Dear Shareholders,
The directors have pleasure in presenting the Twenty First Annual
Report of the Company together with audited financial statements and
accounts for the year ended March 31, 2012.
Financial Highlights
(Rupees in Lakhs)
Particulars 2011-12 2010-11
Gross Revenue 0.64 5.78
PBITD -7.45 0.85
Cash Profit from operations -7.45 0.84
Net Profit/(-)Loss -7.45 0.84
Operations:
Due to continued drought situation in the region and the reasons beyond
the control of your directors your company has not undertaken any
business, but with a view to curtail the mounting losses the Company
has leased-the godown facilities on rent basis to State Warehouse
Corporation and to private parties. But due to continued drought
situation even demand for godown is also less, hence building has been
leased from Feb 2012 onwards, resulting less rental revenue during the
year compared to previous year. The directors are under the process of
exploring other avenues of diversifying into new areas of business
All remaining assets and liabilities are valued on a Going Concern
basis. Though there is no business is undertaken, its net worth remains
positive and considering the fact that the company has adequate
resources to continue in operational existence for the foreseeable
future and taking into account the management assessment of improvement
in the economic condition in general they continue to adopt the going
concern basis in preparing the annual report and accounts.
Dividend
In view of inadequacy of profits, your Directors are unable to
recommend any dividend for the year under report.
Corporate Governance
A detailed report on Corporate Governance pursuant to the requirements
of Clause 49 of the Listing Agreement forms part of the Annual Report.
A certificate from the auditors of the Company, H.M.V. Murthy & Co.,
Chartered Accountants, confirming compliance of conditions of corporate
governance as stipulated under the aforesaid Clause 49 is provided as
annexure.
Management Discussion and Analysis Report
The management discussion and analysis of financial condition including
the result of operation of the Company for the year I under review as
required under clause 49 of the listing agreement with the stock
exchange is given as a separate statement in Annual Report.
Auditors:
The Statutory Auditors of the Company, M/s. H.M.V. Murthy & Co.,
Chartered Accountants, Bangalore, retire at the conclusion of the
ensuing annual general meeting of the Company and have confirmed his
willingness and eligibility for re-appointment and has also confirmed
that his re-appointment, if made, will be within the limits under
Section 224(1 B) of the Companies Act, 1956.
Auditors'' Report:
The Board has duly examined the statutory auditors'' report to accounts
which is self explanatory and clarifications wherever necessary, have
been included in the Notes to Financial Statements of the Annual
Report.
Regarding Auditors comment on ''on going concern'' the Director contend
that the Company will be able to continue as going concern, though the
company has not undertaken any business activity, its net worth remains
positive and considering the fact that the company has adequate
resources to continue in operational existence for the foreseeable
future and taking into account the management assessment of improvement
in the economic condition in general and as borne out by AAS16 issued
by the council of the ICAI, they continue to adopt the going concern
basis in preparing the annual report and accounts.
The huge accumulated losses suffered till closure of spinning activity
by the company have been mainly on account of unstable and erratic
market conditions which had affected adversely the entire industry
rather than the operational performance of the company. Your directors,
however, continue their efforts to improve the financial viability of
the company and also take such steps as may be required under current
laws and regulations in terms of disclosure and reporting required to
be made to concerned statutory authorities.
Particulars of Employees
During the year there was no employee drawing remuneration beyond the
limits prescribed under section 217 (2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975.
Conservation Of Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo:
Disclosure in respect of conservation of energy as required under
Section 217(1) (e) of the Companies Act, 1956, read with the Companies
(Disclosure of Particulars in the report of the Board of Directors)
Rules, 1988, as amended is given below.
Conservation Of Energy. Technology Absorption, Foreign Exchange
Earnings and Outgo are Nil during the year.
Directors'' Responsibility Statement
Pursuant to the requirement under section 217(2 AA) of the Companies
Act, 1956, with respect to the directors'' responsibility statement it
is hereby confirmed that:
i. In the preparation of the annual accounts for the financial year
ended March 31, 2012, the applicable accounting standards read with
requirements set out under Schedule VI to the Companies Act, 1956, have
been followed and there are no material departures from the same;
ii. 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
of the Company as at March 31, 2012 and of the loss of the Company for
the said period.
iii. 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
irregularities; and
iv. The Directors have prepared the annual accounts of the Company on
a ''going concern basis''.
Acknowledgements
Your Directors wish to place on record their appreciation for the
continued support and co-operation of the shareholders, Bankers,
various regulatory and Government authorities and for the valuable
contributions made by the employees of the Company.
On behalf of the Board of Directors
S. Rajasekharappa
Challakere, 27th August 2012 Chairman |