1. Till 1982, 5,25,000 Ordinary Shares were allotted as fully paid up by way of bonus shares, by capitalization of Reserves.

2. b) 7,50,000 Ordinary shares were allotted as fully paid bonus shares in 1991-92 by capitalization of General Reserves and Share Premium Account.

3. c) 1,14,17,057 Ordinary Shares of Rs.2/- each fully paid were allotted to promoters’ group and overseas corporate bodies at a premium of Rs.7.40 per share on conversion of the Optionally Convertible Debentures amounting to Rs.1000.42 lacs issued to them and interest thereon.

4. d) 53,19,148 Ordinary Shares of Rs.2/- each fully paid were allotted to Unit Trust of India on conversion of the Optionally Convertible Debentures amounting to Rs.500.00 lacs issued to them at a premium of Rs.7.40 per share.

Of the above Preference Shares :

5. 10,00,000 14.5% Cumulative Redeemable Preference Shares of Rs.100/- each issued in three tranches in 1997-98 redeemable at par at the end of the fifth year from the dates of allotment, i.e., 25.09.2002, 27.10.2002 and 08.12.2002 with option for early redemption not exceeding 25% of the aggregate of the Preference Shares outstanding at the end of the fourth year from the date of the allotment, i.e., 25.09.2001, 27.10.2001 and 08.12.2001. These Preference Shares have not been redeemed as yet.

6. 7,00,000 14% Cumulative Redeemable Preference Shares of Rs.100/- each issued in two tranches in 1998-99 are redeemable at par at the end of the fifth year, sixth year and seventh year from the respective dates of allotment i.e., 01.02.2004 and 09.02.2004, 01.02.2005 and 09.02.2005 and 01.02.2006 and 09.02.2006 in the proportion of 30%, 30% and 40% respectively. The Preference Shareholders had filed a notice for redemption of the aforesaid preference shares.

7. Term Loan from Banks and financial institutions (United Bank of India, Dombivli Nagari Sahakari Bank Ltd,PNB, Indian Overseas Bank,IIBI,and IDBI) are secured by equitable mortgage of immovable properties of the Company and by way of charge on movable plant and machinery, machinery spares, tools and accessories and other movables both present and future. The Term Loan from IIBI included in the above loans is also guaranteed by two of the Promoters of the Company. Term loans from IDBI, United Bank of India and Indian Overseas Bank have been assigned in favour of Vivid Colors Pvt Ltd through Sirius Financial Services Pvt. Ltd. The term loan from Dombivli Nagari Sahakari Bank Ltd, IIBI, Canara Bank and Punjab National Bank has been assinged in favour of Vivid Colors Pvt. Ltd. through Asset Care & Reconstruction Enterprise Ltd (ACRE)

8. The company has stopped providing interest on all loans from Banks and Financial Institutions whether secured and unsecured w.e.f. 01.04.2006 on the ground that these loans would have been declared NPA by them.

9. The Security given to secured lenders in fixed assets had been charged in favour of M/s Vivid Colors Pvt Ltd with the Registrar of companies after they took the assignment of all the loans. Now the company has only one secured lender which is M/s Vivid Colors Pvt ltd and no bank and financial institutions are lenders of the company.

10. Cash credit and working capital loan from banks are secured by way of charge on Company's stocks (not relating to plant and machinery), bills receivable, book debts and other movables both present and future except for certain Jensomatic Automatic Machines hypothecated by way of a first charge in favour of a banker. Temporary over limit taken from a bank is also guaranteed by one of the Directors of the Company. Cash Credit and working capital loans from State bank of India, Bank of Baroda, Bank of India and Union Bank of India have been assigned in favour of Vivid Colors Pvt Ltd through Sirius Financial Services Pvt. Ltd and for Allahabad Bank & Standard Chartered Bank Global Trust Bank (OBC) have been assigned in favour of Vivid Colors Pvt Ltd.

11. Bill Discounting facility from SIDBI is secured by acharge on whole of the immovable properties of the Company together with building, Plant and Machinery and other items attached to the earth or permanently fastened to earth. Subsequently the entire loan has been assigned in favour of Vivid Colors Pvt Ltd through Sirius Financial Services Pvt. Ltd

12. Loans include Rs.500 lacs received from Global Trust Bank (OBC) originally as Short term in 1997-98 for a period of six months as advance for issue of secured Redeemable Non-Convertible debentures of Rs.100/- each which was subsequently renewed for a further period of six months. No repayment has been made nor any debenture has been issued as yet. Now it has been categorized as Short term as per as per Schedule VI requirements. The entire loan has been assigned in favour of M/s Vivid Colors Pvt Ltd.

13. Includes Rs.500 lacs as Short Term loan from M/s SBI Home Finance Ltd, the entire loan has been assigned in favour of Vivid Colors Pvt Ltd through Sirius Financial Services Pvt. Ltd

14. The company has stopped providing interest on all loans from Banks and Financial Institutions whether secured and unsecured w.e.f. 01.04.2006 on the ground that these loans would have been declared NPA by them.

15. Short Term Borrrowings from other parties amounting to Rs.3523.75 lacs (previous year 3507.25 lacs) secured by mortgaged of Trade mark and Goodwill. During the year Company has taken a loan of Rs.16.50 Lacs as Temporary Advance.

16. The Security given to secured lenders in fixed assets had been charged in favour of M/s Vivid Colors Pvt Ltd with the Registrar of companies after they took the assignment of all the loans. Now the company has only one secured lender which is M/s Vivid Colors Pvt ltd and no bank and financial institutions are lenders of the company.

