The Directors present their Thirty-sixth Annual Report together with
the audited Accounts of the Company for the year ended 31st March,
(Rs. in Lacs)
Profit/(Loss) before depreciation and
exceptional expenses (135.85) (342.38)
Depreciation for the year (22.23) (22.02)
Voluntary Retirement Scheme Compensation - (306.47)
Gratuity - (59.44)
Bad/Doubtful Debts - (123.23)
Profit/(Loss) for the year (158.08) (853.54)
Depreciation for prior years - (6.43)
Expenses for prior years (9.47) -
Balance of profit/(Loss) brought forward (1,379.19) (519.22)
Balance carried forward (Loss) (1,546.74) (1,379.19)
In view of the loss for the year under review your Directors regret
their inability to recommend any Dividend.
OPERATIONS AND SALES:
The sale of beer manufactured by the Company amounted to Rs. 256.45
lacs as against Rs. 1059.65 lacs for the previous year. The operations
of the Company have resulted in a loss of Rs. 158.08 lacs for the year
after providing for depreciation of Rs. 22.23 lacs as compared to loss
of Rs. 853.54 lacs for the previous year. The loss during the year is
due to stiff competition in the market resulting in lower sales,
lower realisation and under utilisation of capacity.
The Company has made arrangement for contract bottling of beer brands
for a leading beer company during the current year. With this there
would be improvement in utilization of capacity of the Brewery.
Considering the present market conditions it will take some more period
to improve the operations of the Company.
In the last Annual Report it was reported that BIFR has directed the
Operating Agency viz., Bank of Baroda (BOB) to examine the viability
and to formulate a Draft Rehabilitation Scheme (DRS) considering the
proposal submitted by the Company. BOB has formulated the DRS and
submitted the same to BIFR. The same is still pending with BIFR. The
Company has requested BIFR to expedite and pass necessary order to
overcome the difficulties faced by the Company.
The members are requested to refer to the Annexure - 1 to the report
wherein cash flow statement for the year ended 31st March, 2002 duly
certified by the Auditors, is furnished in terms of the provisions of
the Listing Agreement with the Stock Exchange.
DIRECTORS' RESPONSIBILITY STATEMENT:
The Directors state that:
(i) In the preparation of the Annual Accounts, the applicable
accounting standards have been followed alongwith proper explanation
relating to material departures;
(ii) The Directors have selected such accounting policies and applied
them consistently and made judgements 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 loss of the
Company for the period;
(iii) The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 as amended, for safeguarding the
assets of the Company and for preventing and detecting fraud and
(iv)) The Directors have prepared the annual accounts on a going
The Company is in the process of implementing Corporate Governance as
laid down in clause 49 of the listing agreement.
The Audit Committee has been constituted by the Board of Directors
consisting of following Directors:
1) Shri P. P. Mahatme;
2) Shri V. V. Chowgule; and
3) Dr. H. G. V. Reddy.
THE PARTICULARS AS REQUIRED BY THE COMPANIES (DISCLOSURE OF PARTICU-
LARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988:
Information pursuant to Section 217(1) of the Companies Act, 1956, read
with the Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules, 1988 is given in the Annexure - II and forms part of
THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975:
None of the employees of the Company were in receipt of remuneration
for the financial year ended 31 st March, 2002 which in the aggregate
was not less than Rs. 24,00,000/- per annum or at a rate which was not
less than Rs. 2,00,000/- per month.
As reported last year Mr. S. R. Tamba by notice in writing addressed to
the Company had expressed his unwillingness to be reappointed as
Director of the Company. Accordingly, he ceased to be Director of the
Company from 18th July, 2001. The Board has placed on record its
appreciation of the valuable services rendered by Mr. S. R. Tamba
during the tenure as Director of the Company.
Mr. V. D. Chowgule retires by rotation and being eligible, offers
himself for re-appointment.
Dr. H. G. V. Reddy retires by rotation. Dr. Reddy has by a notice in
writing, addressed to the Company expressed his unwillingness to be so
Mr. P. P. Mahatme who was appointed in place of Mr. S. N. Talwar holds
office till the date of the forthcoming Annual General Meeting. Notice
in writing alongwith deposit of requisite amount under Section 257 of
the Companies Act, 1956 has been received from the shareholder of the
Company signifying his intention to propose Mr. P. P. Mahatme as a
candidate for the office of the Director.
Auditor's Comments under para 3 of their report relating to the
preparation of the accounts on Going Concern basis and para 5(iv)
relating to provision for gratuity and disclosure of information in
respect of amount due to small scale industrial undertakings, this is
to clarify that Notes 14, 3 and 12 respectively to Schedule P to the
Accounts are self explanatory.
Auditor's Comments under para 16 to the annexure regarding delays in
four instances - the said amount has already been paid; and
Auditor's Comments under para 17 to the annexure regarding Sales Tax
remained unpaid - the said para 17 read with Note 14 of Schedule P
are self explanatory.
Messrs S. B. Billimoria & Co., Chartered Accountants, Auditors of the
Company retiring at the forthcoming Annual General Meeting of the
Company are eligible for appointment as auditors of the Company.
ANNEXURE TO THE DIRECTORS' REPORT FOR 2001-2002
STATEMENT CONTAIN ING THE PARTICULARS AS REQUIRED BY THE COMPANIES
(DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS)
A. CONSERVATION OF ENERGY:
a) energy conservation measures taken
b) additional investments and proposals, if any, being implemented for
reduction of consumption of energy
c) impact of the measures at (a) and (b) above for reduction of energy
consumption and consequent impact for the cost of production of goods
As per the Report of Petroleum Conservation Research Association one
of the Boilers consuming more furnace oil and correspondingly producing
less energy has been replaced with new one
d) Total energy consumption and energy consumption per unit of
production in respect of industries specified.
B. TECHNOLOGY ABSORPTION:
e) efforts made in technology absorption, Research and Development
1. Specific areas in which R&D carried out by the Company.
2. Benefits derived as a result of the above R&D.
3. Future Plan of action
4. Expenditure on R&D
d) Total R&D expenditure as a percentage of total turnover
The Company has not obtained any technology either from abroad or
indigenous during the last five years for manufacture of beer. The
Company has adopted from time to time various techniques in its brew
house, fermentation and lagering section to improve productivity.
All these steps enabled the Company to increase the productivity.
Technology absorption, adaptation and Innovation.
1. Efforts, in brief, made towards technology absorption, adaptation
2. Benefits derived as a result of the above efforts e.g. product
improvement, cost reduction, product development import substitution
3. In case of imported technology (imported during the last 5 years
reckoned from the beginning of the financial year), following
information may be furnished:
a) Technology imported.
b) Year of Import.
c) Has technology been fully absorbed.
d) If not fully absorbed areas, where this has not taken place, reasons
therefor and future plans of action
No expenditure has been incurred on imported technology during the year
C. FOREIGN EXCHANGE EARNINGS AND OUTGO:
f) Activities relating to exports; initiative taken to increase
exports; development of new export markets for products and services;
and export plans; and
The Company is not engaged in exports business.
g) Total foreign exchange used and earned:
The Company has not earned any foreign exchange. The total foreign
exchange used during the year works out to Rs. 13.43 lacs.
ON BEHALF OF THE BOARD OF DIRECTORS
V. V. CHOWGULE
Date: 22nd April, 2002