The Directors take pleasure in presenting the 20th Annual Report to
the Shareholders together with the Audited Accounts for the year ended
30th September, 2012.
(Rs. in Lakhs)
PARTICULARS 2011-12 2010-11
Income 14392.54 13461.43
Expenditure 12960.08 12320.65
Profit before Interest 1432.46 1140.78
Interest 820.83 747.63
Depreciation 56.35 53.92
Profit before Tax and 555.28 339.23
Exceptional items -
Exceptional items 280.04 -
Profit before Tax 275.24 339.23
Provision for tax 61.99 87.68
Profit after Tax 213.25 251.55
Previous year provision for Dividend added back - 74.80
Proposed Dividend 86.00 86.00
Balance profit carried forward 127.25 240.35
The Company''s total Income is Rs.144 crores during the financial year
2011-12 as against Rs.135 crores in the previous year 2010-11. The
Profit after tax (PAT) for the financial year is Rs.2.13 crores
compared to previous year profit of Rs.2.51 crores. On consolidated
basis, the total income of your Company and its subsidiaries and Joint
venture stands at Rs.225.74 crores and consolidated profit after tax
(PAT) stood at Rs. 4.84 crores as compared to the previous year
consolidated PAT of Rs.0.90 crores recording a four times increase in
the consolidated profit. The earnings per Share (EPS) basic and
diluted stands at Rs.2.48 considering the total equity capital of
Rs.8.60 crores (86,00,000 equity shares of Rs.10/- each) as on 30th
It is evident from the above performance that the Company has fetched
substantial profit during the year from its JV and Associates as many
of the projects of the Company is in JV and with its Associates. In the
coming years the Company also foresee good profits from its own
projects and the JV Projects.
A more detailed discussion and analysis on the performance of the
Company in retrospect as well as the outlook is detailed in the
Management Discussion and Analysis Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report as required under clause
49 of the Listing Agreement with the Stock Exchanges is presented in a
separate section forming part of the Annual Report.
The Company recognises that conceiving, developing and implementing
projects aimed at growth and meeting market requirements, in a cost
effective and time bound manner, will always remain a key business
policy of the Company. The Company''s Project managers are guided by
this policy and principle in the successful implementation and
completion of various projects.
Project name Location Area (Sqft)
VILLA VIVIANA GST Road, 13,00,000
Township Project Chennai
In association with J P
Morgan India Property Fund
NORTH TOWN ESTATES Perambur, 21,26,880
Township Project Chennai
In association with PVP
Ventures Ltd and Unitech Ltd.
ARIHANT - FRANGIPANI Pudupakkam,
Residential Complex Chennai 2,80,000
ARIHANT - PANACHE Arumbakkam, Chennai 1,05,400
ARIHANT - JASHN Egmore,
(Mixed development) Chennai 36,831
GREEN WOOD Thazambur,
(Plotted development) Chennai 39.665 acres
NEW PROJECT INITIATIVE:
ARIHANT - ''ESTA Mugappair,
Residential Complex Chennai 1,94,145
Your directors pleased to recommend final dividend for the financial
year ended 30th September, 2012 @ 10% i.e. Rs.1.00 per equity share on
the paid-up equity shares of Rs.10/- each for the financial year ended
30th September 2012, which if approved at the ensuing Annual General
Meeting , will be paid to:
i) all those shareholders whose name appears in the Register of Members
as on 21st March 2013 and;
ii) all those whose name appears on that date as beneficial owners as
furnished by National Securities Depository Limited and Central
Depository Services Limited.
The fixed deposits have been repaid in full during the year.
SUBSIDIARY COMPANIES AND IT''S ACCOUNTS
There are four subsidiaries of your Company as on 30th September, 2012.
The financial details of the Subsidiary Companies as well as the extent
of holdings therein are provided in a separate section of the Annual
Report pursuant to Section 212 of the Companies Act, 1956. Ministry of
Corporate Affairs vide its general circular no.2/2011 dated 8th
February, 2011 has issued a direction under Section 212(8) of the
Companies Act, 1956 granting general exemption with respect to the
provision of section 212 of the Companies Act, 1956. With the consent
of the Board and following the aforesaid direction, the annual accounts
and other details of Subsidiary Companies are not attached. However the
annual accounts of subsidiary companies and related detailed
information shall be made available to shareholder''s of holding &
subsidiary companies seeking such information at any point of time. The
Annual accounts of the subsidiary companies shall also be kept for
inspection by any share holder''s in the corporate office and
registered office of the holding company and of the subsidiary
companies concerned and a note to the above effect will be included in
the details of accounts of subsidiaries to any share holder on demand.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standard AS-21 on consolidated
financial statements read with Accounting Standard AS-23 on investment
in associates, AS-27 on financial reporting of interest in Joint
Venture, Auditors Report on the consolidated financial statements,
audited consolidated Balance Sheet, Profit and Loss account and Cash
flow statements are provided in the Annual Report.
REPORT ON CORPORATE GOVERNANCE
Your Company ensures good corporate governance by implementing and
complying with the polices, standards set out by Securities and
Exchange Board of India and other regulatory authorities. The requisite
certificate issued by M/s. B.P Jain & Co., Chartered Accountants
confirming compliance with the conditions of Corporate Governance as
stipulated under clause 49 of the Listing Agreement, is attached to
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN -EXCHANGE
EARNINGS AND OUTGO.
