Punjab Alkalies & Chemicals Limited: Regd. Office: S.C.O. 125 127, Sector 17 8, Chandigarh 160 017 (INDIA)

Qcl Punjab Alkalies & Chemicals Limited
Regd. Office: S.C.O. 125·127, Sector 17·8, Chandigarh ·160 017 (INDIA)
Phone: 0172-4072508·569, E· mail: [email protected] Fax: 0172·2704797
CIN : L24119CH1975PLC0036D7, Website: www.punjabalkalies.com
PACL:SEC:2019: S 11 / 21.08.2019
SSE Limited,
1 st Floor, New Trading Ring,
Rotunda Building, P.J. Towers,
Dalal Street, Fort,
MUMBAI-400 001.
Sub. : Notice of 44th Annual General Meeting and Annual Report for the year
2018-19 of the Company.
Dear Sir,
Pursuant to the provisions of Regulation 30 read with Part A of Schedule III and
Regulation 34(1) of the SEBI (Listing Obligations & Disclosure Requirement)
Regulations, 2015, attached herewith Annual Report for the year 2018-19 alongwith
Notice of the 44th Annual General Meeting of the Company.
Please take the same on record.
Thanking you,
Yours faithfully,
For PUNJAB ALKALIES & CHEMICALS LIMITED
Encl.: As above
NOTICE
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Notice is hereby given that the 44 Annual General Meeting of the Members of Punjab Alkalies & Chemicals Limited
will be held in National Institute of Technical Teacher’s Training and Research Auditorium, NITTTR Complex, Sector
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26, Chandigarh on Saturday, the 14 September, 2019 at 10.00 hours to transact the following business:-
As ordinary Business
1. To receive, consider and adopt the Audited Balance Sheet as at 31st March, 2019 and the Profit and Loss Statement
for the year ended on that date and the Reports of the Directors and Auditors thereon.
2. To appoint a Director in place of Smt. Vini Mahajan, IAS (DIN: 06943948), who retires by rotation and being eligible,
offers herself for reappointment.
As Special Business
3. To consider and, if thought fit, to pass with or without modifications, the following resolution as an Ordinary
Resolution:
“RESOLVED that pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies
Act, 2013 and the applicable provisions of the Companies (Audit and Auditors) Rules, 2014 (including any statutory
modification(s) or re-enactment thereof, for the time being in force), approval be and is hereby accorded to the
appointment of M/s. J.K. Kabra & Co., Cost Accountants as the Cost Auditors of the Company, for conducting an
audit of the Cost Accounting Records of the Company in respect of Organic and Inorganic Chemicals for the
financial year 2019-20 at a remuneration of Rs. 30,000/- (Rupees Thirty Thousand only)besides the reimbursement
of out of pocket expenses.
RESOLVED FURTHER that the Board of Directors of the Company be and is hereby authorised to do all acts, deeds
and things as may be necessary to give effect to this resolution.”
Resolution:
“RESOLVED that Shri Manjit Singh Brar, IAS (DIN:00942519), who was appointed an Additional Director of the
Company by the Board of Directors and who ceases to hold office under Section 161(1) of the Companies Act, 2013
on the date of this Annual General Meeting and in respect of whom the Company has received notice in writing from
a member pursuant to Section 160 of the Companies Act, 2013, proposing his candidature for the office of Director,
be and is hereby appointed as Director of the Company, whose period of office shall be liable to determination by
retirement of Directors by rotation.”
Resolution:
“RESOLVED that Smt. Deepti Uppal, IAS (DIN:07849677), who was appointed an Additional Director of the Company
by the Board of Directors and who ceases to hold office under Section 161(1) of the Companies Act, 2013 on the
date of this Annual General Meeting and in respect of whom the Company has received notice in writing from a
member pursuant to Section 160 of the Companies Act, 2013, proposing her candidature for the office of Director,
be and is hereby appointed as Director of the Company, whose period of office shall be liable to determination by
retirement of Directors by rotation.”
Resolution: Resolution:
“RESOLVED that Shri Naveen Chopra (DIN:08465391), who was appointed an Additional Director of the Company
by the Board of Directors and who ceases to hold office under Section 161(1) of the Companies Act, 2013 on the date
of this Annual General Meeting and in respect of whom the Company has received notice in writing from a member
pursuant to Section 160 of the Companies Act, 2013, proposing his candidature for the office of Director, be and is
hereby appointed as Director of the Company, whose period of office shall be liable to determination by retirement
of Directors by rotation.”
Resolution:
“RESOLVED that pursuant to the provisions of Sections 203, 196 and 197 and Schedule V and other applicable
provisions, if any, of the Companies Act, 2013 and the applicable provisions of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment
thereof for the time being in force), approval be and is hereby accorded to the appointment of Shri Manjit Singh Brar,
IAS (DIN:00942519)as Managing Director of the Company for a period of five years with effect from 15th February,
2019, at the remuneration to be decided later within the limits specified in Schedule V of the Companies Act, 2013 or
any statutory modification(s) or re-enactment thereof for the time being in force.
Resolution:
Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof
for the time being in force), approval be and is hereby accorded to the appointment of Smt. Neelima,
IAS(DIN:08195539), who is already the Managing Director of the Punjab State Industrial Development Corporation
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Limited as Managing Director of the Company for the period from 27 March, 2019 to 18 April, 2019 for acting as
Managing Director of the Company during the absence of Shri Manjit Singh Brar, IAS Managing Director of the
Company from the Headquarters on account of his Election Duty for Lok Sabha Elections, 2019, at the remuneration
to be decided later within the limits specified in Schedule V of the Companies Act, 2013 or any statutory
modification(s) or re-enactment there of for the time being in force.
9. To consider and, if thought fit, to pass with or without modifications, the following resolution as an Ordinary Resolution:
Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof
for the time being in force), approval be and is hereby accorded to the appointment of Shri Naveen Chopra
(DIN:08465391) as Whole Time Director of the Company, designated as Director, for a period of five years with effect
from 28th May, 2019, further his appointment including remuneration, as a Whole Time Director on the terms and
conditions as set out in the explanatory statement annexed to the Notice convening this meeting with liberty to the
Board of Directors to alter and vary the terms and conditions of said appointment and/or remuneration as it may
deem fit, subject to the same not exceeding limits specified under Section 197, read with Schedule V to the
Companies Act, 2013 and Rules made thereunder or any statutory modification(s) or re-enactment thereof for the
time being in force .
10. To consider and, if thought fit, to pass with or without modifications, the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and all other applicable
provisions of the Companies Act, 2013 and the Rules framed there under (including any statutory modification(s) or
re-enactment thereof for the time being in force) and Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (including any amendment thereof),Dr.A.K. Kundra, IAS (Retd.)
(DIN 00154024) who was appointed as an Independent Director of the Company in 39th Annual General Meeting and
holds office till the conclusion of 44th Annual General Meeting and who is eligible for re-appointment and who has
submitted that he meets the criteria of Independence as provided in Section149(6) of the Act and Regulation 16(1)(b)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, and
has attained the age of Seventy Six (76) years and in respect of whom the Company has received notice in writing
from a member pursuant to Section 160 of the Companies Act, 2013, proposing his candidature for the office of
Director, be and is hereby re-appointed as an Independent Director of the Company, whose term shall not be subject
to retirement by rotation, to hold office for second term of five (5) consecutive years from the date of this Annual
General Meeting up to the conclusion of the 49th Annual General Meeting of the Company to be held in the year 2024.
and Disclosure Requirements) Regulations, 2015 (including any amendment thereof),Shri D.C. Mehandru (DIN
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00308524) who was appointed as an Independent Director of the Company in 39 Annual General Meeting and
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holds office till the conclusion of 44 Annual General Meeting and who is eligible for re-appointment and who has
submitted that he meets the criteria of Independence as provided in Section149(6) of the Act and Regulation 16(1)(b)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, and
has attained the age of Eighty Two (82) years and in respect of whom the Company has received notice in writing
from a member pursuant to Section 160 of the Companies Act, 2013, proposing his candidature for the office of
Director, be and is hereby re-appointed as an Independent Director of the Company, whose term shall not be subject
to retirement by rotation, to hold office for second term of five (5) consecutive years from the date of this Annual
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General Meeting upto the conclusion of the 49 Annual General Meeting of the Company to be held in the year 2024.
(ii)
and Disclosure Requirements) Regulations, 2015 (including any amendment thereof),Shri J.S. Mann (DIN
00399381) who was appointed as an Independent Director of the Company in 39th Annual General Meeting and
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holds office till the conclusion of 44 Annual General Meeting and who is eligible for re-appointment and who has
submitted that he meets the criteria of Independence as provided in Section149(6) of the Act and Regulation
16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to
time, and in respect of whom the Company has received notice in writing from a member pursuant to Section 160 of
the Companies Act, 2013, proposing his candidature for the office of Director, be and is hereby re-appointed as an
Independent Director of the Company, whose term shall not be subject to retirement by rotation, to hold office for
second term of five (5) consecutive years from the date of this Annual General Meeting upto the conclusion of the
49th Annual General Meeting of the Company to be held in the year 2024.
Resolution:
and Disclosure Requirements) Regulations, 2015 (including any amendment thereof),Shri G.S. Sandhu, IAS (Retd.)
(DIN 01790828) who was appointed as Additional Director, in an Independent capacity, by the Board of Directors
and who ceases to hold office under Section 161(1) of the Companies Act, 2013 on the date of this Annual General
Meeting and in respect of whom the Company has received notice in writing from a member pursuant to Section 160
of the Companies Act, 2013, proposing his candidature for the office of Director, be and is hereby appointed as an
Independent Director of the Company, whose term shall not be subject to retirement by rotation, to hold office for a
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term of five (5) consecutive years from the date of this Annual General Meeting upto the conclusion of the 49
Annual General Meeting of the Company to be held in the year 2024.
By Order of the Board of Directors
Registered Office: Sd/-
S.C.O.125-127, (SUGANDHA KUKREJA)
Sector 17-B, Company Secretary
Chandigarh-160 017
CIN: L24119CH1975PLC003607
Dated: August 9, 2019
NOTES:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND
AND VOTE INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE
INSTRUMENT APPOINTING PROXY (BLANK FORM ENCLOSED) DULY STAMPED, COMPLETED AND SIGNED
SHOULD, HOWEVER BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN 48
HOURS BEFORE THE COMMENCEMENT OF THE MEETING.
A person can act as a proxy on behalf of Members not exceeding fifty and holding in the aggregate not more than ten
percent of the total share capital of the Company carrying voting rights. A Member holding more than ten percent of
the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person
shall not act as a proxy for any other Member.
2. TheExplanatory Statement pursuant to Section 102 of the Companies Act, 2013 in respect of business at item Nos. 3
to 13 is annexed. The relevant details of the Directors proposed to be appointed/ re-appointed at the Annual
General Meeting, as per SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, are also annexed.
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3. The Register of Members and the Share Transfer Books of the Company will remain closed from 8 September, 2019
to 14thSeptember, 2019 (both days inclusive).
4. Members who have not yet paid the Allotment Money on their new equity shares are requested to remit the same
together with interest thereon.
5. The unclaimed Dividends for the years 1989-90, 1990-91, 1991-92, 1992-93, 1993-94 and 1994-95 have been
transferred to the General Revenue Account of the Central Government in terms of Section 205A of the Companies
Act, 1956. The unclaimed Dividends for the years 1995-96 and 1996-97 have been transferred to the Investor
(iii)
Education and Protection Fund established by the Central Government in terms of Section 205A read with Section 205C
of the Companies Act, 1956.
6. Members are requested to notify immediately changes, if any, in their registered address to the Company or its
Registrars & Share Transfer Agents, M/s. Beetal Financial & Computer Services Private Limited, specifying full
address in Block Capitals with PIN Code of the Post Office.
7. (a) Members who have not registered their e-mail address and changes, if any, in the same, with the Company
for the purpose of receiving notices, documents, Annual Reports and other shareholders' communications,
etc., electronically, by e-mail, are requested to register their latest e-mail address, with (i) the Company or its
Registrars & Share Transfer Agents in case of shares held in Physical Mode and (ii) the Company or its
Registrars & Share Transfer Agents and/or their Depository through their Depository Participant in case of
shares held in Dematerialised Mode; and send the 'Form for Registering E-mail Address' available on the
Company's Website www.punjabalkalies.com, duly completed and signed, to the Company or its Registrars &
Share Transfer Agents.
(b) The said documents will also be available on the Company's Website www.punjabalkalies.com and physical
copies of the same will also be available for inspection at the Registered Office of the Company during
business hours on any working day. Members who register their e-mail address, will be entitled to get a
physical copy of the said documents upon receipt of a request.
8. Members are requested to submit their Income Tax Permanent Account Number (PAN) details alongwith a self
certified copy of their PAN Card to (a) the Company or its Registrars & Share Transfer Agents in case of shares held
in Physical Mode and (b) their Depository through their Depository Participant in case of shares held in
Dematerialised Mode; in view of the Securities and Exchange Board of India's mandate.
9. Members are requested to bring with them the attendance slip sent with the Annual Report duly completed and
signed and hand it over at the entrance.
10. Members who hold shares in dematerialised form are requested to bring their Client ID and DP ID numbers for easy
identification of attendance at the meeting.
11. Members are requested to bring their copy of the Annual Report along with them to the Annual General Meeting.
12.The Remote E-Voting and Ballot facilities are being provided to the Members in respect of the business to be
transacted in the Annual General Meeting of the Company. The detailed process and instructions for Remote E-
Voting are enclosed and the same form an integral part of this Notice.
13. Shareholders can also cast their vote using CDSL's mobile app m-Voting available for mobiles. The m-Voting app
can be downloaded from Google Play Store. Apple and Windows phone users can download the app from the App
Store and the Windows Phone Store respectively. Please follow the instructions as prompted by the mobile app while
voting on your mobile.
14.No Gift or Gift Coupon will be distributed at the Annual General Meeting.
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15.SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated 8 June, 2018 and further amendment vide
Notification No. SEBI/LAD-NRO/GN/2018/49 dated 30th November, 2018, requests for effecting transfer of
st
securities (exception case of transmission or transposition of securities) shall not be processed from 1
April, 2019 unless securities are held in the dematerialised form with the depositories. Therefore,
Shareholders are requested to take action to dematerialise the Equity Shares of the Company, promptly.
EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Companies Act, 2013)
ITEM NO. 3
The Board of Directors of the Company, on the recommendation of the Audit Committee, has, subject to the approval of
the Shareholders, appointed M/s. J.K. Kabra & Co., Cost Accountants as Cost Auditors of the Company for conducting
an audit of the Cost Accounting Records of the Company in respect of Organic and Inorganic Chemicals for the financial
year 2019-20 at a remuneration of Rs.30,000/- (Rupees Thirty Thousand only) besides the reimbursement of out of
pocket expenses.
The approval of the members is sought for the said appointment and remuneration of M/s. J.K. Kabra & Co., Cost
Accountants as Cost Auditors of the Company for conducting an audit of the Cost Accounting Records of the Company
in respect of Organic and Inorganic Chemicals for the financial year 2019-20, pursuant to Section 148 and other
applicable provisions of the Companies Act, 2013 and the applicable provisions of the Companies (Audit and Auditors)
Rules, 2014.
The Directors recommend the Resolution for the approval of the members.
Copies of the relevant documents are available for inspection by the members at the Registered Office of the Company
during business hours on any working day and will also be available at the meeting.
None of the Directors, Key Managerial Personnel and their relatives, is in any way, concerned or interested in the
Resolution.
(iv)
ITEM NO. 4 to 6
The Punjab State Industrial Development Corporation Limited (PSIDC) has under the provisions of Articles 129 (a) of the
Articles of Association of the Company nominated Shri Manjit Singh Brar, IAS, and Smt. Deepti Uppal, IAS, as Directors
on the Board of Directors of the Company. Accordingly, Shri Manjit Sing Brar, IAS and Smt. Deepti Uppal, IAS were
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appointed Additional Directors of the Company with effect from 15 February, 2019 and 9 August, 2019, respectively by
the Board of Directors.
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The Board of Directors of the Company in their meeting held on 27 May, 2019, on the recommendation of the Nomination
and Remuneration Committee of the Company, appointed Shri Naveen Chopra, as an Additional Director of the
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Company with effect from 28 May, 2019.
Under the provisions of Section 161(1) of the Companies Act, 2013 they hold office as Directors till the date of the
ensuing Annual General Meeting, however, eligible for reappointment.
The Company has received notice in writing from a Member pursuant to Section 160 of the Companies Act, 2013,
signifying his intention to propose at the ensuing Annual General Meeting, the appointment of Shri Manjit Singh
Brar,IAS, Smt. Deepti Uppal, IAS and Shri Naveen Chopra.
Shri Manjit Singh Brar, IAS , Smt. Deepti Uppal, IAS and Shri Naveen Chopra have given declaration that they are not
disqualified from being appointed as Directors under Section 164 of the Companies Act, 2013 and have given their
consent to act as Directors.
The brief Profile of the said Director is given in the Annexure to this Notice.
The Directors recommend the Resolutions for the approval of the members.
Resolutions set out at Item No. 4 of the Notice excepting Shri Manjit Singh Brar, IAS.
Resolutions set out at Item No. 5 of the Notice excepting Smt. Deepti Uppal, IAS.
Resolutions set out at Item No. 6 of the Notice excepting Shri Naveen Chopra.
ITEM NO. 7
The Punjab State Industrial Development Corporation Limited (PSIDC) had requested the Company to appoint Shri
Manjit Singh Brar, IAS as an Additional Director on the Board of Directors of the Company and also take necessary steps
to appoint him as Managing Director of the Company. Accordingly, the Board of Directors of the Company, in its meeting
held on 15th February, 2019 pursuant to the provisions of Sections 203, 196 and 197and Schedule V and other applicable
provisions, if any, of the Companies Act, 2013 and the applicable provisions, if any, of the applicable Rules thereunder
and subject to the approval of the Shareholders, appointed Shri Manjit Singh Brar, IAS as Managing Director of the
Company for a period of five years with effect from 15th February, 2019 at the remuneration to be decided later within the
limits specified in Schedule V of the Companies Act, 2013.
Shri Manjit Singh Brar, IAS has done B.Com (Honours) and LL.M. He belongs to the Indian Administrative Service. He
has about 27 years of rich and varied administrative experience to his credit.
The approval of the members is sought for appointment of Shri Manjit Singh Brar, IAS as Managing Director of the
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Company for a period of five years with effect from 15 February, 2019.
Resolution excepting Shri Manjit Singh Brar, IAS to the extent of remuneration payable to him.
This Explanatory Statement together with the Resolution set out at Item No. 7 of the accompanying Notice is and should
also be treated as an abstract of the terms and memorandum of interest under Section 190 and other applicable
provisions of the Companies Act, 2013.
ITEM NO. 8
The Punjab State Industrial Development Corporation Limited (PSIDC) had requested the Company to appoint Smt.
Neelima, IAS(DIN:08195539) who is already Director of the Company as Managing Director of the Company during the
absence of Shri Manjit Singh Brar, IAS Managing Director of the Company from the Headquarters on account of his
Election Duty for Lok Sabha Elections, 2019. Accordingly, the Board of Directors of the Company, in its meeting held on
27th March, 2019, pursuant to the provisions of Sections 203, 196 and 197and Schedule V and other applicable
provisions, if any, of the Companies Act, 2013 and the applicable provisions, if any, of the applicable Rules thereunder
and subject to the approval of the Shareholders, appointed Smt. Neelima, IAS who is already the Managing Director of
the Punjab State Industrial Development Corporation Limited as Managing Director of the Company for the period from
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27 March, 2019 to 18 April, 2019 for acting as the Managing Director of the Company during the absence of Shri Manjit
Singh Brar, IAS, Managing Director of the Company from the Headquarters at the remuneration to be decided later
within the limits specified in Schedule V of the Companies Act, 2013.
(v)
Smt. Neelima, IAS has done M.A. (Geography). She belongs to the Indian Administrative Service. She has about 12
years of rich and varied administrative experience to her credit.
Smt. Neelima has resigned from the post of Managing Director of the Company with effect from 18thApril, 2019 however,
she continued to act as Director of the Company.
The approval of the members is sought for appointment of Smt. Neelima, IAS as Managing Director of the Company for
the period from 27th March, 2019 to 18th April, 2019 for acting as the Managing Director of the Company during the
absence of Shri Manjit Singh Brar, IAS, Managing Director of the Company from the Headquarters on account of his
Election Duty for Lok Sabha Elections, 2019.
Resolution except Smt. Neelima, IAS.
ITEM NO. 9
The Board of Directors of the Company in its meeting held on 27thMay, 2019, on the recommendation of the Nomination
and Remuneration Committee of the Company appointed Shri Naveen Chopra as a Whole time Director of the Company,
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designated as Director for a period of five years, with effect from 28 May, 2019. The terms and conditions, on the
remuneration stated below.
SALARY
Basic Pay - Rs.97,487.50/- p.m.
Additional Basic Pay - Rs.15,000.00/- p.m.
Dearness Allowance - Rs.58,943.45/-p.m.
Variable Dearness Allowance As per Rules of the Company i.e. Rs. 11,084/- (Variable as per Price Index)
ALLOWANCES AND PERQUISITES
House Rent Allowance Rs.47,244.75/- p.m.
Other Allowances, Perquisites and Benefits & Revision there of-As per Rules of the Company and Company Car.
The Board further resolved that where in any financial year during the tenure of Shri Naveen Chopra, the Company is
having no profits or inadequate profits, the aforesaid remuneration shall be paid as minimum remuneration to the extent
the same does not exceed the limits specified under Companies Act, 2013.
The Board further resolved that in the event of Shri Naveen Chopra ceasing to be Director of the Company due to any
reason, he shall continue to be in the employment of the Company with the aforesaid designation and remuneration and
he shall continue to be governed by the Service and other Rules of the Company.
Shri Naveen Chopra has done B.E. (Chemical) and MBA from Punjab University. He joined the Company in 1998. He has
over 28 years of total experience.
Resolution except Shri Naveen Chopra to the extent remuneration payable to him.
ITEM NO. 10 to 12
The Members of the Company, at the Annual General Meeting, held on 29thSeptember, 2014, had approved the
appointment of Dr.A.K. Kundra, IAS (Retd.), Shri. D.C. Mehandru and Shri J.S. Mann as Independent Directors, for a
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period of five years upto the conclusion of the 44 Annual General Meeting of the Company to be held in the year
2019.Therefore the term of Dr.A.K.Kundra, IAS (Retd.), Shri. D.C. Mehandru and Shri J.S. Mann shall expire at the
ensuing Annual General Meeting.
The Board of Directors in its meeting held on 9th August, 2019 have appreciated their contribution and recommended the
re-appointment of Dr.A.K. Kundra, IAS (Retd.), Shri. D.C. Mehandru and Shri J.S. Mann as Independent Directors for the
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second term of five (5) years upto the conclusion of 49 Annual General Meeting to be held in the year 2024.
As per the provisions of Section 149 of the Companies Act, 2013, the Independent Director shall be eligible for re-
appointment subject to the approval of Shareholders by way of Special Resolution. In terms of SEBI (Listing Obligations
& Disclosure Requirements) Regulations, 2015 (as amended), No Listed Company shall appoint a person or continue
(vi)
the directorship of any person as a Non-Executive Director who has attained the age of 75 years unless approval of
members has been obtained through a Special Resolution. Presently, Dr.A.K.Kundra, IAS (Retd.) and Shri.D.C.
Mehandru, have also attained age of 75 years. Accordingly, approval of Members, by way of special resolutions, is being
sought for their re-appointment as Independent Directors on the Board of the Company.
Keeping in view the vast experience & knowledge of Dr.A.K.Kundra, IAS (Retd.), Shri. D.C. Mehandru and Shri J.S. Mann
and their continued ability to make valuable contributions to the growth of the Company, the Board strongly feels that
their continued association would be of immense benefit to the Company and recommends the Special Resolutions set
out at Item Nos. 10 to 12 of the Notice for the approval of the Members.
The brief Profile of the said Directors is given in the Annexure to this Notice.
Resolutions set out at Item Nos. 10 to12 of the Notice excepting Dr.A.K. Kundra, IAS (Retd.), Shri D.C.Mehandru and Shri
J.S. Mann, respectively.
ITEM NO. 13
The Board of Directors in its meeting held on 9th August, 2019 have appointed Shri G.S. Sandhu, IAS (Retd.) as an
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Additional Director, in an Independent capacity with effect from 9 August, 2019.
Under the provisions of Section 161(1) of the Companies Act, 2013 he will hold office as Director till the date of the
ensuing Annual General Meeting. He is however eligible for reappointment.
Shri G.S. Sandhu, IAS (Retd.) has given declaration that he is not disqualified from being appointed as Director under
Section164 of the Companies Act, 2013 and he meets with the criteria of independence as prescribed both under
Section 149(6) of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulations,
2015 (as amended from time to time). He has also given consent to act as Director.
The Company has received notice in writing from a Member pursuant to Section 160 of the Companies Act, 2013,
signifying his intention to propose at the ensuing Annual General Meeting, the appointment of Shri G.S. Sandhu, IAS
(Retd.) as Independent Director of the Company.
The brief Profile of the said Director is given in the Annexure to this Notice.
The Directors recommend the Resolution for the approval of members.
Resolutions set out at Item No. 13 of the Notice excepting Shri G.S. Sandhu, IAS (Retd.).
By Order of the Board of Directors

