Dixon Technologies (India) Private Limited

 

Your Directors have pleasure in presenting their 23Annual Report on the business and operations of the Company and the accounts for the financial year ended March 31, 2016.

     

     

     

NIL

     

 

 

sub-judice

 

 

     

     

     

     

     

 

 

ANNEXURE-1

   

 

ANNEXURE-2.

   

   

   

   

ANNEXURE-3.

   

ANNEXURE-4

   

ANNEXURE-5

   

   

   

 

 

 

 

   

Composition of Audit Committee:

Composition of Executive Committee:

 

   

 

(a) 

genuine concerns

Directors& Employees

(b) 

(c)  

Disclosure of mechanism-

(d) 

Safeguards against victimization-

(e) 

Action against repeated frivolous complaint-

(f)   

Maintenance of adequate documentation-

Composition of Vigil Mechanism:

   

   

ANNEXURE-6.

   

   

ANNEXURE-7.

   

rd

nd

 

Particulars	2010 Dixon Employees Stock Option Plan
Options granted	137000
Options vested	137000
Options exercised	Nil
The Total number of shares arising as a result of exercise of options	Nil
Options lapsed	Nil
The exercise price	Rs. 297/-
Variation of terms of options	During the period under review the Exercise period of the scheme as mentioned in Clause no. 7 of the scheme was extended by one year.
Money realized by exercise of options	Nil
Total number of options in force	137000
Employee wise details of options granted to:
(i) Key Managerial Person
?         Mr. Atul B. Lall	1,00,000
?         Mr. Gopal Jagwan	8,983
(ii) Any other employee who receives a grant in any one year of option amounting to 5% or more of options granted during the year	Except Mr. Atul B. Lall, no employee was granted options amounting to 5% or more of options granted during the year
iii) Identified employees who were granted options during any 1 year, equal to or exceeding 1% of the issued capital (excluding outstanding warrants & conversions) of the Company at the time of grant	Except Mr. Atul B. Lall, no employee was granted options amounting to 1% or more of options granted during the year

The Company has aninternal Enterprise Risk Management (ERM) framework to identify, evaluate business risks and opportunities. This frameworkseeks to create transparency, minimize adverse impact on the business objectives and enhance the Company?s competitive advantage. The Company has identified various risks and also has mitigation plans for each risk identified.

The Directors? Responsibility Statement referred to in clause (

) of sub-section () of Section 134 of the Companies Act, 2013, shall state that?

in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

the directors had 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 and loss of the company for that period;

the directors had 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;

the directors had prepared the annual accounts on a going concern basis; and

the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

An acknowledgement to all with whose help, cooperation and hard work the Company is able to achieve the results.

	For and on behalf of the Board of Directors
Place: NOIDA
Date: 07.06.2016	Sunil Vachani	Atul B Lall
	(Executive Chairman)	(Managing Director)
	DIN:00025431	DIN: 00781436

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

S. No.	1.	2.	3.
Name of Subsidiary	Dixon Global P Ltd	Dixon BhurjiMoulding P Ltd	Dixon Appliances P Ltd
Reporting Period	2015-16	2015-16	2015-16
Reporting Currency	INR	INR	INR
Share Capital	1,00,00,000	3,85,01,000	1,20,02,000
Reserves & Surplus	4,08,11,074	88,08,155	5,54,71,842
Total Assets	79,55,57,337	28,93,93,012	34,00,63,673
Total Liabilities	74,47,46,262	24,20,83,856	27,25,89,831
Investment	-	-	-
Turnover	6,64,65,87,800	60,24,02,378	1,30,46,66,415
Profit Before Taxation	2,76,37,067	2,81,69,121	5,32,06,993
Provision for Taxation	(93,30,439)	71,73,114	1,26,13,749
Profit after Taxation	1,83,06,628	2,09,96,007	4,05,93,243
Proposed Dividend	-	-	-
% Shareholding	100%	100%	100%

