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Bannari Amman Spinning Mills Directors Report, Bannari A Spg Reports by Directors
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Bannari Amman Spinning Mills
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Directors Report Year End : Mar '14    « Mar 13
Dear Members,
 
 The Directors have pleasure in presenting the 24th Annual Report
 together with audited accounts of the Company for the year ended 31st
 March, 2014.
 
 FINANCIAL RESULTS : 
 
                                                          (Rs. in Lakhs)
 
                                           2013-2014         2012-2013
 
 Profit before Depreciation                 8,105.12          7,648.07
 
 Less: Depreciation                         3,500.16          3,575.65
 
 Less : Taxes                               1,448.15          1,340.61
 
 Less : Extra Ordinary Item 
 (Net of Tax Expenses)                             -                 -
 
 Net Profit                                 3,156.81          2,731.81
 
 Surplus brought forward from last year       751.92           -611.25
 
 Amount available for appropriation         3,908.73          2,120.56 
 Appropriations:
 
 Provision for Equity Dividend                315.09            315.09
 
 Provision for Tax on Dividend                 53.55             53.55
 
 Transfer to General Reserve                2,000.00          1,000.00
 
 Surplus carried over to Balance Sheet      1,540.09            751.92
 
 Total                                      3,908.73          2,120.56
 
 DIVIDEND
 
 Your Directors are glad to recommend payment of dividend of Rs. 2/- per
 equity share of Rs.10/- each to the equity shareholders (Last year Rs. 2/-
 per share of Rs. 10/- each). The dividend is free from income tax in the
 hands of shareholders.
 
 REVIEW OF OPERATIONS
 
 Your Company has achieved an increase of 25% in turnover as compared to
 the previous year with improved working results
 
 Spinning Division
 
 The Spinning Mills produced 20,700.32 tonnes (17,563.29 tonnes) and
 purchased 1,378.53 tonnes (226.97 tonnes) of Yarn and sold 21,050.40
 tonnes (17,286.64 tonnes) of Yarn. Sales include 10,732.84 tonnes
 (9,337.58 tonnes) by export of yarn.
 
 The total sales of this division amounted to Rs. 52,366.13 Lakhs (Rs.
 40,210.94 Lakhs) of which export sales amounted to Rs. 25,454.37 Lakhs (Rs.
 20,499.79 Lakhs) constituting 48.60% (50.98%) of the total revenue.
 
 Weaving Division
 
 The Weaving Division specializes in manufacturing wider width cotton
 fabric. During the year under review, 76.23 Lakh Metres (61.27 Lakh
 Metres) of Fabric were produced and 71.59 Lakh Metres (69.58 Lakh
 Metres) of Fabric were sold.
 
 Knitting Division
 
 During the year under review, 1672.42 tonnes of Knitted fabric were
 produced and 1529.40 tonnes were sold. The total sales of this division
 amounted to Rs. 3640.95 Lakhs of which export sales accounted for Rs.
 806.07 Lakhs.
 
 Processing Division and Technical Textiles Division
 
 During the year under review, 583.32 tonnes (previous year - Nil) of
 fabrics were processed and the total processing charges earned by this
 division was Rs. 464.13 lakhs, 4.82 Lakhs (8.35 Lakhs) Meters of canvas
 were produced and 2.54 Lakhs (6.28 Lakhs) meters of canvas were sold.
 It also produced 1.49 Lakhs (0.37 Lakhs) meters of breathable water
 proof fabric and 0.05 Lakhs (0.74 Lakhs) meters were sold.
 
 Garment Division
 
 7.46 Lakhs (4.86 Lakhs) pieces of Garments were produced and sold 7.09
 Lakhs (5.14 Lakhs) pieces. The total sales in this division amounted to
 Rs. 3192.49 Lakhs (Rs.1934.63 lakhs) of which export sales accounted for Rs.
 3143.25 Lakhs (Rs. 1894.35 Lakhs).
 
 Wind Mill Division
 
 The Company has 4 windmills of 1250 KW each totaling 5MW in Radhapuram
 Taluk, Tirunelveli District, Tamilnadu, 25 Nos windmills, each of 800
 KW capacity totaling 20 MW capacity in Dharapuram Taluk, Tirupur
 District and Palani Taluk, Dindigul District, Tamilnadu and 3 Windmills
 of 1650 KW each in Kongalnagaram, Udumalpet Taluk, Tirupur District,
 Tamilnadu. The total installed capacity of Windmills is 29.95 MW and
 the whole of the power generated is captively consumed by the Spinning
 Units and Weaving Unit.
 
 The windmills produced 492.39 Lakh units of wind energy as against
 618.25 Lakh units produced in the last year.
 
 The lower production/consumption of power is on account of Non-
 availability of grid facilities and non- evacuation.
 
 Prospects for the Current Year
 
 The parity between the cost of inputs and realisation on finished
 products is expected to be favourable.
 
 Improved margins are anticipated from value added products. The power
 supply position has improved. Overall performance of your company is
 expected to be satisfactory.
 
 PUBLIC DEPOSITS
 
 During the year under review, the Company has not accepted any deposits
 from the Public.
 