Registered Office: Sd/-
S.C.O.125-127, (SUGANDHA KUKREJA)
Sector 17-B, Company Secretary
Chandigarh-160 017
CIN: L24119CH1975PLC003607
Dated: August 9, 2019
(vii)
ANNEXURE TO NOTICE
Details of the Directors proposed to be appointed/re-appointed at the 44th Annual General Meeting on 14th September, 2019
(Pursuant to SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015)
Name of the Director Smt. Vini Mahajan, IAS, Sh. Manjit Singh Brar, IAS, Smt. Neelima, IAS, Smt. Deepti Uppal, IAS Sh. Naveen Chopra,
Chairperson & Director Managing Director Managing Director Director Whole Time Director
Date of Birth 21.10. 1964 28.05.1967 10.04.1979 15.08.1984 22.06.1970
Date of Appointment 13.08. 2018 20.03. 2017 As Director: 14.08.2018 09.08.2019 28.05.2019
As Managing Director:27.03.2019
Qualifications B.A. (Hons.) Economics, B. Com. (Honours)., LL.M. M.A. (Geography) B.Com., M.A. B. E. (Chemical)
Post Graduate Diploma in Management MBA
IIM Calcutta
Expertise in specific functional areas Indian Administrative Service Officer- Indian Administrative Service Officer- Indian Administrative Service Officer- Indian Administrative Service Officer- Caustic Chloro Industry
General Management and Administration General Management and Administration General Management and Administration General Management and Administration Professional, Looking after
affairs of the Company
Directorships of other Companies as on Chairman & Director Managing Director Managing Director Managing Director -
9th August, 2019 Punjab Communications Limited Punjab Agro Juices Limited Punjab State Industrial Development Punjab State Industrial Development
Director Punjab Agro Industries Corporation Limited Corporation Limited Corporation Limited
(viii)
Punjab Information and Communication Punjab Agro Food Grains Corporation Limited
Technology Corporation Limited Punjab Agri Export Corporation Limited Director
Punjab State Industrial Development Indian Acrylics Limited
Corporation Limited
Punjab Small Industries & Export Corporation Ltd.
Sri Naina Devi ji and Sri Anandpur Sahibji
Ropeway Ltd.
Chairmanships/ Memberships of the - Punjab Alkalies & Chemicals Limited - - -
Committees of the Board of Companies Share Transfer Committee - Chairman
as on 9th August, 2019 Risk Management Committee - Chairman
Stakeholders Relationship Committee - Member
Audit Committee - Member
Corporate Social Responsibility - Member
Committee
No. of Meetings attended during the 5 1 4 N.A. N.A.
Financial Year 2018-19.
Relationship with Other Directors Nil Nil Nil Nil Nil
Number of Equity Shares of the Nil Nil Nil Nil Nil

Company held
Details of the Directors proposed to be appointed/r e-appointed at the 44th Annual General Meeting on 14th September, 2019 (Contd
....)
(Pursuant to SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015)
Name of the Director Dr.A.K. Kundra, IAS (Retd.) Sh. D.C. Mehandru, Sh. J.S. Mann, Sh. G.S.Sandhu, IAS (Retd.),
Independent Director Independent Director Independent Director Independent Director
Date of Birth 15.04.1943 10.10. 1936 01.12.1950 23.03.1953
Date of Appointment 13.12.2004 26.06. 2002 12.08.2010 09.08.2019
Qualifications M.A. (Economics), Ph.D. B.A. (Hons.) – Economics M.Sc. (Hons) - Chemistry M.Sc. (Hons) – Physics,
M.A., CAIIB, AMIIA Masters in Social Science
Expertise in specific functional areas General Management and Administration Finance and General Management Project Management General Management and Administration
Directorships of other Companies as on 9th Director - Savera Beverages Pvt. Ltd. -
August, 2019 Vardhman Textiles Limited
Nimbua Green Field (Punjab) Limited
(ix)
Chairmanships/ Memberships of the Punjab Alkalies & Chemicals Limited Punjab Alkalies & Chemicals Limited Punjab Alkalies & Chemicals Limited -
Committees of the Board of Companies as Nomination and Remuneration - Chairman Stakeholders Relationship - Chairman Audit Committee - Member
on 9th August, 2019 Committee Committee Nomination and Remuneration - Member
Share Transfer Committee - Member Audit Committee - Chairman Committee
Stakeholders Relationship - Member Corporate Social Responsibility - Chairman Risk Management Committee - Member
Committee Committee Corporate Social Responsibility - Member
Share Transfer Committee - Member Committee
Vardhman Textiles Limited Nomination and Remuneration - Member
Corporate Social Responsibility - Chairman Committee
Committee Risk Management Committee - Member
Stakeholders Relationship - Chairman
Committee
Nomination and Remuneration - Member
Committee
Audit Committee - Member
No. of Meetings attended during the 7 7 7 N.A.

Financial Year 2018-19.
Relationship with Other Directors Nil Nil Nil Nil
Number of Equity Shares of the Company Nil Nil Nil Nil

held
ROUTE MAP TO THE VENUE OF ANNUAL GENERAL MEETING
(x)
(CIN: L24119CH1975PLC003607)
Registered Office: SCO 125-127, Sector 17-B, Chandigarh - 160017
Form No. MGT-11
PROXY FORM
(Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014)
Name of the Member(s) :
Registered Address :
E-mail Id :
Folio No./ DP ID/ :

Client ID
I/We, being the member(s) holding _______________shares of the above named company, hereby appoint:
1. Name: ________________________________ Address: ___________________________________________

E-mail Id :______________________________Signature:__________________________, or failing him/ her
2. Name: ________________________________ Address: ___________________________________________
E-mail Id :______________________________Signature:_________________________, or failing him/ her
3. Name: _________________________________Address:___________________________________________
E-mail Id :______________________________ Signature:__________________________
as my/our proxy to attend and vote (on a poll or otherwise) for me/us and on my/our behalf at the 44th
th
Annual General Meeting of the company, to be held on Saturday, the 14 September, 2019 at 10.00 Hours
in National Institute of Technical Teacher’s Training and Research Auditorium, NITTTR Complex, Sector
26, Chandigarh and at any adjournment thereof in respect ofthe Resolutions indicated in the Notice dated
th
9 August, 2019 convening the said Annual General Meeting.
Signed this _________day of _______________, 2019.

Affix
Revenue
Stamp
___________________________ ___________________________
15 Paise
Signature of Member(s) Signature of Proxy holder(s)
Notes: 1. The Proxy need NOT be a Member.
2. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the
Company, not less than 48 hours before the commencement of the Meeting.
3. No Gift or Gift Coupon will be distributed at the Annual General Meeting.
44th 9
1. Directors' Report 2
2. Management Discussion and Analysis Report 8
3. Secretarial Audit Report 10
4. Extract of Annual Return (Form MGT-9) 13
5. Corporate Governance Report 18
6. Auditors' Certificate 24
7. Independent Auditors' Report 25
8. Balance Sheet 32
9. Profit and Loss Statement 33
10. Cash Flow Statement 34
11. Notes on Financial Statements 36
BOARD OF DIRECTORS Smt .Vini Mahajan, IAS, Chairperson
Shri Manjeet Singh Brar, IAS, Managing Director
Smt. Deepti Uppal, IAS, Nominee Director
Dr. A.K. Kundra, IAS (Retd.), Independent Director
Shri G.S. Sandhu, IAS (Retd.), Independent Director
Shri D.C. Mehandru, Independent Director
Shri J.S. Mann, Independent Director
Shri Naveen Chopra, Whole Time Director
COMPANY SECRETARY CS Sugandha Kukreja
BANKERS Punjab National Bank

Punjab & Sind Bank
AUDITORS M/s. Hari S. & Associates,

Chartered Accountants,
3228, Sector 15-D
Chandigarh - 160 015
Firm Registration No. 007709N
INTERNAL AUDITORS M/s. Mukesh Raj & Co.

Chartered Accountants,
# 114, Sector 11-A,
Chandigarh-160011
REGISTERED OFFICE S.C.O. 125-127, Sector 17-B,

Chandigarh-160 017
CIN L24119CH1975PLC003607
WORKS Nangal-Una Road,

Naya Nangal-140 126
Distt. Ropar, Punjab
REGISTRARS & SHARE TRANSFER AGENTS M/s. Beetal Financial & Computer Services
Private Limited,
Beetal House, 3rd Floor, 99, Madangir,
Behind Local Shopping Centre,
New Delhi - 110 062
DEBENTURE TRUSTEE IDBI Trusteeship Services Limited

