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PAPER LIMITEDMSR

Rainbow Papers Limited32 Annual Report 2014-15nd

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Contents Page

Notice 2-5

Directors' Report 6-8

Secretarial Audit Report 9-11

Extract of Annual Report 12-16

Independent Auditors' Report 17-19

Balance Sheet 20

State of Profit and Loss 21

Cash Flow Statement 22

Notes forming part of Accounts 23-32

Arms Paper Limited

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NOTICE is hereby given that the 32 Annual General Meetingnd

of the Members of M/S. ARMS PAPER LIMITED will be heldon Tuesday, the 29 day of September, 2015 at 3:30 pm atth

Ahmedabad Management Association (AMA), ATIRACampus, Dr. Vikram Sarabhai Marg, Ahmedabad - 380 015to transact the following business:-

1]

ORDINARY BUSINESS :

To receive, consider and adopt the Audited BalanceSheet of the Company as at 31 March, 2015 andst

Statement of Profit and Loss for the year ended on thatdate together with Directors’ and the Auditors’ Reportthereon.

2] To appoint a Director in place of Shri Nikhil Rajpuria(DIN 01009330), who retires by rotation and beingeligible, offers himself for re-appointment.

3] To consider, and if thought fit, to pass with or withoutmodification, the following resolution as an ordinaryresolution:

pursuant to the provisions of“RESOLVED THATSection 139 and other applicable provisions, if any, ofthe Companies Act, 2013 and the rules framedthereunder, as amended from time to time, the Companyhereby ratifies the appointment of M/s. J. R. Purohit &Co. (Firm Registration No. 111841W) , CharteredAccountants, Ahmedabad, as the Statutory Auditors ofthe Company to hold office for a period of 4 yearscommencing from the conclusion of this Annual GeneralMeeting of the Company till the conclusion of 36 Annualth

General Meeting of the Company to be held in the year2019, at a remuneration as may be decided by the Boardof Directors of the Company as per the recommendationof the Audit Committee”.

4]

SPECIAL BUSINESS

To consider, and if thought fit, to pass, with or withoutmodification, the following resolution as an OrdinaryResolution:

“ pursuant to the provisions ofRESOLVED THATSections 149, 150, 152 and other applicable provisions,if any, of the Companies Act, 2013, the rules madethereunder, Ms. Rima Dipakkumar Mehta (DIN07158084), Director of the Company, liable to retire byrotation and in respect of whom the Company hasreceived a notice in writing from a member proposinghis candidature for the office of Director, be and ishereby appointed as an Independent Director of theCompany to hold office up to 35 Annual Generalth

Meeting of the Company”.

For and on behalf of the Board of Directors

Place : Ahmedabad Alpesh GandhiDate : 13 August, 2015th Company Secretary

A MEMBER ENTITLED TO ATTEND AND VOTE AT

NOTICE

NOTES :

1]THE MEETING IS ENTITLED TO APPOINT A PROXYOR PROXIES TO ATTEND AND VOTE, INSTEAD OFHIMSELF AND A PROXY NEED NOT BE A MEMBEROF THE COMPANY. THE PROXY FORM, IN ORDERTO BE EFFECTIVE MUST BE LODGED AT THEREGISTERED OFFICE OF THE COMPANY NOT LESSTHAN 48 HOURS BEFORE THE COMMENCEMENTOF THE MEETING.

2] The Register of Members and the Share Transfer Booksof the Company will remain closed from 22September, 2015 to 29 September, 2015 (both days

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inclusive).

3] Members/Proxies should bring the enclosed AttendanceSlip duly filled in for attending the meeting along with acopy of the Annual Report. Corporate membersintending to send their authorized representatives toattend the meeting are requested to send a certifiedcopy of Board Resolution authorizing theirrepresentatives to attend and vote on their behalf in themeeting.

4] Members who hold shares in dematerialized form arerequested to write their Client ID and DP ID and thosewho hold the shares in physical form are requested towrite their Folio Number(s) in the Attendance Slip forattending the meeting.

5] The Explanatory Statement pursuant to Section 102 ofthe Companies Act, 2013 in respect of Special Businessstated at Item No. 4 is annexed hereto.

6] Members holding shares in physical form are requestedto notify the change in their addresses, Bank detailsetc., if any, to the Company at the registered office ofthe Company or to M/s. Sharepro Services (India)Private Limited - Registrar & Share Transfer Agents, byquoting their folio numbers. Members holding sharesin electronic mode may update such details with theirrespective Depository Participants [DPs].

7] Members holding shares in physical form can avail ofthe nomination facility by filing Form 2B (in duplicate)with the Company or its Registrar & Share TransferAgent which will be made available on request and incase of shares held in dematerialized form, thenomination has to be lodged with their DPs’.

8] Members of the Company who have multiple accountsin identical names or joint accounts in the same orderare requested to send all the share certificates to theRegistrar & Share Transfer Agents M/s. ShareproServices (India) Pvt. Ltd. or to the Registered Office ofthe Company for consolidation of all suchshareholdings into one account to facilitate betterservice.


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9] Members desirous of obtaining any informationconcerning the Accounts and Operations of theCompany are requested to address their questions tothe Company Secretary of the Company so as to reachat least seven days before the date of the meeting, sothat the information may be made available at themeeting, to the best extent possible.

10] In all correspondence with the Company or with its ShareTransfer Agents, members are requested to quote theirfolio number and in case their shares are held in thedematerialized form, they must quote their DP ID andClient ID.

11] The shares of the Company are in compulsory dematsegment. Those members who still continue to holdshares in physical form, are requested to get their sharesdematerialized at the earliest.

12] Securities and Exchange Board of India has made itmandatory for every participant in the securities/capitalmarket to furnish Income Tax Permanent AccountNumber (PAN). Accordingly, all the shareholders(including joint holders) holding shares in physical formare requested to submit copy of their PAN Card for thepurpose of transfer to our Registrar & Share TransferAgents, M/s. Sharepro Services (India) Pvt. Ltd.

13] Members are requested to bring the copy of the AnnualReport at the meeting.

In compliance with provisions of Section 108 of the

14] Voting through electronic means:

Companies Act, 2013 and Rule 20 of the Companies(Management and Administration) Rules, 2014, the

Company is pleased to provide to its members facilityto exercise their right to vote at the 32 Annual Generalnd

Meeting (AGM) by electronic means and thebusiness(es) contained therein may be transactedthrough Remote e-Voting Services provided by CentralDepository Services Limited (CDSL):

Instructions for Remote E-Voting:

In case of members receiving e-mail:

(i) Log on to the e-voting website www.evotingindia.com

(ii) Click on “Shareholders” tab.

(iii) Now, select the “COMPANY NAME” from the drop downmenu and click on “SUBMIT”

(iv) Now Enter your User ID

a. For CDSL: 16 digits beneficiary ID,

b. For NSDL: 8 Character DP ID followed by 8 DigitsClient ID,

c. Members holding shares in Physical Form shouldenter Folio Number registered with the Company.

(v) Next enter the Image Verification as displayed and Clickon Login.

(vi) If you are holding shares in demat form and had loggedon to www.evotingindia.com and voted on an earliervoting of any company, then your existing password isto be used.

(vii) If you are a first time user follow the steps given below:

PAN*

For Members holding shares in Demat Form and Physical Form

Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both dematshareholders as well as physical shareholders)

· Members who have not updated their PAN with the Company/Depository Participant are requested touse the first two letters of their name and the last 8 digits of the demat account/folio number in the PANfield. The Sequence number printed on the address slip.

· In case the folio number is less than 8 digits enter the applicable number of 0’s before the number afterthe first two characters of the name in CAPITAL letters. eg. If your name is Ramesh Kumar with folionumber 100 then enter RA00000100 in the PAN field.

DOB Enter the Date of Birth as recorded in your demat account or in the company records for the said demataccount or folio in dd/mm/yyyy format.

Dividend Enter the Dividend Bank Details as recorded in your demat account or in the company records for the saidBank demat account or folio.Details · Please enter the DOB or Dividend Bank Details in order to login. If the details are not recorded with the

depository or company please enter in the.

the number of shares held by you as on the cut off dateDividend Bank details field

(viii) After entering these details appropriately, click on “SUBMIT” tab.

(ix) Members holding shares in physical form will then reach directly the Company selection screen. However, membersholding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily entertheir login password in the new password field. Kindly note that this password is to be also used by the demat holders for

Arms Paper Limited

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voting for resolutions of any other company on whichthey are eligible to vote, provided that company opts forRemote e-voting through CDSL platform. It is stronglyrecommended not to share your password with any otherperson and take utmost care to keep your passwordconfidential.

(x) For Members holding shares in physical form, the detailscan be used only for e-voting on the resolutionscontained in this Notice.

(xi) Click on the EVSN for the Arms Paper Limited, on whichyou choose to vote.

(xii) On the voting page, you will see “RESOLUTIONDESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired.The option YES implies that you assent to the Resolutionand option NO implies that you dissent to the Resolution.