The necessary details are furnished in Notes to Financial statements no
PARTICULARS OF EMPLOYEES UNDER SECTION 217(2A)
During the period under review, no employee was in receipt of
remuneration in excess of the limits laid down in Subsection (2A) of
Section 217 of the Companies Act, 1956.
In accordance with the relevant provisions of the Companies Act, 1956
and Articles of Association of the Company, Mr. A. L Jayabhanu and Mr.
A Damodaran, Directors are liable to retire by rotation at the ensuing
Annual General Meeting and, being eligible, offer themselves for
reappointment. The brief resume of directors, who are to be
re-appointed as stipulated under clause 49(IV) of the Listing
Agreement, are furnished in the Corporate Governance Report forming
part of the Annual Report.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 217 (2AA) of the Companies
Act, 1956, the Board of Directors of the Company hereby state and
i. In the preparation of the annual accounts, the applicable
accounting standards have been followed along with the proper
explanations relating to the 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 affairs of the
company at the end of the financial year and of the profit or loss of
the company for that period.
iii. Proper and sufficient care have been taken to maintain adequate
accounting records in accordance with the provisions of this Act to
safeguard the assets of the company and to prevent and detect fraud and
iv. The annual accounts have been prepared on a going concern basis.
M/s B.P Jain & Co., Chartered Accountants, Auditors of the Company hold
office until the conclusion of the ensuing Annual General Meeting. The
Company has received a letter from them to the effect that they offer
themselves for reappointment and if appointed, it would be within the
prescribed limits under Section 224(1 B) of the Companies Act, 1956.
Your Company always endeavors to keep the time of response to
shareholders'' requests/ grievances at the minimum. Priority is
accorded to address all the issues raised by the shareholders and
provide them a suitable reply at the earliest possible time. The
Shareholders'' and Investors'' Grievance Committee of the Board met
to review the redressal of investors grievances. The shares of your
Company are continued to be traded in Electronic Form and the
dematerialisation arrangement exists with both the depositories, viz.,
National Securities Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL). As on 30th September, 2012, 6605720
(Sixty six lakhs Five thousands Seven hundred and twenty only) shares
have been dematerialised, representing 76.81% of the subscribed
The shares of your Company are listed in Madras Stock Exchange Limited,
Bombay Stock Exchange Limited and National Stock Exchange of India
Limited. The Company has paid the listing fees for the Financial Year
2011-2012 to the Stock Exchanges where its securities are listed. The
listed capital of the Company with BSE and NSE is 86,00,000 fully
paid-up equity shares of Rs.10/- each.
The Company had made a request to Madras Stock Exchange Ltd for
delisting its entire securities (70,00,000 equity shares of Rs.10/-
each) voluntarily after obtaining the approval of shareholders at the
15th Annual General Meeting of the Company held on 28.03.2008.
Delisting approval from MSE is awaited. The Company has also complied
with the amendments in listing agreement from time to time.
TRANSFER OF UNPAID DIVIDEND TO IEPF (INVESTOR EDUCATION AND PROTECTION
Details of unclaimed Dividend:
Financial Date of Unpaid Due date for
Year Declaration Dividend transfer
of Dividend amount to IEPF.
2004-05 24-03-2006 7488.20 22-04-2013
2005-06 23-03-2007 89,666.00 21-04-2014
2006-07 28-03-2008 1,92,744.00 26-04-2015
2007-08 20-03-2009 64,857.00 18-04-2016
2008-09 26-03-2010 1,44,331.00 24-04-2017
2010-11 30-03-2012 66,376.00 28-04-2019
The Shareholders are requested to claim their unclaimed dividends
before the aforementioned due dates. The unpaid dividend transferred to
IEPF, cannot be claimed by the Shareholders.
THE COMPANIES (COST ACCOUNTING RECORD) RULES, 2011
The Ministry of Corporate Affairs vide notification dated 3rd June,
2011 have issued Companies (Cost Accounting Record) Rules, 2011 and
made mandatory, the maintenance of cost accounting records and filing
of a compliance report in respect thereto with Registrar of Companies
for each financial year commencing on or after the 1 st day of April,
2011. The aforesaid Rule is applicable to your Company.
Pursuant to the aforesaid Rules, Mr. Srinivasan Ramachandran,
Practicing Cost Accountant was appointed as a Cost Auditor of the
Company and has submitted a duly certified copy of the Compliance
Report, along with necessary Annexure in prescribed format. The
observation made in the said report are self explanatory.
The Board wishes to place on record its appreciation of all employees
of the Company, for their wholehearted efforts and contribution to the
performance and growth of the Company.
Your Directors place on record their gratitude for the support and co-
operation received from CMDA, Corporation of Chennai, ELCOT, Banks and
Financial Institutions, Customers, Suppliers and Shareholders and for
their continued support. The Board also wish to place its sincere
appreciation to the dedicated and committed team of employees.
For and on behalf of the Board of Directors
Arihant Foundations & Housing Limited
(KAMAL LUNAWATH) (VIMAL LUNAWATH)
Managing Director Whole time Director