The Directors are pleased to present the 32nd Annual Report and the
audited accounts for the financial year ended 31st March, 2011.
FINANCIAL RESULTS
The financial performance of the Company, for the year ended 31st
March, 2011 is summarized below:
(Rs. in Lac)
Particulars Standalone Consolidated
2010-11 2009-10 2010-11 2009-10
Sales 39,993.83 37,166.69 79,997.92 67,225.43
Less: Excise Duty 2,364.41 2,260.18 2,364.41 2,260.18
Total Sales 37,629.42 34,906.51 77,633.51 64,965.25
Profit before Finance
Charges, Depreciation,
Foreign Exchange Variation
(net) and Tax 6,192.62 2,660.23 14,404.74 6,419.16
Less:
- Finance Charges 314.84 312.20 822.72 1,135.39
- Depreciation 2,419.02 1,429.00 6,389.29 5,688.34
Profit before Foreign
Exchange Variation (net)
and Taxation 3,458.76 919.03 7,192.73 (404.57)
Foreign Exchange Variation
– Gain (net) 91.46 2,434.99 268.02 2,235.03
Profit before Tax 3,550.22 3,354.02 7,460.75 1,830.46
(Less) / Add: Provision for
Taxation
- Current Tax (1,330.00) (580.00) (1,330.00) (580.00)
- Deferred Tax 28.33 (627.13) 892.66 33.86
- Wealth Tax (2.50) (2.00) (2.50) (2.00)
Profit for the year 2,246.05 2,144.89 7,020.91 1,282.32
Add: Prior period adjustments
and Tax adjustments of
earlier years (net) 5.70 1,903.90 5.70 2,860.41
Minority Interest – – 24.45 8.32
Net Profit 2,251.75 4,048.79 7,051.06 4,151.05
Balance brought forward
from previous year 9,707.17 8,073.88 29,021.76 27,286.21
Balance Available for
appropriation 11,958.92 12,122.67 36,072.82 31,437.26
Appropriations
Proposed Dividend 1,607.37 1,213.89 1,607.37 1,213.89
Provision for Dividend Tax 266.96 201.61 266.96 201.61
Dividend and Dividend Tax
for the year 2009-10 83.96 – 83.96 –
Transfer to General Reserve 1,000.00 1,000.00 1,000.00 1,000.00
Balance carried forward 9,000.63 9,707.17 33,114.53 29,021.76
Basic and Diluted earnings
per share of Rs. 2 each
before excess depreciation* 2.13 2.04 6.66 1.19
Basic and Diluted earnings
per share of Rs. 2 each after
excess depreciation* 2.13 4.00 6.66 4.10
* Calculated on weighted average number of shares.
PERFORMANCE REVIEW
Financial Year 2010-11 marked a strong resurgence in volume and demand
growth post the financial crisis. The Company has registered a strong
broad based sequential growth across all key markets and customer
segments.
On consolidated basis for FY 2010-11, revenues at Rs. 77,634 Lac were
higher by around 20% over the previous years revenues of Rs. 64,965
Lac. Net profit at Rs. 7,051 Lac was higher by around 70% over the
previous years net profit of Rs. 4,151 Lac. During the year, the total
consolidated sales volume of cylinders increased to 884,339 nos. as
against 687,212 nos. in the previous year.
This was achieved mainly on account of overall improvement in sales
volume, increase in sales of high value added products and continuing
efforts to control costs and improve profitability. The growth in
international business also contributed towards the overall
profitability of the Company.
DIVIDEND
Your Directors have recommended a dividend of Rs. 1.50 per Equity Share
(last year Rs. 1.20 per Equity Share) for the financial year ended 31st
March, 2011, amounting to Rs. 1,874.33 Lac (inclusive of dividend tax
of Rs. 266.96 Lac).
The dividend payout for the year under review has been formulated in
accordance with the Companys policy to pay sustainable dividend linked
to long term growth objectives of the Company to be met by internal
cash accruals.
PREFERENTIAL ALLOTMENT OF EQUITY SHARES
Pursuant to the approval accorded by the members at the Extraordinary
General Meeting held on 19th June, 2010, your Company had raised Rs. 81
crores by allotting 6,000,000 equity shares to 2 schemes of Reliance
Mutual Fund on a preferential basis at Rs. 135/- per equity share
(including a premium of Rs. 133/- per share) on 19th June, 2010. The
proceeds of the proposed preferential offer were utilised for capital
expenditure, working capital and repayment of debt.
SUBSIDIARIES
Your Company established a wholly owned subsidiary (WOS) in Thailand on
7th Oct, 2010 by the name of EKC Industries (Thailand) Co. Ltd. Since
Thailand is promoting Natural Gas Vehicles in a big way, EKC looks
forward to expanding its market share in Thailand.
As on 31st March, 2011, the Company had three wholly owned subsidiary
companies, viz., EKC International FZE in Dubai, UAE, EKC Industries
(Tianjin) Co. Ltd. in China and EKC Industries (Thailand) Co. Ltd. in
Thailand and two step down wholly owned subsidiary companies, viz. EKC
Hungary Kft in Hungary and CP Industries Holdings, Inc. in USA and one
Indian Subsidiary Company viz., Calcutta Compressions & Liquefaction
Engineering Ltd.