(xiii) Click on the “RESOLUTIONS FILE LINK” if you wish toview the entire Resolution details.

(xiv) After selecting the resolution you have decided to voteon, click on “SUBMIT”. A confirmation box will bedisplayed. If you wish to confirm your vote, click on “OK”,else to change your vote, click on “CANCEL” andaccordingly modify your vote.

(xv) Once you “CONFIRM” your vote on the resolution, youwill not be allowed to modify your vote.

(xvi) You can also take out print of the voting done by you byclicking on “Click here to print” option on the Voting page.

(xvii)If Demat account holder has forgotten the changedpassword then Enter the User ID and the imageverification code and click on Forgot Password & enterthe details as prompted by the system.

· Institutional shareholders (i.e. other thanIndividuals, HUF, NRI etc.) are required to log on tohttps://www.evotingindia.co.in and registerthemselves as Corporates.

· They should submit a scanned copy of theRegistration Form bearing the stamp and sign ofthe entity to [email protected].

· After receiving the login details they have to createa user who would be able to link the account(s)which they wish to vote on.

· The list of accounts should be mailed [email protected] and on approvalof the accounts they would be able to cast theirvote.

· They should upload a scanned copy of the BoardResolution and Power of Attorney (POA) which theyhave issued in favour of the Custodian, if any, inPDF format in the system for the scrutinizer to verifythe same.

(A) Please follow all steps from sl.no. (i) to sl. no. (xvii) above

In case of members receiving the physical copy:

to cast vote.

(B) The voting period begins on 25 September, 2015 (9.00th

am) and ends on 28 September, 2015 (5.00 pm).th

During this period, shareholders of the Company,holding shares either in physical form or indematerialized form, as on the cut-off date 22September, 2015, may cast their vote electronically. The

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Remote e-voting module shall be disabled by CDSL forvoting thereafter.

(C) In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions(“FAQs”) and Remote e-voting manual available atwww.evotingindia.co.in under help section or write anemail to [email protected].

(D) The voting rights of shareholders shall be in proportionto their shares of the paid up equity share capital of theCompany as on the cut-off date of 22nd September,2015.

(E) Mr. M.C. Gupta of M. C. Gupta & Co., CompanySecretaries, (Membership No. FCS:2047) (Address : A-201, Fairdeal House, Swastik Char Rasta, Navrangpura,Ahmedabad -380 009) has been appointed as theScrutinizer to scrutinize the e-voting process (includingthe physical ballots received from members who don’thave access to the e-voting process) in a fair andtransparent manner.

(F) The Scrutinizer shall after the conclusion of voting at thegeneral meeting, will first count the votes cast at themeeting and thereafter unblock the votes cast throughe-voting in the presence of at least two witnesses not inthe employment of the Company and shall make, notlater than three days of the conclusion of the AGM, aconsolidated scrutinizer’s report of the total votes castin favour or against, if any, to the Chairman or a personauthorized by him in writing, who shall countersign thesame and declare the result of the voting forthwith

(G) The Results declared along with the Scrutinizer’s Reportshall be placed on the Company’s websitewww.armspaper.com and on the website of NSDL andalso shall be communicated to the BSE Limited.

ANNEXURE TO NOTICE

EXPLANATORY STATEMENT IN RESPECT OF THESPECIAL BUSINESS UNDER ITEM NO. 4 PURSUANT TOSECTION 102 OF THE COMPANIES ACT, 2013:

Item No. 4

The Company had, in terms of the provisions Section 149(1)& (4) of the Companies Act, 2013 and Clause 49 of the ListingAgreement executed with the Stock Exchange; appointedMs. Rima Dipakkumar Mehta, as Independent Director of theCompany.


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Pursuant to the provisions of Section 149 (4) of the CompaniesAct, 2013, every listed Company is required to have at leastone third of the total number of Directors as IndependentDirectors, who will be liable to retire by rotation.

Ms. Rima Dipakkumar Mehta has given a declaration to theBoard that she meets the criteria of independence as providedunder Section 149(6) of the Companies Act and in the opinionof the Board, she fulfills the conditions specified in the Actand the Rules framed thereunder for appointment asIndependent Director and she is independent of theManagement.

In compliance of the above provisions, above Director hasbeen appointed as Independent Director of the Companyfrom the date of this Annual General Meeting upto the date of35 Annual General Meeting of the Company.th

* In terms of Clause 49 of the Listing Agreement executed with BSE Limited, a brief resume of the retiring director, Directorproposed to be appointed and re-appointed at this meeting is as under:

Sr. Name of Director DIN Date of Qualifications ExperienceNo. Appointment

1. Shri Nikhil Rajpuria 01009330 11/10/2007 MBA 12 years of experience

2. Ms. Rima Dipakkumar Mehta 07158084 21/04/2015 CA 5 years of experience

Important Communication to Members

The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperlesscompliances by the Companies and has issued circulars stating that service of notice / documents including AnnualReport can be sent by e-mail to its members. To support this green initiative of the Government in full measure, memberswho have not registered their e-mail addresses, so far, are requested to register their e-mail addresses, in respect ofelectronic holdings with the Depository through their concerned Depository Participants and Members who hold sharesin physical form are requested to send their requests to the Registrar: M/s. Sharepro Services (India) Pvt. Ltd., at theiroffice situated at 416-420, 4 floor, Devnandan Mall, Opp. Sanyas Ashram, Ellisbridge, Ahmedabad - 380006.th

The Board considers that it is desirable to continue to availher services as Independent Directors and accordingly, theBoard recommends the above resolution for the approval ofthe shareholders of the Company.

Ms. Rima Dipakkumar Mehta is concerned or interested inthe resolution of the accompanying notice relating to her ownappointment. None of the other Directors, Key ManagerialPersonnel of the Company and their relatives, is concernedor interested, financially or otherwise, in their respectiveresolution.


Place : Ahmedabad Alpesh GandhiDate : 13 August, 2015th Company Secretary

Arms Paper Limited

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To,The Members,ARMS PAPER LIMITED,AHMEDABAD

Your Directors take pleasure in presenting the 32 Annualnd

Report of your Company together with Audited Accounts forthe year ended 31 March, 2015.st

1. FINANCIAL HIGHLIGHTS:Your company’s performance for the financial year2014-15 is summarized below:-

2013-14( in lacs)

2014-15( in lacs)` `

Total Revenue 9640.40 6093.76

Total Expenses 9604.95 6057.97

Profit Before Taxes 35.45 35.79

Net Tax Expense (11.77) (10.30)

Profit/ (Loss) for the period(After Tax) 23.68 25.50

2. OPERATIONS:Your Company has earned total revenue of Rs. 9640.40Lacs as compared to Rs. 6093.76 Lacs in the previousyear. The total expenditure incurred during the yearwas Rs. 9604.95 Lacs as compared to Rs. 6057.97 Lacsin the previous year. The Net Profit after taxation duringthe year under review is Rs. 23.68 Lacs as compared toRs. 25.50 Lacs in the previous year. Your Directors areexploring various new business opportunities that willenable the Company to improve its financial position.

3. DIVIDEND:With a view to conserve the resources, your Directorsdo not recommend any dividend on the equity sharecapital of the Company for the year ended 31 March,st

2015.

4. PUBLIC DEPOSITS:Your Company has not accepted any deposits frompublic during the year under review.

5. DIRECTORS:Smt. Rima Mehta has been appointed as an additionaldirector and holds office upto the ensuing AnnualGeneral Meeting of the Company as required pursuantto the provisions of section 149 of the Companies Act,2013.

Shri Dharmesh Agrawal was appointed as ChiefFinancial Officer of the company w.e.f. 22 April, 2014.nd

He has resigned as CFO of the Company w.e.f. 30June, 2015

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DIRECTORS’ REPORT

Shri Nikhil Rajpuria, Director retires at the ensuingAnnual General Meeting and being eligible, offershimself for re-appointment.

6. COMPOSITION AND NUMBER OFMEETINGS OF THE BOARD:The Board of Directors of the Company consists of wellqualified and experinced persons having expertise intheir respective areas.

The Board meets at regular interval with gap betweentwo meetings not exceeding 120 days. During the yearunder the review, the Board met 7 times on the followingdates: 10 April, 2014, 30 May, 2014, 5 July, 2014,th th th

14 August, 2014, 15 September, 2014, 13 November,th th th

2014 and 13 February, 2015.th

7. COMPOSITION OF A UDIT A ND RISKMANAGEMENT COMMITTEE:In compliance with the requirement of Section 177 ofthe Companies Act, 2013, the Board of Directors hasconstituted the Audit Committee. The members of theAudit Committee possess financial/accounting expertiseand exposure.

The Audit Committee of the Company also carries outthe role of Risk Management Committee and hence, ithas been renamed as Audit and Risk ManagementCommittee in the Board Meeting held on 14 August,th

2014.

