funds/ Pension Funds
i) Any Other (specify)
Sub-total (B)(1):2. Non-Institutions
a) Bodies Corp.
i) Indian
ii) Overseas
b) Individuals
i) Individual shareholders holding nominal
share capital upto H2 lakh
ii) Individual shareholders holding
nominal share capital in excess of H2 lakh
c) Others (specify): Director 2
i) Non Resident Indians
ii) Overseas Corporate Bodies
iii) Foreign Nationals
iv) Clearing Members
v) Trusts
vi) Foreign Bodies - D R
Sub-total (B)(2):Total Public Shareholding (B)=(B)(1)+
(B)(2)
C. Shares held by Custodian for GDRs
& ADRs
Grand Total (A+B+C)1

No. of Shares held at the beginning of the year


[As on 1-April-2015]
Demat
Physical
Total
% of Total
Shares

No. of Shares held at the end of the year


[As on 31-March-2016]
Demat
Physical
Total
% of Total
Shares

% Change
during the
year

174,239
174,239

174,239
174,239

0.83
0.83

0.83
0.83

1,991,366
597,006

2,753,600
141,000

4,744,966
738,006

47.35
7.36

2,805,739

4325500

7,131,239

33.89

(13.46)

4,743,081

225,813

4,968,894

23.61

16.25

883,806

372,500

1,498,853

14.96

705,106

551,200

1,256,306

5.97

(8.99)

2,993,393
37.00
46,245
6,754,400
6,754,400

3,267,100
3,267,100

2,993,393
37
46,245
10,021,500
10,021,500

29.87
0.00
0.46
100.00
100.00

5,986,786
195,494
330,042
14,766,248
14,940,487

1,000,000
6,102,513
6,102,513

6,986,786
195,494
330,042
20,868,761
21,043,000

33.20
0.93
1.57
99.17
100.00

3.33
0.93
1.11
(0.83)
(0.00)

6,754,400

3,267,100

10,021,500

100.00

14,940,487

6,102,513

21,043,000

100.00

(0.00)

Note:
1. The total number of Equity Shares has increased due to issuance of bonus share in October 2015 in the ratio 1:1
2. Includes Equity shares of 1000000 as of March 31, 2016 issued on preferential basis to the CMD Mr. Monoranjan Roy allotted made on 30.03.2016.

Annual
Report

20 1516

40 41

Corporate overview | Statutory reports | Financial statements

ii) Shareholding of Promoters


Sr. No.

v) Shareholding of Directors and Key Managerial Personnel

Shareholders Name

Shareholding at the beginning of the year


No. of Shares

Shareholding at the end of the year

% of total
Shares of the
Company

%of Shares
Pledged /
encumbered
to total
shares

No. of Shares

% of total
Shares of the
Company

%of Shares
Pledged /
encumbered
to total
shares

% change in
shareholding
during the
year

iii) Change in Promoters Shareholding (Please specify, if there is no change)


Shareholding at the beginning of
the year
Sl. No.

Particulars

At the beginning of the year

% of total
shares of the
company

Date wise Increase / Decrease in Promoters Shareholding during the year


specifying the reasons for increase / decrease (e.g. allotment /transfer /
bonus/ sweat equity etc.)
At the end of the year

No. of Shares

% of total
shares of the
company at the
end of year

N.A.

For Each of the Top


Shareholders

Shareholding at the
beginning of the year
i.e. on April 01, 2015
No. of
Shares

1.

Monoranjan Roy
(Chairman & Managing
Director)

% of total
Shares
of the
Company

2993393

iv) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs)

Sl. No.

For Each of the Top Shareholders

No. of shares

Cumulative Shareholding
at the end of the year
i.e. on March 31, 2016

% of total
Shares
of the Company

No. of shares

01/07/2015
to
30/09/2015

01/10/2015
to
31/12/2015

01/01/2016
to
31/03/2016

29933931

10000002

No. of
Shares

% of total
Shares
of the
Company

6986786

33.20

Secured Loans

Unsecured
Loans

Deposits

Total

920,788,668.00

600,000,000.00

1,520,788,668.00

ii) Interest due but not paid

iii) Interest accrued but not due

920,788,668.00

600,000,000.00

1,520,788,668.00

600,000,000.00

1,520,788,668.00

Indebtedness

Indebtedness at the beginning of the Financial Year

Total (i+ii+iii)

% of total
Shares
of the Company

Hin Lacs

excluding deposits

Change in Indebtedness during the Financial Year


* Net Change

998,917,544.00

17,500,000.00

1,919,706,212.00

617,500,000.00

1,016,417,544.00

Indebtedness at the end of the Financial Year

Jaibishwambhar Traders Private Limited #

1,000,000

4.75

Omshaktidev Realestate Private Limited #

900,000

4.28

i) Principal Amount
ii) Interest due but not paid

Shivmani Projects Private Limited #

900,000

4.28

Youthvision Commodities Private Limited #

777,890

3.70

iii) Interest accrued but not due

Coinage Tradecomm Private Ltd #

760,000

3.61

Total (i+ii+iii)

Ajay Tiwari $

122,700

1.22

245,400

1.17

Rajasthan Global Securities Private Limited #

204,416

0.97

Kemnay Investment Fund Ltd #

174,239

0.83

VLS Finance Ltd #

166,200

0.79

10

JIT Software Solution (P) Ltd. $

75,000

0.75

150,000

0.71

11

Hari Singh @

199,790

1.99

88,000

0.42

12

Anushri Textiles Pvt Ltd @

1,090,998

10.89

34,920

0.17

13

Gomti Commercial Pvt Ltd @

230,000

2.30

30,000

0.14

14

Anima Credit & Investments Pvt Ltd*

500,000

4.99

15

Accent Commerce Pvt Ltd*

450,000

4.49

16

Cuckoo Merchandise Pvt Ltd*

450,000

4.49

17

Graceful Advisory Services Pvt Ltd*

380,000

3.79

18

Profitus Commodities Pvt Ltd*

190,000

1.90

19

Dipankar Basu*

190,000

1.90

20

Bam Basuki & Investments Pvt Ltd*

168,100

1.68

Note:
# New members purchased during the year
*Sold out fully by the members during the members
$ Change in no of share due to allotment of bonus share
@ Change in their holding positions due to sale by those shareholders.

01/04/2015 to
30/06/2015

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

i) Principal Amount

Shareholding at the
beginning of the year
i.e. on April 01, 2015

29.87

Cumulative Shareholding
at the end of the year
i.e. on March 31, 2016

V. INDEBTEDNESS

PARTICULARS
-

Increase/Decrease in shareholding during the year

Note:
1.
The total number of Equity Shares has increased due to issuance of bonus share in October 2015 in the ratio 1:1
2.
Includes Equity shares of 1000000 as of March 31, 2016 issued on preferential basis to the CMD Mr. Monoranjan Roy allotment made on 30.03.2016.

Cumulative Shareholding during


the year

No. of shares

Sl. No

2,537,206,212.00
-

1,919,706,212.00

617,500,000.00

2,537,206,212.00

Note:
1. Conversion of Unsecured Loan of Mr. Monoranjan Roy into Equity Shares on preferential basis as approved by the Shareholders on 22.03.2016 in the EGM
& allotment of same on 30.03.2016

Annual
Report

20 1516

42 43

Corporate overview | Statutory reports | Financial statements

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF THE OFFENCES

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL


A. Remuneration to Managing Director, Whole-time Directors and/or Manager
Sl.
No.

Particulars of Remuneration

Name of MD/WTD/ Manager


Monoranjan Roy
Chairman & Managing
Director

Arup Thakur
Executive Director
& CFO

Subrata Basu
Executive
Director

Total Amount

3,000,000.00

1,800,000.00

1,800,000.00

6,600,000.00

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

Nil

Nil

Nil

Nil

Details of Penalty
/ Punishment/Compounding
fees imposed

Authority
[RD / NCLT/ COURT]

Appeal made,
if any (give Details)

A. COMPANY

Compounding
B. DIRECTORS

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

Nil

Nil

Nil

Nil

Stock Option

Nil

Nil

Nil

Nil

Sweat Equity

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Commission
- as % of profit

Penalty
Punishment

There were no penalties/punishment/compounding of oences for


breach of any section of the Companies Act against the Company or its Directors or other
Ocers in Default during the Financial Year 2015-16.

Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment

- others, specify
5

Brief
Description

Punishment

(a) Salary as per provisions contained in


section 17(1) of the Income-tax Act, 1961

Section of the
Companies Act

Penalty

Gross salary

Type

H in Lacs

Others, please specify


Total (A)
Ceiling as per the Act

Nil

Nil

Nil

Nil

3,000,000.00

1,800,000.00

1,800,000.00

6,600,000.00

Compounding

For and on behalf of the Board of Directors

H2.49 Crore (being 10% of the net profits of the Company calculated as per Section 198 of the
Companies Act, 2013)

Sd/Monoranjan Roy

B. Remuneration to Other Directors and/or Managers


Sl. No.

Hin Lacs

Particulars of Remuneration
Kunal Saxena1

Independent Directors
Fee for attending board & committee meetings
Commission
Others, please specify
Total (1)
Other Non-Executive Directors
Fee for attending board committee meetings
Commission
Others, please specify
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration (A+B)
Overall Ceiling as per the Act

280,000.00
280,000.00
280,000.00

Name of Directors
Abhijit Datta2
20,000.00
20,000.00
20,000.00

Total Amount
JBS Negi

Mou Roy

140,000.00
140,000.00
140,000.00

320,000.00
320,000.00
320,000.00

760,000.00
760,000.00
760,000.00
7,360,000.00

H0.249 Crore (being 10% of the net profits of the Company calculated as per Section 198 of the Companies Act, 2013).

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016
2. Mr. Abhijit Datta, Appointed on 09.02.2016

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


Sl. No.

Particulars of Remuneration

Hin Lacs

Key Managerial Personnel


CS Aditya Karwa

Total

408,000.00

408,000.00

Gross salary
1

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

Stock Option

Sweat Equity

Commission

- as % of profit

others, specify

Others, please specify

408,000.00

408,000.00

Total

Place: Kolkata,
Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Annual
Report

20 1516

44 45

Corporate overview | Statutory reports | Financial statements

Annexure 7
ANNUAL REPORT ON
CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
A. Corporate Social Responsibility Initiatives

E. Details of CSR spend for the Financial Year 2015-16:

As part of its initiatives under Corporate Social Responsibility (CSR), the Company has Constituted Corporate Social Responsibility Committee

a) Total amount spend for the Financial Year: H20.00 Lacs.

in line with Section 135 of the Companies Act, 2013 read with Schedule VII. For the year 2015-16 CSR would be implemented in association

b) Amount unspent, if any: H13.66 lac.

with Belaria Humanity Welfare Society, established under West Bengal Society Registration Act 1961, as NGO to grant donations to poor and

c) Manner in which the amount spends during the Financial Year 2015-16 is detailed below:

the needy for meeting expenditure of education, medical treatments and any other charitable purpose; to establish, run, support and grant

aid or other financial assistance to schools, libraries laboratories, research and other institutions of the like nature in India. CSR Policy As per

Sl No

CSR project or
activity identified

Sector in which the


project is covered

Projects or
programmes
1. Local area or
other
2. State of project

Amount outlay
(budget project or
programme wise)

Amount spent in
each project or
programme
Direct expenditure
Overhead

Cumulative
expenditure upto
the report period

Amount
Spent:
Direct or through
implementation
agencies

1.

Education, Medical
treatments and any
Other charitable
purpose

Eradication of
Extreme poverty and
hunger (Clause (i) of
Schedule VII)

Local Project at
Kolkata,
24 - Parganas (N & S)
(West Bengal)

H33.66 Lacs

H20.00 Lacs

H20.00 Lacs

Through
Implementing
Agency Belaria
Humanity Welfare
Society

H33.66 Lacs

H20.00 Lacs

H20.00 Lacs

recommendation of CSR Committee Board has approved CSR Policy at the Board Meeting held on 17th October, 2015. The constitution and

composition of the said Policy can be viewed from Company website.


During the Financial year ended 31st March, 2016, 2 Meetings were held on 31st October, 2015 & 21st January, 2016.

B. Composition, Name of Members and Chairperson


The composition and attendance of Members at the Meetings of the Nomination & Remuneration committee held during 2015-16 are as

Eradication of
Malnutrition (Clause
(i) of Schedule VII)
Sanitation and
making available
safe drinking
water (Clause (i) of
Schedule VII)

follows:
Name of the Directors

Category

Held

Attended

Chairman (Resigned on 09.02.2016)

Chairman (Appointed on 09.02.2016 )

Member

Member (Inducted in the Committee on 09.02.2016)

Mr. Kunal Saxena1


Mr. JBS Negi
Mr. Subrata Basu
Ms. Mou Roy

No. of Meetings Held

Note:

1. Mr. Kunal Saxena, Resigned on 09.02.2016

C. Average net profit of the Company for last Three Financial Years:
Average net profit: H1682.92 Lacs

D. Prescribed CSR Expenditure (Two percent of the amount as in item C above)


The Company is required to spend H33.66 Lacs.

Total
* Implementation Agency is Belaria Humanity Welfare Society.

F. Reason for failure to spend Budgeted Amount


The shortfall in the budgeted CSR expenditure during the Financial Year 2015-16 relates to certain CSR projects of ongoing nature
undertaken by the Company spanning over multiple years and the same is being spent by the Company across the life of these projects.

G. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR
Policy, is in compliance with the CSR objectives and Policy of the Company:
The CSR Committee confirms that the implementation and monitoring of the CSR Policy of the Company is in compliance with the CSR
objectives and CSR Policy of the Company.

Sd/Place: Kolkata
Date: 28.04.2016

Sd/-

JBS Negi

Monoranjan Roy

Chairperson CSR Committee

Chairman & Managing Director

Annual
Report

20 1516

46 47

Corporate overview | Statutory reports | Financial statements

Board Meeting:
During the year ended March 31, 2016, 18 (Eighteen) Board Meetings held as against the minimum requirement of four meeting. The
maximum time gap between any of the two consecutive meeting did not exceed four months.
The details of Board Meetings are given below:

Report on Corporate Governance

Date

The Directors present the Companys Report on Corporate Governance.

