Moneycontrol
SENSEX NIFTY
Bimetal Bearings Directors Report, Bimetal Bearing Reports by Directors
YOU ARE HERE > MONEYCONTROL > MARKETS > BEARINGS > DIRECTORS REPORT - Bimetal Bearings

Bimetal Bearings

BSE: 505681|NSE: BIMETAL|ISIN: INE469A01019|SECTOR: Bearings
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
Nov 24, 13:08
539.00
1.45 (0.27%)
VOLUME 922
Bimetal Bearings is not traded in the last 30 days
Array
Download Annual Report PDF Format 2016 | 2015 | 2014 | 2013 | 2012 | 2011 | 2010
Directors Report Year End : Mar '17    Mar 16

The Directors have pleasure in presenting the Fifty Sixth Annual Report for the year ended 31st March 2017 together with the accounts and Auditors Report thereon.

FINANCIAL RESULTS:

Year Ended 31-03-2017 (Rs. in Lacs)

Year Ended 31-03-2016 (Rs.in Lacs)

Year Ended 31-03-2017 (Rs. in Lacs)

Year Ended 31-03-2016 (Rs. in Lacs)

Standalone

Consolidated

Total Income

16,497.11

16,102.16

16,482.75

16,076.40

Profit before Interest, Depreciation and Taxation after exceptional items

1,104.16

1,148.22

995.59

1,052.35

Less : Interest

15.68

19.69

15.68

19.69

Depreciation

406.96

395.48

406.96

395.48

Profit before Tax after exceptional items

681.52

733.05

572.95

637.18

Less : Taxation [including Deferred Tax]

181.63

230.44

165.33

214.88

Profit after Tax after exceptional items

499.89

502.61

407.62

422.30

Other Comprehensive income

448.69

-70.54

446.98

-70.39

Total comprehensive income for the year

948.58

432.07

854.60

351.91

Earnings per share (Rs)(Basic & diluted)

13.07

13.14

10.66

11.04

Operations :

The Automotive Industry continued to post differential performances with the heavy and medium commercial vehicle segments recording negative growth during the year.

The after-market sales is expected to improve in the current year. Market conditions in Europe and South America impacted the export of our products.

Despite the operating conditions being difficult, the Company was able to maintain the overall sale for the year and the improved performance in other market segments enabled the Company to maintain a reasonable level of revenue from operations compared to previous year. The damage to the assets due to cyclone had adverse effect on profit.

The Company has taken steps to improve the revenue by sale of new products, powder and strips. The ongoing efforts to reduce the cost of manufacture and its impact coupled with reduction in fixed overheads would be beneficial to the Company in the current year.

The market indicators are positive for demand in crucial segments during the current year despite the challenges which are expected during the implementation of indirect tax reforms announced by the Government.

Dividend:

Your Directors recommend a dividend of Rs.7.50 per share (previous year: Rs.7.50 per share) on the paid up capital for the financial year ended 31 st March 2017 absorbing Rs 268.88 lacs. The payment of dividend is subject to the approval of shareholders at the ensuing Annual General Meeting.

Reserves:

Your Directors have recommended transfer of Rs 200 lacs to general reserve for the financial year ended 31st March 2017 as in the previous year increasing the total general reserves to Rs 13700 lacs. The other reserves representing other comprehensive income consequent to adoption of Ind As stands at Rs 1737.54 lacs as at 31.3.2017.

Consolidated Financial Statements:

The consolidated financial statements of your Company for the financial year 2016-2017 are prepared in compliance with applicable provisions of the Companies Act, 2013 and the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Subsidiaries, Associates and Joint Ventures:

Pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules , 2014 a statement containing salient features of the financial statements of the Company s Associates / Joint Ventures (in Form AOC-1) is given in Annexure H.

Pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014 a statement containing salient features of the financial statements of the Company s Associates/joint ventures (in Form AOC-1) is given in Annexure H.

Deposits:

The company did not accept any deposits within the meaning of provisions of Chapter V Acceptance of Deposits by Companies of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 and its subsequent amendments.

Directors and Key Managerial Personnel:

All the Independent Directors of the Company have declared that they meet the criteria of Independence in terms of Section 149(6) of the Companies Act, 2013 and the applicable provisions of the SEBI (LODR) Regulations, 2015 and there is no change in their status of Independence. Further Mr.N.P. Mani, Director is retiring at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

The directors of the Company at their meeting held on 26th May 2017, subject to the approval of the shareholders passed the necessary resolutions authorizing the company to pay commission not exceeding 1 % of the net profits to the non-executive directors.

Auditors:

M/s Price Waterhouse, Chartered Accountants LLP, retire at the conclusion of the 56th Annual general meeting and are not eligible for reappointment in accordance with Section 139(2) of the companies Act 2013. The Board on the recommendation of the Audit Committee has identified M/s.Fraser & Ross, Chartered Accountants (Firm Regn. No.:000829S) and recommend their appointment as Auditors of the company for a period of 5 years from the conclusion of 56th Annual General Meeting until 61st Annual General Meeting for consideration of the shareholders. Cost Auditor:

The Board had appointed M/s.C.S.Hanumantha & Rao, (Regn. No.:000216) as Cost Auditors for the financial year 2017-2018 to carry out the cost audit of the products manufactured by the Company. The remuneration payable to the cost auditors for the year 2017 2018 is being placed for the approval of the shareholders. The Cost Audit report for the financial year 2015-16 was filed in the MCA Website on 20th September 2016.

Internal Auditors:

M/s. Gopalaiyer & Subramanian, Chartered Accountants, Coimbatore have been appointed as the Internal Auditors of the Company for the year 2017-2018 in place of M/s. Fraser & Ross, Chartered Accountants who were the internal auditors of the company till the financial year till year ended 31st March 2017.