Asian Building, Ground Floor, 17
R. Kamani Marg, Ballard Estate
Mumbai 400 001
DIRECTORS’ REPORT
th st
Your Directors submit their 44 Annual Report together with the Audited Accounts for the financial year ended 31 March,
2019.
Financial Results
The financial results of the Company for the financial year ended 31st March, 2019 are summarised below :-
(Rs. in crores)
2018-19 2017-18
Revenue from Operation and & Other Income 380.52 349.09
Finance Costs 8.11 20.29
Depreciation, etc. 16.29 9.12
Total Expenditure excluding 297.37 324.50
Finance Costs and Depreciation, etc.
Profit/(Loss)before tax 58.75 (4.82)
Tax Expenses 2.89 -
Profit/(Loss) after tax 55.86 (4.82)
Earning per Share (EPS) 20.58 (1.78)
Basic and diluted (in Rs.)
Your Directors are pleased to state that during the year under review, the Company has achieved ever highest Net Sales
Turnover of the Company of Rs.375.73 crores with a capacity utilisation of 97.80% against the Net Sales Turnover of
Rs.333.64 crores with a capacity utilization of 92% in the previous year. The combined average realisation per Electro-
Chemical Unit (ECU) of the Company was Rs.38,633 (net) as against the ECU of Rs.38,277 (net) during the previous year.
Your Company has earned a Cash profit of Rs.75.04 crores during the year under review as compared to Cash profit of
Rs. 4.30 crores in the financial year 2017-18.
In view of the accumulated losses of the Company, the Directors regret their inability to recommend any dividend for the
financial year 2018-19.
Finance and Corporate Debt Restructuring
Pursuant to the CDR Scheme approved by CDR EG and consent of Shareholders in the Annual General Meeting held on
29th September, 2016, the Company had issued and allotted a) 66,05,246 equity shares, b) 27,69,200 Fully Convertible
Debentures (FCDs) and c) 4,06,000 Non Convertible Debentures (NCDs) to the CDR Lenders. These FCDs and NCDs are
carrying coupon rate equivalent to base rate of IDBI Bank Limited i.e. 10% p.a. payable on six monthly basis. The FCDs
st
shall be convertible into Equity shares of the Company on 1 July, 2020 at a price which shall be determined in
accordance with SEBI ICDR Regulations, 2009 (as amended) and PACL shall have the first right of refusal for
redemption before conversion of these FCDs into Equity Shares. The NCDs will be redeemed at par in six equal monthly
installments from 1st July, 2020.
During the financial year under review, the Company did not raise funds by way of fixed deposits.
Current Operations and Outlook
During the first four Months of the current financial year, combined average realisation was Rs.38180 per MT as
compared to Rs.40000 per MT in the corresponding period of the preceding financial year. The Sales Turnover was
Rs.119.80 crores (Gross) with a provisional Net Profit (before tax) of Rs.15.80 crores as against Sales Turnover of
Rs.128.50 crores (Gross) with a Net Profit (before tax) of Rs.30 crores in the corresponding period of the preceding
financial year.
The Company's endeavor to reduce costs continued. The major cost is on account of Power, which accounts for about
60% of the total cost of production. The Company is in process of replacing its Electrolyzers with latest Generation -6
Electrolyzers of its Plant Unit II which will increase the Plant Efficiency and reduce power consumption. New Energy and
Fuel Efficient Rectifiers have been commissioned. With these measures, the average cost of production of the Company
is expected to decrease.
The Company is in the process of expanding its production capacity in phases. The company has already applied for
Environment Clearance from Ministry of Environment and Forest for expansion of its production capacity to 800 Tons Per
Day from existing capacity of 300 Tons Per Day and installation of 25 MW Coal based power plant. The Company is also
planning for Hydrogen Peroxide Plant to utilize its Hydrogen more effectively and to set up SBP Plant to consume
Chlorine in house.
In view of the above, the Directors are hopeful of improvement in the Company's financial position in the days to come.
Adoption of Indian Accounting Standard (IND AS)
As mandated by the Ministry of Corporate Affairs, the financial statements for the year under review have been prepared
in accordance with the Indian Accounting Standards (IND AS) as per the Companies (Indian Accounting Standards)
Rules 2015 and the Companies (Indian Accounting Standards) Amendment Rules, 2016 notified under Companies Act,
2013.
Number of Meetings of the Board
Seven meetings of the Board were held during the year under review. For details, please refer to Corporate Governance
Report, which is a part of this Report.
2
Environment and Energy Conservation
The Company's endeavor has always to accord high priority to carry out its operations in an environment-friendly fashion
and has been taking appropriate pollution control and safety measures. Online Monitoring System has been installed at
Works as per requirement of Central Pollution Control Board. A Safety Audit of the Plant was got conducted during the
financial year 2018-19 from the National Safety Council and its recommendations are being implemented.
The Company continues to place a great emphasis on energy conservation. The Company is getting the Energy Audit
conducted on regular basis. The information relating to Conservation of Energy, Technology Absorption, Foreign
Exchange Earnings and Outgo as required to be disclosed pursuant to the provisions of Section 134 (3) (m) of the
Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014, is given in Annexure-I forming a part
of this report.
Change in the nature of business
There is no change in the nature of business of the Company.
Listing
The Equity Shares of the Company are listed on the BSE Limited. The Annual listing fee for the year 2019-20 has been
paid to the BSE Limited.
Human Resources
The focus on building cordial and harmonious relationship with employees of the Company has continued on a
sustained basis. The process of training and development of human resources continued. Industrial relations remain
cordial and peaceful during the year.
The Particulars of Employees and Managerial Remuneration under Section 197(12) of the Companies Act, 2013 read with
Rule 5(1), (2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are given in
Annexure - II forming a part of this Report.
Having regard to the provisions of the first proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid
information is being sent to the members of the Company. The said information will be available for inspection at the
Registered Office of the Company during working hours. Members interested in obtaining the said information will be
furnished the same upon receipt of request.
Policy on Sexual Harassment
The Company has Zero tolerance for Sexual Harassment at Workplace and has in place a “Policy on Sexual Harassment
at Workplace” pursuant to Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
and Rules made thereunder. The Policy aims to provide protection to employees at the Workplace and prevent and
redress complaints of sexual harassment and framed with the objective of providing a safe working environment, where
employees feel secure. Internal Complaints Committee has been setup to redress complaints regarding sexual
harassment. During the year under review, the Company has not received any complaint under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Corporate Governance
As per SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Management Discussion and
Analysis Report for the financial year 2018-19 is annexed herewith as Annexure – III forming a part of this report and the
Corporate Governance Report for the financial year 2018-19 and Auditors' Certificate regarding compliance of
conditions of Corporate Governance are also annexed.
Corporate Social Responsibility
The particulars of Corporate Social Responsibility Committee constituted by the Company pursuant to the provisions of
Section 135 of the Companies Act, 2013 and the rules made thereunder are included in the Corporate Governance
Report annexed and forming part of this Report.
Directors & Key Managerial Personnel
The PSIDC nominated Shri Manjit Singh Brar, IAS as its Nominee Director on the Board of Directors of the Company in
place of Shri Amit Dhaka, IAS. Shri Amit Dhaka, IAS resigned as a Director as well as Managing Director of the Company
th
w.e.f. 13 February, 2019.The Board of Directors of the Company has appointed Shri Manjit Singh Brar, IAS, as Additional
th
Director of the Company w.e.f. 15 February, 2019 and has also appointed him as the Managing Director of the Company
th
for a period of five years w.e.f. 15 February, 2019. The Directors feel that the Company will benefit tremendously from his
rich experience.
The PSIDC had requested the Company to appoint Smt. Neelima, IAS, as Managing Director of the Company for the
period of absence of Shri Manjit Singh Brar, IAS, Managing Director from Headquarters on account of Election Duty for
Lok Sabha Elections, 2019. Accordingly, the Board of Directors of the Company appointed Smt. Neelima, IAS, as the
th th
Managing Director of the Company for the period from 27 March, 2019 to 18 April, 2019 for acting as the Managing
Director of the Company during the absence of Shri Manjit Singh Brar, IAS, Managing Director from Headquarters on
account of Election Duty for Lok Sabha Elections, 2019. Smt. Neelima, IAS resigned as Managing Director of the
Company w.e.f. 18th April, 2019, however she continued to act as Director of the Company.
The Board of Directors in its meeting held on 27th May, 2019 has appointed Shri Naveen Chopra, as Whole Time Director of
the Company for a period of five years.
The PSIDC has nominated Smt.Deepti Uppal, IAS as its Nominee on the Board of Directors of the Company in place of
Smt. Neelima, IAS. Accordingly, the Board has appointed Smt. Deepti Uppal, IAS as Additional Director of the Company
on 9th August, 2019.
Shri Manjit Singh Brar, IAS, Smt. Deepti Uppal, IAS and Shri Naveen Chopra hold office as Directors till the date of the
ensuing Annual General Meeting. Notices in writing have been received from a member under Section 160 of the
3
Companies Act, 2013, signifying his intention to propose at the ensuing Annual General Meeting the appointment of Shri
Manjit Singh Brar, IAS, Smt. Deepti Uppal, IAS and Shri Naveen Chopra as Directors of the Company, whose period of
office shall be liable to determination by retirement of Directors by rotation.
Smt. Vini Mahajan, IAS, Chairperson and Director of the Company, retires as Director by rotation at the ensuing Annual
General Meeting and being eligible offer herself for re-appointment.
The Directors place on record their appreciation of the valuable contribution made by Shri Amit Dhaka, IAS and Smt.
Neelima, IAS.
The term of appointment of Dr. A.K.Kundra, IAS (Retd.), Shri D.C. Mehandru and Shri J.S. Mann as Independent Directors
of the Company will expire on the ensuing Annual General Meeting of the Company on completion of their term of five
th
years. The Board of Directors of the Company in their meeting held on 9 August, 2019 have recommended the re-
appointment of Dr. A.K.Kundra, IAS (Retd.), Shri D.C. Mehandru and Shri J.S. Mann, as Independent Directors of the
th
Company to hold office for another term of five years upto the conclusion of 49 Annual General Meeting to be held in the
year 2024 on the basis of evaluation of their performance, rich experience and vast knowledge.
The Board of Directors of the Company had appointed Shri G.S. Sandhu, IAS (Retd.) as Additional Director, in an
th
Independent capacity, of the Company on 9 August, 2019. Shri G.S. Sandhu, IAS (Retd.) holds office till the date of the
ensuing Annual General Meeting. Pursuant to the provisions of Section 149 and other applicable provisions of the
Companies Act, 2013, the Board of Directors is seeking appointment of Shri G.S. Sandhu, IAS (Retd.) as an Independent
Director of the Company for a term of five consecutive years.
The Board of Directors of the Company had appointed Shri Ajay Pal Singh as Chief Financial Officer of the Company on
th st
27 May, 2019 on Contractual Basis for a further period upto 31 December, 2019.
Audit Committee
The Audit Committee of the Board comprises of Shri D.C. Mehandru, Shri J.S. Mann and Shri Manjit Singh Brar, IAS,
Managing Director with Shri D.C. Mehandru as its Chairman.
Risk Management Committee
The Board of Directors of the Company has constituted a Risk Management Committee to monitor and review the Risk
Management Plan of the Company.
Directors' Responsibility Statement
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors confirm that:
(I) In the preparation of the annual accounts for the financial year ended 31st March, 2019, the applicable accounting
standards have been followed along with proper explanation relating to material departures;
(ii) The Directors have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at
the end of the financial year and of the profit of the Company for the period under review;
(iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
(iv) The Directors have prepared the annual accounts for the financial year ended 31st March, 2019 on a 'going concern'
basis;
(v) The Directors have laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and were operating effectively;
(vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.
Declaration of Independent Directors
All the Independent Directors have met requirements specified under Section149 (6) of the Companies Act, 2013
regarding holding the position of 'Independent Director' and necessary Declaration from each Independent Director
under Section 149 (7) of the Act has been received. The Independent Directors have held a separate meeting during the
year under review.
Related Party Transactions Policy
During the year under review, the Company has not entered into any arrangement or contract or transactions with related
parties except the remuneration paid to the Key Managerial Personnel.
Vigil Mechanism and Whistle Blower Policy
The Board of Directors of the Company had adopted the Vigil Mechanism and Whistle Blower Policy of the Company. The
same has also been placed on the Company's Website www.punjabalkalies.com.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried out an Annual Performance Evaluation of its own performance,
its Committees and all the Directors individually.
The evaluation of Non-Independent Directors, Chairman and the Board as a whole was done at a separate meeting by the
Independent Directors.
4
Auditors
M/s. Hari S. & Associates, Chartered Accountants (Regn No.007709N), Statutory Auditors of the company, have been
th
appointed by the shareholders in the Annual General Meeting held on 27 September, 2017 for a period of five years i.e.
from the conclusion of 42nd Annual General Meeting until the conclusion of the 47th Annual General Meeting to be held in
the year 2022, at such remuneration as may be fixed by the Board of Directors. Section 139 of the Companies Act, 2013
(the “Act”) read with Rule 3(7) of the Companies (Audit and Auditors) Rules, 2014 required that the appointment of the
statutory auditors will be subject to ratification by shareholders at every Annual General Meeting; but pursuant to the
th
notification of the Central Government dated 7 May 2018, the ratification provision has been withdrawn. Consequently,
the ratification of appointment of M/s. Hari S. & Associates as Statutory Auditors is not required.
The Report given by the Auditors on the financial statements of the Company is part of the Annual Report. There has been
no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.
Cost Auditors
Section 148 of the Companies Act, 2013 pertaining to audit of Cost Records is applicable to the Company. Accordingly,
the Board has, subject to the approval of the Shareholders, appointed M/s. J.K. Kabra & Co., Cost Accountants as Cost
Auditors of the Company for conducting an audit of the cost accounting records of the Company in respect of the
financial year 2019-20.
Secretarial Audit
M/s. A. Arora & Co., Practising Company Secretaries, were appointed as Secretarial Auditors of the Company for the
st
Financial Year 2018-19. Their Secretarial Audit Report of the Company for the financial year ended 31 March, 2019 is
annexed as Annexure-IV to this Report. The Report does not contain any qualification. M/s. A. Arora & Co., Practising
Company Secretaries were reappointed as Secretarial Auditors of the Company for the Financial Year 2019-20.
Extract of Annual Return
Pursuant to the provisions of Sections 134 (3)(a) and 92 (3) of the Companies Act, 2013 read with Rule 12(1) of the
Companies (Management and Administration) Rules, 2014, an extract of Annual Return in Form MGT-9 is annexed as
Annexure-V to this Report and is also placed on the website of the Company www.punjabalkalies.com.
Acknowledgements
Your Directors place on record their appreciation of the cooperation and support extended by the Central and State
Governments, in particular Department of Industries & Commerce, Financial Institutions, Punjab State Industrial
Development Corporation Limited, Punjab State Power Corporation Limited, Company's Bankers and our esteemed
customers.
Your Directors also acknowledge the valuable contribution made by the members of management team, staff and work-
force.
For and on behalf of the Board

Sd/-
Place : Chandigarh (VINI MAHAJAN)
Date : August 9, 2019 Chairperson
5
ANNEXURE – I TO THE DIRECTORS’ REPORT
Disclosure of particulars with respect to Conservation of Energy, Technology Absorption,
Foreign Exchange Earnings and Outgo pursuant to the provisions of Section 134 (3) (m) of
the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 and
st
forming part of the Directors' Report for the financial year ended 31 March, 2019.
2018-19 2017-18
2658.47 2362.87
16725.65 18839.79
(incl. surcharge) 6.29 7.97
Indian
- -
- -
- -
2658.47 2362.87
16725.65 18839.79
(incl. surcharge) 6.29 7.97
Nil
Quantity (in kg.) 3060 Nil

Total Amount (Rs. In Lacs) 0.84
1322.373 1934.812
527.13 538.81
39862.43 27848.18
Husk (Rice)
Quantity (in MT)
Total Amount (Rs. In Lacs) 591.282 Nil
Average Rate (Rs. PMT) 31.12 Nil
5263.14 Nil
2745 2596
Nil Nil
13.66 21.25
Nil Nil
Keeping in view the costing pattern adopted by the Company, per unit energy consumption for by-products cannot be
separated from Caustic Soda Lye figures.
The Company is replacing Electrolyzers with latest Generation 6 technology of its Plant Unit II which will increase the plant
efficiency and reduction in power consumption per unit of Caustic Soda Lye. The Company has also switched from
Furnace oil to Coal / Rice Husk fired Boiler of its Plant to reduce steam cost and has replaced its rectifier in Unit II with
latest technology more energy efficient rectifiers.
Research and Development
The Research & Development effort of the Company continued to be directed towards energy conservation and pollution
control.
Expenses incurred on R & D are booked under respective general accounting heads and no amounts can therefore be
quantified separately under the head of R & D expenses.
6
Technology Absorption, Adaptation and Innovation
The know-how for the Company's 100 TPD Membrane Cell Caustic Soda Plant has been fully absorbed. The know-how
for the Company's Mercury Cell to 200 TPD Membrane Cell Converted Caustic Soda Plant has also been fully absorbed.
Total foreign exchange utilised during the accounting year is Rs. 913.93 lacs on account of imported Raw Materials,
Stores & Spares, Plant and Membranes.

Sd/-
7
ANNEXURE - III TO THE DIRECTORS’ REPORT
MANAGEMENT DISCUSSION AND ANALYSIS REPORT FOR THE FINANCIAL
YEAR 2018-19
Caustic Soda Industry in India
At present, there are about 35 Caustic Soda Units in operation in the Country having a total operational installed capacity
of about 39.40 lac M.T. per annum of Caustic Soda. The Caustic Soda and Chlorine are produced as Co-Products in the
ratio of 1:0.88.
Chlor-Alkali is the Inorganic Building block and part of basic Heavy Chemical Industry, manufacturing Caustic Soda with
Chlorine, Hydrogen, Sodium HypoChlorate and Hydro Chloric Acid as by-products. Caustic Soda is used in Alumina,
Paper, Textiles, Detergents, Soaps, Pharmaceuticals Industries etc. and Chlorine is used in PVC, Chloromethane, CPW,
Pulp & Paper, Pesticides, Water Purification, etc. The domestic demand for Caustic Soda and Chlorine in 2018-19 is
estimated to be about 36 lacs Tons per annum and 29 lacs Tons per annum respectively. The imports of Caustic Soda
remained same as earlier year. Capacity Utilisation of the Industry for the year has moved upto 89.50%. Chlorine
realization was subdued due to supply demand imbalance.
Performance
During the financial year 2018-19, the Company's production of Caustic Soda Lye was 96835 M.T. as against the
installed capacity of 99000 M.T. The capacity utilisation of the Company's plant at 97.8% in the financial year under
review is ever higher since inception. In the financial year 2018-19, the combined average realisation at Rs.38633 per
M.T. of Caustic Soda, this is also ever highest in the history of PACL. The Company has achieved highest Net Sales
Turnover of Rs.375.73 crores i.e. increased by 12.6% as against the preceding financial year. The Company has earned
remarkable Net Profit before Tax of Rs. 58.75 crores as against a Net Loss of Rs.4.82 crores in the financial year 2017-18.
Marketing
In the year 2018 -19, Market of Caustic Soda Lye was exceptionally good due to enforcement of BIS Standards on the
Sale of Caustic Soda in India which totally dried up Imports since exporting foreign countries manufacturers did not
have the BIS Certification. The Company was able to increase the sale of the quantities at an increased price as
compared to last five years i.e. sale of 97258 MT at ECU of Rs.38,633/- in 2018-19 as compared to 87163 MT at ECU of
Rs.38,277 in 2017-18 because of enforcement of BIS standards.
Opportunities
The Company has locational advantages as its Caustic Soda Plants are situated in its Complex at Naya Nangal, District
Ropar, Punjab, which is close to a State Highway and about 12 Kms. from the Bhakra Left Bank Power Generating Station
and about 2.5 Kms. from River Sutlej. These include the availability of uninterrupted Power–a crucial input, continuous
water source, skilled labour and proximity to rail/road besides the existence of various end-user Units in industries like
paper, fertilizers, soaps and detergents, etc. in its natural marketing zone. The demands of both the products i.e. Caustic
Soda and Chlorine are linked to the Indian GDP growth because these products are considered as the building blocks of
various other industries. As GDP is poised for a higher growth, the demand of these products is also expected to
increase.
Threats
The Chlor-Alkali Industry is a power-intensive industry. The Company's power costs account for about 60% of its total
cost of production. A hike in power tariff for the power supplied by the Punjab State Power Corporation Limited (PSPCL)
and imposition of restriction on purchase of power under Open Access System constitute threats to the Company's
operations. The other possible threats are increase in other input costs and expansion of installed capacities in Indian
Caustic Soda Industry. On the international front, Chlorine is main product but in India Caustic Soda is the driving
product, resulting in heavy competition due to import of Caustic Soda at lower rates. The Competitors are having their
own Power Plants with low power cost resulting in low cost of production. Capacity build up in the domestic industry will
continue to happen at the rate of 6 -7% p.a. This will have an impact on the capacity utilisation.
Outlook
The average cost of production of the Company is expected to decrease in the years to come due to modernization of its
plant by installation of Generation -6 Electrolysers which are more power efficient and replacement of existing Rectifiers
with more energy efficient Rectifiers. These measures will decrease cost of production of the Company. Keeping in view
the recessionery trends in the economy, the expected realization price of our products might show decline vis-a-vis last
year especially for second quarter and third quarter of the current fiscal year 2019-20. However, decrease in cost of
production, post completion of Modernisation programme will help in sustainabillity.
The Company is in the process of expanding its production capacity in phases. The company has already applied for
Environment Clearance from Ministry of Environment and Forest for expansion of its production capacity to 800 Tons Per
Day in phases from existing capacity of 300 Tons Per Day and installation of 75 MW Coal based power plant. Apart from
the above, the Company is also planning for Hydrogen Peroxide Plant to utilize its Hydrogen more effectively and to set
up SBP Plant to consume Chlorine in house.
The Company is optimistic about a better performance.
8
Risks and Concerns
The major areas of concern for the Company are hike in power tariff, safety as producing hazardous Chemicals, rise in
other input costs and to maintain quality, technical competence, distribution channels etc. as working in competitive
market. Dumping of Caustic Soda from neighbouring countries and increase in domestic capacities might impact
realisations of the Electrochemical Unit (ECU).
Risk Management
Risks are probability or threat of damage, injury, liability, loss or any other negative occurrence that is caused by external
or internal vulnerabilities and that may be avoided through preemptive action. Risk management is the identification,
assessment, and prioritisation of risks followed by coordinated and economical application of resources to minimise,
monitor, and control the probability and/or impact of unfortunate events or to maximise the realisation of opportunities.
The Company has in place Risk Assessment and Minimisation Procedures to identify, assess and mitigate business risks.
Risk Assessment and Minimisation Procedures of the Company are reviewed periodically to ensure that these reflect the
current potential risks to its business. The Company has identified (1) Cost of Power – Being Power Intensive Industry and
being dependent for the same on Punjab State Power Corporation Limited, (2) Production of Hazardous Chemicals –
Caustic Soda and Chlorine, (3) Risk of Loss of production due to breakdown of Plant & Machinery- Plant being old and (4)
Locational Disadvantage – Plant at Naya Nangal being quite far off from source of major Raw Material i.e. Industrial Salt,
as Major Internal Risks besides (1) Ongoing Expansion in Caustic Soda Capacity and (2) Advancement in Technology as
Major External Risks. The Board of Directors of the Company has constituted a Risk Management Committee to monitor
and review the Risk Management Plan of the Company.
Internal Control Systems
The Company has adequate internal control systems commensurate with its size and nature of its business. The internal
control is supplemented by internal audits conducted by the Internal Auditors of the Company. The reports of the Internal
Auditors are reviewed by the Management and the Audit Committee of the Board of Directors. The adequacy of the
internal control systems is also examined by the Statutory Auditors of the Company. Internal Controls over financial
reporting were evaluated by Independent Consultants and no reportable material weakness in the design or operation
was observed.
Human Resources
The Company lays due emphasis on sound human resource management practices and appraisal systems with focus on
cordial employer-employee relations to ensure higher level of productivity and operational efficiency. Adequate
Initiatives have been taken to strengthen and develop its human resources as a key strength through continuous training
inputs and focused development plans. During the financial year under review, the industrial relations continued to be
st
cordial. As on 31 March, 2019, the Company had 438 employees (including 19 employees on deputation to Punjab Small
Industries and Export Corporation Limited).
Cautionary Statement
The statements in this Management Discussion and Analysis Report describing the Company's objectives, projections,
estimates, expectations or predictions may be `forward looking statements' within the meaning of applicable laws or
regulations. These statements are based on certain assumptions and expectations of future events. Actual results could
differ materially from those expressed or implied. Important factors that could make a difference to the Company's
operations include economic conditions affecting global and domestic demand-supply, finished goods prices, power
and raw materials costs and availability, changes in Government regulations, tax regimes, economic developments within
India and other factors such as litigation and industrial relations. The Company assumes no responsibility to publicly
amend, modify or revise any forward looking statements, on the basis of any subsequent developments, information or
events.