I. MANDATORY REQUIREMENTS
1. COMPANY S PHILOSOPHY ON CORPORATE GOVERNANCE

Board Strength

No. of Directors Present

22nd April 2015

21st May 2015

11th June 2015

16th June 2015

08th July 2015

06th August 2015

26th August 2015

19th September 2015

PINCON SPIRIT LIMITED (PSL/ the Company/Company) is committed to implement sound Corporate Governance practices to ensure

29th September 2015

transparency in its operations and maximize Stakeholders value. The Companys core philosophy on the code of Corporate Governance

12th October 2015

is to abide by the following practices:

28th October 2015

Board accountability to the Company and Shareholders

31st October 2015

Strategic guidance and eective monitoring by the Board

16th November 2015

Protection of minority interests and rights

15th December 2015

21st January 2016

09th February 2016

25th February 2016

30th March 2016

Equitable treatment of all Shareholders

2. BOARD OF DIRECTORS
The Board of Directors along with its Committees provides leadership and guidance to the Companys Management and supervises
the Companys performance. As at March 31, 2016 the Board of Directors (Board) comprises of 6 (Six) Directors out of which 3 (Three)
Directors are Non-Executive Directors.
The Composition of the Board of Directors is in conformity with Regulation 17 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

Designation

Category

Directorship held in other


companies #

Mr. Monoranjan Roy

Chairman & Managing Director

Executive Director

10

Mr. Arup Thakur

Executive Director

Executive Director & CFO

Mr. Subrata Basu

Executive Director

Executive Director

Mr. JBS Negi

Non-Executive Director

Independent Director

Mr. Kunal Saxena1

Non-Executive Director

Independent Director

Ms. Mou Roy

Non-Executive Director

Independent Women Director

Mr. Abhijit Datta2

Non-Executive Director

Independent Director

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016

The details of the attendance of the Directors at the Board Meetings held during the year ended March 31, 2016 and at the last Annual
General Meeting (AGM) are given below:
Name of the Directors

The Composition and Category of the Board of Directors is as follows:


Name of the Directors

Attendance of Directors at the meetings:

Number of Board Meetings


Held

Attended

Held on December 26, 2015

Mr. Monoranjan Roy

18

18

Yes

Mr. Arup Thakur

18

18

Yes

18

18

Yes

Mr. Kunal Saxena

16

14

No

Mr. JBS Negi

18

No

18

16

Yes

No

Mr. Subrata Basu


1

Ms. Mou Roy


Mr. Abhijit Datta

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016
2. Mr. Abhijit Datta, Appointed on 09.02.2016

2. Mr. Abhijit Datta, Appointed on 09.02.2016


# Including Private Limited

Attendance at AGM

None of the Directors hold Directorship in more than 15 Companies.

Annual
Report

20 1516

48 49

Corporate overview | Statutory reports | Financial statements

PROFILE OF BOARD OF DIRECTORS


Brief resume of the Directors, nature of their expertise in specific
functional areas and name of Companies in which they hold
directorship and membership of the committees of the Board are
furnished hereunder:
MR. MONORANJAN ROY
Mr. Monoranjan Roy (DIN. 02275811) is Masters in Economics &
Masters in Business Management. Mr. Monoranjan Roy aged about
41 years is a successful industrialist having business experience of
over 18 years. He started his business career at a very tender age. By
virtue of his extreme hard work and honest endeavour for achieving
business goals, he has been able to create a commendable position
in the business circle. Mr. Roy is having all the traits of being an
entrepreneur of big magnitude. He is having the requisite aptitude
for adapting himself in various types of business activities with the
ultimate result being a successful business venture. The Group
headed by Mr. Roy, is a multi crores business conglomerate, having
business forays in to Indian Made Foreign Liquor, FMCG, Real Estates
& Civil Infrastructure.
Apart from being honoured by the Excellence Award as the
Entrepreneur of the year 2011 by Institute of Economic Studies,
he has recently been winner under Outstanding Entrepreneur
Category, conferred by 6th Annual Asia Pacific Entrepreneurship
Awards (APEA) India 2015, Asias one of the most prestigious awards.
MR. ARUP THAKUR
Mr. Arup Thakur, (DIN. 03476120) aged about 52 years, is a Chartered
Accountant by profession, with experience of more than 23 years
in Accounts, Audit, Finance, Investments. During the course of his
professional career, he gained vast exposure in the field of Bank
Audit, Audit of Govt. Undertakings and other sundry audit. He has
also acquired an in depth exposure in Project Feasibility Study and
Project Appraisal. His diversified experience in finance, accounts,
audit and investment management shall help the Company in
maintaining the business activity within laid down prudential norms.
He is entrusted with the responsibility of taking overall finance and
investment decisions of the company.

MR. SUBRATA BASU


Mr. Subrata Basu (DIN. 06758717) aged about 48 years, Post Graduate
in Commerce from University of Calcutta has almost two decades
of banking experience at senior level in a reputed public sector
& private sector bank with experience in processing large value
proposals, corporate finance proposals, supervising & monitoring
credit administration activities for east, north-east & central zone.
He also served as VP-Corporate Business Development with reputed
Financial Insitution. His diversified experience in Banking & Finance,
provide immense insight in managing business financial structure
within laid down prudential norms
MR. JAG BAHADHUR SINGH NEGI (INDEPENDENT DIRECTOR)
Mr. Negi is a retired IPS ocer. His presence in the Board and his
advice has enabled the Company in expanding business at a fast
pace.
MS. MOU ROY (INDEPENDENT DIRECTOR)
Ms. Mou Roy is Practicing Advocate in Calcutta High Court. During
the course of her profession, she gained vast exposure and
knowledge in the field of criminal and civil law, which helped the
Company in various compliance related aspects.
MR. ABHIJIT DATTA (INDEPENDENT DIRECTOR)
Mr. Abhijit Dutta is the retired Deputy Managing Director of State
Bank of India. He is a Masters in Economics from the Presidency
College, Kolkata. During his long service career with the Bank as the
Mid Corporate Head, he worked in various specialized segments viz.
Credit Compliance, Resolving Stressed Assets, Fund Management,
Interacting with International Banks / Agencies / Regulatory
Authorities like Federal Reserve Bank, Federal Deposit Insurance
Corporation. Apart from having worked in very senior position in
overseas posting, in India he also headed segments like Capital
Markets, Structured Finance, Treasury, etc.
After retirement from SBI, he had been appointed as Chairman of
Asset Reconstruction Company (India) Limited (ARCIL) and the term
ended in 2012 with the largest Asset Recovery reconstruction in the
Country.

3. BOARD COMMITTEES:
The Company currently has the following committees of the Board:
A. AUDIT COMMITTEE
B. STAKEHOLDERS RELATIONSHIP COMMITTEE
C. NOMINATION AND REMUNERATION COMMITTEE
D. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
E. RISK MANAGEMENT COMMITTEE
F. GENERAL COMMITTEE OF DIRECTORS

A. AUDIT COMMITTEE
Terms of Reference and Composition, Names of Members and Chairman
The powers of the Audit Committee are as mentioned in Regulation 18 of The Securities and Exchange Board of India (Listing Obligation
& Disclosure Requirements) Regulations, 2015. The terms of reference of this Committee are wide enough covering the matters specified
for Audit Committee under The Securities and Exchange Board of India (Listing Obligation & Disclosure Requirements) Regulations, 2015.
The Committee acts as a link between the Management, the Statutory and the Internal Auditors on one side and the Board of Directors
of the Company on the other side and oversees the financial reporting process.
The Internal Auditors are permanent invitees of the Audit Committee. The Statutory Auditors are also invited to attend the meetings.
During the Financial year ended 31st March, 2016, 4 Meetings were held on 21st May, 2015, 06th August, 2015, 31st October, 2015 & 21st
January 2016.
Composition, Name of Member and Chairperson
The composition and attendance of Members at the Meetings of the Audit Committee held during 2015-16 are as follows:
Name of the Directors
Mr. Kunal Saxena

Mr. JBS Negi

Category

Attended

Chairman (Resigned on 09.02.2016)

Chairman (Appointed on 09.02.2016)

Member

Member (Inducted in the Committee on 09.02.2016)

Mr. Subrata Basu


Ms. Mou Roy

No. of Meetings Held


Held

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016
B. STAKEHOLDERS RELATIONSHIP COMMITTEE
The powers of the Stakeholders Relationship Committee are as mentioned in are as mentioned in Regulation 27(1) & (2) of The Securities
and Exchange Board of India (Listing Obligation & Disclosure Requirements) Regulations, 2015. The terms of reference of this Committee
are wide enough covering the matters specified for Stakeholders Relationship Committee under the Securities and Exchange Board of
India (Listing Obligation & Disclosure Requirements) Regulations, 2015. The Committee oversees the transfer of shares lodged for transfer,
transmission, dematerialization/rematerialization, split and stock option allotments and complaints received from shareholders and other
statutory bodies. The Companys Registrars and Share Transfer Agents, have adequate infrastructure to process the above mentioned
activities.
Number of Shareholders complaints pending so far.
During the year ended March 31, 2016, no complaints were pending for Redressal either at the beginning or at the end of the year
During the Financial year ended 31st March, 2016, 4 Meetings were held on 21st May, 2015, 06th August, 2015, 31st October, 2015 & 21st
January 2016.
Composition, Name of Member and Chairperson
The composition and attendance of Members at the Meetings of the Stakeholders Relationship Committee held during 2015-16 are as
follows:
Name of the Directors
Mr. Kunal Saxena1
Mr. JBS Negi

Category

Held

Attended

Chairman (Resigned on 09.02.2016)

Chairman (Appointed on 09.02.2016)

Mr. Subrata Basu


Ms. Mou Roy

No. of Meetings Held

Member

Member (Inducted in the Committee on 09.02.2016)

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016

Annual
Report

20 1516

50 51

Corporate overview | Statutory reports | Financial statements

D. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

C. NOMINATION AND REMUNERATION COMMITTEE


The Nomination and Remuneration Committee of the Board recommends to the Board, from time to time, compensation package for

Corporate Social Responsibility Initiatives

Whole-Time Members of the Board.

As part of its initiatives under Corporate Social Responsibility (CSR), the Company has Constituted Corporate Social Responsibility
Committee in line with Section 135 of the Companies Act, 2013 read with Schedule VII. For the year 2015-16 CSR was implemented

During the Financial year ended 31st March, 2016, 1 Meeting were held on 21st May, 2015.

in association with Belaria Humanity Welfare Society, established under West Bengal Society Registration Act 1961, as NGO to grant

Composition, Name of Member and Chairperson

donations to poor and the needy for meeting expenditure of education, medical treatments and any other charitable purpose; to

The composition and attendance of Members at the Meetings of the Nomination & Remuneration committee held during 2015-16 are

establish, run, support and grant aid or other financial assistance to schools, libraries, laboratories, research and other institutions of the

as follows:

like nature in India. CSR Policy As per recommendation of CSR Committee Board has approved CSR Policy at the Board Meeting held

Name of the Directors

Category

Held

Attended

Chairman (Resigned on 09.02.2016)

Chairman (Appointed on 09.02.2016)

Member

Member (Inducted in the Committee on 09.02.2016)

Mr. Kunal Saxena

Mr. JBS Negi


Mr. Subrata Basu
Ms. Mou Roy

on 17th October, 2015. The constitution and composition of the said Policy can be viewed from Company website.

No. of Meetings Held

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016

During the Financial year ended 31st March, 2016, 2 Meetings were held on 31st October, 2015 & 21st January, 2016.
Composition, Name of Member and Chairperson
The composition and attendance of Members at the Meetings of the Nomination & Remuneration committee held during 2015-16 are
as follows:
Name of the Directors
Mr. Kunal Saxena

Remuneration to Executive Director

Mr. JBS Negi

The details of remuneration paid to the Executive Directors of the Company for attending the Board and Committee Meetings for the year

Mr. Subrata Basu

2015-16 are as follows:

Ms. Mou Roy

Name

Salary Paid

Mr. Monoranjan Roy

H3,000,000.00

Mr. Arup Thakur

H1,800,000.00

Mr. Subrata Basu

H1,800,000.00

Total

H6,600,000.00

Remuneration to Non-Executive Directors


Non-Executive Directors are being paid sitting fee of H20,000.00 per meeting of the Board.
The details of remuneration paid to the Non-Executive Directors of the Company for attending the Board and Committee Meetings for the
year 2015-16 are as follows:
Name

Sitting Fees Paid

Mr. JBS Negi

H140,000.00

Mr. Kunal Saxena

H280,000.00

Ms. Mou Roy

H320,000.00

Mr. Abhijit Datta2

H20,000.00

Total
Mr. Kunal Saxena, Resigned on 09.02.2016

2.

Mr. Abhijit Datta, Appointed on 09.02.2016

The detail content of Nomination, Remuneration and Evaluation Policy is published on the website.

Attended

Chairman (Resigned on 09.02.2016)

Chairman (Appointed on 09.02.2016)

Member

Member (Inducted in the Committee on 09.02.2016)

E. RISK MANAGEMENT COMMITTEE


In line with the provisions of the Companies Act, 2013
and The Securities and Exchange Board of India (Listing
Obligation & Disclosure Requirements) Regulations, 2015, the
Company has adopted a Risk Management Policy to identify
and evaluate elements of business risks. The Policy defines
the risk management approach, establishes various levels
of accountability for risk Management / mitigation within
the Company and reviewing, documentation and reporting
mechanism for such risks.
The Risk Management Committee has been entrusted with
the responsibilities of developing risk mitigation plans,
implementing risk reduction/mitigation strategies and
reviewing the eectiveness of the Risk Management Policy.

H760,000.00

Nomination, Remuneration and Evaluation Policy of the Company which lays down criteria for:
I. Determining qualifications, positive attributes required for appointment of Directors, Key
II. Managerial Personnel and Senior Management and also the criteria for determining the independence of a Director;
III. Appointment, tenure, removal/retirement of Directors, Key Managerial Personnel and Senior Management;
IV. Determining remuneration (fixed and performance linked) payable to the Directors, Key Managerial Personnel and Senior Management; and
V. Evaluation of the performance of the Board and its constituents.

No. of Meetings Held


Held

Note:
1. Mr. Kunal Saxena, Resigned on 09.02.2016

Note:
1.

Category

The key business risks, which in the opinion of the Board of


Directors may threaten the existence of the Company, along
with mitigation strategies adopted by the Company are
enumerated herein below:
I.

Regulatory Risk
The IMFL & IMIL industry is a high-risk industry, primarily on
account of high taxes and innumerable regulations governing
it. As a result, liquor companies suer from low pricing flexibility

and have underutilized capacities, which, in turn, may lead to


low margins. To mitigate this risk, the Company complies with
all the applicable rules and regulations in all the States where it
is present.
II. Strategic Risk
The Companys strategy and its execution is dependent on
uncertainties and untapped opportunities. To mitigate this risk,
the Company has adopted resilient policies which not only
allow the Company to maximize opportunities under normal
conditions but also ensure that acceptable results are achieved
under extra-ordinary adverse conditions.
III. Concentration Risk
A large percentage of the Companys turnover is derived from
Eastern India, where any unfavourable regulatory policy may
impact its business. The Companys three business segments
are evenly distributed in the revenue pie contributing to the
revenue stream in the following manner IMFL segment 57%
IMIL segment 13% and FMCG segment 30%. To mitigate this risk,
the Company has extended its focus on other geographies viz.
Southern Region, etc. and product categories viz. Whisky, Vodka,
etc. The Companys recent aquisition would significantly add to
the contribution from the segment.

Annual
Report
F.

20 1516

52 53

Corporate overview | Statutory reports | Financial statements

GENERAL COMMITTEE OF DIRECTORS


In view of the diculties in convening Board Meeting[s] with requisite quorum at short notice, for matters requiring immediate and
prompt action, on behalf of the Company, the Board constituted a Committee of Directors.