1.       Names of Subsidiaries which are yet to commence operations: Nil

2.       Names of Subsidiaries which have been liquidated or sold during the year: NIL

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

	Name of Associates/Joint Ventures	Padget Electronics Pvt Ltd
1.	Latest audited Balance Sheet Date	31.03.2016
2.	Shares of Associate/Joint Ventures held by the company on the year end
	No.	70,00,000
	Amount of Investment in Associates/Joint Venture	7,00,00,000
	Extend of Holding %	50%
3.	Description of how there is significant influence	Company is Joint Venture of the Company
4.	Reason why the associate/joint venture is not consolidated	Not Applicable as consolidation is made
5.	Net worth attributable to Shareholding as per latest audited Balance Sheet	Rs. 66,100,946.00
6.	Loss for the year
	i.     Considered in Consolidation	Rs. (38,88,140.88)
	ii.  Not Considered in Consolidation	Rs. (38,88,140.88)

1.       Names of associates or joint ventures  which are yet to commence operations:

2.       Names of associates or joint ventures  which have been liquidated or sold during the year: My Box Technologies Private Limited

	For and on behalf of the Board of Directors
Place: NOIDA
Date: 07.06.2015	Sunil Vachani	Atul B Lall
	(Executive Chairman)	(Managing Director)
	DIN:00025431	DIN: 00781436
	Mr. GopalJagwan	Ms. Esha Gupta
	(Chief Finance Officer) DIN:00729480	(Company Secretary) M. No. A23608

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm?s length transactions under third proviso thereto.

S. No.	Name(s) of the related party and nature of relationship	Nature of contracts/arrangements/transactions	Duration of the contracts / arrangements/ transactions	Salient terms of the contracts or arrangements or transactions including the value, if any:	Date(s) of approval by the Board, if any:	Amount paid as advances, if any:
1.	Dixon Global Private Limited	Sale, purchases or supply of any goods or materials -	Continuing	1. Sale & Purchase transactions of CFL, Ballast, electric, electonic appliances andRelated Spare Parts & Components. Total arrangement amounts to Rs. 1000 Crores  per annum	05/06/2015	NIL
Availing or rendering of any services	Continuing	2. Service transactions for Job Work of electronic appliances and their parts amounting to Rs. 1.25 Crores per annum. Total arrangement amounts to Rs. 1.25 Crores Per Annum for Service Transactions	05/06/2015	NIL
Leasing of property of any kind	Continuing	3. Lease/Sharing of Office uptoRs. 2 Lacs per annum	05/06/2015	NIL
Selling or otherwise disposing of , or buying, property of any kind -	Continuing	4. Sale & Purchase of Fixed Assets (Plant & Machinery etc.) amounting to Rs. 10 Crores	05/06/2015	NIL
2.	Dixon BhurjiMoulding Private Limited	Sale, purchases or supply of any goods or materials -	Continuing	1. Sale and Purchase of CR Sheets, Metal Sheets, Panel, Television Cabinets and Back Cover, electronic appliances, components and their related parts . Total arrangement amounts to Rs. 100 Crores per annum.	05/06/2015	NIL
Availing or rendering of any services	Continuing	2. Service transactions for Job Work of electronic appliances and their parts amounting to Rs. 40 Lacs	05/06/2015	NIL
Selling or otherwise disposing of , or buying, property of any kind -	Continuing	3. Sale & Purchase of Fixed Assets (Plant & Machinery etc.) amounting to Rs. 1 Crore	05/06/2015	NIL
3.	Dixon Appliances Private Limited	Sale, purchases or supply of any goods or materials -	Continuing	1. Sale & Purchase transactions of washing machine, its components & related parts. Total arrangement amounts to Rs. 25 Crores  per annum	05/06/2015	NIL
Availing or rendering of any services	Continuing	2. Consultancy transactions. Total arrangement amounts to Rs. 4 Lacs  Per Annum	05/06/2015	NIL
4.	Padget Electronics Private Limited	Leasing of property of any kind	Continuing	1. Lease/Sharing of Office. Total arrangement amounts to Rs. 53,76,000 per annum for lease	05/06/2015	NIL
Selling or otherwise disposing of , or buying, property of any kind -	Continuing	2. Sale & Purchase of Fixed Assets. Total arrangement amounts to Rs. 10,00,000 Lac for Fixed Assets	05/06/2015	NIL
5.	My Box Technologies Private Limited	Sale, purchases or supply of any goods or materials -	Continuing	1. Sale of Set top Boxes, components & Related Spare Parts  Total arrangement amounts to Rs. 300 Crores  per annum	05/06/2015	NIL
Availing or rendering of any services	Continuing	2. Service transactions for Job Work  of electronic appliances and their parts amounting to Rs. 4 Lacs per annum	05/06/2015	NIL

