TO THE MEMBERS:
The Directors are pleased to present the Forty First Annual Report
together with the Audited Statement of Accounts of the Company for the
year ended 31st March 2012.
During the financial year under review, the Company with its efforts
for affective remedial measures, cost reduction, improvement in
operational efficioncies &assets utilization could achieve better
business conditions as compared to previous year. The Company had also
disposed off the vacant / Unutilized land and building of Plant shuated
at 19th Km Stone, Village Maharalpur. P.O. Tatiyagaraj, G.T. Raod,
Mandhana, Kanpur of the best available market price. with these efforts
and continuing adverse business conditions, the company during the year
2011-12, achieved a turnover of Rs. 512.63 lacs as against Rs. 470.23
lacs in the previous year and the net book loss before tax for the year
could be brought down to Rs. 10.60 lacs as against Rs. 135.94 lacs
during the previous year.
In view of the adverse business conditions and slow down in the
industry and to conserve resouces for the business requirements, your
Directors do not recommend any dividend for the year under review.
In accordance with the provisions of Articles of Association of the
Company & Section 256 of the Companies Act, 1956, Dr. G.N. Mathur and
Mr. K.D Gupta retires from the Board by rotation and being eligible
offers thenselves for reappointment. Your Directors recommend their
Directors'' Responsibility Statement:
Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors
(i) That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed;
(ii) That the Directors have selected such accounting policies and
applied them consistently and made judgments & 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
loss of the Company for the year;
(iii) That 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, safeguarding the assets of the
Company and for preventing and detecting fraud and other
(iv) That the Directors have prepared the Annual Accounts on a going
Auditors & Auditors Report:
M/s. B.C. Jain & Co., Statutory Auditors retiring at the ensuing Annual
General Meeting, having furnished the requisite certificate U/s 224
(1-B) of the Companies Act, 1956 are eligible for re-appointment. The
proposal for their reappointment is included in the notice for Annual
General Meeting sent herewith.
Secretarial Compliance Certificate:
Pursuant to proviso to Section 383A(1) of the Companies Act, 1956, the
Secretarial Compliance Certificate for the financial year 2011-12
obtained from the Company Secretary in Practice is attached to the
Vide notification dt 03.05.2011, in exercise of the powers conferred by
Section 642(1)(b) read with section 209(1)(d) of the Companies Act,
1956, the Company has been subjected to Compliance Report by a Cost
Accountant to be submitted to the Central Government within 150 days of
the close of Company''s financial year 2011-12 after getting it approved
by the Board of Directors. The Compliance Report of the Cost Accountant
enagaged by the Company for this purpose is under process. The Company
has now been subjected 10 regular Cost Audit Under the Provisions of
the Companies Act, 1956 w.e.f. 01.04.2012.
Disclosure of Additional Information:
There has been no material change and commitment affecting the
financial position of the Company which has occurred between end of the
financial year and the date of this report.
The particulars prescribed by the Companies (Disclosure of Particulars
in the Report of Board of Directors) Rules, 1988 are furnished in the
Annexure to the Report.
There is no employee, the particulars of which are required to be
reported under section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules 1975 as amended.
Listing of Shares:
The Company''s shares are listed with Bombay Stock Exchange Ltd., Mumbai
and the listing fees thereon are regularly paid.
The industrial relations during the year under report remained cordial.
Your Directors take this opportunity to express their sincere thanks to
the Shareholders, Bankers, Customers, Suppliers, Revenue &
Administrative Departments and Business Associates for their cordial
association & consistent support to the Company and also acknowledge &
appreciate the cooperation and contribution by all categories of
employees despite adverse business conditions during the year under
By Order of the Board
Place : Kanpur P.K. BHARGAVA
Date : 29.05.2012 Chairman & Managing Director