Sd/-
(VINI MAHAJAN)
Place : Chandigarh Chairperson
Date : August 9, 2019
9
ANNEXURE - IV TO THE DIRECTORS’ REPORT
Form No. MR-3
SECRETARIAL AUDIT REPORT
st
For the Financial Year ended 31 March, 2019
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
Punjab Alkalies & Chemicals Limited,
S.C.O. 125-127, Sector 17-B,
Chandigarh- 160017
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to
good corporate practices by PUNJAB ALKALIES & CHEMICALS LIMITED (hereinafter called “the Company”).
Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate
conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the PUNJAB ALKALIES & CHEMICALS LIMITED'S books, papers, minute books,
forms and returns filed and other records maintained by the company and also the information provided by the
Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby
report that in my opinion, the company has, during the audit period covering the financial year ended on March 31,
2019 complied with the statutory provisions listed 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:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by
PUNJAB ALKALIES & CHEMICALS LIMITED (“the Company”) for the financial year ended on March 31, 2019
according to the provisions of:
(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 Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of
Foreign Direct Investment, 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 and The Securities and Exchange Board of India (Substantial Acquisition of Shares
and Takeovers) (Amendment) Regulations, 2013.
b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,
2009 and The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2018- Not Applicable to the company during the financial year under review.
d) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 and the
amendments thereof: Not Applicable as none of the securities of the company were delisted during the
audit period.
e) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations 2014- Not
Applicable as the company has not provided any share based benefits to the employees during the year.
f) The erstwhile Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations,
2008 and Chapter V of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 - Not applicable as the company has not issued any listed debt
securities during the financial year under review.
g) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client- Not applicable as the company
is not registered as Registrar to an Issue and Share Transfer Agent during the financial year under review.
10
h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 and The Securities
and Exchange Board of India (Buyback of Securities) Regulations, 2018: Not Applicable as there was no
instance of Buy-Back during the financial year.
(vi) The major provisions and requirements have also been complied with as prescribed under all applicable Labour
laws viz. The Factories Act, 1948, The Payment of Wages Act, 1936, The Minimum Wages Act, 1948, The Payment of
Bonus Act, 1965, Industrial Dispute Act, 1947, Employee State Insurance Act, 1948, The Employee's Provident Fund
and Miscellaneous Provisions Act, 1952, The Payment of Gratuity Act, 1972, The Industrial Employment (Standing
Order) Act, 1946, Equal Remuneration Act, 1976 etc.
(vii) Environment Protection Act, 1986 and other environmental laws.
(viii) Hazardous Waste (Management and Handling) Rules, 1989 and the Amendments Rules, 2003.
(ix) TheAir(Prevention and Control of Pollution) Act, 1981
(x) TheWater (Prevention and Control of Pollution) Act, 1974
(xi) The Boilers Act, 1923, The Explosives Act, 1884 and The Explosives Rules, 2008, Gas Cylinder Rules, 2004.
I have also examined compliance with the applicable clauses of the following:
a) Secretarial Standards issued by The Institute of Company Secretaries of India as notified by Government of India.
b) The SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 being listed on the BSE Limited;
During the period under review the Company has complied with the provisions of the act, rules, regulations, guidelines,
standards, etc. mentioned above.
Based on our examination and the information received and records maintained, I further report that:
1. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took
place during the period under review were carried out in compliance with the provisions of the Act.
2. Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda
were sent well in advance, and a system exists for seeking and obtaining further information and clarifications on
the agenda items before the meeting and for meaningful participation at the meeting.
3. All decisions are carried out through majority and there had been no dissenting views, and therefore not recorded.
4. The company has proper board processes.
Based on the compliance mechanism established by the company, I am of an opinion that there are adequate systems
and processes in the company commensurate with the size and operations of the company to monitor and ensure
compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period:
1. In respect of the 27,69,200 Fully Convertible Debentures (FCDs) and 4,06,000 Non-Convertible Debentures (NCDs)
allotted on 30.05.2017, pursuant to the CDR Scheme approved by the Corporate Debt Restructuring Empowered
Group (CDR EG), the company executed a Debenture Trust Deed and Memorandum of Entry thereby creating a
charge in favour of the Debenture Trustee to secure aforesaid FCDs and NCDs.
2. There was an incident of explosion in the factory premises of the company situated at Naya Nangal on 15.05.2018
causing a casualty. The necessary intimations were given to the Stock Exchange and the Board of Directors. The
Board directed that the company shall strictly adhere to the safety measures in the factory premises under the
applicable regulatory guidelines.
I further report that, there were no instances of
(I) Public / Rights / Preferential issue of shares / debentures / sweat equity.
(ii) Major decisions taken by the Members in pursuance to Section 180 of the Companies Act, 2013.
(iii Redemption/ Buy-Back of securities.
(iv) Merger / amalgamation / reconstruction etc.
(v) Foreign technical collaborations.
For A. ARORA & COMPANY

Place: Chandigarh Sd/-
Date : 29-07-2019 AJAY K. ARORA
(Proprietor)
FCS No. 2191
C P No.: 993
This report is to be read with our letter of even date which is annexed as “Annexure A” and forms an integral part of
this report.
11
"Annexure-A"
To,
The Members,
Punjab Alkalies & Chemicals Limited,
S.C.O. 125-127, Sector 17-B,
Chandigarh- 160017
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial records is the responsibility of the management of the company. Our responsibility
is to express 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 the correctness of the contents of secretarial records. The verification was done on test basis to ensure
that the correct facts are reflected in secretarial records. We believe that the processes and practices, we
followed, provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and books of accounts of the
company.
4. Wherever required, we have obtained the management representation about the compliance of laws, rules and
regulations and happening of events etc.
5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the
responsibility of the management. Our examination was limited to the extent of 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
or effectiveness with which the management has conducted the affairs of the company.
For A. ARORA & COMPANY

Sd/-
AJAY K. ARORA
Place: Chandigarh
Date : 29-07-2019 (Proprietor)
FCS No. 2191
C P No.: 993
12
ANNEXURE- V TO THE DIRECTOR'S REPORT
Extract of Annual Return
as on the Financial Year ended on 31st March, 2019
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the
Companies (Management and Administration) Rules, 2014]
Form No. MGT-9
I. REGISTRATION AND OTHER DETAILS:
i) CIN : L24119CH1975PLC003607
st
ii) Registration Date : 1 December, 1975
iii) Name of the Company : Punjab Alkalies & Chemicals Limited
iv) Category / Sub-Category of the Company : Public Company/ Limited by Shares
v) Address of the Registered office and : S.C.O. 125-127, Sector 17-B, Chandigarh - 160017
contact details Ph.: (0172)-4072500-501
Fax: (0172)-2704797
vi) Whether listed company : Yes
vii) Name, Address and Contact details of : M/s. Beetal Financial & Computer Services Private
Registrar and Transfer Agent, if any Limited,
rd
Beetal House, 3 Floor, 99, Madangir, Behind Local
Shopping Centre, New Delhi-110 062.
Ph.: (011)-29961281-83
Fax: (011)-29961284
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:
All the business activities contributing 10% or more of the total turnover of the Company shall be stated:-
S. No. Name and Description of main NIC Code of the Product/ % to total turnover of the
Products / Services Service company
1 Caustic Soda Lye The Company’s operation falls 90%
under single segment viz.
‘Chemicals’- NIC Code :20119
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:
S. N o. Name and Address of CIN/GLN Holding / Subsidiary / Associate % of Share s Applicable

the Company held Section
Not Applicable
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as Percentage of Total Equity):
(i) Category-wise Shareholding:
Category of No. of Shares held at the beginning of the No. of Shares held at the end of the %
Shareholders year ( April 01, 2018) year (March 31, 2019) Change
during
the year
Demat Physical Total % of Demat Physical Total % of
Total Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/ HUF 0 0 0 0 0 0 0 0 0
b) Central Government 0 0 0 0 0 0 0 0 0
c) State Government(s) 0 0 0 0 0 0 0 0 0
d) Bodies Corporate 9090000 0 9090000 33.49 9090000 0 9090000 33.49 0
e) Banks / FI 0 0 0 0 0 0 0 0 0
f) Any Other 0 0 0 0 0 0 0 0 0
Sub-Total (A) (1) 9090000 0 9090000 33.49 9090000 0 9090000 33.49 0
13
(2) Foreign
a) NRIs- Individuals 0 0 0 0 0 0 0 0 0
b) Other- Individuals 0 0 0 0 0 0 0 0 0
c) Bodies Corporate 0 0 0 0 0 0 0 0 0
d) Banks / FI 0 0 0 0 0 0 0 0 0
e) Any Other 0 0 0 0 0 0 0 0 0
Sub-Total (A) (2) 0 0 0 0 0 0 0 0 0
Total Shareholding of 9090000 0 9090000 33.49 9090000 0 9090000 33.49 0
Promoter
(A)=(A)(1)+(A)( 2)
B. Public Shareholding
(1) Institutions
a) Mutual Funds/ UTI 0 11700 11700 0.04 0 11700 11700 0.04 0
b) Banks / FI 113903 9400 123303 0.45 0 9400 9400 0.03 (0.42)
c) Central Government 0 0 0 0 0 0 0 0 0
d) State Government (s) 0 0 0 0 0 0 0 0 0
e) Venture Capital 0 0 0 0 0 0 0 0 0
Funds
f) Insurance 493323 0 493323 1.82 0 0 0 0 (1.82)
Companies
g) FIIs 0 3150 3150 0.01 0 3150 3150 0.01 0
h) Foreign Venture 0 0 0 0 0 0 0 0 0
Capital Funds
i) Others (specify) 0 0 0 0 0 0 0 0 0
Sub-Total (B) (1) 607226 24250 631476 2.33 0 24250 24250 0.09 (2.24)
(2.) Non -Institutions
a) Bodies Corporate
i) Indian 1668790 562750 2231540 8.22 2302955 152650 2455605 9.05 0.83
ii) Overseas 0 20000 20000 0.07 0 20000 20000 0.07 0
b) Individuals
i) Individual 5008059 1573899 6581958 24.25 3594910 1485503 5080413 18.72 (5.53)
shareholders holding
nominal share
capital upto Rs. 1
lakh
ii) Individual 8011939 - 8011939 29.52 9948525 - 9948525 36.65 7.13
Shareholders
holding nominal
share capital in
excess of Rs. 1 lakh
c) Others: (Specify)
NRI - Individuals 252068 321815 573883 2.11 226188 295815 522003 1.92 (0.19)
Sub-Total (B) (2) 14940856 2478464 17419320 64.18 16072578 1953968 18026546 66.42 2.24
Total Public 15548082 2502714 18050796 66.51 16072578 1978218 18050796 66.51 0
Shareholding (B)=
(B)(1)+ (B)(2)
C. Shares held by 0 0 0 0 0 0 0 0 0
Custodian for
ADRs
Grand Total (A+B+C) 24638082 2502714 27140796 100 25162578 1978218 27140796 100 0
(ii) Shareholding of Promoters:

S. No. Shareholder ’s Shareholding at the beginning of Shareholding at the end of the year
Name the year
No. of % of total % of Shares No. of % of total % of Shares % change in
Shares Shares of Pledged/ Shares Shares of Pledged/ Shareholding
the encumbered the encumbered during the
Company to total Company to total year
shares shares
1. Punjab State 9090000 33.49 0 9090000 33.49 0 0
Industrial
Development
Corporation
Limited
Total 9090000 33.49 0 9090000 33.49 0 0
14
(iii) Change in Promoters’ Shareholding (please specify, if there is no change):
S. No. Shareholding at the Cumulative Shareholding
beginning of the year during the year
No. of % of total No. of % of total
shares shares of the shares shares of the
company company
At the beginning of the year
Date wise Increase / Decrease in Promoters
Shareholding during the year specifying the There is no change in the Promoter's Shareholding
reasons for increase / decrease (e.g. allotment
/transfer /bonus/sweat equity etc).
At the end of the year
(iv) Shareholding of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
S. Name of Shareholder Shareholding at the Shareholding at the end of the Shareholding at the end of the Shareholding at the end of the Shareholding at the end of the
No. beginning of the quarter ended 30th June, 2018 quarter ended 30th September, quarter ended 31st December, year 31st March, 2019
year 1 st April, 2018 2018 2018
No of % of total No of % of total Reason No of % of total Reason for No of % of total Reason for No of % of total Reason
Shares Shares of Shares Shares of for Shares Shares of Increase/ Shares Shares of Increase/ Shares Shares of for
the the Increase/ the Decrease the Decrease the Increase/
Company Company Decrease Company Company Company Decrease
1 Sukhbir Singh Dahiya 1035264 3.814 1035264 3.814 1035264 3.814 1035264 3.814 1035264 3.814
2 Jagbir Singh Ahlawat 745020 2.745 800020 2.947 Purchase 800020 2.947 800020 2.947 800020 2.947
3 Aman Jain 599080 2.207 718560 2.647 Purchase 734280 2.705 Purchase 735120 2.708 Purchase 719622 2.651 Purchase
4 Prerna 609952 2.247 609952 2.247 609952 2.247 609952 2.247 609952 2.247
5 Dayawati 586853 2.162 586853 2.162 586853 2.162 586853 2.162 586853 2.162
6 Nipun Khosla 534116 1.967 537446 1.980 Purchase 547446 2.017 Purchase 547446 2.017 547446 2.017
7 Ashok kumar Aggarwal 198816 0.732 303753 1.119 Purchase 323753 1.192 Purchase 373753 1.377 Purchase 481099 1.772 Purchase
8 Sanjay Jain 0 0 125937 0.464 Purchase 417959 1.54 Purchase 409216 1.507 Sale 470712 1.734 Purchase
9 Himalaya Alkalies & 420980 1.551 420980 1.551 420980 1.551 420980 1.551 420980 1.551
Chemicals Limited
10 Ram Chander Rathee 0 0 199797 0.736 237828 0.876 Purchase 347828 1.281 Purchase 420484 1.549 Purchase
11 Indianivesh Capitals Ltd. 0 0 0 0 0 0 0 0 347313 1.279 Purchase
12. Pratyaksh Jain 0 0 0 0 0 0 170327 0.627 Purchase 309760 1.141 Purchase
(v) Shareholding of Directors and Key Managerial Personnel:

Sl. Name of the Shareholding at the Date wise Increase / Decrease in Shareholding at the
st
No. Director and Key beginning of the year Shareholding during the Year end of the year (31
st
Managerial (1 April, 2018) specifying the reasons for March, 2019)
Personnel increase / decrease
(e.g. allotment / transfer / bonus/
sweat equity etc)
1. Dr. A. K. Kundra, 600 Equity Shares 0 600 Equity Shares
IAS (Retd.), Director
Note : None of the other Directors and Key Management Personnel, was holding any Equity Shares of the Company during the Financial Year ended
on 31st March, 2019.
15
V. INDEBTEDNESS:
Indebtedness of the Company including interest outstanding/accrued but not due for payment : (In Rupees)
Secured Loans (& Working Unsecured Deposits Total Indebtedness
Capital Loans) Excluding Loans
Deposits
Indebtedness at the beginning of the
Financial Year
i) Principal Amount 317520000.00 317520000.00
ii) Interest due but not paid 0 .00 0 .00
iii) Interest accrued but not due 7104771.00 7104771.00
Total (i+ii+iii) 324624771.00 324624771.00
Change in Indebtedness
during the Financial Year
• Addition 31752001.00 NIL 31752001.00
• Reduction 31752001.00 31752001.00
Net changes 0.00 0.00
Indebtedness at the end of the
Financial Year
i) Principal Amount 317520000.00 317520000.00
ii) Interest due but not paid 00.0 00.0
iii) Interest accrued but not due 7104771.00 7104771.00
Total (i+ii+iii) 324624771.00 324624771.00
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
(In Rupees)
Sl. Particulars of Remunerat Name of Managing Director Total
No. Amount
ShriAmit Dhaka, IAS ShriManjit Singh Smt. Neelima, IAS
(01.04. 2018 to Brar, IAS (27.03.2019 to
13.02.2019) (w.e.f.15.02.2019 31.03.2019)
to 31.03.2019)
1. 1 Gross salary - - -
(a) Salary as per provisions contained in -
section 17(1) of the Income-tax Act, 1961
- - -
(b) Value of perquisites u/s 17(2) Income-tax
Act, 1961 -
(c) Profits in lieu of salary under section 17(3) - - -
Income-tax Act, 1961 -
- - -
2. Stock Option
-
3. Sweat Equity - - - -
4. Commission - - -
- As % of profit -
- others, specify
- - -
5. Others, please specify
-
- - -
Total (A)
-
Ceiling as per the Act - - - -
* Minimum Remuneration.
B. Remuneration to Other Directors: (In Rupees)
Sl. Particulars of Remuneration Name of Directors Total
No. Amount
1. Independent Directors Dr. A.K. Kundra, Shri D.C. Mehandru Shri J.S. Mann
IAS (Retd.)
• Fee for attending Board and 198000 222000 94000

Committee Meetings
• Commission
• Others, please specify
Total (1) 198000 222000 94000 514000
2. Other Non-Executive Directors Shri Rakesh Kumar Smt Vini Mahajan Smt. Indu Malhotra Smt. Neelima,
Verma, IAS IAS IAS IAS
• Fee for attending Board and 10000 # 50000# 10000 # 40000#

Committee Meetings
• Commission
• Others, please specify
Total (2) 10000 # 50000# 10000 # 40000# 110000
Total (B) = (1+2) 664000
Total Managerial Remuneration 664000
Overall Ceiling as per the Act
# Paid to the Punjab State Industrial Development Corporation Limited.
16
C. Remuneration to Key Managerial Personnel other than Managing Director/ Manager/ Whole Time Director:
(In Rupees)
Sl. Particulars of Remuneration Key Managerial Personnel Total Amount

