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Dear Shareholders,
The Directors take pleasure in presenting their 31st Annual Report and
the Audited Accounts of your Company for the year ended March 31, 2012.
FINANCIAL RESULTS
(Amount in Rs.)
Particulars F.Y. 2011-12 F.Y. 2010-11
1. Gross Turn Over 143.673,886 105,116,795
2. Net Turnover 134,233,458 100,444,975
3. Other Income 2,970,867 835,410
4. Total Revenue 137,204,325 101,280,385
5. Earning before Interest,
Depreciation and 23,426,450 14,594,092
Amortization (EBIDTA)
6. Interest 8,072,781 3,793,757
7. Depreciation 3,195,236 1,822,686
8. Profit before Taxation (PBT) 12,158,433 8,977,649
9. Tax including Deferred Tax 3,939,534 2,511,381
10. Profit after Tax 8,218,899 6,466,268
11. Profit brought forward
from previous year 18,421,210 11,954,942
12. Amount available for
appropriation 26,640,109 18,421,210
13. Transfer to General Reserve - -
14. Proposed Dividend & Tax 435,834 -
15. Surplus carried to
Balance Sheet 26,204,275 18,421,210
OPERATIONAL & FINANCIAL GROWTH
Total Revenue
Total income of the Company for the financial year 2011-12 comprises of
Net Sales, work contract receipt and other income amounts to Rs. 1342
Lacs which was an increase of 34% over last year''s figure.
Profit before Tax
Profit before tax for the year under review was Rs. 89.78 Lacs, an
increase of 36% over the last year''s figure.
Profit after Tax
Profit after tax for the year under review was Rs. 82.18 Lacs
registered an a\increase of 27% over the last year''s figure.
Earnings per Share
Earnings per share for the year under review was Rs. 10.96 as compared
to Rs. 8.62 for the last year.
Net worth
Net worth of the Company for the financial year 2010-11 is Rs. 388.44
Lac as against Rs. 310.61 Lac of the last year.
DIVIDEND
The Board of Directors has been pleased to recommend the payment of
Dividend of Rs. 0.50 per equity shares of Rs. 10/- each (5%) for the
year ended 31st March, 2012 subject to the approval of members of the
company. The total payout towards dividend will be Rs. 435,834/-
(approx with the dividend tax)
CORPORATE GOVERNANCE
Your Company has fully complied with the requirements of Clause-49 of
the Listing Agreement regarding Corporate Governance.
A Report on Corporate Governance Practices and the Auditors Certificate
on compliance of mandatory requirements thereof is given as annexure to
this report.
MANAGEMENT DISCUSSIONS AND ANALYSIS
Industry Structure & Development
During the Financial Year your Company has invested huge amount to
procure CNC Vertical Milling Machine, 600 KVA Diesel Generator and lot
of Jigs, Fixtures & Dies for development of extra large fabricated
items such as Bogie Frame Assembly of different Diesel & Electric
Locomotives.
Your Company is planning to further invest a substantial amount of
money for procurement of CNC Plano miller Machine, Co-ordinate
Measuring Machine, Spectrometer and Retro fitment of some of its
existing Milling Machines with CNC Control Panel.
Your Company has already developed Fabricated Bogie Frame Assembly and
Oil Pan Machined Assembly of EMD Locomotives and bulk production of
both the items are likely to be started from the month of October 2012
onwards.
Your Company is making every effort to develop all the pending items
for which order has been received from Chittaranjan Locomotive Works
(CLW), Chittaranjan and Diesel Locomotive Works (DLW), Varanasi.
Your Company is quite confident to develop all the items by the end of
this financial year.
Opportunities & Threats:
There is great demand for machining of castings and fabrication items.
However, threat from small firm is still continuous, Their prices are
very low and developed and established firms are not able to match
their prices. In line with the aspirations of ongoing growth in the
fiscal year 2012-13, company integrating its resources and investing in
new technologies to achieve greater performance and long term growth.
India needs a policy to bring another round of multifaceted reforms for
the industrial sector to have a sustained double-digit output growth in
the medium to long term.
