The Directors have pleasure in presenting Thirty Eighth Annual Report
together with the Audited Statement of Accounts of the Company for the
year ended 31st March, 2014.
The Performance of the Company for the financial year ended on 31st
March, 2014 is summarized below:
(Rs in Lacs)
Particulars 2013-14 2012-13
Sales and other Income 1,50,478.11 1,30,412.83
Gross Profit 1,943.57 1,880.18
Depreciation 535.99 571.83
Profit before tax 1,407.58 1,308.35
Provision for Taxation for the year (275.00) (205.00)
Provision for Deferred Taxation
for the year (22.05) (36.92)
Income tax for earlier years (net) - -
Profit after Taxation 1,110.52 1,066.43
Balance brought forward from
previous year 13,088.64 12,022.21
Amount available for Appropriation 14,199.16 13,088.64
Transfer to General Reserve - -
Proposed Dividend on Equity Shares - -
Tax on Dividend - -
Surplus carried to Balance Sheet 14,199.16 13,088.64
Your Company is exploring business opportunities for implementing the
expansion plans of the existing businesses of milk & food processing as
well as recently diversified mining and mineral based new projects;
therefore it is necessary to conserve the funds to meet these
investment opportunities, which your Board believes would enhance the
shareholders wealth in coming period. Thus, your Board has not
recommended any dividend for the financial year 2013-14.
During the year, Company achieved a turnover of Rs. 1,50,478 Lacs,
which is increased by around 15% as compared to previous year.
Operating profit has increased by around 3% at Rs. 1,943 Lacs and Net
profit also increased by around 4% at Rs. 1,110 Lacs during the year
under review. On the manufacturing front turnover increased by more
than 18% and stood at Rs. 89,210 Lacs and manufacturing profit has also
gone up by 21%.
Management of the Company under the direction of your Board of
Directors is continued in achieving the targets of cutting down in the
cost of operations and getting efficiency in this area by using better
BUSINESS EXPANSION & DIVERSIFICATION
During the year under review, dairy business of your Company is
increased by about 18% as compared to previous year. Company''s dairy
plants at Dewas (M.P.), Bhopal (M.P.) and Etah (U.P.) are running
In addition to this, your Company is enthusiastically keeping a watch
on the southern and the western regions of India for setting up few
more dairy plants to cover these regions where we are sure that the
products ofthe Company shall be taken hand to hand.
On the front of recently diversified business of mining, the year under
review again remained productive as for few of the mines allotted to
your Company, we are inching towards getting necessary permissions/
approvals and believe to start commercial activities in near future.
Further, sincere efforts of your Company are continue to set up mineral
based industry in Madhya Pradesh to use explored minerals from own
mines in future.
Better profitability and turnover is expected from these activities in
Real Estate Business
The integrated township project ''Active Acres'' at Kolkata launched few
years back by M/s. Mahakosh Property Developers, a partnership wherein
your Company is partner with major stake, is continuously getting good
response from all segments of public even in the phase of slow down
period in the Real Estate Sector, where, out of completed 4 towers and
1 tower under construction, booking of about 90% of the residential
units has been done and more than 300 families have started living in
township, which indicates your Company''s reputation and sustainability
which will result in good profits in the years to come.
FOREIGN EXCHANGE EARNINGS
Your Company remains committed to enlarge foreign exchange earnings.
During the year under review, your Company''s earnings from export of
Agri-commodities on FOB basis were Rs. 9,952.99 Lacs.
Company is targeting other countries with additional dairy products and
agri-commodities on opportunity basis to increase its foreign earnings.
The Company has not accepted any deposits from the public during the
year under review.
All properties and insurable interests of the Company including
Building and Plant & Machinery have been adequately insured.
PARTICULARS OF EMPLOYEES
None of the employees of the Company was drawing remuneration in excess
of the limits prescribed under the provisions of section 217(2A) of the
Companies Act, 1956 read with the Companies (Particulars of Employees)
Rules, 1975 as amended till date.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Information as per section 217(1)(e) read with Companies (Disclosures
of Particulars in the report of Board of Directors) Rules, 1988 are
given in the Annexure ''A'' forming part of this Report.
HUMAN RESOURCE & INDUSTRIAL RELATIONS
Industrial relations were harmonious throughout the year. The Board
wishes to place on record their sincere appreciation to the co-
operation extended by all the employees in maintaining cordial
Pursuant to clause 49 of the Listing Agreements with the Stock
Exchanges, a Management Discussion and Analysis Report, Corporate
Governance Report and Auditors'' Certificate regarding compliance of
conditions of Corporate Governance are made a part of the Annual
DIRECTOR''S RESPONSIBILITY STATEMENT
The Company is in compliance with various accounting and financial
reporting requirements in respect of the financial statement for the
period under review. Pursuant to section 217(2AA) of the Companies Act,
1956, and in respect of the annual accounts for the period under
review, the Director hereby confirms that:
a. In the preparation of the annual accounts, the applicable
accounting standards had been followed.
b. Appropriate accounting policies have been selected and applied
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 or loss
of the Company for that period;
c. Proper and sufficient care for maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 1956
for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities have been taken to the best of
their knowledge and ability.
d. The annual accounts have been prepared on a going concern basis.
Mr. Kailash Chandra Shahra, Director of the Company retires by rotation
in accordance with the provisions of the Articles of Association of the
Company and being eligible offer himself for reappointment.
Pursuant to the provisions of Section 149 and other applicable
provisions of the Companies Act, 2013, Mr. Vijay Rathi and Mr. Kamal
Kumar Gupta are proposed to be appointed as Independent Directors of
the Company for five consecutive years for a term upto 31st March,
2019. They qualify to be an Independent Director pursuant to the
provisions of Section 149(6) of the Companies Act, 2013.
Mr. Hari Narayan Bhatnagar was appointed as an Additional Director by
the Board of the Company with effect from 09th November, 2013 and holds
office upto the date of this Annual General Meeting. Your Company has
received a notice in writing from a member proposing his candidature
for the office of Independent Directors. He qualifies to be an
Independent Director pursuant to the provisions of Section 149(6) of
the Companies Act, 2013.
Details of the proposal for appointment/ re-appointment of Directors
are mentioned in the Notice ofthe Annual General Meeting. AUDITORS &
The Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retire
at the forthcoming Annual General Meeting and are eligible for
re-appointment. The notes referred to by the Auditors in their Report
are self explanatory and hence do not require any explanation.
Pursuant to the circular dated 24th January, 2012 of the Ministry of
Corporate Affairs, your Company has appointed M/s K.G. Goyal & Co.,
Cost Accountants, (Firm Registration No. 000017) as Cost Auditor of the
year 2013-14, with the consent of the Central Government, for the audit
of cost accounts maintained by the Company.
The Directors wish to convey their appreciation to all of the employees
of the Company for their enormous personal efforts as well as their
collective contribution during the year. The Directors would also like
to thank the shareholders, customers, suppliers, bankers, financial
institutions and all other business associates for their continuous
support given to the Company and their confidence in the management.
For and on behalf of the Board of Directors
SURESH CHANDRA SHAHRA
For and on behalf of the Board of Directors
ASHOK KUMAR TRIVEDI
Place : Indore Dated:
14th August, 2014