The Audit & Risk Management Committee comprisesof the Independent Directors of the Company under theChairmanship of Mr. Pawanjit Singh Negi. The otherindependent directors of the Committee are Mr. NishantKumar and Mr. Nikhil Rajpuria.

For the Finanacial year 2014-15, the Audit Committeemet 5 times on the following dates: 22 May, 2014, 30May, 2014, 12 August, 2014, 14 November,2014 and

nd th

th th

14 February, 2015.th

The recommendations given by the Audit Committeeare considered and reviewed by the members of theBoard of the Company. However, there is no such case,where the Board dissented or did not accept therecommendation of the Audit Committee.

8. DIRECTORS’ RESPONSIBIL ITYSTATEMENT:In terms of Section 134 (3) of the Companies Act, 2013,in relation to the financial statements for FY 2014-15,the Board of Directors states that:

a) In preparation of the annual accounts, theapplicable accounting standards have beenfollowed along with proper explanation relatingto material departures, if any;


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b) The Directors have selected such accountingpolicies and applied them consistently and madejudgements and estimates that are reasonableand prudent so as to give a true and fair view ofthe state of affairs of the Company as on 31March, 2015 and of the profits for the year ended

st

31 March, 2015;st

c) the Directors have taken proper and sufficient carefor maintenance of adequate accounting recordsin accordance with the provisions of theCompanies Act, 2013 for safeguarding the assetsof the Company and for preventing and detectingfraud and other irregularities; and

d) the financial statements have been prepared ona going concern basis.

e) the Directors had laid down internal financialcontrols to be followed by the company and thatsuch internal financial controls are adequate andwere operating effectively.

f) the directors had devised proper systems toensure compliance with the provisions of allapplicable laws and that such systems wereadequate and operating effectively.

9. POLICY ON DIRECTORS’ APPOINTMENTA ND REMUNERATION INCLUDINGCRITERIA FOR DETERMININGQUAL IFICA TIONS, POSITIVEATTRIBUTES, INDEPENDENCE OF ADIRECTOR AND OTHER MA TTERSPROVIDED UNDER SUB-SECTION (3) OFSECTION 178:Pursuant to the provisions of Section 178 of theCompanies Act, 2013, as applicable to the Company,the Company has renamed its Nomination Committeeas “Nomination & Remuneration Committee” in theBoard meeting held on 14 August, 2014. Theth

Composition of the Nomination & RemunerationCommittee is as under:

1. Shri Pawanjit Singh Negi – Independent Director

2. Shri Nishant Kumar - Independent Director

3. Shri Nikhil Rajpuria - Independent Director

4. Shri Rushal Patel - Director

The Committee met once on 14 August, 2014.th

The Nomination & Remuneration Committee considersthe requirement of the skill on the Board, integrity of thepersons having standing in their respective field/profession and who can effectively contribute to theCompany’s business and policy decisions,recommend the appointment to the Board forapproval.

The Committee has approved a policy with respect tothe appointment and remuneration of the Directors andSenior Management personnel.

10. STATUTORY A UDITORS AND THEIRREPORT:

M/s. J. R. Purohit & Co., Chartered Accountants, theStatutory Auditors of the Company who were appointedat the 31 Annual General Meeting of the Company tost

hold office till 36 Annual General Meeting are subjectth

to ratification. They have confirmed their eligibility underSection 141 of the Companies Act, 2013 and the rulesframed there under for ratification as Statutory Auditorsof the Company.

The Auditors’ Report does not contain any qualification,reservation or any adverse remark.

Pursuant to revised clause 49 of the Listing Agreement

11. CORPORATE GOVERNANCE REPORT:

notified by SEBI vide its Circular No. CIR/CFD/POLICYCELL/7/2014 dated 15 September, 2014, the Reportth

on Corporate Governance and ManagementDiscussion & Analysis Report are not applicable to theCompany, as the paid up equity share capital of theCompany is less than 10 Crore.

Pursuant to the provisions of Section 138 read with Rule

`

12. INTERNAL AUDITORS:

13 of the Companies (Accounts) Rules, 2014, yourCompany has appointed M/s S. Khemka & Co.,Chartered Accountants, as the Internal Auditors of theCompany for conducting internal audit for the financialyear 2015-16.

Pursuant to Section 204 read with Section 134(3) of the

13. SECRETARIAL AUDIT REPORT:

Companies Act, 2013, the Board of Directors hasappointed M/s. Yogesh Chhunchha & Co., CompanySecretaries, Ahmedabad as Secretarial Auditor of theCompany for FY 2014-15. The Secretarial Audit Reportprovided by M/s Yogesh Chhunchha & Co. is annexedwith the Board’s report as

The Company has adopted a Code of Business Conduct

Annexure A.

14. CODE OF CONDUCT:

based on the business principles of the Company. TheBoard has laid down the code of conduct for all Boardmembers and Senior management of the Company.The code of conduct has been posted on the website ofthe company. All Board members and Seniormanagement personnel affirms the compliance withthe code on an annual basis in the prescribed format.

Arms Paper Limited

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15. STATEMENT ON DECLARATION GIVENBY INDEPENDENT DIRECTORS UNDERSUB-SECTION (6) OF SECTION 149:

The Company has received declarations from all theIndependent Directors confirming that they meet thecriteria of Independence as prescribed under theapplicable provisions of the Companies Act, 2013 readwith the Schedules and Rules issued thereunder aswell as Clause 49 of the Listing Agreement.

The Equity shares of the Company are in compulsory

16. DEMATERIALIZATION:

demat segment and are available for trading in thedepository system of both National Securities DepositoryLtd (NSDL) and the Central Depository Services (India)Ltd. (CDSL). 52,15,221 nos. of equity shares forming94.51% of the equity share capital of the Companystands dematerialized on 31 March, 2015.

The Equity Shares of the Company are listed on the

st

17. LISTING OF SHARES:

BSE Limited, the nation-wide Stock Exchange.

Your Company has paid annual listing fees for financialyear 2015-16 to BSE Limited and annual custodial feesto National Securities Depository Limited and CentralDepository Services (India) Limited.

18. PARTICULARS OF CONTRACTS ORARRA NGEMENTS WITH RELA TEDPARTIES:

During the financial year, no transactions fall under thepurview of Section 188 of the Companies Act, 2013,hence it is not applicable.

19. CORPORATE SOCIAL RESPONSIBILITY(CSR):

Provisions of Corporate Social Responsibility (CSR)are currently not applicable to the Company.

20. CONSERVATION OF ENERGY,TECHNOLOGY ABSORPTION, FOREIGNEXCHANGE EARNINGS AND OUTGO:

The details relating to conservation of energy,technology absorption, foreign exchange earnings andoutgo prescribed under Section 134 (3)(m) of theCompanies Act, 2013 read with Rule 8(3) of theCompanies (Account) Rules, 2014 are not applicableto the Company.

The information required pursuant to Section 197 read

21. PARTICULARS OF EMPLOYEES:

with the Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014 are notapplicable to the Company.

The details forming part of the extract of the Annual

22. THE EXTRACT OF THE ANNUAL RETURN:

Return in Form MGT 9 as required under Section 134(a) of the Companies Act, 2013, is attached as

to this Report.Annexure B

23. APPRECIATION ANDACKNOWLEDGEMENTS:

The Board of Directors places on record theirappreciation for the continued support and confidencereceived from its Bankers and employees of theCompany.


Place : Ahmedabad Rushal PatelDate : 13 August, 2015th Chairman

(DIN-06575447)


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‘ANNEXURE A’

SECRETARIAL AUDIT REPORT

For the financial year ended March 31, 2015

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014]

ToThe MembersArms Paper Limited415, Advait Complex, Nr. Sandesh Press,Vastrapur, Ahmedabad – 380052, Gujarat, India.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to goodcorporate practices by (hereinafter referred as “ ”). Secretarial Audit was conducted in aArms Paper Limited the Companymanner that provided me a reasonable basis for evaluating the corporate conducts / statutory compliances and expressingour opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintainedby the Company and also the information provided by the Company, its officers, agents and authorized representativesduring the conduct of secretarial audit, I hereby report that in our opinion, the Company has, during the audit period coveringthe financial year ended on (hereinafter referred as “ ”) complied with the statutory provisionsMarch 31, 2015 the Audit Periodlisted hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent,in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Companyfor according to the provisions of:the Audit Period

(i) 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 Byelaws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign DirectInvestment, Overseas Direct Investment and External Commercial Borrowings;

(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; and

(c) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993regarding the Companies Act and dealing with client;

We have also examined compliance with of the Listing Agreements entered into by the Company withthe applicable clausesthe Stock Exchanges.

We report that, during the Audit Period, the Company has complied with the provisions of the Acts, Rules, Regulations andGuidelines mentioned above.