	For and on behalf of the Board of Directors
Place: NOIDA
Date: 07.06.2015	Sunil Vachani	Atul B Lall
	(Executive Chairman)	(Managing Director)
	DIN:00025431	DIN: 00781436
	Mr. GopalJagwan	Ms. Esha Gupta
	(Chief Finance Officer) DIN:00729480	(Company Secretary) M.No. A23608

Dixon Technologies (India) Private Limited (?Company?) has long been actively involved in social and community development. We are committed towards social causes and their development. As required under the provisions of Companies Act, 2013 (?Act?), the Company is pleased to announce its Corporate Social Responsibility Policy (?CSR Policy? or ?Policy?). Our goal shall be to focus on CSR activities strictly in compliance with applicable laws from time to time in force, including the Act and the rules thereunder. Towards this purpose, the Policy has been designed to achieve the Company?s social goals, while satisfying the required statutory obligations.

In accordance with the primary CSR philosophy of the Company and the specified activities under the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014, and any amendment(s) thereof, the CSR activities to be undertaken by the Company under this Policy shall be the following:

?         eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation including contribution to the Swach Bharat Kosh set-up by the Central Government for the promotion of sanitation and making available safe drinking water;

?         A promoting education, including special education, STEAM education (i.e., Science, Technology, Engineering, Art and Math), and employment-enhancing vocational skills, especially among children, women, elderly and the differentlyabled, and livelihood enhancement projects;

?         promoting gender equality, empowering women, making contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Government/State Governments for socio-economic development and relief and welfare of backward /disadvantaged classes, minorities and women;

?         Disaster relief;

?         Promoting gender equality, empowering women, setting up homes and hostels for women and orphans, setting up old age homes, day care centers and such other facilities for senior citizens;

The Company may carry out the CSR activities in accordance with the terms of this Policy, either on its own, or through a registered trust or registered society or through a company registered under Section 8 of the Act, whether established by the Company, a subsidiary of the Company, an Associate Company of the Company or by a third party.

                                             

Pursuant to the provisions of Section 135 of the Act, the Board of Directors shall constitute the Corporate Social Responsibility (CSR) Committee. The Members of CSR shall be as follows:

S.No.	Name of the Director	Designation in Committee
1.	Dr. R.C. Chopra	Chairman
2.	Mr. Vishal Gupta	Member
3.	Mr. Sunil Vachani	Member

Any change in the composition of the CSR committee will be based on approval of the Board of Directors of the Company.

Any two members of the CSR Committee personally present or via video conferencing, shall form a quorum for the meeting of the CSR Committee.

The meetings of the CSR Committee shall be held once in every year. Meetings can be convened at such time, at such place and on such day, as the members of the CSR Committee may deem fit. The minutes recording the proceedings of the CSR Committee meetings shall be placed before the next board meeting of the Company for approval. Provisions relating to conducting board meetings via video conferencing shall apply mutatis mutandis to the CSR Committee meetings.

S.No.	Financial Year	Net Profit/(Loss) Amt.( Rs.)
1	2014-15	140,170,515
2	2013-14	72,973,785
3	2012-13	64,864,244
	Average Net Profit	92,669,515

2 % of Average Profit (as in item 3 above) is

(a) Total amount to be spent for the financial year;      

(b) Amount unspent, if any: Rs. 3,88,390

(c) Reason for not spending the amount:

The Company is committed to focus on inclusive growth and improve lives by contributing towards communities around which it operates. As a responsible corporate citizen, the Company has been undertaking social welfare initiatives. This year the main focus of the Company was to contribute towards the weaker sections of the society and therefore, new initiatives were undertaken towards welfare of senior citizens and child empowerment. During the previous Financial Year, the Company had spent an excess of Rs. 5.26 lakhs towards the CSR expenditure over and above the mandatory requirement since the Company believed in the causes for which the amount was being utilized.

