The Directors have pleasure in presenting the Twenty Second Annual
Report of the Company together with the Audited Accounts for the
financial year ended 31st March, 2012.
(RS. IN LAKHS)
31.03.2012 YEAR ENDED
Sales 102,913,133 96,962,959
Other Income 1,971,075 6,83,755
Interest 7,921,867 7,932,772
Depreciation 3,664,179 3,750,466
Profit/(Loss) before tax 6,538,915 6,724,731
Net Profit/(Loss) 4,286,762 5,742,134
Your Directors are happy to inform you that during the financial year
under review, your company has been able to generate sufficient cash to
pay off all the outstanding secured loans together with interests due
thereon up to the period ending March 31, 2012. With the payment of
this Final installment of Secured Loan your company has been able to
release all encumbered assets.
Your company is at a strategic inflection point and we see an
opportunity for transformational growth in its business and your
Directors are in the process of putting in place a new growth strategy
for your company.
The year under review was a difficult year for your company. While the
Sales grew by 6% during year moving up to Rs. 10.29 Crores, the profits
have fallen by 25% year on year to Rs. 42.86 Lakhs. The dip in profits
was essentially due to the one time hit taken in the year for settling
all outstanding secured creditors, and the interest payments due on the
Your Directors were on the path to clear off all creditors to set the
stage for a new beginning, and we are happy to confirm that your
company is set to move forward in the right direction.
Business during the fiscal 2012 was good as your company won large
value orders from the Cotton Corporation of India, Khadi Board and
export orders from our long standing customers in Saudi Arabia.
In keeping with the stated objectives of supporting the growth through
large value orders, your Directors have planned investments into new
plant & machinery to manufacture Wider Width Canvas and put in place
related In-house Dyeing & Processing facilities for manufacturing &
processing canvas fabrics of up to 120 inches width. Your Directors are
delighted to inform you that your company would be the FIRST in India
to set up processing facilities for such large width fabric. The new
facility should be commissioned by the end of the second quarter of the
current fiscal 2013.
Having put in place the right team and investments into the canvas
fabrics business, your Directors have decided to diversify into new
areas to support the planned growth. Several products have been
evaluated for this purpose including setting up a line for
manufacturing PVC Foam boards, HDPE Tarpaulins, and Flex banner fabric.
Your Directors have completed a thorough study of market for each of
these products and have worked with Consultants from these industries
to get deeper insights into these product
Your Directors are happy to inform that a decision has been taken to
diversify into the manufacture of Flex banner fabric, which are in huge
demand, are an import substitute and can help save precious forex for
India. Your Directors have submitted a detailed project plan to
appropriate authorities and evaluating agencies and have proposed
enabling resolutions for such investments to progress these proposals
Your Directors are confident of achieving exponential growth in
Turnover & profits with this business diversification.
Considering that the planned diversification would require resources
and due to carry forward losses in the books, your Directors have
decided not to declare any dividend for the fiscal 2011-12.
In accordance with the provisions of the Companies Act, 1956, Shri.
Anil Bhandari, Director, retires by rotation and being eligible offers
himself for reappointment. Your directors recommend that Shri. Anil
Bhandari be reappointed as Director of the Company.
During the year under review, Shri. Ragunathmall Samarathmall, Shri.
Bhagchand Ranka and Shri. C.N. Shenbagamoorthy resigned from the Board
with effect from 29th March 2012. The Board would like to place on
record their gratitude to Shri Raghunathmall Samrathmall, Shri
Bhagchand Ranka and Shri C. N. Shenbagamoorthy, for their valuable
contribution to the companys policy making and business, during their
tenure as Directors on the Board.
Further during the year Shri. Mahendrakumar Bhandari was co-opted as an
Additional Director with effect from 27th February 2012, and Shri. S.
Vinod Kumar and Shri. Rajesh Gurdas Wadhwa were co-opted as Additional
Directors with effect from 29th March 2012. We welcome the new members
of the Board and look forward to their active contribution to the
companys vision, and direction.
The Company has not accepted any Deposits from the public within the
meaning of Section 58 A of the Companies Act, 1956 and the rules framed
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the requirement under Section 217 (2AA) of the Companies
Act, 1956, the Directors confirm that:
1. In the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanations relating to
material departures; if any;
2. The Directors had 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 31st March, 2012 and of
the profit of the Company for the said year;
3. The Directors had 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 annual accounts have been prepared on a going concern basis.
To comply with the requirements of Corporate Governance, pursuant to
Clause 49 of the Listing Agreements with the Stock Exchanges,
Management Discussion and Analysis Report, Report on Corporate
Governance are included in the Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The management discussion an analysis of financial condition including
the result of the operations of the company for the year under review
as required under clause 49 of the Listing Agreement with the Stock
Exchange is given as a separate statement in the Annual Report.
The shares of the Company are listed with Bombay stock Exchange, Madras
Stock Exchange and Ahmadabad Stock Exchange. The securities are
currently under suspension. Your Directors are in the process of
getting these suspension revoked at the Bombay Stock Exchange.
M/s. Sakaria & Associates., Chartered Accountants, Chennai, Auditors of
the Company retires at the conclusion of this Annual General Meeting
and are eligible for re-appointment. The Company has received a
certificate from the Auditors to the effect that their re- appointment,
if made, would be in accordance with the limits specified under Section
224(1B) of the Companies Act, 1956. The Board recommends their
There are no employees who are paid remuneration in excess under
Section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of Employees) Rules, 1975 as amended from time to time.
PARTICULARS OF ENERGY CONSUMPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
AND TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION, RESEARCH AND
A) Energy Conservation:
Conservation of energy continues to receive increased emphasis and
steps are being taken to reduce the consumption of energy at
all levels. The details of consumption are as follows:_
CONSUMPTION IN THE
DIESEL (IN LTRS.) opening
in ltrs. closing
1.4.11 1.4.11 to
31.3.12 31.3.12 1.4.11 to
in liters 300 10,379 250 10,429
Amount in Rupees 12,051 4,56,618 10,993 457,676
FIRE WOOD STOCK PURCHASE STOCK CONSUMPTION
to 31.3.12 31.3.12 1.4.11 to
Quantity in (KGS) 17,118 12,63,265 8,000 1,272,383
Amount in (Rs.) 47,074 3,544,693 20,800 3,570,967
Power Consumption from 1.4.11 to 31.3.12
Value in Rupees 2,464,078 Units 3,63,240
B) Foreign Exchange Earnings and Outgo:
2012 (in Rs.) 2011 (in Rs.)
EARNINGS 14,976,863 3,294,076
OUTGO 4,93,940 5,33,214
C) Technology absorption, adaptation and innovation, research and
Research and Development activities are carried out on an ongoing basis
for improving quality of the products.
Your Directors would like to express their grateful appreciation for
the support and co-operation of all stakeholders. At the very heart of
our success and our ability to deliver quality service and satisfaction
is the considerable skill and motivation of our employees. On behalf of
all the companys stakeholders, the Board would like to express its
sincere appreciation and gratitude.
For and on behalf of the Board
Bhandari Anil Bhandari
Director Whole Time Director