No.
Shri Ajay Pal Singh, CS Sugandha Kukreja

CFO
1. Gross salary
(a) Salary as per provisions contained in 12,45,849.00 8,45,365.00 20,91,214.00
section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax 1,50,217.00 - 1,50,217.00
Act.
(c) Profits in lieu of salary under section 17(3) - - -
Income-tax Act, 1961
2. Stock Option - - -
3. Sweat Equity - - -
4. Commission - - -
- As % of profit
- others, specify
Total (A) 13,96.066.00 8,45,365.00 22,41,431.00
VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:
Type Section of the Brief Details of Penalty/ Authority Appeal made,
Companies Act Description Punishment/ [RD/NCLT/COURT] if any (give
Compounding fees Details)
imposed
A. Company
Penalty
Punishment NIL
Compounding
B. Directors
Penalty
Punishment NIL
Compounding
C. Other Officers in Default
Penalty
Punishment NIL
Compounding
Sd/-
Place : Chandigarh (Vini Mahajan)
17
CORPORATE GOVERNANCE REPORT FOR THE FINANCIAL YEAR 2018-19
1. Brief Statement on the Company's philosophy on Code of Governance
The Company's core philosophy on the code of Corporate Governance is to ensure fair and transparent business
practices with accountability for performance. The compliance of applicable statute is of utmost importance to the
Company. The transparent and timely disclosure of financial and management information always remains priority
for the Company.
The Company is in compliance with the provisions of Corporate Governance specified in Regulation 34 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.
2. Board of Directors
The Board of Directors comprises of 8 Directors, of which Chairperson is a Non-Executive Director. The Company
has a Managing Director and a Whole Time Director and 6 Non-Executive Directors (including a Woman Director) of
whom four are Independent Directors.
Name of Director Core Skills/ Expertise/ Competencies
Smt. Vini Mahajan, IAS, Senior IAS Officer of 1987 batch. She has done B.A. (Hons.)
Economics and Post Graduate Diploma in Management.
Expertise in General Management and Administration.
Shri Manjit Singh Brar, IAS IAS Officer of 2007 batch. He has done B.Com (Honour s) and
LL.M. Expertise in General Management and Administrat ion.
Smt. Deepti Uppal, IAS IAS Officer of 2011 batch. She has done B.Com. and M.A.
Shri D.C. Mehandru He has done B.A. (Honours) Economics, MA, CAIIB, AMIIA.
Expertise in Finance and General Management.
Dr. A. K. Kundra, IAS (Retd.) Retired IAS Officer. He has done M.A. (Economics) and Ph.D.
Shri J.S. Mann He has done M. Sc. (Hons.) in Chemistry. Expertise in P roject
Management.
Shri G.S. Sandhu, IAS (Retd.) Retired IAS Officer. He has done M. Sc. (Hons.) in Physics and
Masters in Social Science. Expertise in General Management and
Administration
Shri Naveen Chopra He has done B. E. (Chemical) and MBA from Panjab University,
Chandigarh.
st
The composition of the Board as on 31 March, 2019 is given below:
Category of Directorship
Non-Executive-Independent Director 3
Non-Executive-Non-Independent Director 2
Executive Director (Managing Director) 1
Total Strength 6
The names and categories of the Directors on the Board, their attendance at the Board Meetings during the financial
year and at the last Annual General Meeting, as also the number of Directorships held by them in other Companies
and memberships of the Committees of the Board of the Companies in which they are Directors are given below:-
18
Name Date of Date of Category Attendance Attendance No. of Directorships Memberships of the No. of
Appointment Cessation at Board at last AGM in other Companies* Committees of the Directorships
Meetings on 26.9.2018 Board of all the in other
during Companies** Listed
2018-19 Companies/
(1.4.2018 to Category
31.3.2019)
Chairperson Director Chairperson Member
Shri Rakesh Kumar 30.06.2017 13.08.2018 NE&NI 1 N.A. N.A. N.A. N.A. N.A. N.A.
Verma, IAS,
Chairperman
(PSIDC Nominee)
Smt. Vini Mahajan, IAS, 13.08.2018 - NE&NI 5 No 4 1 - - -
Chairperson
(PSIDC Nominee &
Woman Director)
Shri Amit Dhaka, IAS, 20.03.2017 13.02.2019 E&NI 5 Yes N.A. N.A. N.A. N.A. N.A.
Managing Director
(PSIDC Nominee)
Shri Manjit Singh 15.02.2019 - E&NI 1 N.A. - 4 - 2 -
Brar, IAS
Managing Director
(PSIDC Nominee)
Smt. Neelima, IAS As Director 22.07.2019 NE&NI 4 No - 3 - - -
(PSIDC Nominee & 14.08.2018
Woman Director) As Managing 18.04.2019
Director
27.03.2019
Smt. Deepti Uppal, 09.08.2019 - NE&NI - N.A. - 1 - - -
IAS
(PSIDC Nominee &
Woman Director)
Smt. Indu Malhotra, 26.5.2016 02.08.2018 NE&NI 1 N.A. N.A. N.A. N.A. N.A. N.A.
IAS
Shri D.C. Mehandru 26.06.2002 - NE&I 7 Yes - - 2 - -
Dr. A. K. Kundra, IAS 13.12.2004 - NE&I 7 Yes 1 1 1 2 1

(Retd.) Vardhman
Textiles
Limited o
Independent
Director
Shri J.S. Mann 12.8.2010 - NE&I 7 Yes - - - 1 -
Shri G.S. Sandhu, IAS 09.08.2019 - NE&I - N.A. - - - - -

(Retd.)
Shri Naveen Chopra 28.05.2019 - E&NI - N.A. - - - - -
(Whole Time Director)
*The Directorships held by the Directors as mentioned above do not include Directorships of Private Limited Companies.
**Includes only Audit Committee and Stakeholders Relationship Committee.
NE&NI - Non-Executive Non- Independent Director PSIDC -Punjab State Industrial Development Corporation Limited
NE&NI - Non-Executive Non- Independent (Promoter – holding 33.49% of the Subscribed Capital)
& FIN Financial Institution Nominee Director
NE&I - Non-Executive Independent Director
E&NI - Executive Non-Independent Director
There is no relationship between the Directors inter-se.
Seven Board Meetings were held during the financial year 2018-19 as against the minimum requirement of four
meetings in a year. The dates on which the Board Meetings were held are given below:
rd th th th th th th
23 April, 2018, 28 May, 2018, 14 August, 2018, 5 November, 2018, 28 January, 2019, 15 February, 2019 and 27
March, 2019.
A separate meeting of Independent Directors was held during the year.
The Non-Executive Directors had no pecuniary relationship or transactions with the Company in their personal
capacity during the financial year 2018-19 other than receiving Sitting Fees and/or reimbursement of expenses, if
any, incurred for attending the meetings of the Company.
The Board of Directors of the Company in its meeting held on 13th February, 2018 had approved a Code of Conduct for
th
Directors and Senior Management Personnel of the Company with effect from 13 February, 2018. The same has also
been placed on the Company's Website www.punjabalkalies.com. All the Directors and Senior Management
Personnel have affirmed compliance with the Code of Conduct of Directors and Senior Management Personnel
during the financial year 2018-19 and the Chief Executive Officer's Declaration to this effect is annexed herewith.
3. Audit Committee
The Company had constituted an Audit Committee of the Board of Directors in the year 1986.
The terms of reference and role of the Audit Committee as revised and stipulated by the Board of Directors from time to time
are in conformity with and in line with the statutory and regulatory requirements as prescribed under Section 177 of the
Companies Act, 2013 and Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements), Regulation,
2015.
The names and categories of the Chairman and members of the Audit Committee and their attendance at the Audit
Committee meetings during the financial year under review are given below:-
19
Name Designation Date of Date of Category Attendance during
Appointment Cessation 2018-19 (1.4.2018 to
as Member as Member 31.3.2019)
Shri D.C. Mehandru Chairman 26.6.2002 - NE& 4
Shri J.S. Mann Member 25.9.2010 - NE& 4

Shri Amit Dhaka, IAS Member 20.03.2017 13.02.2019 E&N 4
Shri Manjit Singh Member 15.02.2019 - E&N -
Brar, IAS
NE&I - Non-Executive Independent Director
E&NI - Executive Non - Independent Director
In addition to the Members of the Audit Committee, the Chief Financial Officer, Internal Auditors and the Statutory
Auditors attended the meetings of the Committee as invitees. Members held discussions with Statutory Auditors
during the meetings of the Committee. The Audit Committee reviewed the quarterly, half yearly and year to date un-
audited and annual audited financial of the Company before submission to the Board of Directors for its
consideration and approval. The Committee also reviewed the internal audit reports.
Four meetings of the Audit Committee were held during the financial year 2018-19.
The dates on which the meetings of the Audit Committee were held are given below:
28th May, 2018, 14th August, 2018, 5th November, 2018 and 28th January, 2019.
4. Remuneration to Directors
The Company is having a Nomination and Remuneration Committee of the Board of Directors of the Company to
approve the remuneration of the Managing Director(s), Whole-time Director(s), Key Managerial Personnel and
Senior Management of the Company.
The name and categories of the Chairman and Members of the Nomination and Remuneration Committee and their
attendance at the meetings during the financial year under review are given below:
Name Designation Category Attendance during
2018-19 (1.4.2018 to
31.3.2019)
Dr. A.K. Kundra, IAS (Retd.) Chairman NE&I 1
Shri D.C. Mehandru Member N 1
Shri J.S. Mann Member NE&I 1
One meeting of the said Committee was held on 25.05.2018 during the financial year 2018-19.
The remuneration of the Managing Director(s) and Whole-time Director(s) is also approved by the Board of Directors
subject to the requisite approvals under the provisions of the Companies Act, 2013.
The following are the details of the remuneration paid to the Managing Directors in the financial year 2018-19:-
- Shri Amit Dhaka, IAS, Managing Director (till 13.02.2019) : Nil
- Shri Manjit Singh Brar, IAS Managing Director : Nil
(w.e.f.15.02.2019)
The Non-Executive Directors are entitled to Sitting Fee decided by the Board of Directors in accordance with the
st
provisions of the Articles of Association of the Company. The Sitting Fee has been revised with effect from 1
February, 2018 to (a) Rs.10,000/- per meeting of the Board of Directors attended and (b) Rs.4,000/- per meeting of the
Committee of the Board of Directors attended.
st
Dr. A.K. Kundra, IAS (Retd.), Director was holding 600 Equity Shares of the Company as on 31 March, 2019. None of
st
the other Directors, were holding any Equity Shares of the Company as on 31 March, 2019.
The Performance Evaluation of Independent Directors was carried out by the entire Board of Directors, excluding the
Director being evaluated.
5. Share Transfer Committee
The Company is having a Share Transfer Committee of the Board of Directors to approve the transfer and
transmission of shares, sub-division and consolidation of Share certificates, issue of duplicate share certificates and
dematerialisation and rematerialisation of shares, etc., with the following Directors as its members.
i. Managing Director (Chairman)
ii. Dr. A.K. Kundra, IAS (Retd.)
iii. Shri D.C. Mehandru
During the financial year 2018-19, twenty eight meetings of the Share Transfer Committee were held. During the
financial year 2018-19, 114 requests for transfer of physical mode shares and 564 requests for dematerialisation
were received. Out of the same Nil requests for transfer of physical mode shares and Nil requests for
st
dematerialisation were pending for approval as on 31 March, 2019.
The Share Transfers are normally processed within 12 days of receipt if the documents are found in order. The
requests for dematerialisation are also processed within 12 days of receipt of physical share certificates if the
documents are found in order.
20
6. Stakeholders Relationship Committee
The Company is having a Stakeholders Relationship Committee of the Board of Directors for looking into the
redressing of shareholders and investors complaints like transfer of shares, non-receipt of balance sheet, non-
receipt of declared dividends, etc., with the following Directors as its members:-
i. Shri D.C. Mehandru (Chairman) - Non-Executive Independent Director
ii. Dr. A.K. Kundra, IAS (Retd.) - Non-Executive Independent Director
iii. Managing Director - Executive Non-Independent Director
CS Sugandha Kukreja, Company Secretary is the Compliance Officer.
During the financial year 2018-19, four meetings of the said Committee were held.
During the financial year under review, the total number of complaints/ queries received and replied to the
satisfaction of shareholders was Nil. Outstanding complaints/ queries as on 31st March, 2019 were Nil. Complaints/
correspondence are usually dealt with within 10-12 days of receipt.
7. Risk Management Committee
The Company is having a Risk Management Committee to monitor and review the Risk Management Plan of the
Company, with the following as its members:-
i. Managing Director (Chairman) - Executive Non-Independent Director
ii. Shri D.C. Mehandru - Non-Executive Independent Director
iii Shri J.S. Mann- Non-Executive Independent Director
iv. Shri M.P.S. Rana-Executive Director (Materials & Finance)
v. Shri Ajay Pal Singh-Chief Financial Officer
8. Corporate Social Responsibility Committee.
The Company has constituted Corporate Social Responsibility Committee in line with the provisions of Section 135 of the
Companies Act, 2013 to (a) Formulate and recommend to the Board, a CSR Policy indicating the activities to be undertaken
by the company as specified in Schedule VII of the Act, (b) Recommend the amount of expenditure to be incurred in the
activities mentioned in the CSR policy and (c) Monitor the CSR policy with the following as its Members:
1.Shri D.C. Mehandru- Non-Executive Independent Director – Chairman
2.Shri J.S. Mann- Non-Executive Independent Director – Member
3.Managing Director- Executive Non-Independent Director - Member
9. General Body Meetings
S. AGM Venue Date Time Details of Special

No. Particulars Resolutions passed
st th
1. 41 AGM in Tagore Theatre, 29 September, 2016 10.00 i. According of the
respect of the Sector 18, hours consent to the Board of
financial year Chandigarh Directors to issue of
2015-16 66,05,246 Equity Shares
of Rs.10/- each at a
price of Rs.22.95 per
Equity Share on
preferential basis to
CDR Lenders.
ii. According of the
consent to the Board of
Directors to create, offer,
issue and allot 27,70,000
Secured Fully
Convertible Debentures
of Rs.100/- to the CDR
Lenders.
iii. According of the
Directors to issue
4,06,000 Secured
Redeemable Non-
Convertible Debentures
or Non-Cumulative of
Rs.100/- each to the
CDR Lenders.
iv. According of the
Directors for mortgaging/
charging of all the
moveable and
immoveable properties
of the Company in
favour of the Debenture
holders and/or
Debenture Trustees.
21
2. 42nd AGM in Tagore Theatre, 27th September, 2017 10.00 No Special Resolution
respect of the Sector 18, hours passed.
financial year Chandigarh
2016-17
3. 43rd AGM in Tagore Theatre, 26th September, 2018 10.00 I. According of approval to
respect of the Sector 18, hours the Continuation of the
financial year Chandigarh holding of office of
2017-18 Independent Director by
Dr. A.K. Kundra, IAS
(Retd.) (DIN: 00154024)
who has attained the
age of 75 years.
II. According of approval to

the Continuation of the
holding of office of
Independent Director by
Shri D.C. Mehandru
(DIN: 00308524) who
has attained the age of
81 years.
b) i) No extra ordinary General Meeting (s) were held and No Postal Ballot Notices were issued to the public during
the year ended 31st March, 2019.
ii) All the Resolutions including the Special Resolution were passed through e-voting and physical ballot paper
and poling process conducted at Annual General Meeting in compliance with the provisions of the Act, and
Rule 20 of the Companies (Management and Administration) Rules, 2014.
iii) During the year under review, no special resolution was passed through postal ballot.
c) The Ballot and Remote E-Voting facilities are being provided to the Members in respect of the business to be
transacted in the ensuing Annual General Meeting of the Company.
10. Disclosures
a) There are no materially significant related party transactions that may have potential conflict with the interests of
the Company at large.
b) There has been no non-compliance by the Company or penalties or strictures imposed on the Company by any
of the Stock Exchanges or SEBI or any other statutory authority, on any matter related to capital markets, during
the last three years.
c) The Company has in place the Policy on Vigil Mechanism and Whistle Blower. The same has also been placed on
the Company's Website www.punjabalkalies.com.
d) Certificate from Company Secretary in practice has been obtained stating that none of the Directors on the
Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of the
Company by SEBI/ MCA or any other statutory authority.
e) Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013.
No. of Complaints filed during the financial year - Nil

No. of Complaints disposed of during the financial year - Nil
No. of Complaints pending during the financial year - Nil
11. Means of communication

The quarterly Financial Results and Annual Financial Results of the Company are being published in the newspapers
i.e. Financial Express/Times of India and Punjabi Jagran/Amar Ujala and filed electronically on Listing Centre of BSE
Limited in accordance with the requirements of Regulation 33 of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 and are also available on the website of the Company www.punjabalkalies.com. All
periodical compliances /filing are also filed electronically on Listing Centre of BSE Limited.
The Management Discussion and Analysis Report for the financial year 2018-19 is a part of the Annual Report for the
said financial year.
22
12 General Shareholders information
The 44th Annual General Meeting will be held on 14th September, 2019 at 10.00 hours in
National Institute of Technical Teachers' Training and Research Auditorium, NITTTR
Complex, Sector 26, Chandigarh
st st
Financial Calender 1 April, 2018 to 31 March, 2019
8th September, 2019 to 14th September, 2019 (both days inclusive)
BSE Limited : 506852

ISIN No for Demat Mode : INE607A01014
Shares
g) Registrars and Share M/s. Beetal Financial & Computer Services Private Limited
Transfer Agents Unit: Punjab Alkalies & Chemicals Limited
Beetal House, 3rd Floor, 99, Madangir, Behind Local
Shopping Centre, New Delhi-110062
Ph. : (011) - 29961281-83
Fax: (011) - 29961284
E-mail ID: [email protected]
Website: www.beetalfinancial.com
The trading in the Equity Shares of the Company on the Stock Exchanges is permitted only
in Dematerialised Mode w.e.f. 24th July, 2000 due to SEBI's directive. The Company has
arrangements with both National Securities Depository Limited (NSDL) and Central
Depository Services (India) Limited (CDSL) for facilitating holding of Company's Shares in
Dematerialised Mode. As on 31st March, 2019, 92.71% of the total shares have been
dematerialised.
The Company has opened a Depository Account (Demat Account) in the name and style of
'Unclaimed Shares Suspense Account of Punjab Alkalies & Chemicals Limited' with Punjab
National Bank (Depository Participant of National Securities Depository Limited (NSDL)),
Sector 17-B, Chandigarh for the purpose of complying with the provisions of the Revised
Clause 5A of the Listing Agreement with the BSE Limited.
4072500-01
CIN: L24119CH1975PLC003607
[email protected]
High/Low during each month of 2018-19 (1st April, 2018 to 31st March, 2019) on the BSE Limited:
8 46.00 35.05 8 83.05 70.25

8 60.75 39.75 8 84.70 60.10
8 66.80 54.75 8 76.40 53.00
8 68.75 51.70 9 63.00 47.55
8 68.90 59.55 9 63.00 40.00
8 68.90 68.90 9 63.95 53.50
23
Distribution of Shareholding as on 31st March, 2019:
19133 90.88 2665009 9.82

1088 5.18 882667 3.25
390 1.85 612827 2.26
123 0.58 317372 1.17
52 0.25 190711 0.71
47 0.22 217393 0.80
71 0.34 523259 1.93
124 0.59 21731558 80.06
21028 100.00 27140796 100.00
q Categories of Shareholding as on 31st March, 2019
1 9090000 33.49
10 11700 0.04
12 9400 0.03
- - -
- - -
515 545153 2.01
987 2434476 8.98
19256 14464169 51.29
247 585898 2.16
21028 27140796 100.00
Sd/-
Chief Executive Officer’s Declaration regarding the Code of Conduct for Directors and
Senior Management Personnel.
The Board of Directors of the Company had approved the Code of Conduct for Directors and Senior Management
Personnel of the Company.
All Directors and Senior Management Personnel of the Company have affirmed compliance with the Code of
st
Conduct for the financial year ended 31 March, 2019.
Place : Chandigarh (MANJIT SINGH BRAR)
Date : August 9, 2019 Managing Director
Din: 00942519
Auditors' Certificate on Compliance with the Corporate Governance as per requirements of

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
To the Members of Punjab Alkalies & Chemicals Limited
We have examined the compliance of conditions of Corporate Governance by Punjab Alkalies & Chemicals
st
Limited, for the financial year ended on 31 March, 2019, as stipulated under SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
The compliance of conditions of Corporate Governance is the responsibility of management. Our examination
was limited to procedures and implementation thereof, adopted by the Company to ensure compliance with the
conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial
statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the
Company has complied with the conditions of Corporate Governance as stipulated under SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
We state that no investor grievances are pending for a period exceeding one month against the Company as per
the records maintained by the Company.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the
efficiency or effectiveness with which the management has conducted the affairs of the Company.
For HARI S. & ASSOCIATES