Secretarial Audit:

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, your Company engaged the services of M/s. KSR & Co. Company Secretaries LLP to conduct the Secretarial Audit of the Company for the financial year ended 31st March 2017. The Secretarial Audit Report is attached as Annexure-F to this Report.

Policies:

In accordance with the requirements of the Companies Act, 2013, the Listing Agreement and SEBI (LODR) Regulations, 2015, the Board of Directors of the Company has framed the required policies and the policies where mandated, are up-loaded on the Company s website under the web-link http://www.bimite.co.in/policies.

There were no material changes in the commitments affecting the financial position of the Company between the end of the financial year (31st March 2017) and the date of this report (16th June 2017).

There were no significant and material orders passed by Regulators or Courts or Tribunals which would impact the going concern status of the Company.

Particulars of Employees and related disclosures:

The disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1),(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in the Annexure I forming part of the Annual Report.

Having regard to the provisions of Section 136(1) read with and its relevant proviso of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any member is interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.

Board Meetings held during the year:

During the year ended 31st March 2017, 4 meetings of the Board of Directors were held. The details of the meetings are furnished in the Corporate Governance Report which is attached as Annexure-B to this Report.

Extract of Annual Return:

An extract of Annual Return in Form MGT-9 as on 31st March 2017 is attached as Annexure-G to this Report.

Particulars of loans, guarantees or investments under Section 186 of the Companies Act, 2013:

The details of loans / investments made by the Company are given in the financial statements.

Related Party Transactions:

All transactions entered by the Company with Related Parties were in the ordinary course of business and at arm s length pricing basis. The Audit Committee granted omnibus approval for the transactions (which are repetitive in nature) and the same was reviewed by the Audit Committee and the Board of Directors. There were no materially significant transactions with Related Parties during the financial year 2016-2017 which were in conflict with the interest of the Company. The details of the transactions with related parties are given in the financial statements in Note No.37.

Risk Management:

The Company has constituted a Risk Management Committee. The Committee takes care of the external and internal risks associated with the Company. The Board of Directors oversees the Risk Management process including risk identification, impact assessment, effective implementation of the mitigation plans and risk reporting.

Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, Independent Directors at their meeting held on 11th February 2017 considered / evaluated the Board s performance, performance of the Chairman and other non-independent Directors. The Board have undergone formal review which comprised Board effectiveness and allied subjects. The Board also reviewed the workings of the various committees and sub-committees without participation of the concerned Directors / members.

Internal Financial Control Systems and their Adequacy:

Details of the same are provided in the Management Discussion and Analysis Report attached as Annexure-D to this Report.

Research and Development, Conservation of Energy, Technology, Absorption, Foreign Exchange Earnings and Outgo:

Your Company continues to focus on Research and Development activities with specific reference to fuel efficiency, vehicle performance and enhancement of safety etc. The particulars prescribed under Section 134 of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are furnished in Annexure-A to this Report

Corporate Governance:

Your Company is fully compliant with the Corporate Governance guidelines, as laid out in SEBI (LODR) Regulations, 2015. The details of the Code of Conduct are furnished in the Corporate Governance Report attached as Annexure-B to this Report.

The Secretarial Auditors of the Company have examined the requirements of Corporate Governance with reference to the provisions of SEBI (LODR) Regulations, 2015 and have certified the compliance, as required under SEBI (LODR) Regulations, 2015. The Certificate in this regard is attached as Annexure-C to this Report.

Disclosure under the Sexual Harassment of women at work-place (Prevention, Prohibition and Redressal) Act, 2013 :

The Company has duly complied with the requirements under the Act and no complaints were reported during the year.

Corporate Social Responsibility (CSR):

Annual report on CSR Activities undertaken by the Company for the Financial Year 2016-17 is annexed with this Report as Annexure-E.

Vigil Mechanism:

Pursuant to Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and SEBI (LODR) Regulations, 2015, the Board of Directors had approved the Policy on Vigil Mechanism which inter-alia provides a direct access to the Chairman of the Audit Committee.

Your Company hereby affirms that no Director / employee has been denied access to the Chairman of the Audit Committee and that no complaints were received during the year.

Directors Responsibility Statement:

The Board of Directors acknowledges the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with 134(5) of the Companies Act, 2013 in the preparation of financial statements for the year ended 31st March 2017 and state that:

(a) in the preparation of the annual accounts, the applicable Accounting Standards had been followed along with proper explanation relating to material departures.

(b) the directors had selected such accounting policies and applied them consistently and 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 and of the Profit of the Company for that period.

(c) the directors had taken proper and sufficient care for the maintenance of the adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(d) the directors had prepared the annual accounts on a going concern basis.

(e) the directors had laid down proper internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively, and

(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are operating effectively.

Transfer of Unclaimed Dividend to Investor Education and Protection Fund:

Pursuant to the provisions of Section 125(2) of the Companies Act, 2013, the Company has transferred the unclaimed dividend amounts referable to the year ended 31st March 2009 to the credit of the Investor Education and Protection Fund during the year under review well before their respective due dates.

Acknowledgement:

The Directors wish to express their appreciation for the continued co-operation of the Central and State Governments, Bankers, customers, dealers, suppliers, share-holders and also the valuable support received from M/s. Daido Metal Company, Japan. The Directors also wish to thank all the employees for their contribution, support and continued co-operation throughout the year.

For and on behalf of the Board

Chennai A. Krishnamoorthy

16th June 2017 Managing Director

Source :
Quick Links for bimetalbearings
Explore Moneycontrol
Stocks     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others
Mutual Funds     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z
Copyright © e-Eighteen.com Ltd. All rights reserved. Reproduction of news articles, photos, videos or any other content in whole or in part in any form or medium without express written permission of moneycontrol.com is prohibited.