We further report that, during ,the Audit Period as per the explanation and information given by the management, there wereno other laws specifically applicable to the Company,

We further report that, during , there were no actions/events/applicability in pursuance of:the Audit Period

(a) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

(b) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme)Guidelines, 1999;

(c) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

(d) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and

Arms Paper Limited

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(e) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998

requiring compliance thereof by the Company during and the Secretarial Standards issued by the Institute

,

the Audit Periodof Company Secretaries of India were not applicable during

We further report that, based on the information provided by the Company, its officers and authorized representatives during

the Audit Period.

the conduct of the Audit, there are adequate systems and processes in the Company commensurate with its size andoperations to monitor and ensure compliance with applicable laws, rules, regulations and guidelines however the compliancereports were not submitted to the Board.

We further report, that the compliance by the Company of applicable Financial Laws, like direct and indirect tax laws, has notbeen reviewed in this Audit since the same have been subject to review by statutory auditors and other designated professionals.

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 placeduring under review were carried out in compliance with the provisions of the Act.the Audit Period

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent atleast seven days in advance to all Directors, except Meetings called at shorter notice to transact urgent business and insuch meeting atleast one independent director were present, and a system exists for seeking and obtaining furtherinformation and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. As perthe minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board were unanimous and nodissenting views have been recorded.

We report further that, during the audit period, there were no other specific events / actions in pursuance of the above referredlaws, rules, regulations, guidelines, etc., having a major bearing on the Company’s affairs.

For Yogesh Chhunchha & Co.

CS Yogesh ChhunchhaAhmedabadPlace : ProprietorAugust 13, 2015 ACS 23657/ 11005Date : Membership No. : COP No.:

Note : This report is to be read with our letter of even date which is annexed as ‘ANNEXURE 1’ and forms an integral partof this report.


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‘ANNEXURE 1’

(To the Secretarial Audit Report)

The Members

To

Arms Paper Limited415, Advait Complex, Nr. Sandesh Press,Vastrapur, Ahmedabad – 380052, Gujarat, India.

Our report of even date is to be read along with this letter.

1) Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is toexpress an opinion on these secretarial records based on our audit.

2) We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about thecorrectness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct factsare reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonablebasis for our opinion.

3) We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4) Where ever required, we have obtained the Management representation about the compliance of laws, rules andregulations and happening of events etc.

5) The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibilityof management. Our examination was limited to the verification of procedures on test basis.

6) The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy oreffectiveness with which the management has conducted the affairs of the Company.

For Yogesh Chhunchha & Co.

CS Yogesh ChhunchhaAhmedabadPlace : ProprietorAugust 13, 2015 ACS 23657/ 11005Date : Membership No. : COP No.:

Arms Paper Limited

12

DIRECTORS’ REPORT - ANNEXURE - B

Form No. MGT-9

EXTRACT OF ANNUAL RETURN

as on the financial year ended on 31st March, 2015

[Pursuant to section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management andAdministration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

i) CIN :

ii)

L21098GJ1983PLC006041

Registration Date:

iii)

23 March, 1983rd

Name of the Company:

iv)

Arms Paper Limited

Category / Sub-Category of the Company:

v) Address of the Registered office andcontact details:

Public

415, Advait Complex, Nr. Sandesh Press,Vastrapur, Ahmedabad – 380052Tel: 91-79-26762109

vi) Whether listed company Yes / No : Yes

vii) Name, Address and Contact details of Sharepro Services (India) Pvt. Ltd.Registrar and Transfer Agent, if any 416-420, 4th Floor, Devnandan Mall, Opp. Sanyas Ashram,

Ellisbridge, Ahmedabad – 380 006

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

III.

The company is engaged in only one business activity, i.e. trading of paper.

PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES –

IV.

NIL

SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

Individual/ HUF 921274 0 921274 16.70 921274 0 921274 16.70 0.00

b) Central Govt. 0 0 0 0 0 0 0 0 0.00

c) State Govt (s) 0 0 0 0 0 0 0 0 0.00

d) Bodies Corp. 0 0 0 0 0 0 0 0 0.00

e) Banks / FII(s) 0 0 0 0 0 0 0 0 0.00

f) Any Other-. 0 0 0 0 0 0 0 0 0.00

Individuals (NRIs/Foreign

Individuals) 0 0 0 0 0 0 0 0 0.00

2. Bodies Corporate 0 0 0 0 0 0 0 0 0.00

3. Institutions 0 0 0 0 0 0 0 0 0.00

4. Qualified Foreign Investor 0 0 0 0 0 0 0 0 0.00

5. Others 0 0 0 0 0 0 0 0 0.00

0 0 0 0.00 0 0 0 0.00 0.00


13

Mutual Funds 0 0 0 0 0 0 0 0 0.00

2. Financial Institutions /

Banks 0 0 0 0 0 0 0 0 0.00

3. Central Government 0 0 0 0 0 0 0 0 0.00

4. State Government(s) 0 0 0 0 0 0 0 0 0.00

5. Venture Capital Funds 0 0 0 0 0 0 0 0 0.00

6. Insurance Companies 0 0 0 0 0 0 0 0 0.00

7. Foreign Institutional

Investors 0 0 0 0 0 0 0 0 0.00

8. Foreign Venture

Capital Investors 0 0 0 0 0 0 0 0 0.00

9. Others 0 0 0 0 0 0 0 0 0.00

Bodies Corporate

i) Indian 937436 4525 941961 17.07 935392 4525 939917 17.03 (0.04)

ii) Overseas 0 0 0 0 0 0 0 0 0.00

b) Individuals

(i) Individual shareholders

holding nominal share

capital upto Rs. 1 lakh 1033557 299554 1333111 24.16 1001829 298454 1300283 23.56 (0.60)

(ii) Individual shareholders

holding nominal share

capital in excess of

Rs.1 lakh 2320834 0 2320834 42.06 2329685 0 2329685 42.22 0.64

c) Others 0 0 0 0 0 0 0 0 0.00

i) Employees 0 0 0 0 0 0 0 0 0.00

ii) Non Resident Repatriates 350 0 350 0.01 350 0 350 0.01 0.00

iii) Non Resident Non

Repatriates 170 0 170 0.00 420 0 420 0.01 0.01

iv) Non domestic companies 0 0 0 0 0 0 0 0 0.00

v) Trusts 0 0 0 0 0 0 0 0 0.00

vi) Others-Clearing Members 500 0 500 0.01 0 0 0 0 (0.01)

vii) Directors & Their

Relatives & Friends 26271 0 26271 0.48 26271 0 26271 0.48 0.00

viii) Foreign Nationals 0 0 0 0 0 0 0 0 0.00

Promoters - - - - - - - - -

ii) Public 0 0 0 0 0 0 0 0 0.00

Arms Paper Limited

14

(ii) Shareholding of Promoters

Shyamsunder Tibrewal 621849 11.27 0.00 621849 11.27 0.00 0.00

2 Monica Tibrewal 174228 3.16 0.00 174228 3.16 0.00 0.00

3 Siddharth Tibrewal 121497 2.20 0.00 121497 2.20 0.00 0.00

4 Shyamsunder Makhanlal Tibrewal 3700 0.07 0.00 3700 0.07 0.00 0.00

(iii) Change in Promoters’ Shareholding : NO CHANGE

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

Sr. For Each of the Top 10 Shareholders Shareholding at the beginning of No. the year

No. of % of totalshares shares of the

company

1 Sangeeta Ajay Goenka 1348477 24.4369

2 Devkant Synthetics (India) Pvt. Ltd. 695496 12.6037

3 Manoj C Rathod 116429 2.1099

4 Shree Mallikarjun Tradinvest Pvt Ltd 55173 0.9998

5 Hemang Omprakash Mehta 46500 0.8427

6 Paresh Jaydevbhai Rao 40000 0.7249

7 Shradha Hanskumar Agarwal 38000 0.6886

8 Radhadevi R Agrawal 38000 0.6886

9 Alkadevi Yogeshkumar Agrawal 35000 0.6343

10 Jamnalal Kasturchand Kabra 32120 0.5821

Sr. Shareholding at the end No. of the year

For Each of the Top 10 Shareholders No. of % of totalshares shares of the

company

1 Sangeeta Ajay Goenka 1348477 24.4369

2 Devkant Synthetics (India) Pvt. Ltd. 695496 12.6037

3 Manoj C Rathod 131080 2.3754

4 Shree Mallikarjun Tradinvest Pvt Ltd 55173 0.9998

5 Hemang Omprakash Mehta 46500 0.8427

6 Paresh Jaydevbhai Rao 40000 0.7249

7 Shradha Hanskumar Agarwal 38000 0.6886

8 Radhadevi R Agrawal 38000 0.6886

9 Alkadevi Yogeshkumar Agrawal 35000 0.6343

10 Raghuvir Arjandas Makhija 34671 0.6283


15

(iv) Shareholding of Directors and Key Managerial Personnel:

Sr. Name No. of Shares at the % of total Date Increase / ReasonNo. beginning (01/04/14) / shares of Decrease

end of the year the(31/03/15) Company

A. Directors:

1 Shri Nikhil Rajpuria 26271 0.4761 01/04/14 0

26271 0.4761 31/03/15 0

B. Key Managerial Personnel: NIL

V. INDEBTEDNESSIndebtedness of the Company including interest outstanding/accrued but not due for payment : NIL

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL

B. Remuneration to other directors:( In Lacs)

Sr. Particulars of Remunerat ion Name of Directorsno. Rushal Patel Pawanjit Nishant Nikhil Total

Singh Negi Kumar Rajpuria Amount

Independent Directors1.

