The Directors have pleasure in presenting their Seventy Eighth Annual
Report together with the Audited Statement of Accounts for the
financial year ended March 31, 2011.
FINANCIAL RESULTS
(Rs. in lacs)
Particulars Year ended Year ended
31.03.2011 31.03.2010
Net Sales Turnover 72,158.77 65,253.42
Other Income 1,315.59 962.73
Profit before Depreciation & Interest 7,746.71 7,003.17
Less:
– Depreciation 1,889.60 1,836.54
– Interest 539.03 995.20
Profit before Tax 5,318.08 4,171.43
Less:
– Current Tax 1,318.69 708.94
– Deferred Tax (70.95) 676.75
– MAT – (215.53)
Profit after Tax 4,070.34 3,001.27
Add: Surplus of earlier years
brought forward 8,150.31 6,239.05
Profit available for Appropriation 12,220.65 9,240.32
Appropriations:
General Reserve 410.00 310.00
Dividend 686.94 666.70
Tax on Distributed Profits 108.90 113.31
Surplus carried to Balance Sheet 11,014.81 8,150.31
DIVIDEND
Your Directors are pleased to recommend a dividend of 45% i.e. Rs.4.50
per equity share of Rs.10/- each. The total quantum of dividend, if
approved by members, will be Rs. 679.09 Lacs, while Rs.110.16 Lacs will
be paid by the Company towards dividend tax and surcharge on the same
on the equity shares of the Company as at 31st March, 2011. Dividend
will be tax free in the hands of the shareholders.
OPERATIONS REVIEW
Net Sales Turnover was Rs. 721.59 crores as compared to Rs.652.53
crores during the previous year. The profit after tax for during the
year at Rs. 40.70 crores was higher as compared to the previous year.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 217(2AA) of the Companies Act,
1956 with respect to the Directors’ Responsibility Statement and to the
best of their knowledge and belief and according to the information and
explanations obtained by them, the Directors confirm:
i) that in the preparation of the annual accounts for the year ended
31st March 2011, the applicable accounting standards have been followed
alongwith proper explanation relating to material departures, if any;
ii) that appropriate accounting policies have been selected and applied
consistently and judgments and estimates have been made that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31st March, 2011 and of the profit of
the Company for the year ended on that date;
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, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
iv) that the annual accounts have been prepared on a going concern
basis.
DIRECTORS
Mr. Mohanlal Bhandari, Director, Mr. Sandeep Junnarkar, Director and
Mr. Naga Veera Srinivasa Rao Yenduri, Executive Director (Operations),
retire by rotation at the forthcoming Annual General Meeting and being
eligible, offer themselves for re-appointment.
FIXED DEPOSITS
Your Company has not invited or accepted any fixed deposits from the
public and, as such, no amount of principal or interest was outstanding
on the date of the Balance Sheet.
AUDITORS
The Statutory Auditors of the Company, M/s Deloitte Haskins & Sells,
Gurgaon, retire at the conclusion of the ensuing Annual General Meeting
and being eligible, offer themselves for re-appointment. They have
confirmed that their re-appointment, if made, would be within the
limits in accordance with Section 224(1B) of the Companies Act, 1956.
The Audit Committee and the Board recommend the re-appointment of M/s.
Deloitte Haskins & Sells, Chartered Accountants, as Statutory Auditors
of the Company.
CORPORATE GOVERNANCE
Your Company continues to be committed to good corporate governance and
ethical corporate practices. A separate Report on Corporate Governance
along with Auditors’ Certificate on compliance with the conditions of
Corporate Governance as per Clause 49 of the Listing Agreement with
Stock Exchanges is provided as part of this Annual Report, besides
Management Discussion and Analysis, Risk Management and Shareholders
Information.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The required particulars under Section 217(1)(e) of the Companies Act,
1956, read with the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988 are furnished in the Annexure-A and
forms an integral part of this Report.
PARTICULARS OF EMPLOYEES
As required by the provisions of Section 217(2A) of the Companies Act,
1956 read with Companies (Particulars of Employees) Rules, 1975, as
amended, the names and other required particulars of the employees are
set out in the Annexure – B forming an integral part of this Report.
EMPLOYEES’ STOCK OPTION SCHEMES
Your Company has already implemented the ESOS-2006, ESOS-2007,
ESOS-2008, ESOS-2009 & ESOS 2010. Details of these Employees’ Stock
Option Schemes, as required under the SEBI Guidelines, are set out in
Annexure - C to the Directors’ Report and forms an integral part of
this Report.
INDUSTRIAL RELATIONS
The industrial relations at all the works of the Company, during the
year were cordial.
ACKNOWLEDGEMENT
Your Directors wish to place on record their gratitude to the Company’s
business associates, trade partners, dealers, customers, shareholders,
vendors, bankers, technology providers and other stakeholders all over
India and overseas for the continuous support and co-operation extended
by them to the Company. Your Board also thanks the Government of India,
State Governments and other Government Authorities for their continuous
support and encouragement to the Company and look forward to their
support in future as well.
Your Directors especially wish to place on record their appreciation of
the efficient services rendered by the Company’s motivated team members
from all Zones, Works and Offices.
For and on behalf of the Board
MANISH SANGHI Y. SRINIVASA RAO
Managing Director Executive Director (Operations)
Mumbai, 29th April, 2011
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