5. DISCLOSURES:

premium of H125/- per share on preferential basis to

Related party transactions:

Mr. Monoranjan Roy as approved by the Shareholders at

During the year ended March 31, 2016 there were

the EGM held on 22.03.2016 & allotment was done on

The powers to be delegated to the Committee of Directors consisting of Mr. Monoranjan Roy, Mr. Arup Thakur & Mr. Subrata Basu are

materially significant related party transactions for which

30.03.2016 towards the part conversion of unsecured loan.

regulated by the Board of Directors from time to time. There were 2 occasions for the General Committee to meet during the year 2015-16

adequate disclosure is made in the Annual Accounts

a)

regarding related party transactions.

4. GENERAL BODY MEETINGS


The details of date, location and time of the last 3 years Annual General Meetings held on as under:
Financial year
Ended March, 31

Year Ended

37th

31.03.2015

36th

31.03.2014

Date & Time


December 26,
2015 at 11.00 AM

September 29,
2014 11.00 AM

Venue
The Peerless Inn

Wellesley House
3rd Floor,
Kolkata 700 001

35th

31.03.2013

June 04, 2013


11.00 AM

Appointment of Ms. Mou Roy (DIN: 07144271) as an


Independent Director upto March 30, 2020.

7, Red Cross Place,

Date & Time

notified under Companies (Accounting Standards) Rules,

c)

sent

to

each

household

of

shareholders : No
b)

Quarterly results

2006 in the preparation of its Financial Statements.

The quarterly results of the Company are published

Code of Conduct

agreement, in widely circulated newspapers like Business

in accordance with the requirements of the listing

The Board has laid down a Code of Conduct covering the


ethical requirements to be complied with covering all the
Board members and Senior Management Personnel of the

Standard, Anandabazar Patrika etc.


c)

News releases, presentations etc.


Ocial Releases along with Quarterly Results are displayed

Company. An armation of compliance with the code is

Approval of Material Related Party Transactions

received from them on an annual basis.

on the Companys website: www.pinconspirit.in

CEO and CFO Certification

Presentations were also made to the media, analysts.

Adoption of new Articles of Association of the


Company

d)

Institutional investors, fund managers, among other form

The Managing Director and the CFO have given a Certificate

Borrowing Power Under Section 180(1) and any


other applicable provisions of the Companies Act, 2013

to the Board as contemplated under Regulation 17(8) of

time

the SEBI (Listing Obligations and Disclosure Requirements)

To create such charges, mortgages and hypothecations


in addition to the existing charges, mortgages and
hypothecations created by the Company, Under Section
180(1)(a) and any other applicable provisions of the
Companies Act, 2013.

During the year ended March 31, 2016 the Company has

Regulations, 2015 and is separately annexed.

made presentations to the investors/analysts. Which is

Proceeds from public issues, rights issues, preferential

duly submit to the Stock exchanges.

No Special Resolution was passed in the meeting

e)

issues etc.

d)

Management Discussion and Analysis (MDA) Report

During the year ended March 31, 2016, company has

The report on MDA is annexed to the Directors Report and

allotted 1000000 Equity Share of H10 per share at the

forms part of this Annual Report.

3rd Floor,

7. GENERAL SHAREHOLDER INFORMATION

Kolkata 700 001

1. Company Registration Details


The Company is registered in the State of West Bengal, India. The Corporate Identification Number (CIN) allotted to the Company by the
Ministry of Corporate Aairs (MCA) is L67120WB1978PLC031561.

Venue
The Peerless Inn

Special Resolution Passed


Issue of Secured, Rated, Listed, Non-Convertible, Cumulative,
Redeemable, Taxable Debentures.

2. Annual General Meeting

Approval of borrowing limits of the Company


Creation of Charge on the assets of the Company
Increase of Authorised Capital of the Company
Change Clause V of the Memorandum of Association of the
Company
Acceptance of Deposits from Members and Public

The Peerless Inn


12, Jawaharlal Nehru Road,
Kolkata 700 013

22nd March, 2016 at 11.30 A.M.

Report

Wellesley House

12, Jawaharlal Nehru Road,


Kolkata 700 013

29th September, 2015 at 11.00 A.M

Half-Yearly

Changes in Articles of Association of the Company.

Details of Extraordinary General Meetings held during the Financial Year 2015-16
25th July, 2015 at 11.00 A.M

a)

Disclosure of Accounting Treatment:


The Company has followed the Accounting Standards

Special Resolution Passed

12, Jawaharlal
Nehru Road, Kolkata
Re-appointment of Mr. Monoranjan Roy (DIN:
700 013
02275811) as Chairman and Managing Director upto
August 09, 2020.

7, Red Cross Place,

b)

6. MEANS OF COMMUNICATION

Issuance of Bonus Shares by Capitalizations of Reserves / Securities


Premium Account

The Peerless Inn

Preferential Issue of Equity Shares

12, Jawaharlal Nehru Road,


Kolkata 700 013

Preferential Issue of Equity Share Warrants

3. Financial Year

38th Annual General Meeting

Monday, June 06, 2016 at 11.00 A.M

:
:

The Peerless Inn


12, Jawaharlal Nehru Road, Kolkata, West Bengal 700013, India

April 1, to March 31.

4. Financial Calendar (tentative) Results for the quarter ending


June 30, 2016
: July/August, 2016
September 30, 2016
: October/November, 2016
December 31, 2016
: January/February, 2017
March 31, 2017
: April/May, 2017
5. Date of Book Closure

May 31 to June 6, 2016 (Both days inclusive)

6. Dividend Payment Date

A Dividend payment of H0.75 i.e., 7.50% per Equity Share of H10.00 each will be
paid by 21th June 2016 subject to the approval of the members in the ensuing
Annual General Meeting.

Annual
Report

20 1516

7. Listing on Stock Exchanges


Sl. No.

54 55

Corporate overview | Statutory reports | Financial statements

13. Stock Performance in comparison to BSE Sensex

Company Equity Shares are listed at:

(Based on closing prices of Pincon Spirit Limited and BSE Sensex)

Name of the Stock Exchanges

Address

1.

The Calcutta Stock Exchange Limited (CSE)

7, Lyons Range, Kolkata 700 001

2.

BSE Limited (BSE)

Phiroze Jeejeebhoy Towers

Apr 01, 2015 - Mar 31, 2016

200%
150%

Dalal Street
Mumbai- 400001

100%

8. Listing Fees to Stock Exchanges

50%

The Annual Listing fee for the year 2016-17 has been paid by the Company to all exchanges within stipulated time.
0%

9. Payment of Depository Fee


-50%

Annual Custody/Issuer fee for the year 2016-17 will be paid by the Company to NSDL and CDSL on receipt of the invoices.

Apr 15

10. International Securities Identification Number (ISIN) of the Company


International Securities Identification Number (ISIN) of the Companys shares in the dematerialised mode, as allotted by NSDL and CDSL

11. Scrip Code & Scrip Name


Name of the Stock Exchanges

Script Name, Script Code

1.

The Calcutta Stock Exchange Limited (CSE)

Pincon Spirit Limited, 10029247

2.

BSE Limited (BSE)

Pincon, 538771

Jul 15

Aug 15
SENSEX - 13.28%

Sep 15

Oct 15

Nov 15

Dec 15

Jan 16

Feb 16

Mar 16

538771 + 137.66%

S.K. INFOSOLUTIONS PVT. LTD


(CIN: U72300WB1999PTC090120)
34/1A Sudhir Chatterjee Street,
Kolkata- 700 006
Phones : 033-2219-4815 & 033-2219-6797
Fax
: 033-2219-4815
Email : skcdilip@gmail.com , contact@skcinfo.com,
URL
: www.skcinfo.com

12. Stock Market Price Data


Month

Jun 15

14. Registrar & Share Transfer Agents:


For Shares held in both Physical and Demat mode

is INE675G01018

Sl. No.

May 15

BSE Limited

Calcutta Stock Exchange Limited#

High Price

Low Price

Volume

High Price

Low Price

Volume

Apr-15

139.60

100.60

474448

May-15

136.00

103.00

2391737

Jun-15

122.00

92.20

2983799

Jul-15

114.70

95.00

2907712

Aug-15

239.00

111.00

5430022

Sep-15

184.00

125.90

1878778

Oct-15

181.80

76.00

2702020

Nov-15

108.00

87.95

4357769

Dec-15

122.70

97.80

3364620

Jan-16

159.00

111.00

7554632

Feb-16

135.90

100.00

1717992

Mar-16

133.00

109.80

3953644

# There were no transactions on Calcutta Stock Exchange Limited, during the said period.

15. Share Transfer System and Dematerialization of Shares


The Physical share transfers are processed and the share certificates are returned to the shareholders within a maximum period of one
month from the date of receipt, subject to the documents being valid and complete in all respects.
Any transferee who wishes to Demat the shares may approach a Depository participant along with a duly filled Demat Request Form,
who shall, on the basis of the Share Certificate, generate a Demat request and send the same to the Registrar and Share transfer Agents
(RTA). On receipt, the Depository Registrar confirms the request.
All requests for Dematerialization of shares are processed and the confirmation is given to the respective Depositories, i.e., National
Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL), within 21 days of receipt.

Annual
Report

20 1516

56 57

Corporate overview | Statutory reports | Financial statements

16. Shareholding Pattern:


Sl.
No.

Category of Shareholders

Promoter and Promoter Group

(1)

Indian

(a)

Individuals/Hindu undivided Family

(b)

Central Government/ State


Government(s)

(c)

Financial Institutions/ Banks

(d)

Any Other (specify)

No. of
Shareholders

As on March 31, 2015


No. of
% of Total
Shares held
Shares

No. of
Shareholders

As on March 31, 2016


No. of
% of Total
Shares held
Shares

% Change
during the
year

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

Foreign

(a)

Individuals (NonResident Individuals/


Foreign Individuals)

(b)

Government

(c)

Institutions

(d)

Foreign Portfolio Investor

(e)

Any Other (specify)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Sub-Total (A)(2)
Total Shareholding of
Promoter and Promoter Group (A)=(A)(1)+(A)(2)
B

Public shareholder

(1)

Institutions

(a)

Mutual Funds

(b)

Venture Capital Funds

Upto - 5,000
5,001 -10,000
10,001-20,000
20,001-30,000
30,001-40,000
40,001-50,000
50,001-100,000
100,001-above
Total 1&2

Share Holders
Number
% of total
6213
79.12
692
8.81
370
4.71
138
1.76
84
1.07
63
0.80
130
1.66
163
2.08
7853
100.00

Share Amount
% of total
8325570
3.96
5535290
2.63
5816580
2.76
3540600
1.68
3033610
1.44
2951530
1.40
9569150
4.55
171657670
81.57
210430000
100.00
H

Note:
1. The total number of Equity Shares has increased due to issuance of bonus share in October 2015 in the ratio 1:1
2.

Includes Equity shares of 1000000 as of March 31, 2016 issued on preferential basis to the CMD Mr. Monoranjan Roy.

18. Dematerialization of Shares and Liquidity


As per notification issued by SEBI, with eect from 26th June 2000, it has become mandatory to trade in the Companys shares in the
electronic form. The Companys shares are available for trading in the depository systems of both the NSDL and CDSL.
Percentage of Shares held in Physical & Electronic form as on March 31, 2016
Sl. No. Particulars
1
Demat Mode
2
Physical Mode
Grand Total

No. of Shares
14940487
6102513
21043000

%
71.00
29.00
100.00

To enable us to serve our investors better, we request Members whose shares are in physical mode to dematerialize shares and to update
their bank accounts with the respective depository participants.

(c)

Alternate Investment Funds

(d)

Foreign Venture Capital Investors

(e)

Foreign Portfolio Investors

174239

0.83

0.83

Members may please note that ECS details contained in the BENPOS downloaded from the Depositories would be reckoned for payment

(f )

Financial Institutions/ Banks

(g)

Insurance Companies

of dividend. In order to avoid fraudulent encashment of dividend, please register either ECS mandate or Bank details for payment of

(h)

Provident Funds/ Pension Funds

(i)

Any Other (specify)

174239

0.83

0.83

Sub-Total (B)(1)
(3)

Non-institutions

(a)

Bodies Corporate

113

4744966

47.35

273

7131239

33.89

(13.46)

(b(i))

Individuals i. Individual shareholders holding


nominal share capital up to H2 lakhs.

716

738006

7.36

7328

4968894

23.61

16.25

(b(ii))

Individuals ii. Individual shareholders holding


nominal share capital in excess of
H2 lakhs.

23

1498853

14.96

42

1256306

5.97

(8.99)

(c)

Clearing Members

31

46245

0.46

50

330042

1.57

1.11

(d)

NRI

37

0.00

158

195494

0.93

0.93

(e)

Any Other (specify) : Director2

2993393

29.87

6986786

33.20

3.33

Sub-Total (B)(2)

888

10021500

100.00

7852

20868761

99.17

(0.83)

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

888

10021500

100.00

7853

21043000

100.00

Grand Total (A+B)1

888

10021500

100.00

7853

21043000

100.00

Note:
1. The total number of Equity Shares has increased due to issuance of bonus share in October 2015 in the ratio 1:1
2.

17. Distribution of Shareholding as on March 31, 2016


Shareholding of nominal value

Includes Equity shares of 1000000 as of March 31, 2016 issued on preferential basis to the CMD Mr. Monoranjan Roy.

19. ECS [Electronic Clearing Service] / Mandates / Bank Details

dividend.
20. Disclosure with respect to demat suspense account/unclaimed suspense account
As on 31st March, 2016, there are no outstanding shares lying in the demat suspense account/unclaimed suspense account.
21. Address for correspondence with Depositories
National Securities Depository Limited
TradeWorld, 4th & 5th Floor,, Kamala Mills Compound
Senapati Bapat Marg, Lower Parel
Mumbai - 400 013

Central Depository Services (India) Limited


Phiroze Jeejeebhoy Towers,
17th Floor, Dalal Street
Mumbai - 400 001

Telephone No : 022-2499 4200


Facsimile Nos : 022-2497 2993/6351
E-mail : info@nsdl.co.in
Website : www.nsdl.co.in

Telephone No : 022-2272 3333


Facsimile Nos : 022-2272 3199/2072
E-mail : investors@cdslindia.com
Website : www.cdslindia.com

22. Outstanding GDRs/ADRs/Warrants or any Convertible instruments, conversion date and likely impact on equity.
The Company has issued 1000000 Equity Share Warrants approved by the Members at the EGM held on 22.03.2016 and allotment was
done on 06.04.2016. The same shall be converted by 05.10.2017. Otherwise, there are no others outstanding warrants or any Convertible
instruments.

Annual
Report

20 1516

58 59

Corporate overview | Statutory reports | Financial statements

23. Dividend History (Last 10 years)


Sl. No.
Financial Year
1
2015-16*
2
2014-15
3
2013-14
4
2012-13
5
2011-12
6
2010-11
7
2009-10
8
2008-09
9
2007-08
10
2006-07

Dividend %
7.50%
5.00%
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil

Certificate under Regulation 17(8) of the SEBI


(Listing Obligations and Disclosure Requirements) Regulations, 2015

Total Dividend (in H)


15,782,250
10,021,500
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil

CERTIFICATION
Pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby certify that:
1.