During the financial year 2015-16, Company endeavored to meet the budgeted expenditure by contributing in various eligible CSR activities and in future is committed to incur expenditure for CSR initiatives through structured events or      programs and projects.

 

We hereby affirm that the CSR Policy, as approved by the Board, has been implemented and the CSR Committee monitors the implementation of CSR Projects and activities in compliance with our CSR objectives.

Dr. R.C. CHOPRA (Chairman CSR Committee)	SUNIL VACHANI (Executive Chairman)
Date: 07.06.2016
Place: Noida

1.	CIN	U32101UP1993PTC066581
2.	Registration Date	15/01/1993
3.	Name of the Company	DIXON TECHNOLOGIES (INDIA) PRIVATE LIMITED
4.	Category/Sub-category of the Company	Indian Non-Government Company
5.	Address of the Registered office  & contact details	B-14 & 15, Phase-II, Noida, Uttar Pradesh-201305 E-Mail- cs@dixoninfo.com          Ph. No.-0120-4737200
6.	Whether listed company	No
7.	Name, Address & contact details of the Registrar & Transfer Agent, if any.	Skyline Financial Services Private Limited D-153A, 1st Floor, Okhla Industrial Area Phase - 1, New Delhi - 110 020

(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 products / services	NIC Code of the Product/service	%  to total turnover of the company
1	TELEVISONS	85281001	51.732
2	CHASSIS	85179000	18.501

S. No.	Name of The Company	Address of The Company	CIN/GLN	Holding/ Subsidiar/Associate	% of shares held	Applicable Section
1.	Dixon Global Private Limited	C-33 Noida Phase-II, GautamBudh Nagar, Noida-201305 Uttar Pradesh	U51900UP2010PTC042400	Subsidiary	100%	2(87)(ii)
2.	Padget Electronics Private Limited	C-33 Noida Phase-II, GautamBudh Nagar, Noida-201305 Uttar Pradesh	U31908UP2013PTC057573	Joint Venture	50%	2(6)
3.	Dixon BhurjiMouldingPrivate Limited	B ? 15, Phase- II, Noida-201305 Uttar Pradesh	U25206UP2008PTC036523	Subsidiary	100%	2(87)(ii)
4.	Dixon Appliances Private Limited	B ? 14, Phase- II, Noida-201305 Uttar Pradesh	U29306UP2004PTC028368	Subsidiary	100%	2(87)(ii)