 DIRECTORS
 
 Sri V Venkata Reddy ceased to be a Director of the Company by
 resignation with effect from 30.5.2013 owing to his pre-occupations and
 other busy schedules. The Board of Directors wish to place on record
 their appreciation for the valuable services rendered by Sri V Venkata
 Reddy during his tenure of office as Director in the growth of the
 Company.
 
 INDEPENDENT DIRECTORS
 
 In compliance of the provisions of the Companies Act, 2013 and the
 Listing Agreement entered into with the Stock Exchanges in which the
 Companies shares are listed, Independent Directors are required to be
 appointed for a term not exceeding 5 years at a time besides the other
 requirements.  Accordingly the Board of Directors have proposed to
 appoint Sri K N V Ramani and Sri C S K Prabhu, Directors, who are
 retiring by rotation at the ensuing Annual General Meeting, as
 Independent Directors for a Term of 5 consecutive years, i.e. upto
 24.8.2019. Further, Dr K R Thillainathan, Sri S Palaniswami and Sri K
 Sadhasivam Directors are proposed for appointment as Independent
 Directors of the Company for a Term of five consecutive years, i.e.
 upto 24.8.2019. Your Directors recommend their appointment.
 
 Details of the proposal for appointment of the above Directors are
 mentioned in the Explanatory Statement under Section 102 of the
 Companies Act, 2013 annexed to the Notice of the ensuing Annual General
 Meeting
 
 AUDIT COMMITTEE
 
 The Audit Committee comprises of
 
 1.  Sri C S K Prabhu - Chairman (Non- Executive Independent Director)
 
 2.  Sri K N V Ramani - Member (Non- Executive Independent Director) and
 
 3.  Sri S Palaniswami - Member (Non- Executive Independent Director)
 
 PARTICULARS OF EMPLOYEES
 
 The information required under section 217(2A) of the Companies Act,
 1956, read with Companies (Particulars of Employees) Rules, 1975 and
 forming part of the Director''s report is furnished as Annexure I
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 The particulars required to be included in terms of Section 217(1) (e)
 of the Companies Act, 1956 read
 
 with Rule 2 of the Companies (Disclosure of Particulars in the Report
 of Board of Directors) Rules, 1988 with regard to conservation of
 energy, technology absorption, foreign exchange earnings and outgo are
 given in Annexure -II.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 As stipulated in Section 217 (2AA) of the Companies Act, 1956 your
 Directors confirm that:
 
 (i) Your Directors have followed the applicable Accounting Standards in
 the preparation of annual accounts;
 
 (ii) Your 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
 of the Company at the end of the financial year 2013-2014 and of the
 profit of the Company for that period;
 
 (iii) Your 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
 irregularities; and
 
 (iv) Your Directors have prepared the annual accounts on a going
 concern basis.
 
 CORPORATE GOVERNANCE
 
 In line with requirements of Clause 49 of the Listing Agreement our
 Company is committed to the principles of good Corporate Governance and
 continue to adhere good corporate governance practices consistently.
 
 A separate section on Corporate Governance, Management Discussion and
 Analysis and a certificate from the Auditors of the Company regarding
 compliance of conditions of Corporate Governance as stipulated under
 clause 49 of the Listing Agreement form part of this Annual Report.
 
 AUDITORS
 
 The present Auditors of the Company M/s P.N.Raghavendra Rao & Co,
 Chartered Accountants, Coimbatore, are retiring at the ensuing Annual
 General Meeting and are eligible for re-appointment.
 
 COST AUDITOR
 
 Sri M Nagarajan, Cost Accountant, Coimbatore has been appointed as Cost
 Auditor to conduct Cost Audit of the Company for the financial year
 2013 - 2014 with the approval of Central Government.
 
 SUBSIDIARY
 
 The Financial Statements of the Company''s subsidiary Viz., Abirami
 Amman Mills Private Limited, have been annexed to this report alongwith
 the other required disclosures.
 
 A Statement pursuant to Section 212 (1) (e) of the Companies Act, 1956,
 containing the prescribed particulars in respect of the above
 subsidiary is enclosed as Annexure - III to this report.
 
 As required by listing agreement the Company has prepared the
 consolidated financial statements of the company and its subsidiary
 pursuant to Accounting Standard 21.
 
 INDUSTRIAL RELATIONS
 
 The relationship with employees continued to remain cordial throughout
 the year under review.
 
 CORPORATE SOCIAL RESPONSIBILITIES
 
 The Company envisages to improve education in rural areas in and around
 the factories of the Company by providing various facilities in
 Government schools as part of its social responsibility.
 
 ACKNOWLEDGMENT
 
 Your Directors acknowledge with gratitude the timely assistance and
 help extended by the Bankers for having provided the required bank
 facilities. Your Directors wish to place on record their appreciation
 of the contributions made by the employees at all levels for the
 excellent performance of your company.
 
                                               By Order of the Board 
 
 Coimbatore                                             S V ARUMUGAM
 
 21st May, 2014                         Chairman & Managing Director
 
Source : Dion Global Solutions Limited
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