Chartered Accountants
Sd/-
(KAPIL VOHRA)
Place: Chandigarh Partner
Date : August 9, 2019 Membership No. 523735
24
INDEPENDENT AUDITORS’ REPORT
To the Shareholders of
PUNJAB ALKALIES & CHEMICALS LIMITED
Report on the Ind AS Financial Statements:
Opinion
We have audited the accompanying Ind AS financial statements of Punjab Alkalies & Chemicals Limited
(“the Company”), which comprise the Balance Sheet as at March 31, 2019, the Statement of Profit and Loss
(including the statement of Other Comprehensive Income), the Statement of Changes in Equity and the
Cash Flow Statement for the year ended on that date, and a summary of the significant accounting policies
and other explanatory information (hereinafter referred to as “the Ind As financial statements”)
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
Ind As financial statements give the information required by the Companies Act, 2013 (“the Act”) in the
manner so required and give a true and fair view in conformity with the Indian Accounting Standards
prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules,
2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2019, the profit and total comprehensive income, changes in equity
and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the Ind As financial statements in accordance with the Standards on Auditing
specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further
described in the Auditor's Responsibilities for the Audit of the Ind As Financial Statements section of our
report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India (ICAI) together with the independence requirements that are relevant to our
audit of the Ind As financial statements under the provisions of the Act and the Rules made thereunder, and
we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's
Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our audit opinion on the Ind As financial statements.
Management’s Responsibility for the Financial Statements:
1. The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies
Act, 2013 (“the Act”) with respect to the preparation of these Ind AS financial statements that give a true and
fair view of the financial position, financial performance including other comprehensive income, cash flows
and changes in equity of the Company in accordance with accounting principles generally accepted in
India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act., read with
Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Indian Accounting Standards) Rules,
2015, as amended. This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of the
Ind AS financial statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company's ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to
cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the company's financial reporting process
Auditor's Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
25
2. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of
the Ind AS financial statements.
3. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion on the Ind AS financial statements.
Report on Other Legal and Regulatory Requirements:
4. As required by the Companies (Auditor's report) Order, 2016 (“the Order”) issued by the Central
Government of India in terms of sub - section (11) of section 143 of the Act, we give in the Annexure A
a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
5. As required by section 143(3) of the Act, we report that:
We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purpose of our audit;
(a) In our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books;
(b) The Balance Sheet, Profit and Loss statement including the Statement of Other Comprehensive
Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in
agreement with the books of account;
(c) In our opinion, the aforesaid Ind AS financial statements comply with the Accounting Standards
specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014,
Companies (Indian Accounting Standards) Rules, 2015, as amended;
(d) On the basis of written representations received from the directors as on March 31, 2019, and taken on
record by the Board of Directors, none of the directors of the company is disqualified as on March 31,
2019, from being appointed as a director in terms of section 164 (2) of the Act;
(e) With respect to the adequacy of the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in “Annexure B” to this
report;
(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, as amended, in our opinion and to the best of our
information and according to the explanations given to us:
I) The Company has disclosed the impact of pending litigation on its financial position in its Ind AS
financial statements;
ii) The Company has made provision, as required under the applicable law or accounting standards,
for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii) There has been no amount which were required to be transferred to the Investor Education and
Protection Fund by the Company during the year ended 31st March 2019.

ICAI Firm Registration No. 007709N
Place of Signature : Chandigarh
Sd/-
Date : May 27, 2019 (KAPIL VOHRA)
Partner
Membership No. 523735
26
ANNEXURE "A" TO THE INDEPENDENT AUDITORS’ REPORT
Annexures referred to in Paragraph 4 of The Auditor's Report of even date to the Shareholders of PUNJAB
ALKALIES & CHEMICALS LIMITED on the Accounts for the year ended 31st March, 2019.
(i) a) The Company has maintained proper records showing full particulars, including the quantitative
details and situation of Fixed Assets.
b) The Company has a regular programme of physical verification of its fixed assets by which fixed
assets are verified in a phased manner over a period of three years. In accordance with this
programme, certain fixed assets were verified during the year and no material discrepancies were
noticed on such verification. In our opinion, this periodicity of physical verification is reasonable
having regard to the size of the Company and the nature of its assets.
c) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, the title deeds of immovable properties are held in the name of the
Company.
(ii) a) The stock of finished goods, stores, spare parts and raw material lying in the factory have been
physically verified by the management during /at the year-end. In our opinion and according to
information and explanations given to us the frequency of physical verification is reasonable.
b) In our opinion and according to the information and explanations given to us, the procedures of the
physical verification of stock followed by the management are reasonable and adequate in relation
to the size of the company and the nature of its business.
c) In our opinion and according to the information and explanations given to us the Company is
maintaining proper records of its inventories and no material discrepancies were noticed on such
verification.
d) Discrepancies noticed on physical verification of inventory were not material and have been
adequately dealt with in the books of account.
(iii) The Company has not granted any loans, secured or unsecured to Companies, Firms or other
parties covered in the register maintained under Section 189 of the Companies Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, the Company has
complied with the provisions of section 185 and 186 of the Act, with respect to the loans and
investments made.
(v) The Company has not accepted any deposits from the public during the year within the meaning of
Section 73 to 76 of the Act and the rules framed there-under.
(vi) We have broadly reviewed the books of account as required to be maintained by the Company under
Section 148(1) of the Companies Act, 2013 and are of the opinion that prima facie the prescribed
accounts and the records have been made and maintained.
(vii) a) Undisputed statutory dues including provident fund, employees' state insurance, income-tax, sales-
tax, service tax, customs duty, excise duty, value added tax, Goods & Services Tax, cess and other
statutory dues have generally been regularly deposited with appropriate authorities though there
has been a slight delay in a few cases.
.
27
c) Following dues are not deposited on account of disputes pending at various forums:
Name of the Nature of Dues Amount Period to which Forum where dispute is
Statue in Lakhs amount relates pending
Central Excise Excise Duty & 60.17 2004-2008 CESTAT
Act,1944 Penalty
Central Excise Excise Duty & 5.49 April˚08 to June˚08 CESTAT
Act,1944 Penalty
Finance Act, 1994 Service Tax 4.66 April˚11 to Dec˚11 CESTAT
Penalty
Finance Act, 1994 Service Tax 116.09 Feb˚07 to March˚11 CESTAT
Penalty
Central Excise Excise Duty & 3.11 Jan˚12 to Nov˚12 CESTAT
Act,1944 Penalty
Central Excise Excise Duty & 5.32 July˚11 to Dec˚11 CESTAT
Act,1944 Penalty
Finance Act, 1994 Service Tax 25.79 Jan˚12 to Nov˚12 CESTAT
Penalty
Finance Act, 1994 Service Tax 35.85 July˚13 to Dec˚13, CESTAT
Penalty Dec˚12 to June˚13
Central Excise Excise Duty 5.26 April˚17 to June˚17 Supdt,CGSTRange,Nangal
Act,1944
Pb. Value Added Entry Tax 2.35 2009-10 VAT Tribunal, Chandigarh
Tax, 2005
Pb. Value Added Entry Tax 23.73 2012-13 VAT Tribunal, Chandigarh
Tax, 2005
Pb. Value Added Entry Tax 72.78 2011-12 DETC (Appeals), Mohali
Tax, 2005
(viii) According to the information and explanations given to us, the company has not defaulted in repayment of
dues to the banks .
(ix) According to the information and explanations given to us, No Term Loan has been received by the
company during the year.
(x) According to the information and explanations given to us, no fraud by the Company or on the Company
by its officers or employees has been noticed or reported during the course of our audit.
(xi) According to the information and explanations give to us and based on our examination of the records of
the Company, the Company has not paid/provided for managerial remuneration, Accordingly, paragraph 3
(xi) of the order is not applicable.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi
company. Accordingly, paragraph 3(xii) of the Order is not applicable.
xiii) According to the information and explanations given to us and based on our examination of the records of
the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act
where applicable and details of such transactions have been disclosed in the financial statements as
required by the applicable accounting standards.
xiv) According to the information and explanations give to us and based on our examination of the records of
the Company, the Company has not made any preferential allotment or private placement of shares or fully
or partly convertible debentures during the year.
28
xv) According to the information and explanations given to us and based on our examination of the records of
the Company, the Company has not entered into non-cash transactions with directors or persons
connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
xvi) The company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.

Sd/-
Place of Signature : Chandigarh (KAPIL VOHRA)
Date : May 27, 2019 Partner
29
ANNEXURE "B" TO THE INDEPENDENT AUDITORS’ REPORT
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act,
2013 (“the Act”)
We have audited the internal financial controls over financial reporting of Punjab Alkalies & Chemicals Limited
(“the Company”) as of 31st March 2019, in conjunction with our audit of the Company for the year ended on that
date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internal financial controls based on
the internal control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial
Reporting issued by the Institute of Chartered Accountants of India ('ICAI'). These responsibilities include the
design, implementation and maintenance of adequate internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of
the accounting records, and the timely preparation of reliable financial information, as required under the
Companies Act, 2013.
Auditors' Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting
based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial
Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and
deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of
internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the
Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate
internal financial controls over financial reporting was established and maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls
over financial reporting included obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's
judgment, including the assessment of the risks of material misstatement of the financial statements, whether due
to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the Company's internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles. A company's internal financial control
over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that,
in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorisations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur
and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control over financial reporting may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.
30
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over
financial reporting and such internal financial controls over financial reporting were operating effectively as at
March 31, 2019, based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Sd/-
Place of Signature : Chandigarh (KAPIL VOHRA)
Date : May 27, 2019 Partner
31
9 (Rs. in Lacs)
Particulars Note As at As at
No. 31.3.2019 31.3.2018
ASSETS
Non Current Assets
a) Property, Plant & Equipment 3 8904.25 10570.16
b) Capital Work in Progress 4 1648.73 487.39
c) Other Intangible Assets 3 12.01 16.58
d) Financial Assets
(i) Trade Receivable 5 7.61 14.49
(ii) Others 6 267.80 282.61
e) Deferred Tax Assets (Net) 7 959.01 1028.96
f) Other Non Current Assets 8 722.13 826.52
Sub Total: Non Current Assets 12521.54 13226.71
Current Assets
a) Inventories 9 818.02 887.64
b) Financial Assets
(i) Trade Receivable 10 586.12 490.11
(ii) Cash and Cash equivalent 11 4008.22 5383.52
(iii)Other Bank Balances other than (ii) above 12 3019.79 79.27
(iv)Loans 13 20.97 4.78
(v) Others 14 1067.16 144.19
c) Other Current Assets 15 594.86 862.96
Sub Total: Current Assets 10115.14 7852.47
Total : Assets 22636.68 21079.18
EQUITY AND LIABILITIES
Equity
a) Equity Share Capital 16 2710.48 2710.48
b) Other Equity 17 3832.67 936.27
Sub Total : Equity 6543.15 3646.75
LIABILITIES
Non Current Liabilities
a) Financial Liabilities
(i) Borrowings 18 2789.23 2725.22
b) Provisions 19 1066.86 1114.77
Sub Total: Non Current Liabilities 3856.09 3839.99
Current Liabilities
a) Financial Liabilities
(i) Borrowings 20 243.07 281.23
(ii) Trade Payables due to : 21
MSME 325.13 45.83
Others 2676.87 2027.82
b) Other Current Liabilities 22 8665.98 11178.68
c) Provisions 23 326.39 58.88
Sub Total: Current Liabilities
12237.44 13592.44
TOTAL : EQUITY AND LIABILITIES 22636.68 21079.18
Significant Accounting Policies 2
Notes forming an integral part of the Financial Statements 1 to 42
Sd/- Sd/- Sd/- Sd/-

(AJAY PAL SINGH) (SUGANDHA KUKREJA) (D.C. MEHANDRU) (MANJIT SINGH BRAR)
Chief Financial Officer Company Secretary Director Managing Director

Sd/-
Place: Chandigarh
(KAPIL VOHRA)
Date : May 27, 2019
Partner
32
STATEMENT
9 (Rs. in Lacs)
Particulars Note 2018-19 2017-18

No.
INCOME
Revenue from Operations 25 37573.36 34201.58
Other Income 25 479.22 707.42
Total Revenue 38052.58 34909.00
EXPENDITURE
Cost of Material Consumed 26 5751.34 4739.60
Changes in Inventories of Finished Goods,
Work in progress and stock in Trade 27 126.61 3.90
Excise Duty 25 - 838.06
Manufacturing Expenses 28 17763.71 19638.09
Employees benefits expense 29 2727.59 2885.35
Finance Costs 30 811.34 2029.37
Depreciation and Amortisation Expense 3&8 1628.82 911.75
Other Expense 31 3367.68 3221.76
Total Expenses 32177.09 34267.88
Profit /(Loss) before exceptional item 5875.49 641.12

Amount written off exceptional Item - 1123.32
Profit /(Loss) after exceptional Item 5875.49 (482.20)
Tax Expenses
Current Tax 219.51 -
Deferred Tax 69.95 -
Profit /(Loss) for the year after Tax 5586.03 (482.20)
Debenture Redemption Reserve 101.50
Profit/(Loss) transferred to other Equity 5484.53
Other Comprehensive Income 105.97 216.78
Total Comprehensive. Income for the year 5692.00 (265.42)
Earnings /(Loss) per Equity Share of Rs.10/- each:
Basic (in Rs.) 20.58 (1.78)
Diluted (in Rs.) 20.58 (1.78)
Significant Accounting Policies 2
Notes forming an integral part of the 1 to 42
Financial Statements
Sd/- Sd/- Sd/- Sd/-


Sd/-
(KAPIL VOHRA)
Partner
Place: Chandigarh Membership No. 523735
Date : May 27, 2019
33
CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2019 (Rs. in lacs)
Particulars 2018-19 2017-18
A) CASH FLOW FROM OPERATING ACTIVITIES:

Profit /(Loss)before tax 5875.49 (482.20)
Adjustments for:
Depreciation and Amortisation Expenses 1116.98 567.45
Foreign Exchange Fluctuations (10.88) -
Miscellaneous Expenses Written Off 511.84 344.30
Provision for Gratuity 16.72 119.67
Amount Transferred from WIP to Stores Consumed 213.83 114.43
(Gain)/loss on sale of Fixed Assets (7.34) (74.35)
Interest Income (295.81) (103.51)
Finance Cost 317.52 317.52
Operating Profit Before Working Capital Change 7738.35 803.31
Adjustment for:
(Increase)/Decrease in Trade receivables (89.13) 56.21
(Increase)/Decrease in Other Current Assets 581.05 748.00
(Increase)/Decrease in Inventories 69.62 (72.53)
(Increase)/Decrease in Loan & Advances (939.16) (68.56)
(Decrease)/Increase in Trade Payable 939.23 (522.27)
(Decrease)/Increase in Short Term Borrowings (38.16) 32.05
(Decrease)/Increase in Other Current Liabilities (2560.61) 3515.83
(Decrease)/Increase in Short Term Provisions 48.00 (176.89)
(1989.16) 3511.84
Cash Generated From Operations 5749.19 4315.15
Direct Taxes Paid (312.95) (5.44)
Cash Flow Before Extraordinary Items 5436.24 4309.71
Extraordinary Items - -
Net Cash From Operating Activities 5436.24 4309.71
B) CASH FLOW FROM INVESTING ACTIVITIES:
Purchase of Fixed Assets (337.26) (48.86)
Expenditure on work in progress (3195.56) (443.29)
Sale / Adjustment of Fixed Assets 76.15 84.41
Interest Received 295.81 103.51
Long Term Advances Given 14.81 (10.46)
Purchase of Membranes and Recoating of Pans (407.45) (18.46)
Net Cash Used in Investing Activities (3553.50) (333.15)
C) CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from Long Term Borrowings - 405.63
Repayment to Financial Institution and Bank - -
Interest Paid (317.52) (795.32)
Proceeds from issue of share capital - -
Proceeds from share premium account - -
Payment towards Short Term Borrowings (Working Capital) - -
Net Cash Flow from Financing Activities (317.52) (389.69)
Net Increase in Cash And Cash Equivalents 1565.22 3586.87
Cash And Cash Equivalents at the beginning of year 5462.79 1875.92
Cash And Cash Equivalents at the end of year* 7028.01 5462.79
*Cash and Cash equivalents include deposits having maturity exceeding 3 months amounting to Rs.3019.79 lacs as per note 12.
Sd/- Sd/- Sd/- Sd/-


Place: Chandigarh Sd/-
(KAPIL VOHRA)
Date : May 27, 2019
Partner
34
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2019
The Company has created Debenture Redemption Reserve of 25% of the amount of NCDs in the books of
accounts out of profits of the Company and the amount so credited shall not be used by the Company except for
payment of NCDs in terms of Section 71 (4) of the Companies Act, 2013.
Sd/- Sd/- Sd/- Sd/-