Fee for attending board /committee meetings 0.11 0.11 0.08 0.07 0.37

Commission

Others, please specify

Total (1) 0.11 0.11 0.08 0.07 0.37

Other Non-Executive Directors2. —- —- —- —- —-

Fee for attending Board /committee meetings

Commission

Others, please specify

—-Total (2) —- —- —- —-

Total (B)=(1+2) 0.11 0.11 0.08 0.07 0.37

Total Managerial Remuneration

Overall Ceiling as per the Act 1% of the Net Profit of the Company

Arms Paper Limited

16

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD(Rs. In Lacs)

Sr. Particulars of Remunerat ion Key Managerial Personnel Totalno. CEO Company CFO

Secretary

1 Gross salary

(a) Salary as per provisions containedin section 17(1) of the Income-tax Act, 1961 - 5.14 - 5.14

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

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

2 Stock Option

3 Sweat Equity Shares

4 Commission

- as % of profit

- others specify

5 Others, please specify

Total - 5.14 - 5.14

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section Brief Details of Authority Appealof the Description Penalty/ [RD / NCLT/ made,

Companies Punishment/ COURT] if any Act Compounding (give

fees imposed Details)

A. COMPANY

Penalty

Punishment

Compounding

B. DIRECTORS

Penalty NIL

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT

Penalty

Punishment

Compounding


Place : Ahmedabad Rushal PatelDate : 13 August, 2015th Chairman

(DIN-06575447)


17

INDEPENDENT AUDITOR’S REPORT

ToThe Members ofARMS PAPER LIMITED,

We have audited the accompanying financial statements of ARMS PAPER LIMITED (“the Company”), which comprise the

Report on the Financial Statements

Balance Sheet as at 31 March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, andst

a summary of the significant accounting policies and other explanatory information.

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the

Maanagement’s Responsibility for the Standalone Financial Statements

Act”) with respect to the preparation of these 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 inIndia, 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 withthe provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonableand prudent; and design, implementation and maintenance of adequate internal financial controls, that were operatingeffectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentationof the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Our responsibility is to express an opinion on these financial statements based on our audit.

Auditor’s Responsibility :

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are requiredto be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. ThoseStandards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financialstatements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditorconsiders internal financial control relevant to the Company’s preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls system over financial reporting and theoperating effectiveness of such controls An audit also includes evaluating the appropriateness of the accounting policies.used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating theoverall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion onthe financial statements.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial

Opinion

statements give the information required by the Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2015, and itsprofit and its cash flows for the year ended on that date.

1.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”), issued by the Central Government of Indiain terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure a statement on thematters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and beliefwere necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appearsfrom our examination of those books.

Arms Paper Limited

18

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are inagreement with the books of account.

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specifiedunder Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31st March, 2015 taken on record bythe Board of Directors, none of the directors is disqualified as on 31st March, 2015 from being appointed as adirector in terms of Section 164(2) of the Act.

(f) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies(Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanationsgiven to us:

(i) The Company does not have any pending litigations which would impact its financial position;

(ii) The Company did not have any long term contracts including derivative contracts for which there were anymaterial foreseeable losses.

(iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fundby the Company.

For J. R. PUROHIT & CO.Chartered Accountants

Vikas Purohit(Firm Reg No:111841W)

Place : Ahmedabad PartnerDate : 30/05/2015 Mem No:131959

ANNEXURE TO INDEPENDENT AUDITOR’S REPORT

Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory Requirements” of our report of(even date.)

(i) In respect of its fixed assets :

(a) The Company has maintained proper records showing full particulars, including quantitative details and situationof fixed assets on the basis of available information.

(b) As explained to us, the Company has a phased program of physical verification of its fixed assets, which in ouropinion, is reasonable, having regard to the size of the Company and the nature of its business. During the year,the Company has physically verified some of the assets and no material discrepancies were noticed on suchverification.

(ii) In respect of its Inventories :

(a) There is no stock of finished goods, hence clauses relating to physical verification and procedure of physicalverification, discrepancies noticed on such verification do not arise.

(iii) During the year the Company has not given any loans secured or unsecured to the companies, firms or other partiescovered in the register maintained under section 189 of the Companies Act, 2013. Hence Clause (iii) (a) and (b) are notapplicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal controlsystems commensurate with the size of the Company and the nature of its business with regard to purchase of inventory,fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed anycontinuing failure to correct major weaknesses in internal control system.

(v) In our opinion and according to the information and explanations given to us, the Company has not accepted anydeposit and hence the provisions of Section 73 to 76 or any other relevant provisions of the Companies Act and theCompanies (Acceptance of Deposits) Rules, 2014, with regard to the deposits accepted are not applicable to theCompany. Therefore, the provisions of clause (v) of paragraph 3 of the Order are not applicable to the Company.According to the information and explanations given to us, no order has been passed by Company Law Board orNational Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

(vi) The Central Government has not prescribed maintenance of cost records under section 148(1) of the Companies Act,2013 in respect of the Company.

(vii) In respect of statutory dues:

(a) According to the records of the Company, the Company is generally regular in depositing with appropriateauthorities undisputed statutory dues including Provident Fund, Employees’ State Insurance ,Income Tax, Sales


19

Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and any other statutorydues applicable to it. According to the information and explanations given to us, no undisputed amounts payablein respect of the aforesaid statutory dues were in arrears as at 31 March,2015 for a period of more than six monthsst

from the date they became payable.

(b) According to the information and explanation given to us, the Company does not have any disputed Statutory duesof income tax or sales tax or wealth tax or service tax or duty of customs or duty of excise or value added tax or cess.

(c) There were no amounts which were required to be transferred to the Investor Education and Protection Fund inaccordance with section 125 of the Companies Act, 2013 in respect of the Company.

(viii) The Company does not have any accumulated losses at the end of the Financial year. The Company has not incurredcash losses during the financial year covered by our audit and in the immediately preceding financial year.

(ix) According to the information and explanation given to us, the Company has not taken any borrowings from the financialinstitution or banks or debenture holders during the year. Therefore clause (ix) is not applicable to the Company.

(x) According to the information and explanations given to us, the Company has not given any guarantee for loans, takenby others, from banks or financial institutions.

(xi) According to the information and explanation given to us, the Company has not taken any term loan during the year.Therefore clause (xi) is not applicable.

(xii) Based on the audit procedures performed and representation obtained from management we report that, no case ofmaterial fraud on or by the Company has been noticed or reported for the year under audit.

For J. R. PUROHIT & CO.Chartered Accountants

Vikas Purohit(Firm Reg No:111841W)

Place : Ahmedabad PartnerDate : 30/05/2015 Mem No:131959

Arms Paper Limited

20

BALANCE SHEET AS AT 31ST MARCH, 2015( )

PARTICULARS Note AS AT31.03.2015

I.

AS AT31.03.2014

EQUITY AND LIABILITIES

(1) Shareholders’ Funds

(a) Share Capital 2 55,040,00055,040,000

(b) Reserves and surplus 3 19,829,012

74,869,012

(a) Deferred tax liabilities (Net)

22,177,847

77,217,847

(2) Non-Current Liabilities

4 1,1325,445

(b) Long term provisions 5 56,084

57,216

(a) Trade payables

71,279

76,724

(3) Current Liabilities

6 183,548,567135,317,278

(b) Other current liabilities 7 305,90015,661,793

(c) Short-term provisions 8 154,109

184,008,576

95,175

151,074,246

Total 228,368,817

II.

258,934,804

ASSETS

(1) Non-current assets

(a) Fixed assets

(i) Tangible assets 9 199,912110,915

(b) Long term loans and advances 10 118,700

318,612

(a) Trade receivables

118,700

229,615

(2) Current assets

11 132,478,343152,661,060

(b) Cash and Bank balances 12 720,307341,797

(c) Short-term loans and advances 13 125,417,542

258,616,192

75,136,345

228,139,203

Total 228,368,817 258,934,804

The accompanying notes are an integral partof these financial statements. 1 to 23

As per our separate report of even date attached.