Pursuant to the provision of Section 212(8) of the Companies Act, 1956
(the Act), the Ministry of Corporate Affairs, Government of India vide
its circular dated 8th February, 2011 has granted general exemption
from attaching the Balance Sheet, Profit and Loss Account and other
documents of the subsidiary companies with the Balance Sheet of the
Company. A statement containing brief financial details of the
Companys subsidiaries for the financial year ended 31st March, 2011 is
included in the Annual Report. The annual accounts of these
subsidiaries and the related detailed information will be made
available to any member of the Company who may be interested in
obtaining the same at any point of time and are also available for
inspection by any member of the Company at the registered office of the
Company and that of the respective subsidiary companies. The
Consolidated Financial Statements presented by the Company include the
financial results of the subsidiary companies.
FIXED DEPOSITS
The Company has not accepted any fixed deposits during the year under
review.
SHIFTING OF ACTIVITIES OF AURANGABAD UNIT TO GANDHIDHAM UNIT
With a view to consolidate and promote synergy amongst similar
facilities which would result in effective utilization of the
manufacturing facilities and also considering the feasibility and
viability of order execution and prompt delivery of committed supplies
to customers, it was considered prudent to shift the entire activities
of the plant located at Aurangabad, Maharshtra to the companys larger
unit located at Gandhidham, Gujarat which has the resources and the
capacity to handle the incremental volume of business as a result of
such change.
DIRECTORS
Mr. Arvind Malhan ceased to be alternate director to Mr. Varun Bery
w.e.f. 1st January, 2011. Mr. Akash Mehta who had been appointed as an
alternate director to Mr. Varun Bery w.e.f. 31st January, 2011 also
ceased to be alternate director to Mr. Varun Bery w.e.f. 13th May,
2011. Mr. Hon Cheong Lam has been appointed as an alternate director to
Mr. Varun Bery w.e.f. 27th May, 2011.
As per the provisions of Article 137 of the Articles of Association of
the Company, Mr. Naresh Oberoi, Mr. Vyomesh Shah and Mr. Gurdeep Singh,
retire by rotation and being eligible, offer themselves for
re-appointment at the ensuing Annual General Meeting. The Board of
Directors has also recommended their re- appointment for consideration
of the shareholders.
Brief resume of the Directors proposed to be re-appointed, nature of
their expertise in specific functional areas and names of public
limited companies in which they hold directorships and memberships /
chairmanships of Board Committees, as stipulated under Clause 49 of
Listing Agreements with the Stock Exchanges in India, are provided in
the Report on Corporate Governance forming part of the Annual Report.
CREDIT RATING FROM CRISIL
The Company continues to have the highest domestic credit rating of P1
for short term borrowings and A+ / Stable for long term borrowings by
CRISIL. Strong credit ratings by the leading rating agency reflect the
Companys financial discipline and prudence.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review, as
stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India, is presented in a separate section forming part of
the Annual Report.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors Responsibility Statement, it is
hereby confirmed that:
(i) in the preparation of the annual accounts for the year ended 31st
March, 2011, the applicable accounting standards 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 judgements 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 31st March, 2011 and of the profit of the Company
for the year ended on that date;
(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.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standard AS-21 on Consolidated
Financial Statements, your Directors provide the Audited Consolidated
Financial Statements in the Annual Report. As a significant part of
your Companys business is conducted through its subsidiaries, your
Directors believe that the consolidated accounts provide a more
accurate representation of the performance of your Company.
AUDITORS
M/s. Dalal & Shah, Chartered Accountants, Statutory Auditors and M/s.
Arun Arora & Co., Chartered Accountants, Branch Auditors hold office
until the conclusion of the ensuing Annual General Meeting and are
elligible for re-appointment.
The Company has received letters from M/s. Dalal & Shah and M/s. Arun
Arora & Co. to the effect that their re-appointment, if made, would be
within the limits prescribed under Section 224(1B) of the Companies
Act, 1956 and that they are not disqualified for re-appointment within
the meaning of Section 226 of the said Act.
CORPORATE GOVERNANCE
Your Company is committed to achieving and maintaining the highest
standards of Corporate Governance and places high emphasis on business
ethics. The Report on Corporate Governance as stipulated under Clause
49 of the Listing Agreement forms part of the Annual Report.
The Report on Corporate Governance as stipulated under Clause 49 of the
Listing Agreement forms part of the Annual Report. The requisite
Certificate from the Auditors of the Company, M/s. Dalal & Shah,
confirming compliance with the conditions of Corporate Governance as
stipulated under the aforesaid Clause 49, is annexed hereto as
Annexure A” and forms part of this report.
PARTICULARS OF EMPLOYEES
In terms of the provisions of Section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975 as
amended, the particulars of employees are set out in annexure to this
Report.
However, having regard to the provisions of Section 219(1)(b)(iv) of
the said Act, the Annual Report excluding the aforesaid information is
being sent to all the members of the Company and others entitled
thereto. Any member interested in obtaining such particulars may write
to the Company Secretary at the registered office of the Company.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars relating to energy conservation, technology absorption,
foreign exchange earnings and outgo, as required to be disclosed 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 provided as Annexure B” to this Report.
ACKNOWLEDGEMENT AND APPRECIATION
Your Directors would like to express their appreciation for the
assistance, support and co-operation received from the financial
institutions, banks, Government authorities, customers, vendors and
members during the year under review. Your Directors also wish to place
on record their deep sense of appreciation for the committed services
by the executives, staff and workers of the Company globally.
For and on behalf of the Board
P.K. Khurana
Chairman & Managing Director
Mumbai
27th May, 2011
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