Financial Performance:
Total income of the Company for the financial year 2011-12 comprises of
Net Sales, work contract receipt and other income amounts to Rs. 1342
Lac which was an increase of 34% over last year''s figure. Profit before
tax for the year under review was Rs. 89.78 Lac, an increase of 36%
over the last year''s figure Profit after tax for the year under review
was Rs. 82.18 Lac registered an a\increase of 27% over the last year''s
figure Earnings per share for the year under review was Rs. 10.96 as
compared to Rs. 8.62 for the last year.
Internal Control System and their Adequacy
The company has adequate Internal Control System commensurate with the
size and nature of the business. The system has been designed to ensure
that, all assets are acquired economically, used efficiently and
protected against loss, destruction or unauthorized use. All resources
are used efficiently and effectively. Accounting, Financial and other
operational information are accurate, reliable and provided timely and
all applicable laws and internal policies are complied with true
spirit.
DIRECTORS'' RESPONSIBILITY STATEMENT
Your Directors hereby confirm that:
a) in the preparation of annual accounts, containing financial
statements for the year ended March 31, 2012, the applicable accounting
standards have been followed along with proper explanations, wherever
required.
b) the Board 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 for the period.
c) the Board has taken proper and sufficient care for the maintenance
of adequate accounting records in accordance with provisions of the
Companies Act, 1956 for safe guarding the assets of the company and for
preventing and detecting any fraud and other irregularities.
d) the annual accounts have been prepared on a going concern basis.
FINANCIAL STATEMENTS
Pursuant to Clause 41 of the Listing Agreement entered into with the
stock exchanges, the Board of Directors has pleasure in attaching the
Financial Statement prepared in accordance with the Accounting
Standards prescribed by the Institute of Chartered Accountants of
India.
Since your Company does not have any subsidiary, preparation of the
Consolidated Financial Statement is not required.
DIRECTORS
Mr. Nandan Kumar Agarwalla and Mr. Manohar Agrawal, Directors of the
Company retire by rotation at the ensuing Annual General Meeting and
are eligible for re-appointment.
None of the Directors of the Company are disqualified as per section
274(1)(g) of the Companies Act, 1956. The Directors have made necessary
disclosures as required under various provisions of the Act and Clause
49 of the Listing Agreement.
STATUTORY AUDITORS
The Statutory Auditors M/s. Ashok Kedia & Company, Chartered
Accountants, retire at the conclusion of the forthcoming Annual General
Meeting and being eligible, offer themselves for re-appointment.
Certificate from the Auditors has been obtained to the effect that
their re-appointment, if made, would be within the limits prescribed
under section 224(1B) of the Companies Act, 1956.
The Notes to Accounts forming part of the financial statements are self
explanatory and needs no further explanation. There are no
qualifications or adverse remarks in the Auditors'' Report which require
any clarification/explanation.
COST AUDITORS
Pursuant to the notification of the Companies (Cost Accounting Records)
Rules, 2011 published vide GSR 429(E) dated June 3, 2011, and in
reference to the order FNo. 52/26/CAB-2010 dated June 30, 2011 issued
by Ministry of Corporate Affairs, Cost Audit Branch, Government of
India, your Directors have proposed M/s. DGM & Associates, Cost
Accountants, to be appointed as the Cost Auditors of the Company for
the year 2011-12, subject to such approvals as may be applicable.
Necessary certificate and consent letter from the said Auditor has been
obtained to the effect that their appointment, if made, would be within
the limits prescribed under section 224(1B) of the Companies Act, 1956.
SECRETARIAL AUDIT/COMPLIANCE REPORT
The Secretarial Compliance Certificate confirms that the Company had
complied with all the applicable provisions of the Companies Act, 1956,
Listing Agreements with the Stock Exchanges, Securities Contract
(Regulation) Act, 1956, and all the other Regulations of SEBI as
applicable to the Company, including the SEBI (Substantial Acquisition
of Shares and Takeovers) Regulations, 2011 (as amended) and the SEBI
(prohibition of Insider Trading) Regulations, 1992.
APPRECIATION
Your Directors take this opportunity to thank the Bankers, Government
Authorities, Customers, Vendors, Shareholders and Employees for their
continued assistance, cooperation and support to the Company.
For and on behalf of the Board of Directors
D. K. Agarwalla
Managing Director
Place : Kolkata
Dated : 5th September, 2012 |
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| Source : Dion Global Solutions Limited | |
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