(i). these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be
misleading;

Note:
* subject to the approval of the members

24. Unclaimed Dividend


Sl. No.
Financial Year

1
2
3
4
5
6
7

2014-15
2013-14
2012-13
2011-12
2010-11
2009-10
2008-09

We have reviewed Financial Statements and the Cash Flow Statement for the year and that to the best of our knowledge and belief :

(ii). these statements together present a true and fair view of the listed entitys aairs and are in compliance with existing Accounting
Standards, applicable laws and regulations.
Dividend %

5.00 %
Nil
Nil
Nil
Nil
Nil
Nil

(in H)

Unclaimed Dividend
as on date of transfer

10,021,500
Nil
Nil
Nil
Nil
Nil
Nil

(H)
995618
NA
NA
NA
NA
NA
NA

Total Dividend

Due date for


transfer to
IEPF on
26.12.2022
NA
NA
NA
NA
NA
NA

2.

There are, to the best of our knowledge and belief, no transactions entered into by the listed entity during the year which are fraudulent,
illegal or violative of the listed entitys code of conduct.

3.

We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the
eectiveness of internal control systems of the listed entity pertaining to financial reporting and we have disclosed to the Auditors and
the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we
have taken or propose to take to rectify these deficiencies.

4.

We have indicated to the Auditors and the Audit committee:


(i). significant changes in internal control over financial reporting during the year;
(ii). significant changes in Accounting Policies during the year and that the same have been disclosed in the notes to the Financial

25. Plant Location

Statements; and

IMFL Division

(iii). instances of significant fraud of which they have become aware and the involvement therein, if any, of the management or an

1. Kamarbari, Kalaberia, Bishnupur, Rajarhat, Kolkata-700 135

employee having a significant role in the listed entitys internal control system over Financial Reporting.

IMIL Division
1. Mouza Gopalpur, Chandigarh, P.S. : Barasat, Dist.: 24 Parganas (South)
2. M2 ADDA Industrial Estate, Kanyapur, Asansol, West Bengal

Place: Kolkata

FMCG Division

Date: 28.04.2016

1. 81, Neelgunj Road, Agarpara, Kolkata 700 109, West Bengal

Sd/-

Sd/-

Arup Thakur

Monoranjan Roy

Executive Director & CFO

Chairman & Managing Director

(DIN: 03476120)

(DIN: 02275811)

26. Address for Correspondence


Mr. Aditya Karwa
Company Secretary & Compliance Officer

DECLARATION REGARDING AFFIRMATION OF CODE OF CONDUCT

PINCON SPIRIT LIMITED


Registered Office:
7, Red Cross Place, Wellesley House 3rd Floor, Kolkata 700 001

I hereby confirm that the Company has obtained from all the members of the Board and Management Personnel, armation that they have

Phone No. 033 2231-9135. Fax No. 033 4008-0690

complied with the Code of Business Conduct and Ethics for Directors/Management Personnel for the Financial Year 2015-16

E-mail: pinconspiritlimited@gmail.com
Website: www.pinconspirit.in
For and on behalf of the Board of Directors
For and on behalf of the Board of Directors
Sd/-

Sd/Monoranjan Roy
Place: Kolkata,
Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Monoranjan Roy
Place: Kolkata,
Date: 28.04.2016

Chairman & Managing Director


(DIN: 02275811)

Annual
Report

20 1516

60 61

Corporate overview | Statutory reports | Financial statements

AUDITORS CERTIFICATE ON CORPORATE GOVERNANCE

CORPORATE INFORMATION
AS ON 31ST MARCH, 2016
CIN : L67120WB1978PLC031561

Board of Directors
Mr. Monoranjan Roy
Chairman & Managing Director
Mr. Arup Thakur
Executive Director & CFO

To
The Members,
Pincon Spirit Limited
We have examined the compliance of conditions of Corporate Governance by Pincon Spirit Limited, for the year ended
on 31st March 2016, as stipulated in Regulation 27(1) & (2) of The Securities and Exchange Board of India (Listing
Obligation & Disclosure Requirements) Regulations, 2015 (earlier Clause 49 of the Listing Agreement) of the said

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination
has been limited to a review of the procedures and implementation thereof adopted by the Company for ensuring
compliance with the conditions of the Corporate Governance as stipulated in the said Clause. It is neither an audit nor
an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and based on the
representations made by the Directors and the Management, we certify that the Company has complied with the
conditions of Corporate Governance as stipulated in Regulation 27(1) & (2) of The Securities and Exchange Board of
India (Listing Obligation & Disclosure Requirements) Regulations, 2015 (earlier Clause 49 of the above-mentioned
Listing Agreement)
We state that such compliance is neither an assurance as to future viability of the Company nor of the eciency or

Mr. Abhijit Datta


Additional Director Independent
Mr. Aditya Karwa
Company Secretary

Board Committees
Audit Committee
Mr. Jag Bahadur Singh Negi Chairman
Ms. Mou Roy
Mr. Subrata Basu

Stakeholders Relationship Committee

eectiveness with which the management has conducted the aairs of the Company.

For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

Sd/D.N. Misra
Date: 28.04.2016

Mr. Jag Bahadur Singh Negi


Director Independent
Ms. Mou Roy
Director Independent

Company with stock exchanges.

Place: Kolkata

Mr. Subrata Basu


Executive Director

Proprietor
Membership No.: 050440

Mr. Jag Bahadur Singh Negi Chairman


Ms. Mou Roy
Mr. Subrata Basu

Nomination & Remuneration Committee


Mr. Jag Bahadur Singh Negi Chairman
Ms. Mou Roy
Mr. Subrata Basu

Corporate Social Responsibility Committee


Mr. Jag Bahadur Singh Negi Chairman
Ms. Mou Roy
Mr. Subrata Basu

Corporate Office
Samskruti Chambers, No. 103, 3rd Floor, K.H.Road, Shanthi Nagar,
Bangalore- 560027

Auditors
D.N.Misra & Co
Chartered Accountants
54, Ganesh Chandra Avenue, 1st Floor, Kolkata-700013

Bankers
Andhra Bank
Bank Of India
Corporation Bank
Indian Overseas Bank
Laxmi Vilas Bank Limited
Punjab National Bank
State Bank Of Hyderabad
State Bank Of Mysore
State Bank Of Travancore
Tamilnad Mercantile Bank Limited
Vijaya Bank

Registrar
S. K. Infosolutions Pvt. Ltd
34/1A, Sudhir Chatterjee Street, Kolkata- 700 006
Contact No : 033-2219-4815 & 033-2219-6797
Fax No: 033-2219-4815
Email Id : skcdilip@gmail.com , contact@skcinfo.com
Website : www.skcinfo.com

Solicitor
AQUILAW
9, Old Post Oce Street, 8th Floor, Kolkata 700 001

Website
www.pinconspirit.in

Registered Office
7, Red Cross Place, Wellesley House, 3rd Floor, Kolkata 700 001
Phone No. 033 2231-9135. Fax No. 033 4008-0690
E-Mail: psl@pinconspirit.in ; pinconspiritlimited@gmail.com

Annual
Report

20 1516

62 63

Corporate overview | Statutory reports | Financial statements

Independent Auditors Report


To
The Members,
Pincon Spirit Limited

Report on the Financial Statements


We have audited the accompanying Financial Statements of Pincon
Spirit Limited (the Company), which comprise the Balance Sheet
as at 31st March, 2016, the Profit and Loss Statement, the Cash Flow
Statement for the year ended 31st March, 2016 and a summary of
significant Accounting Policies and other explanatory information.
Managements Responsibility for the 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 eectively 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.
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 there under. We conducted our Audit in

accordance with the Standards on Auditing specified under Section


143(10) of the Act. Those Standards require that we comply with
ethical requirements and plan and perform the Audit to obtain
reasonable assurance about whether the Financial Statements are
free from material misstatements.
An Audit involves performing procedures to obtain Audit evidence
about the amounts and 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
Statements, 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 eectiveness of such controls. An Audit also
includes evaluating the appropriateness of 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 believe that the Audit evidence we have obtained is sucient
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 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 aairs of the
Company as at March 31, 2016, and its profit and its cash flows for
the year ended on that date.

Report On Other Legal And Regulatory Requirements


1. As required by The Companies (Auditors Report) Order, 2015,
issued by the Central Government of India in terms of Subsection (11) of Section 143 of the Act (hereinafter referred to
as the Order), and on the basis of such checks of the books
and records of the Company as we considered appropriate and
according to the information and explanations given to us, we
give in the Annexure a statement on the matters specified in
paragraphs 3 and 4 of the Order.
2.

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 as referred to in the Note to the Financial
Statements.

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;

(ii) The Company has made provision, as required under


the applicable law or Accounting Standards, for
material foreseeable losses, if any, and as required on
long-term contracts including derivative contracts.

b)

In our opinion, proper books of account as required by law


have been kept by the Company so far as it appears from
our examination of those books.

(iii) There has been no delay in transferring amounts,


required to be transferred, to the Investor Education
and Protection Fund by the Company.

c)

The Balance Sheet, the Profit and Loss Statement, 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;

For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

On the basis of the written representations received from


the Directors as on March 31, 2016, taken on record by the
Board of Directors, none of the directors is disqualified as
on March 31, 2016, from being appointed as a Director in
terms of Section 164 (2) of the Act.

Sd/D.N. Misra
Proprietor
Membership No.:050440

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

e)

Place: Kolkata
Date: 28.04.2016

Annual
Report

20 1516

64 65

Corporate overview | Statutory reports | Financial statements

Annexure to Independent Auditors Report


Referred to in paragraph 1 of the Independent Auditors Report of even date to the members of Pincon Spirit Limited on the Financial
Statements as of and for the year ended March 31, 2016.
1.

(a) The Company has maintained proper records showing full


particulars, including quantitative details and situation of
fixed assets;

5.

(b) The substantial portion of fixed assets have been physically


verified by the management at reasonable intervals
having regard to the size of the Company and the nature
of assets. No material discrepancies were noticed on such
physical verification.
2.

(a) The inventory (excluding stocks with third parties) has


been physically verified by the Management during
the year. In respect of inventory lying with third parties,
these have substantially been confirmed by them. In our
opinion, the frequency of verification is reasonable.
(b) The procedures of physical verification of inventories
followed by the Management are reasonable and
adequate in relation to the size of the Company and the
nature of its business.
(c) In our opinion and according to the information and
explanations given to us, the Company is maintaining
proper records of inventory. The discrepancies noticed
on verification between the physical stocks and the book
records were not material and have been properly dealt
with in the books of account.

3.

(a) The Company has not granted any loan during the year.
(b) There is no overdue amount of loans granted to
companies, firms and other parties covered in the register
maintained under section 189 of the Companies Act, 2013

4.

In our opinion and according to the information and


explanations given to us, there are adequate internal control
procedures commensurate with the size of the Company and
the nature of its business with regard to purchases of inventory,
fixed assets and with regard to the sale of goods and services.
During the course of our audit, no major weakness has been
noticed in the internal controls system.

6.

7.

In our opinion and according to the information and


explanations given to us, the Company has not accepted any
deposits within the meaning of provisions of sections of 73 to
76 or any other relevant provisions of the Companies Act, 2013
and the rules framed there under. In our opinion and according
to the information and explanations given to us, no order
has been passed by the Company Law Board or the National
Company Law Tribunal or the Reserve Bank of India or any
other Tribunal against the Company.
We have broadly reviewed the books of account relating
to materials, labor and other items of cost maintained by
the Company pursuant to the Rules made by the Central
Government for the maintenance of cost records under section
148 (1) of the Companies Act, 2013 and are of the opinion that,
prima facie, the prescribed accounts and record have been
made and maintained.
(a) According to the records of the Company, the Company
is regular in depositing with appropriate authorities
undisputed statutory dues including Provident Fund,
Investor Education Protection Fund, Employees State
Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty,
Excise Duty, Service Tax, Value Added Tax , Cess and other
material statutory dues applicable to it.
(b) According to the information and explanations given to
us, no undisputed amount payable in respect of Income
Tax, Wealth Tax, Sales Tax, Customs Duty and Excise Duty,
Service Tax, Value Added Tax, Cess etc. were outstanding as
at 31st March, 2016 for a period of more than six months
from the date they became payable.
(c) According to the records of the Company, no dues
outstanding of Sales Tax, Income Tax, Customs Duty,
Wealth Tax, Excise Duty, Service Tax, Value Added Tax, and
Cess on account of any dispute.

(d) According to the information and explanation given


to us and records of the Company examined by us, the
Company is not required to transfer amount to investor
education and protection fund in accordance with the
provisions of the Companies Act, 2013 and the rules made
thereunder.
8.

The Company has no accumulated losses at the end of the


financial year and it has not incurred cash losses in the current
and immediately preceding financial year.

9.

In our opinion and according to the information and


explanations given by the management, we are of the opinion
that the Company has not defaulted in repayment of dues to a
financial institution, bank or debenture holders.

12. Based upon the audit procedures performed for the purpose
of reporting the true and fair view of the Financial Statements
and as per the information and explanations given by the
management, we report that no fraud on or by the Company
has been noticed or reported during the year.

For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

10. The Company has not given any guarantee for loans taken by
others from bank or financial institutions.
11. In our opinion, and according to the information and
explanations given to us, the term loans have been applied, on
an overall basis, for the purposes for which they were obtained.

Place: Kolkata
Date: 28.04.2016

Sd/D.N. Misra
Proprietor
Membership No.:050440

Annual
Report

20 1516

66 67

Corporate overview | Statutory reports | Financial statements

Audited Standalone Balance Sheet as at 31.03.2016


Particulars

(In H)

Note No.

As at
31.03.2016

As at
31.03.2015

EQUITY AND LIABILITIES


Share Capital

210,430,000

100,215,000

Reserves and Surplus

694,814,237

446,383,596

Non-Current Liabilities

Note No.