Place: Chandigarh Firm Registration No. 007709N
Date : May 27, 2019 Sd/-
(KAPIL VOHRA)
Partner
35
NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH, 2019
Note No.1
BASIS OF PREPARATION OF FINANCIAL STATEMENTS
(a) BASIS OF PREPARATION AND COMPLIANCE WITH IND AS
(I) For all periods upto and including the year ended March 31, 2017, the Company prepared its financial
statements in accordance with Generally Accepted Accounting Principles (GAAP) in India and
complied with the accounting standards (Previous GAAP) as notified under Section 133 of the
Companies Act, 2013 read together with Rule 7 of the Companies (Accounts) Rules, 2014, as
amended, to the extent applicable, and the presentation requirements of the Companies Act, 2013.
In accordance with the notification dated February 16, 2015, issued by the Ministry of Corporate
Affairs, the Company has adopted Indian Accounting Standards (Ind AS) notified under Section 133
read with Rule 4 of Companies (Indian Accounting Standards) Rules, 2015, as amended, and the
relevant provisions of the Companies Act, 2013 (collectively, “Ind ASs”) with effect from April 1, 2017
and the Company is required to prepare is financial statements in accordance with Ind ASs for the
year ended March 31, 2018. These financial statements as and for the year ended March 31, 2018
(the “Ind AS Financial Statements”) are the first financial statements, the Company has prepared in
accordance with Ind AS.
(ii) The Company had prepared a separate set of financial statements for the year ended March 31,
2017 in accordance with the Accounting Standards referred to in section 133 of the Companies Act,
2013 (the “Audited Previous GAAP Financial Statements”), which were approved by the Board of
Directors of the Company on May 24, 2017. The management of the Company has complied the
Special Purpose Comparative Ind AS Financial Statements using the Audited Previous GAAP
Financial Statements and made required Ind AS adjustments. The Audited Previous GAAP Financial
Statements, and the Special purpose Comparative Ind AS Financial Statements, do not reflect the
effects of events that occurred subsequent to the respective date of approval of the Audited Previous
GAAP Financial Statements.
Note No. 2
Significant Accounting Policies
(a) Accounting Convention
The financial statements are prepared under the historical cost convention except for certain financial
assets and liabilities that are measured at fair value and on the basis of going concern. The financial
statements have been prepared on a going concern basis on the strength of profitability, liquidity and
continued support of the promoters, financial institutions and banks. All expenses and incomes to the
extent considered payable and receivable respectively, unless stated otherwise, have been accounted for
on mercantile basis.
The Company has discounted Debentures in accordance with the effective interest method at the rate of
14% p.a. based on IRR and recognize the balances arrived as per the method in Other Reserve account
and in long term borrowings.
(b) Property, Plant & Equipment
Tangible Assets are stated at fair values. Machinery Spares have been capitalised as and when issued.
Direct costs are capitalised till the assets are ready to be put to use. These costs also include financing
cost which has been capitalized on qualifying assets as per IND-AS 23. When an asset is scrapped or
otherwise disposed off, the cost and related depreciation are taken out from books of accounts and
resultant profit (including capital profit) or loss, if any, is reflected in Profit and Loss Statement.
The Company has identified spares having value (landed cost) of Rs.10000/- & above and having life of
more than one year in line with the Ind-AS 16. These spares are transferred to capital work in progress
account and are capitalized as and when issued. The full value of these spares is being depreciated over
their useful life.
(c) Intangible Assets
Intangible Assets acquired are measured on initial recognisation at cost. These assets are being
amortized over a period of five years. Costs associated with maintaining software programme are
recognized as an expense as incurred.
(d) Depreciation
The Company has re-estimated the life of various equipments because of (i) replacement of imported
equipments by indigenous ones which are cheaper but have shorter life, (ii) technological advancements
necessitating quicker replacement of equipments, (iii) change in material of construction of some
36
st
equipments and (iv) past operational experience as certified by the technical staff of the plant w.e.f. 1
April, 2018. Accordingly, the Company has provided depreciation on plant & equipments purchased since
2004-05 on the basis of re- estimated life of the assets during the financial year ended 31st March, 2019.
The additional depreciation of Rs. 720.65 lacs has been provided due to re- estimation of the life of the
assets. Fixed Assets individually costing upto Rs.5,000/- are depreciated 100% in the year of purchase.
The intangible assets are being amortised over a period of 5 years.
(e) Valuation of Inventories
The items of inventories are valued at lower of cost or estimated net realisable value. Cost of raw material,
building material and stores & spares is determined (net of input tax credit) at monthly weighted average
cost basis. Material in transit is taken at cost price. Stock in process is valued at cost of raw material
added. Cost of finished goods includes material cost and appropriate portion of production and
administrative overheads and excludes interest and marketing expenses. The value of finished goods
stock is exclusive of GST. Scrap, if any, at the year end does not form part of closing inventory.
(f) Revenue Recognition
Sale of goods is recognised at the point of dispatch to the Customer. Sales include excise duty applicable
but does not include GST.
(g) Foreign Exchange Transactions
Transactions denominated in foreign currencies are normally recorded at the exchange rate prevailing at
the time of the transaction. Monetary items denominated in foreign currencies at the year end and not
covered by forward exchange contracts are translated at year end rates and those covered by forward
exchange contracts are translated at the rate ruling at the date of transaction as increased or decreased
by the proportionate difference between the forward rate and exchange rate on the date of transaction,
such difference having been recognised over the life of the contract. Any income or expense on account
of exchange difference either on settlement or on translation is recognised in the profit and loss statement.
(h) Employee Benefits
i) Defined Contribution Plan
The Company's Contribution paid/payable during the year towards Provident Fund Scheme and
Superannuation Scheme are recognised as expense in the Profit & Loss Statement.
ii) Defined Benefit Plan
The Company's liabilities towards leave encashment and gratuity are determined by an independent
actuary and LIC's actuarial valuation respectively, using the Projected Unit Credit Method. Obligation
is measured at the present value of estimated future cash flows using a discounted rate that is
determined by reference to the market yields at the Balance Sheet date on Government Bonds where
the currency and terms of the Government Bonds is consistent with the currency and estimated
terms of the defined benefit obligations. Actuarial valuation has been done in accordance with Ind-
AS 19. Actuarial gains and losses due to remeasurement in the present value of defined benefit
obligations resulting from experience are recognized in other comprehensive income. The Company
has also reinstated the provision for gratuity due to revaluation of defined benefit in accordance with
Ind-AS 19.
iii) Gratuity liability has been covered by master policy of Life Insurance Corporation of India under
irrevocable trust.
(i) Earnings Per Share
The Basic Earnings/ (Loss) per Share is computed on the basis of weighted average number of Equity
Shares outstanding during the financial year. The Diluted Earnings/(Loss) per Share is computed on the
basis of weighted average number of Equity Shares outstanding during the year and the Potential Equity
Shares.
(j) Taxes on Income
Tax on income for the current period is determined on the basis of taxable income and tax credits
computed in accordance with the provisions of the Income Tax Act, 1961.
Deferred tax has been recognised in accordance with IND-AS 12 on the basis of tax consequences of
difference between the carrying amounts of assets and liabilities and their tax base.
Deferred tax assets are recognised to the extent that there is a reasonable certainty that sufficient future
taxable income will be available against which such deferred tax assets can be realized because of
renovation and up-gradation of plant and continuation of current market conditions.
(k) Accounting policies not specifically referred above are consistent with generally accepted accounting
practices.
37
Note No. 3 PROPERTY, PLANT. & EQUIPMENT (Rs. in Lacs)
TANGIBLE ASSETS GROSS BLOCK (At Cost)
As at Transfered Additions Sales/ As at
1.4.2018 from WIP Adjustments 31.3.2019
Land & Site Development 3095.11 - - - 3095.11
Buildings 1029.40 - - - 1029.40
Factory Building 2487.25 66.40 - - 2553.65
Tube well 40.74 - 5.60 - 46.34
Plant & Machinery 28042.15 1727.84 257.30 1445.52 28581.77
Electric Installation 19.71 1.87 - - 21.58
Railway Siding 189.81 - - - 189.81
Lab Instruments 27.41 8.17 10.01 - 45.59
Office Equipment 94.03 9.70 10.56 - 114.29
Furniture, Fixtures 71.38 - 7.62 - 79.00
Computers 124.27 5.69 13.16 - 143.12
Vehicles 166.12 - 33.01 59.53 139.60
Total 35387.38 1819.67 337.26 1505.05 36039.26
Previous Year 35113.41 347.99 41.18 115.20 35387.38
INTANGIBLE ASSETS
PARTICULARS GROSS BLOCK (At Cost)
As at Adjustments Additions Sales/ As at
1.4.2018 from WIP Adjustments 31.3.2019
ERP Software 21.70 - - - 21.70
Total 21.70 - - - 21.70
Previous year 14.02 - 7.68 - 21.70
3.1 Depreciation for the year 2018-19 includes Rs.2557.53 lakhs (Previous year Rs.321.12 lakhs) as depreciation arising on
revaluation of Fixed Assets, which has been adjusted against Revaluation Reserve and has not been charged to the Profit
and Loss Statement.
3.2 Fixed Assets are stated at values determined by the valuer less depreciation. Machinery Spares have been capitalised as
and when procured. Direct costs are capitalised till the assets are ready to be put to use. These costs also includes
financing cost (including exchange rate fluctuations) relating to specific borrowing attributable to Fixed Assets. When an
asset is scrapped or otherwise disposed off, the cost and related depreciation are taken out from books of accounts and
resultant profit (including capital profit) or loss, if any, is reflected in Profit and Loss Statement.
3.3 The Company has charged depreciation on Fixed Assets as per the useful life specified in Part 'C' of Schedule II of the
Companies Act, 2013. The life of the components identified by Company is not different than the plant and machinery to
which these components relate. Fixed Assets individually costing upto Rs.5,000/- are depreciated 100% in the year of
purchase. Depreciation on Foreign Exchange adjustments arising from foreign exchange variations is charged on residual
useful life of asset.
st
3.4 The Company had revalued its Fixed Assets (other than the100 TPD Membrane Cell Plant Power Line) as on 31 March,
2004 on the basis of existing use value by an independent professional valuer. The revaluation of assets had been
th
approved by the Board of Directors in its meeting held on 27 October, 2005 and the revalued figures were incorporated in
the accounts in the financial year 2005-06. Accordingly a sum of Rs.6243.16 lacs being the surplus of the value of assets
over the written down value, had been credited to the Revaluation Reserve.
st
3.5 The Company had revalued its 100 TPD Membrane Cell Plant Power Line as on 31 March, 2006 on the basis of existing
use value by an independent professional valuer. The revaluation of the asset had been approved by the Board of
th
Directors in its meeting held on 29 October, 2007 and the revalued figure was incorporated in the accounts in the financial
year 2007-08. Accordingly, a sum of Rs.27.78 lacs being the surplus of the value of the asset over the written down value,
had been credited to the Revaluation Reserve.
st
3.6 The Company had revalued its Fixed Assets as on 31 March, 2009 on the basis of existing use value by an independent
th
professional valuer. The revaluation of assets had been approved by the Board of Directors in its meeting held on 29
January, 2010 and the revalued figures were incorporated in the accounts in the financial year 2009-10. Accordingly a sum
of Rs.4819.99 lacs being the surplus of the value of assets over the written down value, had been credited to the
Revaluation Reserve.
38
(Rs. in Lacs)
DEPRECIATION NET BLOCK
Upto For 2018-19 Adjustments Upto As at As at
31.3.2018 31.3.2019 31.3.2019 31.3.2018
- - - - 3095.11 3095.11
361.45 15.72 - 377.17 652.23 667.95
1628.87 68.63 - 1697.50 856.15 858.38
38.70 .43 - 39.13 7.21 2.04
22217.24 3551.90 1296.07 24473.07 4108.70 5824.91
15.85 1.49 - 17.34 4.24 3.86
123.78 10.05 - 133.83 55.98 66.03
23.75 1.36 - 25.11 20.48 3.66
83.33 3.57 - 86.90 27.39 10.70
64.30 1.35 - 65.65 13.35 7.08
112.34 11.31 - 123.65 19.47 11.93
147.61 4.13 56.08 95.66 43.94 18.51
24817.22 3669.94 1352.15 27135.01 8904.25 10570.16
24021.42 885.56 89.76 24817.22 10570.16 11091.99
(Rs. in Lacs)
DEPRECIATION NET BLOCK
Upto For 2018-19 Adjustments Upto As at As at
31.3.2018 31.3.2019 31.3.2019 31.3.2018
5.12 4.57 - 9.69 12.01 16.58
5.12 4.57 - 9.69 12.01 16.58
2.11 3.01 - 5.12 16.58 11.91
39
Note No. 4
CAPITAL WORK IN PROGRESS
(Rs. in Lacs)
Particulars Cost as at Additions / Transfer to Adjustments Cost as at
1.4.2018 Adjustments Fixed Assets 31.3.2019
Buildings 2.79 70.00 63.13 - 9.66
Plant & Machinery 482.35 3120.81 1756.54 214.55 1632.07
ERP Software 2.25 4.75 - - 7.00
Total 487.39 3195.56 1819.67 214.55 1648.73
Previous Year 506.52 443.29 347.99 114.43 487.39
Note No. 5
NON CURRENT-FINANCIAL ASSETS-TRADE RECEIVABLES
(Rs. in Lacs)
Particulars As at As at
31.3.2019 31.3.2018
Considered Good except where Provided for
Secured 5.10 5.10
Unsecured 766.49 723.37
771.59 728.47
Less: Provision for Doubtful Depts 763.98 713.98
7.61 14.49
Note No. 6
NON CURRENT - FINANCIAL ASSETS - OTHERS
(Rs. in Lacs)
Asat As at
Particulars 31.3.2019 31.3.2018
Long Term Loans and Advances

(Unsecured, Considered Goods unless otherwise stated)
Security Deposits 267.80 282.61
267.80 282.61
Note No. 7
DEFERRED TAX ASSETS
(Rs. in Lacs)
31.3.2019 31.3.2018
Opening Balance 1028.96 1028.96

Less Deferred Tax Liabilities (net) during the year 69.95 -
Balance 959.01 1028.96
Note No. 8 OTHER NON CURRENT ASSETS

(Rs. in Lacs)
31.3.2019 31.3.2018
Deferred Expenditure
As per last balance sheet 826.52 1152.36
Addition during the year 407.45 18.46
1233.97 1170.82
Less: Amortised during the year 511.84 344.30
Closing Balance 722.13 826.52
722.13 826.52
40
8.1 The cost of membranes is being amortised over a period of three years. The cost of recoating of pans of electrolysers is
being amortised over a period of eight years.
Note No. 9 INVENTORIES

(Rs. in Lacs)
31.3.2019 31.3.2018
Raw Materials 200.88 294.54
Stock in process 41.25 39.74
Finished goods 19.49 147.61
Stores, Spares consumables 556.40 405.75
818.02 887.64
Note No. 10 CURRENT - FINANCIAL ASSETS - TRADE RECEIVABLES
(Rs. in Lacs)
31.3.2019 31.3.2018
Considered Goods except where provided for:

Secured 25.19 53.12
Unsecured 560.93 436.99
586.12 490.11
Note No. 11 CURRENT - FINANCIAL ASSETS - CASH AND CASH EQUIVALENTS
(Rs. in Lacs)
31.3.2019 31.3.2018
Cash in hand 1.91 2.04

Cheques in hand 132.95 255.98
Balance with Scheduled Banks
Current Account 841.33 756.29
Cash Credit Account 21.81 12.34
Fixed Deposits
3010.22 4356.87
3873.36 5125.50
4008.22 5383.52
Note No. 12 CURRENT - FINANCIAL ASSETS - OTHERS BANK BALANCES
(Rs. in Lacs)
31.3.2019 31.3.2018
Bank Deposits with original maturity greater than 3 months including

margin money for letters of credit and bank guarantees. 3019.79 79.27
3019.79 79.27
Note No. 13 CURRENT - FINANCIAL ASSETS - LOAN

(Rs. in Lacs)
31.3.2019 31.3.2018
Unsecured, Considered goods

Loan to employees
Loan Receivables considered good - Unsecured 1.43 1.55
Advances to employees 19.54 3.23
20.97 4.78
41
Note No. 14 CURRENT - FINANCIAL ASSESTS-OTHERS
(Rs. in Lacs)
31.3.2019 31.3.2018
Unsecured, Considered goods unless otherwise stated

Suppliers/Service Providers(Including capital goods for Rs.1022.61 lacs) 1595.06 643.30
Less: Provision for doubtful debts (Others) 527.90 499.11
1067.16 144.19
14.1 The final adjustment of (a) expenses on common facilities with Punjab National Fertilizers & Chemicals Limited
(under liquidation) for Railway Siding, Hostel Building, Power Link Line, Land, Tube well, Staff Housing Colony and
Storm Water Drain etc., and (b) other expenses aggregating to Rs.513.88 lacs incurred on behalf of Punjab National
Fertilizers & Chemicals Limited shall be made as per the settlement by the Official Liquidator of Punjab National
Fertilizers & Chemicals Limited. However, an amount of Rs.28.78 lacs (previous year Rs.24.15 lacs) has been
provided as doubtful debt during the current year.
Note No. 15
OTHER CURRENT ASSETS
(Rs. in Lacs)
31.3.2019 31.3.2018
Balance with Central Excise - -
Prepaid expenses 53.92 53.93
Excise Claim, recoverable 4.48 14.73
Income Tax recoverable 345.80 52.29
Insurance Claim recoverable 17.42 374.28
Other recoverable 112.97 349.25
Income tax claimable 29.85 10.41
Assets held for sale 22.35 -
Advance against water charges 8.07 8.07
594.86 862.96
15.1 Asset held for sale: The Company has commissioned new rectifiers of latest technology and intends to dispose off
old rectifiers as it is no longer in use and has taken off the same from the block of assets i.e. Plant & Equipment. No
impairment loss was recognized on reclassification of plant and equipment (rectifiers) as held for sale and the
company expects the fair value less cost to sell to be higher than the carrying amount.
Note No. 16
EQUITY SHARE CAPITAL
(Rs. in Lacs)
31.3.2019 31.3.2018
Authorised
400,00,000 Equity Shares of Rs. 10/- each 4000.00 4000.00
(Previous year 400,00,000 Equity Shares)
Issued
271,43,146 Equity Shares of Rs. 10/- each 2714.31 2714.31
(Previous year 271,43,146 Equity Shares)
Subscribed and Paid Up
271,40,796 Equity Shares of Rs. 10/- each fully called up (Previous year 2714.08 2714.08
271,40,796 Equity Shares)
Less: Allotment Money unpaid 3.60 3.60
2710.48 2710.48
42
16.1 Details of shareholders holding more than 5% shares
Name of Shareholder As at 31.3.2019 As at 31.3.2018
No. of % age No. of % age
shares held shares held
Punjab State Industrial Development
Corporation Limited (Promoter) 9090000 33.49 9090000 33.49
Note No. 17
OTHER EQUITY
(Rs. in Lacs)
31.3.2019 31.3.2018
Capital Reserve
Land Subsidy 5.49 5.49
Shares Forfeited Reserve Account 7.03 7.03
Revaluation Reserve
As per last balance sheet 6416.43 6752.93
Less: Adjusted in respect of Assets sold/ discarded 84.81 31.75
Less: Depreciation (Net of adjustment) 2557.53 304.75
3774.09 6416.43
Securities Premium
As per last Balance Sheet 4443.13 4443.13
Add: Additional during the year - -
4443.13 4443.13
Other Reserve
Differential discounted value of Debenture 199.61 352.87
Other Comprehensive Income
As per last Balance Sheet 25.97 (190.81)
Add: Addition during the year 105.97 216.78
131.94 25.97
Debenture Redemption Reserve 101.50 -
Profit and Loss Statement
As per last Balance Sheet (10314.65) (9832.45)
Add: Transferred from Profit and Loss Statement 5484.53 (482.20)
(4830.12) (10314.65)
3832.67 936.27
43
Note No. 18
NON CURRENT-FINANCIAL LIABILITIES-BORROWINGS
(Rs. in Lacs)
31.3.2019 31.3.2018
Debenture
Secured Redeemable Non-Convertible Debentures of Rs.100/-
each
IDBI Bank Limited – 2,90,000 (Previous Year 2,90,000) 10%
Debentures- (Redeemable at par in six equal monthly installments
st
from 1 July, 2020) 258.84 252.50
IFCI Limited – 50,000 (Previous Year 50,000) 10% Debentures-
st
(Redeemable at par in six equal monthly installments from 1 July,
2020) 44.63 43.53
LIC of India – 30,000 (Previous Year 30,000) 10% Debentures-
st
(Redeemable at par in six equal monthly installments from 1 July,
2020) 26.78 26.12
PNB – 18,000 (Previous Year 18,000) 10% Debentures- (Redeemable
st
at par in six equal monthly installments from 1 July, 2020) 16.07 15.67
PSB – 18,000 (Previous Year18,000) 10% Debentures- (Redeemable
st
at par in six equal monthly installments from 1 July, 2020) 16.07 15.67
Secured Fully Convertible Debentures of Rs.100/- each
IDBI Bank Limited–19,75,000 (Previous Year 19,75,000) 10%
Debentures- (Convertible into equity share of the Company on 1st
July, 2020) 1730.83 1691.52
IFCI Limited – 3,44,000 (Previous Year 3,44,000) 10% Debentures-
st
(Convertible into equity share of the Company on 1 July, 2020) 301.47 294.62
LIC of India – 2,07,000 (Previous Year 2,07,000) 10% Debentures-
(Convertible into equity share of the Company on 1st July, 2020) 181.41 177.29
PNB – 1,23,200 (Previous Year 1,23,200) 10% Debentures-
(Convertible into equity share of the Company on 1st July, 2020) 107.97 105.52
PSB – 1,20,000 (Previous Year 1,20,000) 10% Debentures-
st
(Convertible into equity share of the Company on 1 July, 2020) 105.16 102.78
2789.23 2725.22
st
18.1 The Fully Convertible Debentures (FCDs) shall be converted into Equity Shares of the Company on 1 July,
2020 at a price which shall be determined in accordance with SEBI ICDR Regulations, 2009 (as amended)
and PACL shall have the first right of refusal for redemption before conversion of these FCDs into Equity
Shares.
18.2 The Fully Convertible Debentures issued upon part conversion of their outstanding terminal payment and
Non-Convertible Debentures issued to the extent of Mark to Market Loss in respect of fresh Equity issued as
approved by CDR EG to CDR Lenders (Now Debenture holders) viz. IDBI Bank Limited, IFCI Limited, Life
Insurance Corporation of India, Punjab National Bank and Punjab & Sind Bank, are/will be secured by way of
existing charge on Movable or/and Immovable Properties of the Company.
18.3 The Corporate Debt Restructuring (CDR) Empowered Group had restructured the debt liabilities of the
Company in January, 2003 and had thereafter revised, reworked and modified the same from time to time.
The CDR Empowered Group has approved the Proposal of the Company for One Time Settlement (O.T.S.) of
the outstanding Term Loans and Non-Convertible Debentures and Sanctioned Working Capital Facilities as
st th
on 1 April, 2012 on 100% principal basis with a cut-off date of 15 November, 2012. In terms of the same, the
Company had to make payment of (a) Upfront Payment of 35% of the O.T.S. Amount as first tranche, 10% of
th
the balance 65% of O.T.S. Amount as second tranche by 30 September, 2014 and the remaining 90% of the
st st th
balance 65% of O.T.S. Amount as third tranche by 1 April, 2015 and (b) Interest from 1 July, 2012 to 30
st
September, 2012 on the entire outstanding amount and interest from 1 October, 2012 to the date of
st
payment of first tranche on 35% of O.T.S. Amount alongwith the payment of first tranche and interest from 1
st
October, 2012 to the date of payment of first tranche on balance 65% of O.T.S. Amount by 31 October, 2013.
No interest is chargeable on the balance 65% of O.T.S. Amount from the date of payment of first tranche.
Accordingly, the Company has made the payments of the first tranche and second tranche of the O.T.S.
Amount alongwith interest payable on due dates as per terms of the O.T.S. sanction.
st
18.4 The final tranche of O.T.S. amount had fallen due on 1 April, 2015. The Company could not make the
payment of the same on due date. At the request of the Company, the CDR Empowered Group has, inter alia,
st
approved the terms of the said terminal payment i.e. (i) The Outstanding amount (as on 1 April, 2015) of
44
terminal payment of OTS amount shall be converted into Equity and Fully Convertible Debentures (FCDs), (ii)
Equity Conversion shall be by issuance of fresh equity of 66,05,246 shares as per applicable SEBI norms,
(iii) The balance outstanding terminal OTS payment is to be converted into Fully Convertible Debentures
(FCDs) and (iv) The Company shall issue Non Convertible Debentures (NCDs) to Lenders to the extent of
Mark to Market Loss in respect of fresh Equity issued by the Company; and these FCDs & NCDs shall carry
fixed interest rate at IDBI Bank Limited's Base Rate as on cut-off date of 30th June, 2015 i.e. 10% p.a. The CDR
Empowered Group further approved waiver of interest on outstanding O.T.S. amount during period April,
2015 to June, 2015. The Company has received individual sanctions from all financial institutions and banks.
The Company has issued Equity Shares and Debentures (NCDs & FCDs) to all the lenders as per CDR
sanction.
Note No. 19
NON CURRENT- PROVISIONS
(Rs. in Lacs)
31.3.2019 31.3.2018
Provision for Employee Benefits

