The Directors present their Sixth Annual Report together with the
Audited Statement of Accounts for the year ended 31st March 2013.
(Rs. in ''000)
particulars year ended year ended
Income for the year 3,73,449.83 3,33,334.57
Profit before Interest,
Depreciation and Tax 87,831.92 74,910.11
Finance Charges 28,481.10 28,783.31
Profit before Depreciation and Taxes 59,350.82 46,126.80
Depreciation & Amortisation 44,621.59 43,240.61
Provisions for Taxation/ Deferred Tax (15,192.07) 5,602.45
Prior Period Items /
Extra Ordinary Items 153.92
Net Profit for the Current Year 29,767.38 (2,716.26)
Net Profit available for Appropriation 1,013.38 3,729.64
Balance carried to Balance Sheet 30,780.76 1,013.38
The Directors do not recommend any dividend for the Financial Year
ended 31st March, 2013.
During the year under review, your Company recorded a total income of Rs.
3,73,449.83 (Rs. ''000). For further information, kindly refer to
Management Discussion and Analysis Report, forming part of this Annual
corporate governance report
Pursuant to Clause 49 of the Listing Agreement, the Management
Discussion & Analysis Report and Corporate Governance Report together
with Certificate from Auditors of the Company, on compliance with the
conditions of Corporate Governance as laid down, forms part of this
particulars of employees
In terms of provisions of Section 217 (2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, the
names and other particulars of the employees are set out in the
Annexure to the Directors'' Report. However, having regard to the
provisions of Section 219 (1)(b)(iv) of the said Act, the Annual Report
excluding the aforesaid information is being sent to all members of the
Company and other entitled thereto. Any member interested in obtaining
such particulars may write to the Company Secretary at the Registered
Office of the Company.
particulars regarding conservation of energy, Technology absorption and
foreign exchange earnings and outgo
The particulars as required under Companies (Disclosure of Particulars
in the Report of the Board of Directors) Rules, 1988 are furnished in
the Annexure A to this Report.
At the ensuing Annual General Meeting, in accordance with the
provisions of the Companies Act, 1956 and the Articles of Association
of the Company, Mr. Jaydev Mody, Director of the Company retire by
rotation and being eligible, offer himself for re-appointment.
The brief resume/details relating to Mr. Jaydev Mody, Director of the
Company to be re-appointed is furnished as an Annexure to the notice of
the ensuing Annual General Meeting.
Your directors recommend his re-appointment at the ensuing Annual
directors'' responsibility statement
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, the
Directors confirm that:
1. in the preparation of the annual accounts for the financial year
ended 31st March, 2013, the applicable accounting standards have been
followed alongwith proper explanation relating to material departures;
2. 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 the state of affairs
as at 31st March, 2013 and of the profit of the Company for the year
3. 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, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
4. the Directors have prepared the accounts for the financial year
ended 31st March, 2013 on ''going concern'' basis. fixed deposits
During the year under review, the Company has not accepted any fixed
deposits from the public.
The Board of Directors recommends to re-appoint M/s. Amit Desai & Co.,
Chartered Accountants as Statutory Auditors of the Company, who retire
at the conclusion of forthcoming Annual General Meeting and are
eligible for re-appoinment. M/s. Amit Desai & Co. have given their
consent to act as Statutory Auditors, if re-appointed. Members are
requested to consider their re-appointment. The auditors comments on
the Company''s accounts for the year ended on 31st March, 2013 are self
explanatory in nature and do not require any explanation as per the
provisions of Section 217(3) of the Companies Act, 1956.
As per the requirement of Central Government and pursuant to the
Section 233B of the Companies Act, 1956, your Company carries out an
audit of cost records every year. Subject to the approval of the
Central Government, the
Company has appointed M/s. Shilpa & Co., Cost Accountants as Cost
Auditors to audit the cost accounts of the Company for the Financial
Year 2013-14. As required under the provisions of Section 224(1B) read
with Section 233B(2) of the Companies Act, 1956, the Company has
obtained a written confirmation from the Cost Auditor to the effect
that they are eligible for appointment as Cost Auditors under Section
233B of the Companies Act, 1956 and also a certificate certifying their
independence and arm''s length relationship with the Company.
The Cost Audit Report and Compliance Report for the Financial Year
2011-12 which was due to be filed with the Ministry of Corporate
Affairs on or before 28th February 2013 (as per General Circular No.
2/2013 dated 31st January 2013 of Ministry of Corporate Affairs) was
filed on 27th February 2013.
Your Directors express their sincere appreciation of the co-operation
received from shareholders, bankers and other business constituents
during the year under review. Your Directors also wish to place on
record their deep sense of appreciation for the commitment displayed by
all executives, officers and staff, resulting in the successful
performance of the Company during the year.
By order of the Board of directors,
JaydeV mody chairman
Mumbai, 7th May, 2013
Plot No. 101-103,
19th Street, MIDC, Satpur,
Pin – 422 007.