17. Rs.8,00,00,000/-, 20.5% Non-Convertible Debentures of Rs.100/- each redeemable at 5% premium privately placed with IDBI are redeemable in three tranches amounting to Rs.200 lacs, Rs.400 lacs and Rs.200 lacs on 1st January, 2004, 2005 and 2006. However they said debenture has not been redeemed. Subsequently the entire loan has been assigned in favour of Vivd Colors Pvt Ltd through Sirius Financial Services Pvt. Ltd.

18. Rs.1,00,00,000, 15% Non-Convertible Debentures of Rs.100/- each privately placed with NIA were redeemable at the end of the third year from the date of allotment i.e., 25th February, 2003 at par. However the said debenture has not been redeemed yet.

19. Rs.5,00,00,000, 15% Non-Convertible Debentures of Rs.100/- each privately placed with UTI are redeemable in three tranches of equal amount at the end of the 4th, 5th and 6th year from the date of allotment i.e., on 18th October, 2003, 2004, 2005 respectively at par. The entire loan has been assigned in favour of Vivid Colors Pvt. Ltd. through Asset Care & Reconstruction Enterprises Ltd (ACRE).

20. Rs.10,00,00,000, 13.5% Optionally Convertible Debentures issued to UTI consisting of Part A (10,00,000 Debentures) of Rs.50/- each converted into Equity Shares of Rs.2/- each at a premium of Rs.7.40 on 30th November, 2001.Optional Part B (10,00,000 Debentures) of Rs.50/- each convertible into Equity Shares of Rs.2/- each at a premium of Rs.7.40 on notice being served. If option is not exercised, it shall be redeemed at par in 3 equal installments on 31st May, 2004, 2005, 2006 respectively. However nothing has happened on this front as yet. The entire loan has been assigned in favour of Vivid Colors Pvt. Ltd. through Asset Care & Reconstruction Enterprises Ltd (ACRE).

21. All the Non-Convertible Debentures and Optionally Convertible Debentures are to be secured by an equitable mortgage of the Company’s all immovable properties both present and future and hypothecation of other movable assets save and except stock and book debts (by way of second charge) ranking pari-passu with mortgage / charge created in favour of Vivid Colors Pvt Ltd Security documentations are pending for 15% NCD placed with NIA, 15% NCD placed with UTI and 13.5% OCD placed with UTI.

22. ‘The Company revalued its freehold land, buildings and plant & machinery as at 30.06.85 and thereafter on 30.09.95 further revalued its land and building.

These revaluations resulted in net increase in value of assets by Rs.334063 as at 30th September, 1995 which was credited to Revaluation Reserve.

23. The company's second reference before the Board for Industrial and Financial Reconstruction (BIFR) under the sick Industrial company's (Special Provisions) Act, 1985 registered vide case no. 47/2012 was abated by the Hon'ble (BIFR) on hearing held on 19th September, 2013 on an application filed by ACRE after acquisition of the Sikanderabad assets. It is further informed that the company has filed a fresh reference application on 21th February, 2014 before the Board for Industrial and Financial Reconstruction (BIFR) under the sick Industrial companies (Special Provisions) Act, 1985. The reference has been registered as case no. 34/2015 vide their letter no. B(J-1)/BC/2014 dated March 20, 2015.

24. The company has incorporated a wholly owned subsidiary in the name of Jenson & Nicholson Paints Pvt. Ltd. (JNPL) in the month of November,

2015 thereafter the company has entered into a Trademark License cum Assignment agreement with the subsidiary JNPL to use the trademark of the company and start marketing activities. The subsidiary allotted equity shares on preferential allotment basis to the investors, by virtue of this allotment, Company's shareholding reduced to 55% in the subsidiary JNPL. The subsidiary has started all activities of marketing and selling decorative paints and related products and the like all sales activities of the company January, 2016 onwards.

25. DEFERRED TAX

In view of carry forward losses, in drawing up the Accounts, the Company has not considered the impact of Net Deferred tax assets after setting off deferred tax liability arising out of timing difference. Deferred Tax Assets have not been recognized in accounts since it cannot be stated with reasonable certainty that there will be sufficient future income to recover such deferred tax assets.

26. SEGMENT REPORTING

As the Company's business activity falls within a single business segment viz. paints and the sales substantially being in the domestic market, the financial statements are reflective of the information required by Accounting Standard 17 “Segment Reporting”, referred to in section 133 read with Rule 7 of Companies (Accounts), Rules, 2014.

27. RELATED PARTIES

Related party disclosures in accordance with the Accounting Standard (AS-18) referred to in section 133 read with Rule 7 of Companies (Accounts), Rules, 2014, the related parties are as follows:

28. Debts Restructuring

By virtue of Assignment of Debts, all the secured loans from banks, financial institutions & debenture holders have been settled by M/s Vivid Colors Pvt. Ltd. The security given to secured lenders in fixed assets has also been charged in favour of M/s Vivid Colors Pvt. Ltd., with the Registrar of Companies after they took the assignment of loan. Now the company has only one secured lender which is M/s Vivid Colors Pvt. Ltd. and no bank and financial institutions are lenders of the company.

29. Corporate Social Responsibility

The provision of Section 135 of the Companies Act, 2013, in respect of Corporate Social Responsibility is not applicable to the Company as the net worth, turnover and net profit (Average Net profit calculated in accordance with the provisions of section 198) during the financial year is less than the stipulated amount. Though the policy has been framed by the Company on Corporate Social Responsibility and there is no CSR activities initiated due to lack of profits therefore there is no reporting requirement pursuant to provisions of Section 134(3)(o) of the Companies Act, 2013.