Gratuity 301.08 330.20
Leave Encashment 765.78 784.57
1066.86 1114.77
19.1 The Company's liabilities towards leave encashment and gratuity are determined by an independent actuary
and LIC's actuarial valuation respectively, using the Projected Unit Credit Method. Obligation is measured at
the present value of estimated future cash flows using a discounted rate that is determined by reference to
the market yields at the Balance Sheet date on Government Bonds where the currency and terms of the
Government Bonds is consistent with the currency and estimated terms of the defined benefit obligations.
Actuarial gains and losses are recognised immediately in the Profit & Loss Statement as income or expense
and other comprehensive income as per Ind-AS 19.
Note No. 20
CURRENT - FINANCIAL LIABILITIES-BORROWINGS
(Rs. in L acs)
31.3.2019 31.3.2018
Working Capital Loans (Secured)

Punjab & Sind Bank - -
Punjab National Bank - -
- -
Other Loans and Advances (Unsecured)
Advances from Customers 243.07 281.23
243.07 281.23
20.1 Cash Credit from the banks is secured by way of hypothecation (by way of first charge) of raw materials,
stocks in process, finished goods, stores and spares and book debts of the Company wherever situated and
is/ will be secured by way of mortgage (by way of second charge) on all the immovable properties both
present and future.
Note No. 21
CURRENT-FINACIAL LIABILITIES-TRADE PAYABLE
(Rs. in L acs)
31.3.2019 31.3.2018
Creditors
MSME 325.13 45.83
Others 2676.87 2027.82
3002.00 2073.65
45
21.1 Trade payable includes creditors against capital goods amounting to Rs.850.29 lacs (Previous Year Rs.8.00
lacs)
21.2 Amount due to MSME has been determined to the extent such parties have been identified on the basis of
information collected by the Management.
Note No. 22
OTHER CURRENT LIABILITIES
(Rs. in L acs)
31.3.2019 31.3.2018
Other Liabilities
Statutory Liabilities 433.72 694.61
Others Liabilities* 8161.21 10413.02
Interest accrued but not due 71.05 71.05
8665.98 11178.68
Note No. 23
CURRENT-PROVISIONS
(Rs. in L acs)
31.3.2019 31.3.2018
Provision for Employee Benfits

Leave Encashment 101.65 57.24
Bonus 5.23 1.64
Provision for taxation 219.51 -
326.39 58.88
23.1 The Company's liabilities towards leave encashment and gratuity are determined by an independent actuary
and LIC's actuarial valuation respectively, using the Projected Unit Credit Method. Obligation is measured at
the present value of estimated future cash flows using a discounted rate that is determined by reference to
the market yields at the Balance Sheet date on Government Bonds where the currency and terms of the
Government Bonds is consistent with the currency and estimated terms of the defined benefit obligations.
Actuarial gains and losses are recognised immediately in the Profit & Loss Statement as income or expense
and other comprehensive income as per Ind-AS 19
Note No. 24
CONTINGENT LIABILITIES AND COMMITMENTS (Rs. in Lacs)
Particulars Asat As at
31.3.2019 31.3.2018
a) Letters of Credit Outstanding 2889.11 -
b) Bank Guarantees given by Company 318.78 213.11
c) Excise/Service Tax/ Entry Tax Demands/claims under appeal – 426.26
d) House Tax on Industrial Buildings for the period 1.10.2010 to 31.3.2013 for which the
Company's Revision Petition is pending before the Revisional Authority - 99.84
e) Estimated amounts of contracts remaining to be executed on capital account and
not provided for 6951.43 259.18
f) Differential amount on delayed payment claimed by PSPCL 641.81 614.85
g) Additional Liability on account of Income Tax Assessments for the Assessment
Years 2016-17 onwards (which are pending), is unascertainable.
46
Note No. 25
REVENUE (Rs. in Lacs)
Revenue from sale of goods 37573.36 34201.58

Revenue from trading of goods - -
37573.36 34201.58
Less: Excise Duty - 838.06
37573.36 33363.52
Other Income:
Interest received 295.81 103.51
Scrap Sales 142.86 111.26
Misc. Income 27.46 383.89
Excess Provision written back 0.01 34.41
Profit on sale of fixed assets 13.08 74.35
479.22 707.42
707
Note No. 26
COST OF MATERIALS CONSUMED (Rs. in Lacs)
Particulars
2018-19 2017-18
Salt 5099.35 4240.84
Soda Ash 67.73 50.92
Barium Carbonate 283.33 225.66
Sulphuric Acid 177.82 124.77
Others 123.11 97.41
5751.34 4739.60
Note No. 27
CHANGES IN INVENTORIES OF FINISHED GOODS & STOCK-IN-PROCESS (Rs. in Lacs)
Closing Stocks
Finished Goods 19.49 147.61
Stock in Process 41.25 39.74
60.74 187.35
Less: Opening Stocks
Finished Goods 147.61 153.20
Stock in Process 39.74 38.05
187.35 191.25
Increase/(Decrease) in Stock (126.61) (3.90)
Note No. 28
MANUFACTURING EXPENSES (Rs. in Lacs)
Particulars
2018-19 2017-18
Power, Fuel & Utilities 17378.20 19433.90
Stores & Spares consumed 385.51 204.19
17763.71 19638.09
Note No. 29
EMPLOYEE BENEFITS EXPENSE (Rs. in Lacs)
Particulars
2018-19 2017-18
Salaries, Wages & Bonus 2224.04 2267.73

Contribution to Provident, Superannuation & Gratuity funds 272.44 396.41
Staff Welfare, Recruitment & Training Expenses 231.11 221.21
2727.59 2885.35
47
Note No. 30
FINANCE COST
(Rs. in Lacs)

Interest and Charges
Term Loans - -
Debentures 317.52 317.52
Cash Credit 15.38 8.57
ACD 106.28 1251.11
Mark to Market Loss - 406.22
Security Deposits/Others 372.16 45.95
811.34 2029.37
OTHER EXPENSES
2018-19 2017-18
136.84 166.38
6.50 7.01
284.96 158.77
187.73 65.86
19.51 13.96
492.20 238.59
6.93 3.44
4.88 2.31
69.95 40.80
74.83 43.11
0.50 0.51
0.07 0.07
0.52 0.33
- 0.62
Legal & Professional Charges 1.09 1.53
Insurance 96.76 19.29
Printing & Stationery 85.01 98.65
Postage & Telephone 12.01 9.44
Electricity & Water Charges 18.15 12.52
Rent, Rates & Taxes 8.37 8.75
Pollution Control Expenses
306.95 48.06
72.75 85.46
Miscellaneous Expenses
282.46 39.56
Loss on sale of Assets 5.74 -
Loss on insurance claim - 0.12
Doubtful Debts Others 28.78 24.15
Advertisement 13.65 1.04
Freight, Cartage & Handling 913.73 1147.65
Business Promotion 14.63 5.01
Discounts & Commission 688.36 666.25
Chlorine disposal charges 41.12 520.75
Bad debts 10.82 -
Provision for doubtful debts 50.00 75.00
3367.68 3221.76
Note No.32. Debit & Credit balances of parties are subject to their confirmation.
Note No.33. Legal action had been instituted against customers from whom a total sum of Rs.640.40 lacs
(Previous year Rs.642.38 Lacs) is due as the balance of the principal value of goods supplied.
Note No.34. Deferred Tax: The Company has recognized deferred tax in accordance with IND-AS 12. The major
elements of Deferred Tax Assets and Liabilities are given below:
48
(Rs. in L acs)
Particulars As at 31st March, 2019

Deferred Tax Deferred Tax
Assets Liabilities
Timing difference on:
Fixed Assets - 648.49
Provision for Gratuity 93.94 -
Provision for Leave Encashment 270.64 -
Provision for Bonus 1.63 -
C/F Losses and Depreciation 1241.29 -
1607.50 648.49
Net Deferred Tax Assets 959.01
Note No.35. Employee Defined Benefits:

Defined Benefit Plans-as per Actuarial Valuation as on 31st March, 2019 (Rs. in Lacs)
Particulars Leave Gratuity

Encashment
Expense Recognised in the Profit & Loss Statement for the year 77.77 76.20
Present Value of Defined Benefit Obligation as at 31st March, 2019 867.43 1502.48
Funding of Plan Assets as a percentage of total Plan Unfunded 80% with LIC
Actuarial Assumptions
- Discount Rate 7.55% 7.55%
- Expected rate of return on Plan Assets - 7.55%
- In -service Mortality Indian Assured Indian Assured
Lives (2006-08) Lives (2006-08)
- Attrition Rate 1% to 2% 1% to 2%
- Salary Rise 6.0% 6.0%
- Remaining Working life 12Years 12 Years
Note No.36. Corporate Social Responsibility:

In accordance with section 135 (5) of the Companies Act, 2013, a Company, meeting the Corporate
Social Responsibility (CSR) applicability criteria, needs to spend in every financial year, at least 2%
of its average net profits made during the three immediately preceding financial years in pursuance
of its CSR Policy. Since the Company has earned net profit before tax of Rs.5875.49 lacs, it meets
the CSR applicability criteria and accordingly needs to spend minimum 2% of its average net profits
for the immediately preceding three years on CSR activities in pursuance of its CSR policy.
Note No. 37. Related Party Disclosures:
a) Names of related Parties and description of relationships, having transactions during the year
1) Significant Interest Entities:
The Punjab State Industrial Development Corporation Limited holds 90,90,000 Equity Shares
of the Company, which constitutes 33.49% of the Subscribed Capital.
2) Key Managerial Personnel
th
- Shri Amit Dhaka, IAS, Managing Director (till 13 February, 2019)
- Shri Manjit Singh Brar, IAS, Managing Director (w.e.f. 15th February, 2019)
- Shri Ajay Pal Singh, Chief Financial Officer
- Smt. Sugandha Kukreja, Company Secretary
b) Volume of transaction of related parties
49
(Rs. in lacs)
2018-19 2017-18
Remuneration (Key Managerial Personnel)
- Shri Amit Dhaka, IAS, Managing Director - -
th
(till 13 February, 2019)
- Shri Manjit Singh Brar, IAS, Managing Director - -
(w.e.f. 15th February, 2019)
- Shri Ajay Pal Singh, Chief Financial Officer 12.33 13.25
- Smt. Sugandha Kukreja, Company Secretary 8.02 7.88
- Shri Pradeep Nauharia, Company Secretary & Sr. General - *1.83
Manager (CompanyAffairs) till 19th October, 2016
*Ex-gratia Arrear
Note No.38. A total of 2305 chlorine tonners (including rented tonners) and nil Chlorine Cylinders of 900 Kg. and 100
Kg. each respectively, were in circulation with various customers as returnable empties, as on 31.3.2019.
Note No. 39. Based on the information available with the Company, an amount of Rs.325.13 lacs is due to the MSME
as defined under the MSMED Act, 2006. Further, interest amounting to Rs.0.12 lacs has been provided
under the terms of the MSMED Act, 2006.
Note No. 40. The Company operates in a single business segment viz. chemicals.
Note No. 41. a) The Corresponding figures of the previous year have been regrouped/reclassified, wherever
necessary.
b) The figures have been rounded off to the nearest Rs. Lacs.
Note No. 42. ADDITIONAL INFORMATION AS FAR AS APPLICABLE PURSUANT TO PART II OF

SCHEDULE III OF THE COMPANIES ACT, 2013:
i) QUANTITATIVE DETAILS OF CONSUMPTION OF RAW MATERIALS AND CHEMICALS
(Rs. in lacs)
Item Unit of Qty. 2018-19 2017-18
Qty. Value(Rs.) Qty. Value(Rs.)
Salt (NaCI) MT 163568 5099.35 144735 4240.84
Soda Ash MT 287 67.73 239 50.92
Barium Carbonate MT 806 283.33 652 225.66
Sulphuric Acid MT 2104 177.82 1866 124.77
Others 123.11 97.41
Total 5751.34 4739.60
ii) DETAILS REGARDING IMPORTED AND INDIGENOUS MATERIAL CONSUMED

(Rs. in lacs)
Item Imported Indigenous Total
Value (%) Value (%) Value
Raw Materials and Chemicals 9.89 (0.17%) 5741.45(99.83%) 5751.34
[16.47 (0.35%)][4723.13 (99.65%)] ] 4739.60]
Stores and Spares 22.77 (5.91%) 362.74 (94.09%) 385.51
[19.33 (9.47%)] [184.86(90.53%)] [204.19]
Previous year figures are in brackets.
iii) VALUE OF IMPORTS (CIF BASIS)
(Rs. in lacs)
Particulars 2018-19 2017 -18
Raw Materials 33.30 -

Stores and Spares and Membranes 880.63 326.27
Total 913.93 326.27
50
iv) PARTICULARS OF PAYMENT MADE TO OR ON BEHALF OF THE DIRECTORS : Nil
v) EXPENDITURE IN FOREIGN CURRENCY:
(Rs. in lacs)
Particulars 2018-19 2017 -18
Raw Materials 29.79 -

Stores and Spares, Plants, etc. 624.80 -
Total 654.59 -
vi) REMITTANCE IN FOREIGN CURRENCY ON ACCOUNT OF DIVIDEND: Nil
vii) EARNING IN FOREIGN CURRENCY: Nil
Sd/- Sd/- Sd/- Sd/-


Place: Chandigarh
Sd/-
Date : May 27, 2019 (KAPIL VOHRA)
Partner
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Punjab Alkalies & Chemicals Limited: Regd. Office: S.C.O. 125 127, Sector 17 8, Chandigarh 160 017 (INDIA)

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Qcl Punjab Alkalies & Chemicals Limited

Please take the same on record.

By Order of the Board of Directors

Relationship with Other Directors Nil Nil Nil Nil Nil

Number of Equity Shares of the Nil Nil Nil Nil Nil

Date of Appointment 13.12.2004 26.06. 2002 12.08.2010 09.08.2019

No. of Meetings attended during the 7 7 7 N.A.

Relationship with Other Directors Nil Nil Nil Nil

Number of Equity Shares of the Company Nil Nil Nil Nil

Name of the Member(s) :

Folio No./ DP ID/ :

1. Name: ________________________________ Address: ___________________________________________

Signed this _________day of _______________, 2019.

COMPANY SECRETARY CS Sugandha Kukreja

BANKERS Punjab National Bank

AUDITORS M/s. Hari S. & Associates,

INTERNAL AUDITORS M/s. Mukesh Raj & Co.

REGISTERED OFFICE S.C.O. 125-127, Sector 17-B,

WORKS Nangal-Una Road,

DEBENTURE TRUSTEE IDBI Trusteeship Services Limited

For and on behalf of the Board

Quantity (in kg.) 3060 Nil

For and on behalf of the Board

For and on behalf of the Board

For A. ARORA & COMPANY

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

For A. ARORA & COMPANY

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:

S. N o. Name and Address of CIN/GLN Holding / Subsidiary / Associate % of Share s Applicable

(ii) Shareholding of Promoters:

(v) Shareholding of Directors and Key Managerial Personnel:

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

• Fee for attending Board and 198000 222000 94000

• Fee for attending Board and 10000 # 50000# 10000 # 40000#

Sl. Particulars of Remuneration Key Managerial Personnel Total Amount

Shri Ajay Pal Singh, CS Sugandha Kukreja

For and on behalf of the Board

Dr. A. K. Kundra, IAS 13.12.2004 - NE&I 7 Yes 1 1 1 2 1

Shri G.S. Sandhu, IAS 09.08.2019 - NE&I - N.A. - - - - -

Shri J.S. Mann Member 25.9.2010 - NE& 4

Shri J.S. Mann Member NE&I 1

S. AGM Venue Date Time Details of Special

II. According of approval to

No. of Complaints filed during the financial year - Nil

11. Means of communication

BSE Limited : 506852

8 46.00 35.05 8 83.05 70.25

19133 90.88 2665009 9.82

Auditors' Certificate on Compliance with the Corporate Governance as per requirements of

For HARI S. & ASSOCIATES

For HARI S. & ASSOCIATES

For HARI S. & ASSOCIATES

For HARI S. & ASSOCIATES

Sd/- Sd/- Sd/- Sd/-

For HARI S. & ASSOCIATES

Particulars Note 2018-19 2017-18

Profit /(Loss) before exceptional item 5875.49 641.12

Sd/- Sd/- Sd/- Sd/-

For HARI S. & ASSOCIATES

1. Name: Address: ___________

Signed this _day of _______, 2019.