For M/s J.R.Purohit & Co.,Chartered Accountants(Firm Reg No:111841W)

Vikas PurohitPartner

em No.131959M

Place : AhmedabadDate : 30/05/2015

For and on behalf of the Board of DirectorsChairmanRushal Patel

DIN : 06575447DirectorNishant Kumar

DIN : 02372620DirectorPawanjit Negi

DIN : 02729393DirectorNikhil Rajpuria

DIN : 01009300DirectorRima Mehta

DIN : 07158084Place : AhmedabadDate : 30/05/2015

Dharmesh Agrawal

Alpesh Gandhi

Chief Financer Officer

Company Secretary


21

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH 2015( )

PARTICULARS Note For the For theyear ended year ended

March 31,2015 March 31,2014

I. Revenue from operations 14 964,000,978 608,932,694

II. Other income 15 39,032

III. Total Revenue (I +II)

443,266

964,040,010 609,375,960

IV. Expenses:

Purchases of stock-in-trade 958,232,366 601,235,593

Employee benefits expense 16 912,070 862,625

Finance costs 17 129,723 306,415

Depreciation and amortization expense 9 70,279 62,426

Other expenses 18 1,150,605

IV. Total Expenses

3,329,629

960,495,043

V.

605,796,688

Profit/(Loss) before tax (III-IV) 3,544,967 3,579,272

VI. Tax expense:

Current tax 1,173,100 1,032,592

Add/(Less): MAT credit entitlement - -

Net current tax liability 1,173,100 1,032,592

Deferred tax Liability 4,313

VII. Profit/(Loss) for the year (V+

(2,908)

VI) 2,367,554 2,549,588

VIII. Earnings per share (Face value 10 per share) (Refer note no. 22)`

(1) Basic 0.46 0.43

(2) Diluted 0.46 0.43

The accompanying notes are an integral partof these financial statements. 1 to 23




em No.131959M


Rushal Patel

For and on behalf of the Board of DirectorsChairman






Dharmesh Agrawal

Alpesh Gandhi


Company Secretary

Arms Paper Limited

22

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 20152014-2015(Amt. in )

A.

2013-2014(Amt. in )`

CASH FLOW FROM OPERATING ACTIVITIES

Net profit before extra ordinary items 3,544,967 3,579,272

Adjustment for:Depreciation & amortization expenses 62,426 70,279Finance costs 306,415 129,723

Operating profit before working capital changes 3,744,969 3,948,113Adjustment for:Increase /(decrease) in trade payables 53,407,213 (48,231,290)Increase /(decrease) in current liabilities and provisions (1,251,772) 15,312,154(Increase) /decrease in trade receivables 30,772,328 (20,182,717)

Cash generated from operating activities (49,356,884) 86,875,882

Direct tax paid (707,897) (968,351)

Net cash flow from operating activ ities (50,325,235)

B.

86,167,985

Cash flow from investing activities 50,076,447Movement in loans & advances (88,094,548)

Movement in fixed assets (16,811) -Net cash flow from investing activities 50,076,447

C.

(88,111,359)

Cash flow from financing activities (129,723)

Net cash flow from financing activities

Interest paid (306,416)

(129,723)

Net change in cash & cash equivalents(a+b+c)

(306,416)

(378,511) (2,249,790)

Opening balance - cash and cash equivalent 2,970,097 720,307

Closing balance - cash and cash equivalent 720,307 341,797Notes:1 Components of cash and cash equivalents included in the cash flow statement

comprises the following balance sheet amountCash and cash equivalent :(a) Balance with Banks :

- In Current accounts 201,215 336,684(b) Cash on hand 10,987

-

5,113(c) Other Bank Balance

Margin Money 508,105-Total 341,797 720,307




em No.131959M


Rushal Patel







Dharmesh Agrawal

Alpesh Gandhi


Company Secretary


23

NOTE 1 : SIGNIFICANT ACCOUNTING POLICIES:

1) BASIS OF ACCOUNTING:

These financial statements have been prepared to comply in all material aspects with the Accounting Standards notifiedby Companies (Accounting Standards) Rules, 2006 (as amended) and relevant provisions of the Companies Act 1956,read with General Circular No 15/2013 dated 13th September 2013, issued by the Ministry of Corporate Affairs inrespect of Section 133 of the Companies Act 2013 All Incomes and Expenditures having material bearing on theFinancial Statements are recognized on accrual basis.

2) USE OF ESTIMATES:

The presentation of the Financial Statements, in conformity with the Generally Accepted Accounting policies, require themanagement to make estimates and assumptions that affect the reported amount of Assets and Liabilities, Revenuesand Expenses and disclosure of contingent liabilities. Such estimation and assumptions are based on management’sevaluation of relevant facts and circumstances as on date of Financial Statements. Difference between the actual resultsand estimates are recognized in the period in which the results are known / materialized.

3) REVENUE RECOGNITION:

Sales are stated net of rebate and trade discount. It excludes Central Sales Tax and State Value Added Tax. With regardto sale of products, income is reported when practically all risks and rights connected with the ownership have beentransferred to the buyers. This usually occurs upon dispatch of the goods.

Interest on deposits is recognized on accrual basis.

4) FIXED ASSETS AND DEPRECIATION:

Fixed Assets are stated at cost of acquisition or construction, net of accumulated depreciation, cenvat credit andadjustments arising from exchange rate variations relating to borrowings attributed to fixed assets. Cost includesincidental expenses capitalized from time to time on their due recognition, trial run expenses and interest attributable tothe project till the date of commissioning.

The Company has provided depreciation on Fixed Assets on “Written Down Value Method” on pro-rata basis in accordancewith Section 123 (2), as per useful life specified in Schedule II of the Companies Act, 2013.

5) BORROWING COST:

Borrowing costs are recognized in the period to which they relate, regardless of how the funds have been utilized,except where it relates to the financing of construction or development of assets requiring a substantial period of time toprepare for their intended future use. Interest on borrowings if any is capitalized up to the date when the asset is readyfor its intended use. The amount of interest capitalized for the period is determined by applying the interest rateapplicable to respective borrowings.

6) INVENTORIES:

Inventories of goods traded is valued at lower of cost or net realizable value. Cost is determined on first-in-first-outbasis. Cost includes cost of material and other related expenses.

7) EMPLOYEES RETIREMENT BENEFITS:

(a) Short Term

Short Term employee benefits are recognized as an expense at the undiscounted amount expected to be paidover the period of services rendered by the employees to the company.

(b) Long Term

The Company has both defined contribution and defined benefit plans, of which some have assets in approvedfunds. These plans are financed by the Company in the case of defined contribution plans.

Defined Contribution Plans

These are plans in which the Company pays pre-defined amounts to separate funds and does not have any legal orinformal obligation to pay additional sums. These comprise of contributions to Employees Provident Fund. The Company’sPayments to the defined contributions plans are reported as expenses during the period in which the employee performthe services that the payment covers.

Arms Paper Limited

24

Defined Benefit Plans

Expenses for defined benefit gratuity payment plans are calculated as at the balance sheet date by independentactuaries in the manner that distributes expense over the employees working life. These commitments are valued at thepresent value of the expected future payments, with consideration for calculated future salary increases, using adiscounted rate corresponding to the interest rate estimated by the actuary having regard to the interest rate onGovernment Bonds with a remaining term i.e. almost equivalent to the average balance working period of employees.

Other Employee Benefit

Compensated absences which accrue to employees and which can be carried to future periods but are expected to beencashed or availed in twelve months immediately following the year end are reported as expenses during the year inwhich the employees perform the services that the benefit converts and the liabilities are reported at the undiscountedamount of the benefits after deducting amounts already paid.

8) IMPAIRMENT OF ASSETS:

The carrying value of assets of the Company’s cash generating units are reviewed for impairment annually or moreoften if there is an indication of decline in value. If any indication of such impairment exists, the recoverable amount ofthose assets are estimated and impairment loss is recognized, if the carrying amount of those assets exceeds theirrecoverable amount. The recoverable amount is the greater of the net selling price and their value in use. Value in useis arrived at by discounting the estimated future cash flows to their present value based on appropriate discount factor.Net selling price is the estimated selling price in the ordinary course of business, less estimated cost of completion andto make the sale.

As per the assessment conducted by the Company at June 30, 2013, there were no indications that the fixed assetshave suffered an impairment loss.

A provision for Current Tax has been made at the current tax rate based on assessable income or on the basis of Sec.

9) TAXATION:

115JB of the Income Tax Act, 1961 (Minimum Alternative Tax), whichever is higher.

Deferred Tax resulting from “timing differences that are temporary in nature” between accounting and taxable profit isaccounted for, using the tax rates and laws that have been enacted as on the Balance Sheet date. The deferred tax assetis recognized and carried forward only to the extent that there is a reasonable or virtual certainty, as the case may be,that the asset will be realised in future.

Basic earning per share is calculated by dividing the net profit after tax for the year attributable to Equity Shareholders

10) EARNING PER SHARE:

of the Company by the weighted average number of Equity shares outstanding during the year. Diluted earning perShare is calculated by dividing net profit attributable to equity shareholders (after adjustment for diluted earnings) byaverage number of weighted equity shares outstanding during the year.

The Cash Flow Statement is prepared by the “Indirect Method” set out in Accounting Standard 3 on “Cash Flow

11) CASH FLOW STATEMENT:

Statement” and presents the cash flows by operating, investing and financing activities of the Company.

Cash and Cash equivalents presented in Cash Flow Statement consist of cash on hand and demand deposits withbanks.