Category of Shareholders	No. of Shares held at the beginning of the year[As on 31-March-2014]	No. of Shares held at the end of the year[As on 31-March-2015]	% Change during the year
Demat	Physical	Total	% of Total Shares	Demat	Physical	Total	% of Total Shares
A. Promoter s
(1) Indian
a) Individual/ HUF	-	20,70,147	20,70,147	66.71	-	20,70,147	20,70,147	66.71	-
b) Central Govt	-	-	-	-	-	-	-	-	-
c) State Govt(s)	-	-	-	-	-	-	-	-	-
d) Bodies Corp.	-	-	-	-	-	-	-	-	-
e) Banks / FI	-	-	-	-	-	-	-	-	-
f) Any other	-	-	-	-	-	-	-	-	-
Total shareholding of Promoter (A)	-	20,70,147	20,70,147	66.71	-	20,70,147	20,70,147	66.71	-
B. Public Shareholding
1. Institutions
a) Mutual Funds	-	-	-	-	-	-	-	-	-
b) Banks / FI	-	-	-	-	-	-	-	-	-
c) Central Govt	-	-	-	-	-	-	-	-	-
d) State Govt(s)	-	-	-	-	-	-	-	-	-
e) Venture Capital Funds	43,800	-	43,800	1.41	43,800	-	43,800	1.41	-
f) Insurance Companies	-	-	-	-	-	-	-	-	-
g) FIIs	-	-	-	-	-	-	-	-	-
h) Foreign Venture Capital Funds	-	-	-	-	-	-	-	-	-
i) Others (specify)	-	-	-	-	-	-	-	-	-
Sub-total (B)(1):-	43,800	-	43,800	1.41	43,800	-	43,800	1.41	-
2. Non-Institutions
a) Bodies Corp.
i) Indian	-	-	-	-	-	-	-	-	-
ii) Overseas	81,300	-	81,300	2.62	81,300	-	81,300	2.62	-
b) Individuals
i) Individual shareholders holding nominal share capital uptoRs. 1 lakh	-	10,160	10,160	0.33	-	10,160	10,160	0.33	-
ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh	-	8,97,750	8,97,750	28.93	-	8,97,750	8,97,750	28.93	-
c) Others (specify)	-	-	-	-	-	-	-	-	-
Non Resident Indians	-	-	-	-	-	-	-	-	-
Overseas Corporate Bodies	-	-	-	-	-	-	-	-	-
Foreign Nationals	-	-	-	-	-	-	-	-	-
Clearing Members	-	-	-	-	-	-	-	-	-
Trusts	-	-	-	-	-	-	-	-	-
Foreign Bodies - D R	-	-	-	-	-	-	-	-	-
Sub-total (B)(2):-	81,300	9,07,910	9,89,210	31.88	81,300	9,07,910	9,89,210	31.88	-
Total Public Shareholding (B)=(B)(1)+ (B)(2)	1,25,100	9,07,910	10,33,010	33.29	1,25,100	9,07,910	10,33,010	33.29	-
C. Shares held by Custodian for GDRs&ADRs	-	-	-	-	-	-	-	-	-
Grand Total (A+B+C)	1,25,100	29,78,057	31,03,157	100	1,25,100	29,78,057	31,03,157	100	-

S. No.	Shareholder?s Name	Shareholding at the beginning of the year	Shareholding at the end of the year	% change in shareholding during the year
No. of Shares	% of total Shares of the company	%of Shares Pledged / encumbered to total shares	No. of Shares	% of total Shares of the company	%of Shares Pledged / encumbered to total shares
1	Mr. Sunil Vachani	20,70,147	66.71	-	20,70,147	66.71	-	-

S. No.	Particulars	Shareholding at the beginning of the year	Date wise Increase / Decrease in Promoters Shareholding during the year specifying the reasons for increase / decrease	Cumulative Shareholding during the year	Shareholding at the End of the year
No. of shares	% of total shares of the company	No. of shares	% of total shares of the company	No. of shares	% of total shares of the company
Date	No of Shares	Reason for Change
1	Mr. Sunil Vachani	20,70,147	66.71	-	-	-	20,70,147	66.71	20,70,147	66.71
2	Mr. Atul B Lall	100000	3.22	01.04.2015	100000	Change in Category as he is Appointed in professional Capacity and  he is neither a promoter nor belong  to the promoter group	-	-	-	-

S. No.	For Each of the Top 10 Shareholders	Shareholding at the beginning of the year	Cumulative Shareholding during the year
No. of shares	% of total shares of the company	No. of shares	% of total shares of the company
	At the beginning of the year
1	Mrs. Kamala Vachani	525000	16.92	5,25,000	16.92
2	Mrs.GeetaVaswani	104750	3.38	1,04,750	3.38
3	Mrs.SunitaMankani	84000	2.71	84,000	2.71
4	Mrs.Shoba Sippy	84000	2.71	84,000	2.71
5	India Business Excellence Fund 1	81300	2.62	81,300	2.62
6	IL&FS TRUST COMPANY LIMITED	43800	1.41	43,800	1.41
7	Mr. Atul B. Lall *	100000	3.22	100000	3.22
8	Mr Sanjay Jaswani	10000	0.32	10,000	0.32
9	M/s Bennett, Coleman & Co. Limited	100	0.00	100	0.00
10	Mr Ravi Vachani	20	0.00	20	0.00
11	MrArvindKharbanda	10	0.00	10	0.00
	Total	10,32,980	33.29	10,32,980	33.29
	Date wise Increase / Decrease in Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment / transfer / bonus/ sweat equity etc):
	*Except for the change in category of Shareholder no at point 7 from Promoter to Public due to reasons cited in Table (C) there was no other change in the Shareholding pattern
	At the end of the year	Same as at the beginning of the year