For the year ended


31.03.2016

For the year ended


31.03.2015

Revenue from Operations

18

9,460,588,193

6,025,557,392

Other Incomes

19

1,409,333

9,460,588,193

6,026,966,725

Total Revenue (I)


EXPENSES

620,409,047

603,767,335

Short-Term Borrowings

1,916,797,165

917,021,333

Trade Payables

27,560,931

13,376,124

Other Current Liabilities

133,429,505

25,919,345

Short-Term Provisions

346,609,430

205,599,790

3,950,050,315

2,312,282,523

Current Liabilities

TOTAL
ASSETS
Non-Current Assets

Cost of Materials Consumed

20

3,300,247,529

1,343,496,828

Purchases

21

5,839,765,750

4,380,881,518

Change In Inventories (Increase)/Decrease

22

(566,330,719)

(262,535,234)

Other Manufacturing Expenses

23

149,503,009

109,372,132

Employee Benefit Expenses

24

26,040,000

21,700,000

Administrative & General Expenses

25

35,608,380

25,341,083

Selling & Distribution Expenses

26

114,092,292

80,121,563

Finance Costs

27

166,927,698

70,672,884

20,739,970

21,514,463

28

620,824

9,087,214,733

5,790,565,237

373,373,460

236,401,488

126,909,640

80,352,870

Depreciation and Amortization Expenses

Fixed Assets
Tangible Assets

Particulars

(In H)

INCOME

Shareholders Funds

Long Term Borrowings

Audited Standalone Statement of Profit and Loss Account for the year ended 31.03.2016

177,449,993

178,047,751

40,116,135

Capital Working in Progress

Miscellaneous Expenses
Total Expenses (II)
Profit before Tax (I - II)=III

Non-Current Investments

10

155,236,250

155,236,250

Long-Term Loans and Advances

11

190,814,560

Deferred Tax Assets (Net)

12

3,439,204

1,306,873

1)

Current tax

Miscellaneous Expenditure

13

3,104,122

2)

Deferred Tax Liability/(Assets)

Tax Expense:

Profit/ (Loss) for the Period (III-IV-V)=VI

Current Assets

(2,132,331)

(751,868)

248,596,151

156,800,486

Earnings per equity share of face value of H10 each

Inventories

14

1,902,463,098

695,659,579

Trade Receivables

15

1,075,108,319

1,056,681,086

1)

Basic

29

11.81

15.65

Cash and Cash Equivalents

16

3,717,789

1,370,646

2)

Diluted

29

16.87

15.65

Other Current Assets

17

398,600,845

223,980,338

3,950,050,315

2,312,282,523

TOTAL
Significant Accounting Policies

The accompanying notes form an integral part of the Standalone Financial Statements
As per our report of even date attached

For and on behalf of the Board

Sd/For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

Monoranjan Roy
Chairman & Managing Director
(DIN: 02275811)

Sd/D.N. Misra
Proprietor
Membership No.:050440

Sd/Arup Thakur
Executive Director & CFO
(DIN: 03476120)

Place: Kolkata
Date: 28.04.2016

Sd/Aditya Karwa
Company Secretary

SIGNIFICANT ACCOUNTING POLICIES

The accompanying notes form an integral part of the Standalone Financial Statements
As per our report of even date attached

For and on behalf of the Board

Sd/For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

Monoranjan Roy
Chairman & Managing Director
(DIN: 02275811)

Sd/D.N. Misra
Proprietor
Membership No.:050440

Sd/Arup Thakur
Executive Director & CFO
(DIN: 03476120)

Place: Kolkata
Date: 28.04.2016

Sd/Aditya Karwa
Company Secretary

Annual
Report

20 1516

68 69

Corporate overview | Statutory reports | Financial statements

Cash Flow Statement for the year ended 31.03.2016

(In H)

Particulars
A.

For the year ended


31.03.2016

For the year ended


31.03.2015

373,373,460

236,401,488

20,739,970

21,514,463

166,927,698

70,672,884

CASH FLOW FROM OPERATING ACTIVITIES:


Net Profit before tax

Notes forming part of the Audited Standalone Financial Statements


NOTE # 1
A.

CORPORATE INFORMATION
Pincon Spirit Limited (referred to as PSL or the Company) (CIN No: L67120WB1978PLC031561) is a Public Company domiciled in India
and Incorporated under the provisions of the Companies Act, 1956. Its shares are listed on The Calcutta Stock Exchange Limited & BSE
Limited in India. The Company is engaged in carrying on the Business of Blending, Bottling & Wholesale Distribution of Indian Made
Foreign Liquor (IMFL), Indian Made Indian Liquor (IMIL) & Refining, Packaging, & Wholesale Distribution of Fast Moving Consumer
Goods (FMCG)

B.

SIGNIFICANT ACCOUNTING POLICIES

Adjustments for:
Depreciation & Amortization Expenses
Interest Paid
Miscellaneous Expenses
Operating Profit before Working capital changes

620,824

561,661,952

328,588,835

a.

Adjustments for:
(Increase) / Decrease in Inventories

(1,206,803,519)

(482,101,809)

(18,427,233)

(801,704,539)

(Increase)/ Decrease in Loans & Advances

(174,620,507)

168,694,092

Increase/ (Decrease) in Account Payables

262,704,607

106,083,971

(575,484,700)

(680,439,450)

(126,909,640)

(80,352,870)

(448,575,060)

(600,086,580)

Tangible Assets

(20,142,212)

Capital Working in Progress

(40,116,135)

24,308,964

(85,000,000)

(190,814,560)

(3,724,946)

(254,797,853)

(Increase)/ Decrease in Account Receivable

Cash Generated from Operations


Income Tax paid (Net of Refund)
Net Cash from Operating Activities
B.

Long-Term Loans and Advances


Miscellaneous Expenses
Net Cash from Investing Activities
C.

These Financial Statements have been prepared on accrual basis under historical cost convention and are presented in Indian
Rupees, rounded o to the nearest Rupee.
b.

Use of Estimates
The preparation of the Financial Statements in conformity with the Indian GAAP requires Management of the Company to make
estimates, judgments and assumptions to be made that aect the reported amount of assets and liabilities, disclosure of contingent
liabilities as on the date of the financial statements and the reported amount of revenues and expenses during the reporting period.
Any dierence between the actual results and estimates are recognised in the period in which the results are known / materialised.

c.

(60,691,036)

Fixed Assets
i.
Tangible Assets
Tangible Assets are stated at cost, net of taxes, discounts plus revaluations, if any, less accumulated depreciation & impairment
loss, if any.

135,000,000

The Cost includes the purchase price plus other attributable costs for bringing the assets to its working condition for intended
use.

CASH FLOW FROM INVESTING ACTIVITIES:

Non-Current Investments

Basis of Preparation of the Financial Statements


The Financial Statements have been prepared in compliance with the Generally Accepted Accounting Principles in India (Indian
GAAP) and the Accounting Standards notified under relevant provisions of the Companies Act, 2013.

CASH FLOW FROM FINANCING ACTIVITIES:


Proceeds of Equity Share
Proceeds of Unsecured Loans
Proceeds of Secured Loans
Interest Paid

17,500,000

299,365,968

998,917,544

596,314,763

Any subsequent expenditure relating to the Tangible Assets which increase the future benefits are added to the book value of
the tangible assets.
Expenditure relating Tangible Assets that are not ready for their intended use are disclosed under Capital Work-in-Progress.

(166,927,698)

(70,672,884)

Dividends paid (including corporate dividend tax)

(24,950,510)

(6,012,599)

Net Cash from Financing Activities

959,539,336

818,995,248

Net Increase/(Decrease) in Cash and Cash equivalents

2,347,144

(2,488,109)

Cash and Cash equivalents as at 1st April(Opening Balance)

1,370,646

3,858,755

Cash and Cash equivalents as at 31st March(Closing Balance)

3,717,789

1,370,646

As per our report of even date attached

For and on behalf of the Board

ii.

d.

Leases
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating
leases. Payments made under operating leases are charged to the Statement of Profit and Loss on a straight-line basis over the
period of lease.

e.

Depreciation & Amortisation


In Tangible Fixed Assets (other than freehold land & capital work-in-progress), acquired during the year, depreciation / amortisation
is charged on Written Down Method so as to write o the cost of the Assets over the useful lives and in regard to the Tangible Assets
acquired prior to April 1, 2014, the carrying amount as on April 1, 2014 is depreciated over the remaining useful life as prescribed in
Schedule II of the Companies Act, 2013.

Sd/For D.N. Misra & Co.

Monoranjan Roy

Chartered Accountants

Chairman & Managing Director

Firm Registration No. 312021E

(DIN: 02275811)

Sd/-

Sd/-

Sd/-

D.N. Misra

Arup Thakur

Aditya Karwa

Proprietor

Executive Director & CFO

Company Secretary

Membership No.:050440

(DIN: 03476120)

Place: Kolkata
Date: 28.04.2016

Intangible Assets
Initial recognition of Intangible Assets are at cost less accumulated amortisation and accumulated impairment loss, if any.
Internally generated Intangible Assets, excluding capitalised development costs, are not capitalised and expenditure is
reflected in the Statement of Profit & Loss for the year in which the expenditure is incurred. Amortisation of Intangible Assets
are done on a straight-line basis over the estimated useful economic life.

Annual
Report

20 1516

70 71

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Standalone Financial Statements

Notes forming part of the Audited Standalone Financial Statements

f.

Impairment
In case an asset is treated as impaired when the carrying cost of asset exceeds its recoverable value. An impairment loss is charged
to the Profit and Loss Statement in the year in which an asset is identified as impaired. The impairment loss recognised in prior
accounting period is reversed if there has been a change in the estimate of recoverable amount.

q.

Earnings per Share (EPS)


Basic EPS is arrived at based on Net Profit after Taxation available to equity shareholders to the weighted average number of equity
shares outstanding during the year. The Diluted EPS is calculated on the same basis as Basic EPS, after adjusting for the eects of
potential dilutive equity shares unless impact is anti-dilutive.

g.

Investments
Current investments are carried at lower of cost and quoted/fair value, computed category-wise. Non-Current investments are stated
at cost. Provision for diminution in the value of Non-Current investments is made only if such a decline is other than temporary.

r.

h.

Inventories
Items of inventories are measured at lower of cost and net realizable value after providing for obsolescence, if any. Cost of inventories
comprises of cost of purchase, cost of conversion and other costs including manufacturing overheads incurred in bringing them to
their respective present location and condition.

Provisions
A provision is recognised when an enterprise has a present obligation as a result of a past event and it is probable that an outflow
of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions, other than
employee benefits, are not discounted to their present value and are determined based on management estimate required to
settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current
management estimates.

s.

Contingent Liabilities/Assets
No provision is made for liabilities which are contingent in nature. Provision is made for those contingencies which are likely to
materialize into liabilities after the year end till the date of finalization of accounts and have material eect on the position stated in
the Balance Sheet.

i.

Employee Benefits
There is no employee who is in receipt of remuneration in excess of the limits specified.

j.

Revenue Recognition
Revenue is recognised only when risks and rewards incidental to ownership are transferred to the customer, it can be reliably
measured and it is reasonable to expect ultimate collection. Revenue from operations includes sale of goods, tax, excise duty,
adjusted for discounts (net).
Dividend income, if any, is recognised when right to receive payment is established.
Interest income is recognised on a time proportion basis taking into account the amount outstanding and the interest rate
applicable.

k.

Borrowing Costs
Borrowing costs consist of interest and other ancillary costs than an entity incurs in connection with borrowing of funds, Ancillary
costs incurred in connection with the arrangement of borrowings are amortized over the tenure of borrowing.

l.

Foreign Currency Transactions


The Company has foreign currency transactions during the period under review.

m. Cash and Cash Equivalents


Cash and Cash Equivalents include cash in hand, demand deposits with banks, other short-term highly liquid investments with
original maturities of three months or less.
n.

Conservation of Energy & Technology absorption


In view of the activities of the Company, the matters related to conservation of Energy & Technology are not applicable to the
Company.

o.

Due to Micro/ Small Industrial Enterprises


The Company has not received any information from any of the suppliers of their being a micro/ small scale industrial enterprise,
hence the amount due to such units outstanding as at the year ended 31.03.2016 is not ascertainable.

p.

Income Tax
Provision is made for Income Tax on a yearly basis under the tax payable method based on tax liability as computed after taking
credit for allowances, expenses. In case of matters under appeal due to disallowance or otherwise, full provision is made when the
liabilities are accepted. Deferred Tax is recognized on timing dierences between taxable income and accounting income subject
to a consideration of prudence.

Contingent liabilities are not recognised but disclosure of its existence is done in the Financial Statements. A contingent asset is
neither recognised nor disclosed in the Financial Statements.

Annual
Report

20 1516

72 73

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Standalone Financial Statements

Notes forming part of the Audited Standalone Financial Statements


(In H)

Particulars

As at
31.03.2016

As at
31.03.2015

Notes # 2 Share Capital


Authorised Capital
50,000,000 Equity Shares of H10/- each
(Previous Year : 10,030,000 Equity Shares of H10/- each)

500,000,000

100,300,000

500,000,000

100,300,000

210,430,000

100,215,000

210,430,000

100,215,000

Issued, Subscribed and Paid up


21,043,000 Equity Shares of H10/- each
(Previous Year : 10,021,500 Equity Shares of H10/- each)

a)

Reconciliation of number of Shares Capital


Equity Shares

No.

Amount (H)

No.

Amount (H)

10,021,500

100,215,000

10,021,500

100,215,000

Add: Bonus Share Issue

10,021,500

100,215,000

Closing Balance

c)

As at 31.03.2015

Opening Balance
Add: Preferential Allotment

b)

As at 31.03.2016

1,000,000

10,000,000

21,043,000

210,430,000

10,021,500

100,215,000

Rights and restriction attached to Shares Capital


The Company has one class of equity shares having a par value of H10 each. Each shareholder is eligible for one vote per share held.
The Company has declared dividend of H0.75 (i.e. 7.50%) per share during the current year and in previous year dividend was of H0.50
(i.e.5.00%) per share.
Share held by holding/ultimate holding company and/or their subsidiaries/associates :
There is no such Share held by holding/ultimate holding company and/or their subsidiaries/associates.

e)

Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

Monoranjan Roy: 33.20% (P.Y:29.87%)


Anushri Textile Private Limited: 0.17% (P.Y: 10.89%)

Notes # 3 Reserves and Surplus


(a) Securities Premium
As per last Balance Sheet
Addition during the year
a
(b) Surplus in the Statement of Profit & Loss
Opening Balance
Add: Profit for the Year
Less: Appropriations
(a) Proposed final Dividend on Equity Shares*
(b) Tax on Dividend
(c) Conversion into Equity due to Issue of Bonus Share
(d) Prior Period Dividend (F.Y: 2014-15)
(e) Prior Tax on Dividend (F.Y: 2014-15)
b
(a+b)

As at
31.03.2016

As at
31.03.2015

636,405
125,000,000
125,636,405

636,405
636,405

445,747,191
248,596,151
694,343,342

294,959,304
156,800,486
451,759,790

15,782,250
3,155,661
100,215,000
5,010,750
1,001,849
569,177,832
694,814,237

5,010,750
1,001,849
445,747,191
446,383,596

* The Board of Directors have recommended final dividend for the F.Y: 2015-16 of H0.75 Per Equity Share subject to approval in the forthcoming
AGM.
Notes # 4 Long-Term Borrowings
Secured Loan - Car Loan
Unsecured Loan - Director

2,909,047

3,767,335

617,500,000

600,000,000

620,409,047

603,767,335

Car Loan is from Punjab National Bank, the car being the primary security.

Cash Credit Facilities (Secured)

Shares allotted as fully paid up by way of bonus shares (during 5 years preceding March 31, 2016)
During the last 5 years preceding to March 31, 2016, the Company has allotted as fully paid up Bonus share in the ratio of 1:1 on
12.10.2015 as approved by Members in the EGM held on 29.09.2015.

As at 31.03.2016

Particulars

Notes # 5 Short-Term Borrowings

d)

Equity Shares

(In H)

As at 31.03.2015

No.