A provision is recognized when the Company has a present legal or constructive obligation as a result of past event and

12) PROVISIONS AND CONTINGENT LIABILITIES:

it is probable that an outflow of resources will be required to settle the obligation, in respect of which reliable estimatecan be made. Provisions (excluding long term benefits) are not discounted to its present value and are determinedbased on best estimates required to settle the obligation at the balance sheet date. These are reviewed at each balancesheet date and adjusted to reflect the current best estimates. Contingent liabilities are not recognized but are disclosedin the notes to the Financial Statements. A contingent asset is neither recognized nor disclosed.


25

NOTES FORMING PART OF THE BALANCE SHEETAs At

31.03.2015

2

As At31.03.2014

`

SHARE CAPITAL

Authorized Share Capital:60,00,000 Equity Shares of 10/- each 60,000,000` 60,000,000(PY 60,00,000 Equity Shares of 10/- each)`

Issued Subscribed & Paid up Share Capital :55,18,200 Equity shares of 10/- each fully paid 55,182,000` 55,182,000(PY 55,18,200 Equity Shares of 10/- each fully paid)`Less: Calls in arrears-by others (142,000)

55,040,000

(142,000)

55,040,000

(a) Reconciliation of number of shares :

Equity shares: As at March 31, 2015 As at March 31, 2014

No of Shares Amount No of Shares Amount

5,518,200Shares outstanding at the beginning of the year 55,040,000 5,518,200 55,040,000Add: Shares issued during the year - - - -

Shares outstanding at the end of the year 5,518,200 55,040,000 5,518,200 55,040,000

The company has one class of equity shares having a par value of 10 each. Each share holder is eligible for one

(b) Terms/rights,preferences and restrictions attached to securities:

`vote per share held. In the event of liquidation, the equity share holders are eligible to receive the remaining assetsof the company after distribution of all preferential dues, in proportion to their shareholding.

(c) Details of share holders holding more than 5% shares in the company:

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

Name of share holders No of Shares % of holding No of Shares % of holdingheld held

1,348,477Sangeeta Ajay Goenka 24.44 1,348,477 24.44

Devkant Synthetics (India) Pvt Ltd 695,496 12.60 695,496 12.60

Shyamsundar Makhanlal Tibrewal 625,549 11.34 625,549 11.34

As At31.03.2014

As At31.03.2015

3

`

RESERVES & SURPLUS :

(a) Capital Reserve 5,467,796(b) Surplus in Statement of Profit & Loss

14,361,216

5,467,796

Balance as per last accounts 11,811,628Profit for the year 2,549,5882,367,554Less : Transfer from Fixed Assets -

14,361,216

19,829,012

18,718

16,710,052

22,177,847

Arms Paper Limited

26

As At31.03.2015

4

As At31.03.2014

`

DEFERRED TAX LIABILITIES (NET):Deferred tax liabilities :

27,535Fixed Asset: Impact of difference between tax depreciation 46,033and depreciation charged for the financial reporting

Gross deferred tax liabilities 27,535

Deferred tax assets :8,159

46,033

Gratuity 22,519Leave encashment 15,89213,930Bonus 6,490-

Gross deferred tax assets 22,088

Net deferred tax liability

44,901

5,445 1,132

As required by the Accounting Standard 22” Accounting for Taxes on Income”issued by the Institute of Chartered Accountants of India, the company hasprovided for deferred tax asset during the year amounting to Rs 4,313 (Net ofDeferred tax asset and liability).

5 LONG TERM PROVISIONS:Provision for employee benefits :

44,800 Provision for gratuity 23,046Provision for leave encashment 33,03826,479

Total 71,279

6

56,084

TRADE PAYABLES:- For Goods & expenses 183,548,567135,317,278

Total 135,317,278 183,548,567

Based on the information / documents / parties identified by the company and tothe extent information available/gathered, with respect to information as requiredto be disclosed as per Micro, Small & Medium Enterprise Development Act,2006, there is no transaction with such parties during the year.

7 OTHER CURRENT LIABILITIES:Other Payables :

38,986 Duties & taxes 48,619Advance from customers 1,83115,622,808 Bank Over Draft (Against FD) 255,450-

Total 15,661,793

8

305,900

SHORT TERM PROVISIONS:Provision for employee benefits:Provision for bonus 21,00013,000 Provision for gratuity 49,832106 Provision for leave encashment 18,3941,037

Others:Provisions for expenses 64,88381,032

Total 95,175 154,109


27

Note - 9 : FIXED ASSETS

Tangible Assets Vehicle Office Equipment Air Conditioner Computer Total

Cost of assets

At 1st April 2013 645,129 5,800 30,000 77,812 758,741

Additions - - - -

Disposal / Adjustment

-

- - - -

Transfer to assets held for sale

-

- - - - -

645,129At 31st March 2014 5,800 30,000 77,812 758,741

Additions - - - - -

-Disposal / Adjustment 5,510 - 73,921 79,431

-Transfer to assets held for sale - - - -

At 31st March 2015 645,129 290 30,000 3,891 679,310

Depreciation

At 1st April 2013 422,772 3,097 15,800 54,733 496,403

Charge for the year 57,568 376 1,975 2,507 62,426

Disposal / Adjustment - - - -


-

- - - - -

At 31st March 2014 480,340 3,473 17,775 57,240 558,829

Charge for the year 64,769 - 5,510 - 70,279

Disposal / Adjustment - 3,473 - 57,240


60,713

- - - - -

At 31st march 2015 545,109 - 23,285 - 568,395

Net Block

At 31st March 2014 164,789 2,327 12,225 20,572 199,912

At 31st March 2015 100,020 290 6,715 3,891 110,915

As At31.03.2015

10 LONG-TERM LOANS & ADVANCES:

(a) Security Deposit :61,500

(b) Other loans & advances57,200

Total

As At31.03.2014

(Unsecured, considered good, unless otherwise stated)

Deposit 61,500

Balances with government authorities 57,200

`

118,700 118,700

Arms Paper Limited

28

As At31.03.2015

11 TRADE RECEIVABLES:

As At31.03.2014

(Unsecured, considered good, unless otherwise stated)

`

Outstanding for a period exceeding six months from the date they are due for payment 41,481,76371,030,430 Others 90,996,58081,630,630

Total 152,661,060

12 CASH AND BANK BALANCES:

132,478,343

Cash and cash equivalent :(a) Balance with Banks :

- In Current accounts 201,215336,684

(b) Cash on hand 5,113

(c) Other Bank Balance

10,987

- Margin Money * 508,105-

Total 341,797 720,307

* Margin Money deposit with caring amount of NIL (P.Y.: 5.08 Lac)` `is given against Overdraft facility availed from bank.

(Unsecured considered good, unless otherwise stated:)

-

13 SHORT-TERM LOANS AND ADVANCES:

Other loans and advances:Advance to suppliers 113,764,40548,065,657

- Balances with government authorities 399,726399,726- Advances recoverable in cash or kind 6,844,58322,466,883 - Advance tax and MAT credit entitlement 4,408,8284,204,079

Total 75,136,345 125,417,542


29

Year endedMarch 31,2015 March 31,2014

14 REVENUE FROM OPERATIONS:(a) Sale of products

964,000,978

(b) Other operat ing income-

Total

Paper sales 608,923,913

Insurance reimbursement from parties 8,781

964,000,978

15 OTHER INCOME:

608,932,694

Interest Income:39,032

Total

Others 443,266

39,032

16 EMPLOYEE BENEFITS EXPENSE:880,703

443,266

Salaries and Wages 846,194Contribution to Provident & other funds 16,43131,367

Total 912,070

Defined Contribution Plan

862,625

Contribution to defined contribution plan, recognised as expense for the year are as under:2013-142014-15

Employer’s Contribution to Provident Fund 4,8308,459Employer’s Contribution to Pension Scheme 10,95019,195

Defined Benefit PlanThe Company has adopted Accounting Standard 15 (AS-15) (Revised) “Employee Benefits” and provided forgratuity (unfunded) and leave encashment (unfunded) based on actuarial valuation done as per Projected UnitCredit Method.