S. No.	Shareholding of each Directors and each Key Managerial Personnel	Shareholding at the beginning of the year	Cumulative Shareholding during the year
No. of shares	% of total shares of the company	No. of shares	% of total shares of the company
	At the beginning of the year	-	-	-	-
1	Mr. Sunil Vachani	20,70,147	66.71	20,70,147	66.71
2	Mr. Atul B. Lall	1,00,000	3.22	1,00,000	3.22
	Date wise Increase / Decrease in Promoters Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment / transfer / bonus/ sweat equity etc.):
	There was no change during the year
	At the end of the year	Same as at the beginning of the year

Particulars	Secured Loans excluding Deposits	Unsecured Loans	Deposits	Total Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount	27,83,78,902	37,49,67,000	-	65,33,45,902
ii) Interest due but not paid	-	-	-	-
iii) Interest accrued but not due	4,21,389	-	-	4,21,389
Total (i+ii+iii)	27,88,00,291	37,49,67,000	-	65,37,67,291
Change in Indebtedness during the financial year
* Addition	13,44,26,142	-	-	13,44,26,142
* Reduction	(8,86,60,737)		-	(8,86,60,737)
Net Change	4,57,65,405	-	-	4,57,65,405
Indebtedness at the end of the financial year
i) Principal Amount	32,41,44,306	37,49,67,000		69,91,11,306
ii) Interest due but not paid	-	-	-	-
iii) Interest accrued but not due	2,96,784	-	-	2,96,784
Total (i+ii+iii)	32,44,41,090	37,49,67,000	-	69,94,08,090

(A)  Remuneration to Managing Director, Whole-time Directors and/or Manager:

S. No.	Particulars of Remuneration	Name of MD/WTD/ Manager	Total Amount
Mr.  Sunil Vachani	Mr. Atul B Lall
1	Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961	1,22,34,601	1,37,11,699	2,59,46,300
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961	28,91,004	6,40,752	35,31,756
(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	2%	2%
5	Others, please specify	-	-
	Total (A)	1,51,25,605	1,43,52,451	2,94,78,056
	Ceiling as per the Act	N.A.

SN.	Particulars of Remuneration	Name of Directors	Total Amount
		Dr. R.C. Chopra	Mr. R.K. Dhawan
1	Independent Directors
Fee for attending board committee meetings	-	-	-
Commission	-	-	-
Others, please specify	-	-	-
Total (1)	-	-	-
2	Other Non-Executive Directors	-	-	-
Fee for attending board &committee meetings	90,000	20,000	1,10,000
Commission
Others, please specify
	Total (2)	90,000	20,000	1,10,000
	Total (B)=(1+2)	90,000	20,000	1,10,000
	Total Managerial Remuneration	Rs. 2,94,78,056 Excluding Sitting  Fee
	Overall Ceiling as per the Act	N. A.

SN	Particulars of Remuneration		Key Managerial Personnel
		CEO	Ms. Esha Gupta (CS)	Mr. GopalJagwan (CFO)	Total
1	Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961	-	2,09,067	38,32,598	40,41,665
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961	-	2,04,467	-	2,04,467
(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	-	4,13,534	38,32,598	42,46,132

Type	Section of the Companies Act	Brief Description	Details of Penalty / Punishment/ Compounding fees imposed	Authority [RD / NCLT/ COURT]	Appeal made, if any (give Details)
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding

	For and on behalf of the Board of Directors
Place: NOIDA
Date: 07.06.2016	Sunil Vachani	Atul B. Lall
	(Executive Chairman)	(Managing Director)
	DIN:00025431	DIN: 00781436

:

(i)    the steps taken or impact on conservation of energy;

Awareness program implemented in the Company for energy conservation, Further the Company continuously evaluates new technologies and techniques to makeinfrastructure more energy efficient.

(ii)  the steps taken by the company for utilising alternate sources of energy;

          New recourses of alternative energy are being identifying by Company 

(iii)the capital investment on energy conservation equipment?s;

      Company is investing in more advanced machines to increase productivity without substantially increasing power consumption.