Amount (H)

No.

Amount (H)

6,986,786

69,867,860

2,993,393

29,933,930

34,920

349,200

1,090,998

10,909,980

6,986,786

69,867,860

4,084,391

40,843,910

1,916,797,165

917,021,333

1,916,797,165

917,021,333

Working Capital Loan has been availed under Consortium Banking arrangement from State Bank of Mysore, (Leader of Consortium) & other
member banks being State Bank of Hyderabad, State Bank of Travancore, Bank of India, Andhra Bank, Punjab National Bank, Laxmi Vilas Bank
Limited, Tamilnad Mercantile Bank Limited, Corporation Bank, Vijaya Bank, Indian Overseas Bank with sharing of pari passu charge by way of
hypothecation of present & future Currents Assets of the Company, consisting of Stock & Book Debts.
Notes # 6 Trade Payables
Trade Payables

27,560,931

13,376,124

27,560,931

13,376,124

133,429,505

25,919,345

133,429,505

25,919,345

346,609,430

205,599,790

346,609,430

205,599,790

Notes # 7 Other Current Liabilities


Other Payables
Notes # 8 Short-Term Provisions
For Income Tax & others

233,899,090

5,215,422

6,500,000

91,425,692

97,049,826

2,095,679

TOTAL

Motor Vehicle

Land

Plant & machinery

Building

Oce Equipment

Furniture & Fixtures

Electrical Equipment

Particulars

233,899,090

5,215,422

6,500,000

91,425,692

97,049,826

2,095,679

23,909,609

7,702,862

As at
April 1, 2014

Previous Year
Tangible Assets as on 31.03.2015

TOTAL

Motor Vehicle

Land

Plant & machinery

Building

Oce Equipment

23,909,609

7,702,862

As at
April 1, 2015

Additions
during
the year

7,702,862

254,041,302

5,215,422

26,642,212

91,425,692

97,049,826

2,095,679

23,909,609

233,899,090

5,215,422

6,500,000

91,425,692

97,049,826

2,095,679

23,909,609

7,702,862

Deductions
As at
during the March 31, 2015
year

Deductions
As at
during the March 31, 2016
year

Gross Block

20,142,212

20,142,212

Additions
during
the year

Gross Block

21,514,463

1,629,466

8,506,659

4,319,006

545,026

4,822,453

1,691,853

For the
year

Deductions

Deductions

Depreciation Block

20,739,970

1,000,688

10,858,390

4,337,747

252,845

3,394,912

895,388

For the
year

Notes # 12 Deferred Tax Assets

34,336,876

18,176,484

7,207,452

1,074,369

6,215,870

1,662,701

As at
April 1, 2014

55,851,339

1,350,273

31,434,591

7,979,050

1,534,674

10,796,780

2,755,971

As at
April 1, 2015

Depreciation Block

4,051,503

4,946,891

3,865,149

6,500,000

59,991,101

89,070,776

561,005

13,112,829

178,047,751

Net Block

177,449,993

2,864,461

26,642,212

49,132,711

84,733,029

308,160

9,717,917

55,851,339

1,629,466

26,683,143

11,526,458

1,619,395

11,038,323

3,354,554

178,047,751

3,585,956

6,500,000

64,742,549

85,523,368

476,284

12,871,286

4,348,308

199,562,214

5,215,422

6,500,000

73,249,208

89,842,374

1,021,310

17,693,739

6,040,161

As at
As at
As at
March 31, 2015 March 31, 2015 March 31, 2014

76,591,309

2,350,961

42,292,981

12,316,797

1,787,519

14,191,692

3,651,359

As at
As at
As at
March 31, 2016 March 31, 2016 March 31, 2015

Net Block

20 1516

Furniture & Fixtures

Electrical Equipment

Particulars

Notes # 9 Fixed Assets


Tangible Assets as on 31.03.2016

Notes forming part of the Audited Standalone Financial Statements


Annual
Report
Corporate overview | Statutory reports | Financial statements

74 75

Notes forming part of the Audited Standalone Financial Statements


(In H)

Particulars

Notes # 10 Non-Current Investments

In Equity Shares of Subsidiary Companies -

As at
31.03.2016
As at
31.03.2015

Paul Distributors Private Limited


55,000,000
55,000,000

Priya Laboratories Private Limited


15,236,250
15,236,250

Yours Laboratories Private Limited

Notes # 11 Long-Term Loans and Advances

Business Advance for Acquisitions

Notes # 13 Miscellaneous Expenditure

Deferred Tax Assets

Opening Balance
Incurred during the year
Less: Written o during the year

Raw Materials
Finished Goods

- Outstanding for a period exceeding six months


- Others
- Export Receivable (above six month)

Cash in Hand & at Bank

Sundry Current Assets

85,000,000
85,000,000

155,236,250
155,236,250

190,814,560
-

190,814,560
-

Notes # 14 Inventories

Notes # 15 Trade Receivables

Secured, Considered Good

Notes # 16 Cash and Cash Equivalents

3,439,204
1,306,873

3,439,204
1,306,873

3,724,946
-

620,824
-

3,104,122
-

512,925,690
156,975,356

1,389,537,408
538,684,223

1,902,463,098
695,659,579

1,014,880,805
996,453,572

60,227,514
60,227,514

1,075,108,319
1,056,681,086

3,717,789
1,370,646

3,717,789
1,370,646

Notes # 17 Other Current Assets


398,600,845
223,980,338

398,600,845
223,980,338

Annual
Report

20 1516

76 77

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Standalone Financial Statements

Notes forming part of the Audited Standalone Financial Statements


(In H)

Particulars

For the year ended


31.03.2016

For the year ended


31.03.2015

(In H)
Particulars

Notes # 18 Revenue From Operations

Notes # 22 Change in Inventories

In Equity Shares of Subsidiary Companies -

IMFL

Own Blend (IMFL)

2,549,897,706

1,548,523,113

Own Blend (IMIL)

1,227,494,005

Traded - IMFL

2,873,214,281

2,660,260,974

996,798

60,227,514

FMCG EXPORT
FMCG - Domestic

For the year ended


31.03.2015

Opening Stock of Finished Goods

225,939,757

95,775,769

Closing Stock of Finished Goods

501,988,517

225,939,757

(276,048,760)

(130,163,988)

(A)
FMCG

2,808,985,403

1,756,545,791

Opening Stock of Finished Goods

164,255,904

31,884,658

9,460,588,193

6,025,557,392

Closing Stock of Finished Goods

454,537,863

164,255,904

(B)

(290,281,959)

(132,371,246)

(A+B)

(566,330,719)

(262,535,234)

Total

Notes # 19 Other Incomes


Interest Income

For the year ended


31.03.2016

1,409,333

1,409,333

Notes # 23 Other Manufacturing Expenses


Sundry Manufacturing Expenses

Notes # 20 Cost of Materials Consumed

149,503,009

109,372,132

149,503,009

109,372,132

COST OF RAW MATERIALS CONSUMED (IMFL)


Opening Stock of Raw Materials
Add: Purchase
Closing Stock of Raw Materials
COST OF RAW MATERIALS CONSUMED (IMFL)
Opening Stock of Finished Goods
COST OF RAW MATERIALS CONSUMED
Closing Stock of Finished Goods
(A)

156,975,356

21,473,958

2,535,680,325

1,563,063,402

331,820,385

156,975,356

2,360,835,296

1,427,562,004

148,488,562

64,423,386

2,360,835,296

1,427,562,004

282,547,512

148,488,562

2,226,776,346

1,343,496,828

COST OF RAW MATERIALS CONSUMED (IMIL)


Opening Stock of Raw Materials

1,405,040,004

181,105,305

1,223,934,699

1,223,934,699

150,463,516

(B)

1,073,471,183

(A+B)

3,300,247,529

1,343,496,828

Add: Purchase
Closing Stock of Raw Materials
COST OF RAW MATERIALS CONSUMED (IMIL)
Opening Stock of Finished Goods
COST OF RAW MATERIALS CONSUMED
Closing Stock of Finished Goods
Total Cost of Materials Consumed

Notes # 21 Purchases

Notes # 24 Employee Benefit Expenses


Salaries and Wages

26,040,000

21,700,000

26,040,000

21,700,000

Postage & Telephone

2,063,871

1,623,034

Directors Remuneration

7,440,000

6,730,000

Notes # 25 Administrative & General Expenses

Legal Expenses

2,611,162

1,946,637

13,962,440

7,883,076

Printing & Stationery

1,942,915

1,428,619

Rent

1,080,000

1,080,000

Travelling & Conveyance

6,439,292

4,616,009

68,700

33,708

35,608,380

25,341,083

Business Promotion/Advertisement

52,621,751

46,001,563

Carriage Outwards

10,635,350

10,576,205

Discount & Rebate

6,166,087

2,362,956

Godown Expenses

4,295,187

3,745,703

Organisational Expenses

Auditors' Fees

Notes # 26 Selling and Distribution Expenses

Purchase of IMFL Trade

2,989,412,849

2,617,774,241

Godown Rent

Purchase of FMCG

2,850,352,901

1,763,107,277

Rebate on Sales

5,839,765,750

4,380,881,518

600,000

600,000

39,773,917

16,835,136

114,092,292

80,121,563

Annual
Report

20 1516

78 79

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Standalone Financial Statements

Notes forming part of the Audited Standalone Financial Statements


(In H)

Particulars

Notes # 30 Related Party Disclosures (contd.)

For the year ended


31.03.2016

For the year ended


31.03.2015

166,927,698

70,672,884

Loan & Advances (Outstanding)

166,927,698

70,672,884

c)

Aggregate Related Parties Disclosures:


(In H)

Notes # 27 Finance Costs

Subsidiary Companies

Finance Expense

2015-16

2014-15

Paul Distributors Private Limited

Priya Laboratories Private Limited

6,600,000

6,600,000

152,500,000

300,000,000

617,500,000

600,000,000

600,000,000

Key Management Personnel

Notes # 28 Miscellaneous Expenses


Written o during the Year

620,824

620,824

Remuneration
Unsecured Loan Taken (during the year)
Mr. Monoranjan Roy
Unsecured Loan Taken (Outstanding at the end of the Year)

(In H)
Particulars

2015-16

2014-15

Profit after Tax as per Profit & Loss Account

248,596,151

156,800,486

Number of Equity Share at the end of year

21,043,000

10,021,500

Weighted average number of Equity Shares

14,736,522

10,021,500

Basic Earnings per share

11.81

15.65

Diluted Earnings per share

16.87

15.65

Nominal Value of Shares

10.00

10.00

Mr. Monoranjan Roy


Preferential Allotment of Share Capital

Notes # 29 Basis for calculation of Basic and Diluted Earnings per Share is as under:

c)

Name of the Other Related Parties/


Key Managerial Personnel

(In H)
Particulars

Audited

1.

2.

a)

IMFL & IMIL

b)

FMCG

31-Mar-15

6,650,605,992

4,208,784,088

2,809,982,201

1,816,773,305

9,460,588,193

6,025,557,392

Segment Results
a)

IMFL & IMIL

406,021,119

210,843,027

b)

FMCG

134,280,039

94,822,012

540,301,158

305,665,039

166,927,698

70,672,884

1,409,333

Profit Before Tax

373,373,460

236,401,488

Tax Expenses

124,777,309

79,601,002

Profit After Tax

248,596,151

156,800,486

Total
Less: Other un-allocable expenditure

Aggregate Related Parties Disclosures:

a) Interest

(In H)
2015-16

Add: a) Other un-allocable income

2014-15

Sales
Paul Distributors Private Limited

31-Mar-16
Segment Revenue

Gross Income from Operations

Mr. Monoranjan Roy (Chairman & Managing Director)


Mr. Arup Thakur (Executive Director & CFO)
Mr. Subrata Basu (Executive Director)

Subsidiary Companies

Year Ended

Notes # 31 Standalone Audited Segment-Wise Revenue, Results and Capital Employed

Notes # 30 Related Party Disclosures


a) Name of the related parties where control exists:
Subsidiary Companies
Paul Distributors Private Limited (with eect from 21st March 2014)
Priya Laboratories Private Limited (with eect from 21st March 2014)
Yours Laboratories Private Limited (With eect from 03rd July2014)
b)

Mr. Monoranjan Roy (Conversion of Unsecured Loan)

Purchase/Other Manufacturing Expenses


Priya Laboratories Private Limited

32,359,995

21,331,000

Yours Laboratories Private Limited

32,271,375

Paul Distributors Private Limited

(25,000,000)

Priya Laboratories Private Limited

(16,000,000)

Loan & Advances [Unsecured Loan Given / (Recovered) during the year]

3.

Capital Employed
a)

IMFL & IMIL

958,776,185

694,174,057

b)

FMCG

405,097,523

299,648,751

1,363,873,708

993,822,808

Total Segment Capital Employed

Annual
Report

20 1516

80 81

Corporate overview | Statutory reports | Financial statements

Independent Auditors Report


To
The Members,
Pincon Spirit Limited

We have Audited the accompanying Consolidated Financial


Statements of M/s Pincon Spirit Limited (the Company) and its
Subsidiaries, which comprise the Consolidated Balance Sheet as
at March 31, 2016, the Consolidated Statement of Profit and Loss
Account and the Consolidated Cash Flow Statement for the year
ended March 31, 2016, and a summary of significant Accounting
Policies and other explanatory information.

Consolidated
Financial Statements

Managements Responsibility for the Consolidated Financial


Statements
Management is responsible for the preparation of these
Consolidated Financial Statements that give a true and fair view
of the Consolidated Financial position, Consolidated Financial
performance and Consolidated Cash Flows of the Company in
accordance with accounting principles generally accepted in
India. This responsibility includes the design, implementation and
maintenance of internal control relevant to the preparation and
presentation of the Consolidated Financial Statements that give a
true and fair view and are free from material misstatement, whether
due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these Consolidated
Financial Statements based on our Audit. We conducted our Audit
in accordance with the Standards on Auditing issued by the Institute
of Chartered Accountants of India. Those Standards require that we
comply with ethical requirements and plan and perform the Audit
to obtain reasonable assurance about whether the Consolidated
Financial Statements are free from material misstatement.
An Audit involves performing procedures to obtain Audit evidence
about the amounts and disclosures in the Consolidated Financial
Statements. The procedures selected depend on the Auditors
judgment, including the assessment of the risks of material
misstatement of the Consolidated Financial Statements, whether
due to fraud or error. In making those risk assessments, the Auditor
considers internal control relevant to the Companys preparation
and presentation of the consolidated 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 the eectiveness of the entitys internal
control. An Audit also includes evaluating the appropriateness of

Accounting Policies used and the reasonableness of the accounting


estimates made by management, as well as evaluating the overall
presentation of the consolidated financial statements. We believe
that the Audit evidence we have obtained is sucient and
appropriate to provide a basis for our Audit opinion.
Opinion
In our opinion and to the best of our information and according to
the explanations given to us, the Consolidated Financial Statements
give a true and fair view in conformity with the Accounting Principles
generally accepted in India:
a)

In the case of the Consolidated Balance Sheet, of the state of


aairs of the Company as at March 31, 2016;

b)

In the case of the Consolidated Statement of Profit and Loss, of


the Profit for year ended on that date; and

c)

In the case of the Consolidated Cash Flow Statement, of the


Cash Flows for the year ended on that date.

