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Directors Report Year End : Mar '99    «
The Directors are pleased to present the 14th Annual Report together
 with the audited statement of accounts for the period ended 31st March,
 1999.
 
 FINANCIAL RESULTS                                       Rupees in Lakhs
                                           1998 - 1999       1997 - 1998
                                            (6 Months)       (18 Months)
 
 Sales and other Income                         271.48           1027.36
      
 Profit Before Interest & Depreciation          (2.19)           (40.00)
      
 - Interest                                     287.62           1268.00
      
 - Depreciation                                  45.31            133.69
      
 - Profit for the Year                        (335.12)         (1441.69)
 
 OPERATIONS
 
 The operations have been affected due to the high level of competition
 and low margins, prevailing in Automobile and Spring industry during
 this period.  The accumulated losses of the Company as on 31-03-1999
 are Rs. 2235.96 Lacs.  The company had become a sick Company under the
 provisions of Section 3(1)(o) of the Sick Companies (Special
 Provisions) Act, 1985 as the accumulated losses had exceeded the
 networth of the Company as on 30-09-1998.  Accordingly the case has
 been referred to the BIFR.
 
 FUTURE PROSPECTS
 
 The company have started exploration in the export market.  We have
 already registered ourselves with reputed Automobile Associations both
 inland and abroad.  Representatives of potential customers from abroad
 have visited the plant and various enquiries have been floated by them.
 We expect to achieve breakthrough in the export market by the end of
 current financial year.
 
 FINANCE
 
 In an earlier year an arrangement was entered into with the financial
 institions for repayment of their dues, as a result of which the
 institutions agreed to give concessions including waiver of interest.
 The company made adjustments in the Books of Account of that year in
 respect of concessions i.e. waiver of interest liquidated damages etc.
 the financial institutions subsequently withdrew the concessions and as
 a result thereof necessary adjustment in respect of reversal of
 concessions were made in the books of company in the previous
 accounting period.  The financial institions have field a case for
 recovery of loans and interest etc. thereon, in the Debt recovery
 Tribunal, Delhi.
 
 PERSONNEL
 
 Relations with employees and staff have throughout been cordial.
 Directors wish to record their sincere appreciation of the contribution
 of the employees at all levels to the company 5 performance.
 
 As required under Section 217(2A) of the Company's Act, 1956, the
 particulars are stated in the annexure and forms part of the report.
 
 DIRECTORS
 
 Sh. R.R. Choudhary and Sh. J.K Taneja, Directors of the Company retire
 by rotation and being eligible offer themselves for re-appointment.
 
 Shri. S.D. Pillai was appointed as Additional Director of the Company
 by the Board as on 25.01.2000.  His long managerial experience shall
 greatly help the Company.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNING & OUTGO.
 
 A statement giving details in accordance with the Companies (Disclosure
 of Particulars in the Reports of Directors) Rules 1988 is annexed and
 forms part of the Report.
 
 AUDITORS
 
 M/s Basant Ram & Sons Chartered Accountants retire at the forthcoming
 Annual General Meeting and are eligible for reappointment.
 
 AUDITORS' REPORT
 
 As regards comments of the Auditors these when read with the notes of
 the accounts are self explantory.
 
 Information as per section 217(1)(e) of the Companies Act, 1956 read
 with the Companies (Disclosure of Particular in the report of the Board
 Directors) Rules 1988 and forming part of the Directors' Report for the
 period ended 31st March 1999.
 
 CONSERVATION OF ENERGY
 
 Measure taken -
 
 1.  Regrouping of control switch for lighting.
 
 2.  Proper maintenance programme to optimise power consumption by
 frequent checks of machines & electrical appliances.
 
 3.  Control over consumption of H.S.D. to optimise its use and achieve
 maximum results.
 
 TECHNOLOGY ABSORPTION ADAPTION AND INNOVATION
 
 - Technological advancement for manufacturing Helical springs by in
 house research and development efforts and improvement of product
 reliability.
 
 - Better results through high quality control resulting in increasing
 self reliance & product consistence.
 
 - Modification in tools & equipments for quality improvement &
 substitution of imported spares.
 
 - Design improvement to meet local needs.
 
 FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 - Details of foreign exchange earning & outgo are given in Schedule 16
 in Note No. 16,17,18 and 19 of the enclosed accounts.
Source : Dion Global Solutions Limited
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