(i)          the efforts made towards technology absorption;

The company is developing design for LED Bulbs, Smart Washing Machines and Smart LED TVs.

(ii)        the benefits derived like product improvement, cost reduction, product development or import substitution;

?         Your company is now technically more capable of developing any kind of Electronic items as per our customer requirement.

?         Has resulted in increased market share with reduced costs. This has helped the Company in negotiating orders with more OEMs.

(iii)      in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-

S No.	PARTICULARS
(a)	Technology imported.	Nil
(b)	Year of import.	Not Applicable
(c)	Has technology been fully absorbed?	Not Applicable
(d)	If not fully absorbed, areas where this has not taken place. reasons there for and future plans of action.	Not Applicable

(iv)      the expenditure incurred on Research and Development.

(a)   Capital                           NIL

(b)   Recurring                   Rs. 19,081,111/- (P.Y. Rs.  1,4 4,12,072/-)

(c)   Total                                Rs. 19,081,111/- (P.Y. Rs.  1,4 4,12,072/-)

(d)  Total R & D expenditures as a percentage of total turnover15%.

:

The Foreign Exchange earned in terms of actual inflows during the year and the Foreign Exchange outgo during the year in terms of actual outflows as under:

Rs. 1782889122.16

Export (FOB Basis) -                                     Rs. 14,37,60,526/-

The Year end Balances of Loans, Investments and Guarantees given by the Company are disclosed in the Financial Statements in following mentioned Notes to the Accounts:

(i)          Investments: Note. 10

(ii)        Loans: Note. 11

(iii)      Guarantees: Note 23B

Loans, Guarantees given or Investments made during the Financial Year 2015-16

Name of the entity	Relation	Amount (Rs. In Lacs	Particulars of loans, guarantees given or investments made	Purpose for which the loans, guarantees and investments are proposed to be utilise
Dixon Global Private Limited	Wholly Owned Subsidiary	500.00	Guarantee	To guarantee the facilities granted by Yes Bank Limited
Dixon Appliances Private Limited	Wholly Owned Subsidiary	900.00	Guarantee	To guarantee the facilities granted by Yes Bank Limited
Dixon Global Private Limited	Wholly Owned Subsidiary	1,450.00	Guarantee	To guarantee the facilities granted by Ratnakar Bank Limited
Dixon Appliances Private Limited	Wholly Owned Subsidiary	500.00	Guarantee	To guarantee the facilities granted by Standard Chartered bank
Dixon Global Private Limited	Wholly Owned Subsidiary	2000.00	Guarantee	To guarantee the facilities granted by Standard Chartered bank

(A)        Details of the every employee of the Company as required pursuant to 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

Name	Mr. Sunil Vachani	Mr. Atul B. Lall
Designation of the employee;	Chairman Cum Managing Director	Dy. Managing Director
Remuneration received;	Rs. 1,62,91,885	Rs. 1,53,60,051
Nature of employment, whether contractual or otherwise;	Not Contractual	Not Contractual
Qualifications and experience of the employee;	Bachelor of Business Administration	Master of Management Studies
Date of commencement of employment;	01/12/1993	01/12/1993
The age of such employee;	47	53
The last employment held by such employee before joining the company;	-	DGM, Weston Electronics Ltd

There was no other employee of the company, who-

(i) if employed throughout the financial year, was in receipt of remuneration for that year which, in the aggregate, was not less than sixty lakh rupees;

(ii) if employed for a part of the financial year, was in receipt of remuneration for any part of that year, at a rate which, in the aggregate, was not less than five lakh rupees per month;

(iii) if employed throughout the financial year or part thereof, was in receipt of remuneration in that year which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the company.

Managing Director/WTD of the Company who is in receipt of commission from the company also receives any remuneration or commission from any Holding Company or Subsidiary Company of such Company:

a.       Consultancy Charges from Dixon Appliances Private Limited (Wholly Owned subsidiary of the Company) to Sunil Vachani- Rs. 16,00,000 during the year.

b.       Remuneration from Dixon BhurjiMoulding Private Limited(Wholly Owned Subsidiary of the Company) to Atul B Lall ? Rs.14,80,000 during the year.