Other Matter
We did not Audit total assets of H22.88 Crore as at March 31, 2016,
total revenues of H41.89 Crore and Net Cash Inflows amounting
to H93.84 Lacs for the year ended, included in the accompanying
Consolidated Financial Statements in respect of Subsidiaries,
whose Financial Statements and other Financial Information have
been Audited by other Auditors and whose reports have been
furnished to us. Our opinion, in so far as it relates to the aairs of
such Subsidiaries is based solely on the report of other Auditors. Our
opinion is not qualified in respect of this matter.

For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

Place: Kolkata
Date: 28.04.2016

Sd/D.N. Misra
Proprietor
Membership No.:050440

Annual
Report

20 1516

82 83

Corporate overview | Statutory reports | Financial statements

Consolidated Balance Sheet as at 31.03.2016


Particulars

(In H)
Note No.

As at
31.03.2016

As at
31.03.2015

EQUITY AND LIABILITIES


Share Capital

210,430,000

100,215,000

Reserves and Surplus

712,041,264

457,159,795

Minority Interest

62,834,931

59,902,058

626,659,047

622,767,335

Short-Term Borrowings

1,916,797,165

917,021,333

Trade Payables

70,901,368

99,251,149

Other Current Liabilities

151,725,837

39,780,698

Short-Term Provisions

360,428,237

222,801,184

4,111,817,849

2,518,898,552

Non-Current Liabilities
Current Liabilities

TOTAL
ASSETS
Non-Current Assets
Fixed Assets
Tangible Assets

199,194,252

200,219,846

10

40,116,135

11

88,272,806

88,272,806

Long-Term Loans and Advances

12

193,697,677

2,883,117

Deferred Tax Assets (Net)

13

9,461,294

11,077,747

Capital Work in progress


Intangible Assets

Miscellaneous

Particulars

Note No.

(In H)

For the year ended


31.03.2016

For the year ended


31.03.2015

INCOME

Shareholders Funds

Long Term Borrowings

Consolidated Statement of Profit and Loss for the year ended 31.03.2016

14

3,149,468

70,693

Revenue from Operations

19

9,875,965,624

6,921,950,441

Other Incomes

20

3,567,104

7,601,820

9,879,532,728

6,929,552,261

Total Revenue (I +II)


EXPENSES
Cost of Materials Consumed

21

3,301,544,908

1,450,964,747

Purchase

22

6,155,557,100

5,115,749,200

Change in inventories

23

(550,760,310)

(280,226,464)

Other Manufacturing Expenses

24

179,135,552

124,393,544

Employee Benefit Expenses

25

41,632,410

33,862,398

Administrative & General Expenses

26

54,558,440

39,087,974

Selling & Distribution Expenses

27

115,769,855

89,442,638

Finance Costs

28

167,006,772

70,791,677

Depreciation and Amortization Expense

10

23,079,995

24,417,418

Preliminary expenses

29

646,171

25,347

9,488,170,893

6,668,508,479

391,361,835

261,043,782

131,765,531

87,638,976

(2) Deferred Tax Liability/(Assets)

1,616,453

1,222,514

(3) Minority Interest (Post Subsidiary)

2,932,873

5,611,031

255,046,978

166,571,261

Total Expenses (II)


Profit before Tax (I - II)=III
Tax Expense:
(1) Current tax

Profit/ (Loss) for the Period (VI-VII)

Current Assets

Earnings per equity share of face value of H10 each

Inventories

15

2,009,006,501

819,070,771

Trade Receivables

16

1,131,439,390

1,129,029,805

1)

Basic

30

12.12

16.62

Cash and Cash Equivalents

17

4,904,913

11,203,997

2)

Diluted

30

17.30

16.62

Other Current Assets

18

TOTAL
Significant Accounting Policies

432,575,413

257,069,770

4,111,817,849

2,518,898,552

The accompanying notes form an integral part of the Consolidated Financial Statements
As per our report of even date attached

For and on behalf of the Board

Sd/For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

Monoranjan Roy
Chairman & Managing Director
(DIN: 02275811)

Sd/D.N. Misra
Proprietor
Membership No.:050440

Sd/Arup Thakur
Executive Director & CFO
(DIN: 03476120)

Place: Kolkata
Date: 28.04.2016

Sd/Aditya Karwa
Company Secretary

SIGNIFICANT ACCOUNTING POLICIES

The accompanying notes form an integral part of the Consolidated Financial Statements
As per our report of even date attached

For and on behalf of the Board

Sd/For D.N. Misra & Co.


Chartered Accountants
Firm Registration No. 312021E

Monoranjan Roy
Chairman & Managing Director
(DIN: 02275811)

Sd/D.N. Misra
Proprietor
Membership No.:050440

Sd/Arup Thakur
Executive Director & CFO
(DIN: 03476120)

Place: Kolkata
Date: 28.04.2016

Sd/Aditya Karwa
Company Secretary

Annual
Report

20 1516

84 85

Corporate overview | Statutory reports | Financial statements

Consolidated Cash Flow Statement for the year ended 31.03.2016


Particulars
A.

(In H)
For the year ended
31.03.2016

For the year ended


31.03.2015

391,361,835

261,043,782

Depreciation

23,079,995

24,417,418

Interest Paid

167,006,772

70,791,677

CASH FLOW FROM OPERATING ACTIVITIES:


Net Profit before tax

Notes forming part of the Audited Consolidated Financial Statements


NOTE # 1
A.

CORPORATE INFORMATION
Pincon Spirit Limited (referred to as PSL or the Company) (CIN No: L67120WB1978PLC031561) is a public company domiciled in India
and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on The Calcutta Stock Exchange Limited & BSE
Limited in India. The Company is engaged in carrying on the Business of Blending, Bottling & Wholesale Distribution of Indian Made
Foreign Liquor (IMFL), Indian Made Indian Liquor (IMIL) & Refining, Packaging, & Wholesale Distribution of Fast Moving Consumer
Goods (FMCG).

B.

SIGNIFICANT ACCOUNTING POLICIES

Adjustments for:

Miscellaneous Expenses
Operating Profit before Working capital changes

646,171

25,347

582,094,773

356,278,224

a.

Adjustments for:
(Increase) / Decrease in Inventories

(1,189,935,730)

(501,090,418)

(2,409,585)

(848,122,217)

(Increase)/ Decrease in Loans & Advances

(175,505,643)

108,803,394

Increase/ (Decrease) in Account Payables

221,222,411

169,949,993

(564,533,774)

(714,181,024)

(131,765,531)

(87,638,976)

(696,299,305)

(801,820,000)

(22,054,401)

(Increase)/ Decrease in Account Receivable

Cash Generated from Operations


Tax Paid
Net Cash from Operating Activities
B.

Intangible Assets
Capital Working in Progress
Long-Term Loans and Advances
Miscellaneous Expenses
Net Cash from Investing Activities
C.

These Financial Statements have been prepared on accrual basis under historical cost convention and are presented in Indian
Rupees, rounded o to the nearest Rupee.
b.

Use of Estimates
The preparation of the Financial Statements in conformity with the Indian GAAP requires Management of the Company to make
estimates, judgments and assumptions to be made that aect the reported amount of assets and liabilities, disclosure of contingent
liabilities as on the date of the financial statements and the reported amount of revenues and expenses during the reporting period.
Any dierence between the actual results and estimates are recognised in the period in which the results are known / materialised.

c.

CASH FLOW FROM INVESTING ACTIVITIES:


Tangible Assets

Basis of Preparation of the Financial Statements


The Financial Statements have been prepared in compliance with the Generally Accepted Accounting Principles in India (Indian
GAAP) and the Accounting Standards notified under relevant provisions of the Companies Act, 2013.

(84,648,036)

(40,116,135)

(190,814,560)

52,889,582

(3,724,946)

(256,710,042)

(31,758,454)

Fixed Assets
i.
Tangible Assets
Tangible Assets are stated at cost, net of taxes, discounts plus revaluations, if any, less accumulated depreciation & impairment
loss, if any.

135,000,000

The Cost includes the purchase price plus other attributable costs for bringing the assets to its working condition for intended
use.

CASH FLOW FROM FINANCING ACTIVITIES:


Proceeds of Equity Share issue (including Premium)
Minority Interest

319,000,000

Proceeds of Unsecured Loans


Proceeds of Secured Loans

4,750,000

595,680,731

Any subsequent expenditure relating to the Tangible Assets which increase the future benefits are added to the book value of
the tangible assets.
Expenditure relating Tangible Assets that are not ready for their intended use are disclosed under Capital Work-in-Progress.

998,917,544

(70,791,677)

(167,006,772)

(6,012,599)

Dividends paid (including corporate dividend tax)

(24,950,509)

837,876,455

Net Cash from Financing Activities

946,710,263

843,487,486

(6,299,084)

4,298,001

Interest Paid

Net Increase/(Decrease) in Cash and Cash equivalents


Cash and Cash equivalents as at 1st April(Opening Balance)

11,203,997

6,905,996

Cash and Cash equivalents as at 31st March(Closing Balance)

4,904,913

11,203,997

As per our report of even date attached

For and on behalf of the Board

ii.

d.

Leases
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating
leases. Payments made under operating leases are charged to the Statement of Profit and Loss on a straight-line basis over the
period of lease.

e.

Depreciation & Amortisation


In Tangible Fixed Assets (other than freehold land & capital work-in-progress), acquired during the year, depreciation / amortisation
is charged on Written Down Method so as to write o the cost of the Assets over the useful lives and in regard to the Tangible Assets
acquired prior to April 1, 2014, the carrying amount as on April 1, 2014 is depreciated over the remaining useful life as prescribed in
Schedule II of the Companies Act 2013.

Sd/For D.N. Misra & Co.

Monoranjan Roy

Chartered Accountants

Chairman & Managing Director

Firm Registration No. 312021E

(DIN: 02275811)

Sd/-

Sd/-

Sd/-

D.N. Misra

Arup Thakur

Aditya Karwa

Proprietor

Executive Director & CFO

Company Secretary

Membership No.:050440

(DIN: 03476120)

Place: Kolkata
Date: 28.04.2016

Intangible Assets
Initial recognition of Intangible Assets are at cost less accumulated amortisation and accumulated impairment loss, if any.
Internally generated Intangible Assets, excluding capitalised development costs, are not capitalised and expenditure is
reflected in the Statement of Profit & Loss for the year in which the expenditure is incurred. Amortisation of Intangible Assets
are done on a straight-line basis over the estimated useful economic life.

Annual
Report

20 1516

86 87

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Consolidated Financial Statements

Notes forming part of the Audited Consolidated Financial Statements

f.

Impairment
In case an asset is treated as impaired when the carrying cost of asset exceeds its recoverable value. An impairment loss is charged
to the Profit and Loss Statement in the year in which an asset is identified as impaired. The impairment loss recognised in prior
accounting period is reversed if there has been a change in the estimate of recoverable amount.

q.

Earnings per Share (EPS)


Basic EPS is arrived at based on Net Profit after Taxation available to equity shareholders to the weighted average number of equity
shares outstanding during the year. The Diluted EPS is calculated on the same basis as Basic EPS, after adjusting for the eects of
potential dilutive equity shares unless impact is anti-dilutive.

g.

Investments
Current investments are carried at lower of cost and quoted/fair value, computed category-wise. Non-Current investments are stated
at cost. Provision for diminution in the value of Non-Current investments is made only if such a decline is other than temporary.

r.

h.

Inventories
Items of inventories are measured at lower of cost and net realizable value after providing for obsolescence, if any. Cost of inventories
comprises of cost of purchase, cost of conversion and other costs including manufacturing overheads incurred in bringing them to
their respective present location and condition.

Provisions
A provision is recognised when an enterprise has a present obligation as a result of a past event and it is probable that an outflow
of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions, other than
employee benefits, are not discounted to their present value and are determined based on management estimate required to
settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current
management estimates.

s.

Contingent Liabilities/Assets
No provision is made for liabilities which are contingent in nature. Provision is made for those contingencies which are likely to
materialize into liabilities after the year end till the date of finalization of accounts and have material eect on the position stated in
the Balance Sheet.

i.

Employee Benefits
There is no employee who is in receipt of remuneration in excess of the limits specified.

j.

Revenue Recognition
Revenue is recognised only when risks and rewards incidental to ownership are transferred to the customer, it can be reliably
measured and it is reasonable to expect ultimate collection. Revenue from operations includes sale of goods, tax, excise duty,
adjusted for discounts (net).
Dividend income, if any, is recognised when right to receive payment is established.
Interest income is recognised on a time proportion basis taking into account the amount outstanding and the interest rate
applicable.

k.

Borrowing Costs
Borrowing costs consist of interest and other ancillary costs than an entity incurs in connection with borrowing of funds, Ancillary
costs incurred in connection with the arrangement of borrowings are amortized over the tenure of borrowing.

l.

Foreign Currency Transactions


The Company has foreign currency transactions during the period under review.

m. Cash and Cash Equivalents


Cash and Cash Equivalents include cash in hand, demand deposits with banks, other short-term highly liquid investments with
original maturities of three months or less.
n.

Conservation of Energy & Technology absorption


In view of the activities of the Company, the matters related to conservation of Energy & Technology are not applicable to the
Company.

o.

Due to Micro/ Small Industrial Enterprises


The Company has not received any information from any of the suppliers of their being a micro/ small scale industrial enterprise,
hence the amount due to such units outstanding as at the year ended 31.03.2016 is not ascertainable.

p.

Income Tax
Provision is made for Income Tax on a yearly basis under the tax payable method based on tax liability as computed after taking
credit for allowances, expenses. In case of matters under appeal due to disallowance or otherwise, full provision is made when the
liabilities are accepted. Deferred Tax is recognized on timing dierences between taxable income and accounting income subject
to a consideration of prudence.

Contingent liabilities are not recognised but disclosure of its existence is done in the Financial Statements. A contingent asset is
neither recognised nor disclosed in the Financial Statements.

Annual
Report

20 1516

88 89

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Consolidated Financial Statements

Notes forming part of the Audited Consolidated Financial Statements


(In H)

Particulars

As at
31.03.2016

As at
31.03.2015

Notes # 2 Share Capital

(In H)
Particulars

As at
31.03.2016

As at
31.03.2015

Notes # 3 Reserves and Surplus

Authorised Capital

(a) Securities Premium

50,000,000 Equity Shares of H10/- each

500,000,000

100,300,000

As per last Balance Sheet

636,405

636,405

(Previous Year : 10,030,000 Equity Shares of H10/- each)

500,000,000

100,300,000

Addition during the year

125,000,000

125,636,405

636,405

21,043,000 Equity Shares of H10/- each

210,430,000

100,215,000

(Previous Year : 10,021,500 Equity Shares of H10/- each)

210,430,000

100,215,000

456,523,390

295,964,728

Issued, Subscribed and Paid up

a)

As at 31.03.2015

Amount (H)

No.