I. Reconciliation of opening and closing balance of Defined Benefit Obligation

Gratuity Leave Encashment

2014-15 2014-152013-14 2013-14

Opening defined benefit obligation 208,69772,878 183,384 51,431

Excess / Short provision - - - -

Service cost 15,351 16,748 9,293 10,139

Interest cost 16,6964,365 7,289 3,843

Actuarial (Gain) / Loss (167,866)5,294 36,010 31,099

Benefits paid -(54,378) (184,545) (68,997)

Closing defined benefit obligation 72,87844,907 51,431 27,515

II. Reconciliation of opening and closing balance of fair value of plan assets

2014-15

Gratuity

2013-14

Opening fair value of plan assets --

Expected return --

Actuarial Gain / (Loss) --

Employer contribution --

Benefits paid --

Closing fair value of plan assets --

NOTES FORMING PART OF STATEMENT OF PROFIT AND LOSS

Arms Paper Limited

30

III. Reconciliation of fair value of assets and obligation


2014-15 2014-152013-14 2013-14

Fair value of plan assets - -- -

Present value of obligation 72,87844,907 51,43127,515

Amount recognised in balance sheet 72,87844,907 51,431 27,515

IV. Expense recognised during the year (under the head “Employee Benefit expenses” of Note ‘17’)


2014-15 2014-152013-14 2013-14

Service cost 15,35116,748 9,29310,139

Interest cost 16,6964,365 7,2893,843

Expected return on plan assets - -- -

Actuarial (Gain) / Loss (167,866) 5,294 36,01031,099

Net cost included in ‘Employee Benefit Expense’ (135,819)26,407 52,592 45,081

V. Investment Details

% invested

2013-14 (%)2014-15 (%)

Investments Nil Nil

VI. Actuarial Assumptions


2014-15 2014-152013-14 2013-14

Mortality Table(LIC) 1994-96 1994-96

(Ultimate) (Ultimate)

2006-08 2006-08

(Ultimate) (Ultimate)

Discount rate (per annum) 9.10% 9.10%7.70% 7.70%

Rate of escalation in salary (per annum) 6.00% 6.00%6.00% 6.00%

VII Amount for the current and previous four periods are as follows:-31.03.2015 31.03.2014 31.03.2013 31.03.2012 31.03.2011 31.03.2010

` ` ` ` ` `

Gratuity

DefinedBenefit obligation 44,907 72,878 208,697 145,636 92,976 -

Plan asset - - - - - -

Surplus/(deficit) (44,907) (72,878) (208,697) (145,636) (92,976) -

Experience adjustment on plan liability (3,344) (163,436) 3,328 3,214 - -

Experience adjustment on plan assets - - - - -

Leave Encashment

Defined benefit obligation 27,515 51,431 183,384 128,479 63,728 -

Experience adjustment on plan liability 41,669 41,670 47,246 23,635 - -

VIII. Expected Employer’s contribution for the next financial year

On the basis of previous year’s trend, company is expecting to contribute the same amount as in 2015-16 to thedefined contribution plan.

However, for the defined benefit plan company is not liable to contribute any amount as the plans are unfunded.

The estimate of rate of escalation in salary is considered in actuarial valuation, taking into account inflation,seniority, promotion and other relevant factors including supply and demand in the employment market. Theabove information is certified by the actuary.


31

Year endedMarch 31,2015 March 31,2014

17 FINANCE COSTS:43,287 (1) Interest expenses -

(2) Other borrowing cost 306,41586,436

Total 129,723

18 OTHER EXPENSES:

306,415

Repairs and maintenance :

Building --

Others 9,455

9,455

11,260

11,260Payment to auditors 112,933100,003Electricity expenses 26,04322,702Rent expenses 272,715242,490Rates and taxes 20,54120,541Legal & Professional expenses 193,165283,271Advertisement, Stationery & Communication expenses 241,104279,539Selling, distribution, freight & forwarding expenses - 2,324,611Travelling & Conveyance 17,65075,725Miscellaneous expenses 109,412115,074Donation 2,000-

Total 1,150,605

*Payment to auditors

3,329,629

2014-15 2013-14

As auditor:Statutory auditor 44,94444,944

Tax auditor 11,23611,236

For other services 56,753

112,933

Based on the guiding principles given in Accounting Standard on “Segment Reporting” (AS-17) issued by the Institute of

43,823

100,003

19Chartered Accountants of India, the Company operates mainly in trading of paper products and all other activities areincidental thereto, which have similar risk and return, accordingly, there is no separate reportable Segment disclosure isrequired.

(a) List of Related Parties and Relationships:

20 Related Party Disclosure:

i. Concern where significant interest exists. Nil

ii. Key Management Personnel and Relatives.Shri Rushal Patel - Chairman (w.e.f 13.05.2013)Shri Yogesh Varia - Executive Director (Ceased w.e.f 04.07.2014)

Arms Paper Limited

32

(b) Disclosure of Related Party Transactions

Nature of Transaction 2014-15 2013-14

Directors’ Remuneration 361,89673080

Jamnaprasad Maheshwari 101,560-

Yogesh Varia 260,33673080

21 Earning per share:

Particulars 31.03.2015 31.03.2014

Net profit for the year attributable to Equity Shareholders 2,549,588` 2,367,554

Weighted average number of Equity Shares outstanding Numbers 5,504,0005,504,000Basic and diluted earnings per share (face value of 10 each) 0.46` ` 0.43

22 Details of traded goods :

Particulars 31.03.2015Amount

31.03.2014Amount

Purchases 601,235,593958,232,366Sales 608,932,694

Figures of previous year have been regrouped/rearranged wherever necessary.

964,000,978

23




em No.131959M


Rushal Patel







Dharmesh Agrawal

Alpesh Gandhi


Company Secretary


33

PROXY FORM – MGT 11

CIN:Regd. Office

ARMS PAPER LIMITEDL21098GJ1983PLC006041

: 415, Advait Complex, Nr. Sandesh Press, Vastrapur, Ahmedabad – 380 052, Gujarat, IndiaTelefax: +91(79)2676 2109 Website: www.armspaper.com, Email: [email protected]

(Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management andAdministration) Rules, 2014)

: ARMS PAPER LIMITED

: 415, Advait Complex, Nr. Sandesh Press, Vastrapur, Ahmedabad – 380 052, Gujarat, India

: www.armspaper.com

Name of the Company

Registered Office

Websi te

Name of the Member (s) :

Registered address :

E-mail Id :

Folio No. / Client Id : DP ID :

I / We, being the member(s) of Arms Paper Limited holding ________ Equity Shares of the Company, hereby appoint

1. Name: ___________________________________________________________________________________

Address: ___________________________________________________________________________________

E-mail Id: ___________________________________________________________________________________

Signature : ____________ _______________________ or failing him / her

2. Name: ___________________________________________________________________________________

Address: ___________________________________________________________________________________

E-mail Id: ___________________________________________________________________________________


3. Name: ___________________________________________________________________________________

Address: ___________________________________________________________________________________

E-mail Id: ___________________________________________________________________________________


as my / our proxy to attend and vote (on a poll) for me / us and on my / our behalf at the 32 Annual General Meeting of thend

Company, to be held on at Ahmedabad Management Association (AMA), ATIRA29 day of September, 2014 at 3.30 p.m.th

Campus, Dr. Vikram Sarabhai Marg, Ahmedabad - 380 015 and at any adjournment thereof, in respect of such resolutionsset out in the Notice convening the AGM, as are indicated below:

1.Ordinary Business:

Adoption of Audited Balance Sheet as on 31 March, 2015, and the Statement of Profit and Loss for the year ended onst

that date together with the Reports of the Board of Directors and the Auditors’ thereon (Ordinary Resolution).2. Re-appointment of Shri Nikhil Rajpuria, who retires by rotation and being eligible, offers himself for re-appointment

(Ordinary Resolution).3. Appointment of M/s. J. R. Purohit & Co., Chartered Accountants, Ahmedabad as the Statutory Auditors of the Company

(Ordinary Resolution).

4.Special Business:

Appointment of Ms. Rima Mehta, as Independent Director of the Company (Ordinary Resolution).

Signed this ……. day of …..…………….… 2015

Signature of Shareholder _________________

Signature of Proxy Holder(s) _________________

Note: The form of proxy in order to be effective should be duly completed and deposited at the Registered Officeof the Company, not less than 48 hours before the Commencement of the meeting.

AffixRevenue

Stamprequisiteamount

Arms Paper Limited

34

Rainbow Papers Limited32 nd Annual Report 2014-15

35

ARMS PAPER LIMITEDCIN: L21098GJ1983PLC006041

Regd. Office: 415, Advait Complex, Nr. Sandesh Press, Vastrapur, Ahmedabad – 380 052, Gujarat, IndiaTelefax: +91(79)2676 2109 Website: www.armspaper.com, Email: [email protected]

ATTENDANCE SLIP(to be handed over at the Registration Counter)

Folio No./DP ID - Client ID No.:

No. of Shares :

I/We hereby record my/our presence at the 32 Annual General Meeting of the Company to be held onnd 29th dayof September, 2015 at 3.30 p.m. at Ahmedabad Management Association (AMA), ATIRA Campus, Dr. VikramSarabhai Marg, Ahmedabad – 380 015

1. Name (s) of the Member 1. Mr. / Mrs.

and Joint Holder(s) 2. Mr. / Mrs.

(in block letters) 3. Mr. / Mrs.

2. Address :

3. Father’s/Husband’sName (of the Member) : Mr

4. Name of Proxy : Mr./Ms.

1.2.3.

Signature of the Proxy Signature(s) of Member and Joint Holder(s)

Note: Please complete the At tendance sl ip and hand it over at the Registration Counter at the venue.

CIN: L21098GJ1983PLC006041

paper limited - bombay stock exchange · arms paper limited 4 voting for resolutions of any other...

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