Amount (H)

Opening Balance

10,021,500

100,215,000

10,021,500

100,215,000

Add: Bonus Share Issue

10,021,500

100,215,000

1,000,000

10,000,000

21,043,000

210,430,000

10,021,500

100,215,000

Closing Balance

c)

As at 31.03.2016
No.

Add: Preferential Allotment

Rights and restriction attached to Shares Capital


The Company has one class of equity shares having a par value of H10 each. Each shareholder is eligible for one vote per share held.
The Company has declared dividend of H0.75 (i.e. 7.50%) per share during the current year and in previous year dividend was of H0.50
(i.e. 5.00%) per share.
Share held by holding/ultimate holding company and/or their subsidiaries/associates :
There is no such Share held by holding/ultimate holding company and/or their subsidiaries/associates.
Shares allotted as fully paid up by way of bonus shares (during 5 years preceding March 31, 2016)
During the last 5 years preceding to March 31, 2016, the Company has allotted as fully paid up Bonus share in the ratio of 1:1 on
12.10.2015 as approved by Members in the EGM Held on 29.09.2015.

e)

Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

Monoranjan Roy: 33.20% (P.Y:29.87%)


Anushri Textile Private Limited: 0.17% (P.Y: 10.89%)

As at 31.03.2016

255,046,978

166,571,261

711,570,368

462,535,989

15,782,250

5,010,750

3,155,660

1,001,849

100,215,000

(d) Prior Period Dividend (F.Y: 2014-15)

5,010,750

(e) Prior Tax on Dividend (F.Y: 2014-15)

1,001,849

586,404,859

456,523,390

(a+b)

712,041,264

457,159,795

Less: Appropriations
(a) Proposed final Dividend on Equity Shares*
(b) Tax on Dividend
(c) Conversion into Equity due to Issue of Bonus Share

* The Board of Directors have recommended final dividend for the F.Y: 2015-16 of H0.75 Per Equity Share subject to approval in the forthcoming
AGM.

Notes # 4 Minority Interest

d)

Equity Shares

Opening Balance
Add: Profit for the Year

Reconciliation of number of Shares Capital


Equity Shares

b)

a
(b) Surplus in the Statement of Profit & Loss

Minority Interest

62,834,931

59,902,058

62,834,931

59,902,058

2,909,047

3,767,335

Notes # 5 Long-Term Borrowings


As at 31.03.2015

No.

Amount (H)

No.

Amount (H)

6,986,786

69,867,860

2,993,393

29,933,930

34,920

349,200

1,090,998

10,909,980

6,986,786

69,867,860

4,084,391

40,843,910

Secured Loan - Car Loan


Unsecured Loan - Director
Car Loan is from Punjab National Bank, the car being the primary security.

623,750,000

619,000,000

626,659,047

622,767,335

For Income Tax & others

Other Payables

Security Deposit

Notes # 8 Other Current Liabilities


70,901,368
99,251,149

70,901,368
99,251,149

151,725,837
38,780,698

1,000,000

151,725,837
39,780,698

Notes # 9 Short-Term Provisions

360,428,237
222,801,184

360,428,237
222,801,184

9,544,163

Motor Vehicle

9,544,163

Motor Vehicle

288,303,399

15,384,490
TOTAL

119,831,500

Plant & machinery


Land

3,088,435
103,427,618

26,694,464

Furniture & Fixtures


Oce Equipment
Building

10,332,729

As at
April 1, 2014
Electrical Equipment

Particulars

Previous Year
Tangible Assets as on 31.03.2015

288,303,399

15,384,490
TOTAL

119,831,500

Plant & machinery


Land

3,088,435
103,427,618

26,694,464

Furniture & Fixtures


Oce Equipment
Building

10,332,729

Electrical Equipment

Additions
during
the year

310,357,800

9,544,163

37,438,891

119,831,500

103,427,618

3,088,435

26,694,464

10,332,729

288,303,399

9,544,163

15,384,490

119,831,500

103,427,618

3,088,435

26,694,464

10,332,729

Deductions
As at
during the March 31, 2015
year

Gross Block

22,054,401

22,054,401

63,666,135

1,848,766

42,191,098

6,892,636

1,804,463

8,173,385

2,755,787

As at
April 1, 2014

88,083,553

4,048,016

52,352,575

11,517,984

2,400,022

13,147,502

4,617,454

Notes # 7 Trade Payables

24,417,418

2,199,250

10,161,477

4,625,348

595,559

4,974,117

1,861,667

For the
year

Deductions

Depreciation Block

23,079,995

1,422,955

12,213,687

4,614,252

287,325

3,507,310

1,034,466

Net Block

5,496,147

15,384,490

67,478,925

91,909,634

688,413

13,546,962

5,715,275

200,219,846

Net Block

199,194,252

4,073,192

37,438,891

55,265,238

87,295,382

401,088

10,039,652

4,680,809

88,083,553

4,048,016

52,352,575

11,517,984

2,400,022

13,147,502

4,617,454

200,219,846

5,496,147

15,384,490

67,478,925

91,909,634

688,413

13,546,962

5,715,275

224,637,264

7,695,397

15,384,490

77,640,402

96,534,982

1,283,972

18,521,079

7,576,942

As at
As at
As at
March 31, 2015 March 31, 2015 March 31, 2014

111,163,548

5,470,971

64,566,262

16,132,236

2,687,347

16,654,812

5,651,920

As at
As at
As at
March 31, 2016 March 31, 2016 March 31, 2015

Working Capital Loan has been availed under Consortium Banking arrangement, from State Bank of Mysore, (Leader of Consortium) & other
member banks being State Bank of Hyderabad, State Bank of Travancore, Bank of India, Andhra Bank, Punjab National Bank, Laxmi Vilas Bank
Limited, Tamilnad Mercantile Bank Limited, Corporation Bank, Vijaya Bank, Indian Overseas Bank ,with sharing of pari passu charge by way of
hypothecation of present & future Currents Assets of the Company, consisting of Stock & Book Debts.
Deductions

917,021,333

For the
year

1,916,797,165

Depreciation Block

917,021,333

As at
April 1, 2015

(In H)

Deductions
As at
during the March 31, 2016
year

Trade Payables
1,916,797,165

Gross Block

Notes forming part of the Audited Consolidated Financial Statements

Additions
during
the year

Cash Credit Facilities (Secured)


As at
31.03.2015

As at
April 1, 2015

Notes # 6 Short-Term Borrowings


As at
31.03.2016

Particulars

Particulars

Notes # 10 Fixed Assets


Tangible Assets as on 31.03.2016

20 1516

Notes forming part of the Audited Consolidated Financial Statements

Annual
Report
Corporate overview | Statutory reports | Financial statements

90 91

Annual
Report

20 1516

92 93

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Consolidated Financial Statements

Notes forming part of the Audited Consolidated Financial Statements


(In H)

Particulars

As at
31.03.2016

As at
31.03.2015

88,272,806

88,272,806

88,272,806

88,272,806

Notes # 11 Intangible Assets


Goodwill

Security Deposit
Deposit With Excise Dept.

Particulars

For the year ended


31.03.2016

For the year ended


31.03.2015

Own Blend (IMFL)

2,614,529,075

1,696,064,741

Own Blend (IMIL)

1,227,494,005

Traded - IMFL

3,223,960,343

3,409,112,395

Notes # 19 Revenue From Operations

Notes # 12 Long-Term Loans and Advances


Business Advance for Acquisitions

(In H)

FMCG Export
190,814,560

2,303,117

2,303,117

580,000

580,000

193,697,677

2,883,117

FMCG - Domestic

Deferred Tax Assets

Interest Income
9,461,294

11,077,747

9,461,294

11,077,747

60,227,514
1,756,545,791

9,875,965,624

6,921,950,441

3,567,104

6,192,487

1,409,333

3,567,104

7,601,820

Notes # 20 Other Incomes


Other Incomes

Notes # 13 Deferred Tax Assets

996,798
2,808,985,403

Notes # 21 Cost of Materials Consumed


Notes # 14 Miscellaneous Expenditure
Opening Balance
Incurred during the year
Less: Written o during the year

COST OF RAW MATERIALS CONSUMED (IMFL)


70,693

96,040

3,724,946

646,171

25,347

Closing Stock of Raw Materials

3,149,468

70,693

COST OF RAW MATERIALS CONSUMED (IMFL)

Opening Stock of Raw Materials


Add: Purchase

Opening Stock of Finished Goods


COST OF RAW MATERIALS CONSUMED

Notes # 15 Inventories
Raw Materials
Finished Goods

512,925,690

158,272,736

1,496,080,811

660,798,035

2,009,006,501

819,070,771

Closing Stock of Finished Goods


(A)

Add: Purchase
Closing Stock of Raw Materials

Secured, Considered Good


- Outstanding for a period exceeding six months
- Others
- Export Receivable (above six month)

1,071,211,876

1,068,802,291

60,227,514

60,227,514

1,131,439,390

1,129,029,805

Cash in Hand & at Bank

4,904,913

11,203,997

4,904,913

11,203,997

Notes # 18 Other Current Assets


Sundry Current Assets

COST OF RAW MATERIALS CONSUMED (IMIL)


Opening Stock of Finished Goods
COST OF RAW MATERIALS CONSUMED
Closing Stock of Finished Goods

432,575,413

257,069,770

432,575,413

257,069,770

331,820,385

158,272,736

2,362,132,675

1,535,029,923

148,488,562

64,423,386

2,362,132,675

1,535,029,923

282,547,512

148,488,562

2,228,073,725

1,450,964,747

1,405,040,004

181,105,305

1,223,934,699

1,223,934,699

150,463,516

(B)

1,073,471,183

(A+B)

3,301,544,908

1,450,964,747

Purchase of IMFL

3,305,204,199

3,352,641,923

Purchase of FMCG

2,850,352,901

1,763,107,277

6,155,557,100

5,115,749,200

Cost of Materials Consumed

Notes # 17 Cash and Cash Equivalents

21,473,958
1,671,828,701

COST OF RAW MATERIALS CONSUMED (IMIL)


Opening Stock of Raw Materials

Notes # 16 Trade Receivables

158,272,736
2,535,680,324

Notes # 22 Purchases

Annual
Report

20 1516

94 95

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Consolidated Financial Statements

Notes forming part of the Audited Consolidated Financial Statements


(In H)

Particulars

For the year ended


31.03.2016

For the year ended


31.03.2015

(In H)
Particulars

For the year ended


31.03.2016

For the year ended


31.03.2015

Notes # 23 Change in Inventories

Notes # 27 Selling and Distribution Expenses

IMFL

Business Promotion/Advertisement

52,967,579

46,142,071

Opening Stock of Finished Goods

348,053,569

200,198,351

Carriage Outwards

10,635,350

10,576,205

Closing Stock of Finished Goods

608,531,920

348,053,569

Discount & Rebate

6,166,087

2,362,956

(147,855,218)

Godown Expenses

4,295,187

3,745,703

(A)

(260,478,351)

Godown Rent

FMCG
Opening Stock of Finished Goods

164,255,904

31,884,658

Closing Stock of Finished Goods

454,537,863

164,255,904

(B)

(290,281,959)

(132,371,246)

(A+B)

(550,760,310)

(280,226,464)

Total

600,000

600,000

39,773,917

24,592,283

Salesman Commission

232,540

270,755

Breakage Replacement A/c

622,452

261,805

69,603

128,075

Rebate on Sales

Incidental Charge Refund A/c


Loading & Unloading Charges

Notes # 24 Other Manufacturing Expenses


Sundry Manufacturing Expenses

179,135,552

124,393,544

179,135,552

124,393,544

Notes # 25 Employee Benefit Expenses


41,632,410

33,862,398

41,632,410

33,862,398

Notes # 26 Administrative & General Expenses


290,049
750
7,860,000
202,833
2,614,842
396,153
22,285,905
148,764
9,678,919
721,058
2,918,356
6,079,874
1,360,937
54,558,440

255,057
450
7,150,000
115,424
1,987,452
428,958
14,353,592
1,120
8,186,524
678,880
92,541
4,617,530
1,220,446
39,087,974

167,006,772

70,791,677

167,006,772

70,791,677

646,171

25,347

646,171

25,347

Notes # 29 Miscellaneous Expenses


Written o during the year

Audit Fees
Books & Periodicals
Directors Remuneration
Donation & Subscription
Legal Expenses
Sta Welfare
Organizational Expenses
Business Development
Travelling & Conveyance
General Expenses
Promotional Marketing
Rates & Taxes
Rent

762,785
89,442,638

Notes # 28 Finance Costs


Finance Expense

Salaries and Wages

407,140
115,769,855

(In H)
Particulars

2015-16

2014-15

Profit after Tax as per Profit & Loss Account

255,046,978

166,571,261

Number of Equity Share at the end of year

21,043,000

10,215,000

Weighted average number of Equity Shares

Notes # 30 Basis for calculation of Basic and Diluted Earnings per Share is as under:

14,736,522

10,215,000

Basic Earnings per share

12.12

16.62

Diluted Earnings per share

17.30

16.62

Nominal Value of Shares

10.00

10.00

Annual
Report

20 1516

Corporate overview | Statutory reports | Financial statements

Notes forming part of the Audited Consolidated Financial Statements


Notes # 31 Related Party Disclosures
a) Name of the related parties where control exists:
Subsidiary Companies
Paul Distributors Private Limited (with eect from 21st March 2014)
Priya Laboratories Private Limited (with eect from 21st March 2014)
Yours Laboratories Private Limited (With eect from 03rd July2014)
b)

c)

Name of the Other Related Parties/


Key Managerial Personnel

Mr. Monoranjan Roy (Chairman & Managing Director)


Mr. Arup Thakur (Executive Director & CFO)
Mr. Subrata Basu (Executive Director)

Aggregate Related Parties Disclosures:


(In H)
Subsidiary Companies

2015-16

2014-15

Priya Laboratories Private Limited

32,359,995

21,331,000

Yours Laboratories Private Limited

32,271,375

Paul Distributors Private Limited

(25,000,000)

Priya Laboratories Private Limited

(16,000,000)

Paul Distributors Private Limited

Priya Laboratories Private Limited

6,600,000

6,600,000

152,500,000

300,000,000

617,500,000

600,000,000

600,000,000

Sales
Paul Distributors Private Limited
Purchase/Other Manufacturing Expenses

Loan & Advances [Unsecured Loan Given / (Recovered) during the year]

Loan & Advances (Outstanding)

Key Management Personnel


Remuneration
Unsecured Loan Taken (during the year)
Mr. Monoranjan Roy
Unsecured Loan Taken (Outstanding at the end of the Year)
Mr. Monoranjan Roy
Preferential Allotment of Share Capital
Mr. Monoranjan Roy (Conversion of Unsecured Loan)

A
PRODUCT
info@trisyscom.com

What makes
Pincon Spirit
Limited one of
the most exciting
liquor companies
in India today?
PINCON SPIRIT LIMITED
www.pinconspirit.in

PINCON SPIRIT LIMITED

15
38th Annual
Report 20 16

You might also like