Dear Members,
The Directors have pleasure in presenting the 22nd Annual Report for
the year ended 31st March, 2011
Financial Performance:
(Rs. in Lacs)
Current Year Previous Year
31-3-2011 31-3-2010
Revenue from Operations 10149.02 9319.69
Other Income 73.25 363.66
Finance Charges 765.34 446.12
Depreciation 353.34 437,30
Profit Before Taxation 246.56 374.16
Provision for Income-Tax &
Fringe Benefit Tax Current
Taxes 46.22 203.95
Earlier Periods 5.28 NIL
Profit after Taxation 195.06 170.21
Prior Period Adjustments 8.13 15.35
Profit for the year 186.93 154.86
Profit Brought Forward 896.86 742.00
Proposed Dividend NIL NIL
Balance Carried to Balance-Sheet 1083.78 896.86
OPERATIONAL / PERFORMANCE REVIEW
The company operates in five main business segments viz.
Transportation, Trading, manufacturing, Generation of wind energy, and
renting of immovable properties. The Transport Division comprises of
income from Own Trucks and Logistic business is the 2nd largest in
terms of sales revenue. This division accounts for 23.36% of the total
turnover (including inter-segment) of the company for the year ended
31st March, 2011. Trading Division accounts for 63.42%, Manufacturing
Division accounts for 4.34%, Generation of Wind Energy accounts for
1.19 % and others includes for 5.40 % of the total turnover of the
company for the year ended 31st March, 2011.
During the year the company has achieved operational income of Rs.
101.49 Crores as against Rs. 93.20 Crores in the previous year. The
company posted Profit before tax of Rs. 2.4 Crores as against Rs. 3.74
Crores in the previous year. The Company earned Profit after Tax of
Rs. 1.87 Crores as against Rs. 1.55 Crores in the previous year after
prior period adjustment of Rs. 0.08 Crores in the current year. A
balance of Rs. 10.84 Crores has been carried forward to Balance Sheet.
Segment information,
Segments information are given along with financial statements. The
company has identified five segments viz Transportation, Trading,
Manufacturing of Refractory Bricks, Renting of immovable properties &
Wind Power Generation. The major and material activities of the
company are restricted to three geographical segments i.e. Kolkata,
Ahmedabad and Bangalore.
Transportation:
The Company has two different kind of contracts viz, Logistic
Contracts and own trucks contract. Under the logistic contract, the
Company enters into contract with its client for providing logistic
support to various destinations by hiring trucks from the market and
ensures transportation of goods to the designated destinations of its
client. Under the contract for deployment of own trucks, the Company
deploys its own trucks/ vehicles with its client round the clock. The
Company expects 15-20% growth in both contracts.
During the year under review, your Company continued to get / renewed
transportation Contracts from valued customers to cater needs of its
valued clients. The Revenue from Transport Operations decreased from
Rs. 35.88 Crores in the previous year to Rs 25.43 Crores in the current
year registering a decrease by 29.11%. due to closure of one major
Branch and increased cost of oil and spare parts. The Company has
already restructured its transport activities for
optimum utilization of its fleet of commercial vehicles and is hopeful
to come out with satisfactory results in the days to come.
Trading
BOSCH Division is acting as the Main Distributor for Auto Components
manufactured by BOSCH Ltd. for the Automotive Aftermarket and
supplies such spares to Authorized Service Centers of Bosch as well as
to retail outlets and neutral garages and workshops. BOSCH is the
global leader in Automotive Components and BOSCH brand products come
as OE fitments in all ranges of vehicles worldwide. With newer models
of vehicles being introduced in the market every year, the business has
very good potential in future. The Revenue from trading Operations of
automotive parts of BOSCH increased to Rs. 16.46 Crores in comparison
to Rs. 14.50 Crores in the previous year registering a increase 13.52%.
Mahindra & Mahindra Division is acting as the Super Distributor for
Auto Components & Farm Equipment manufactured by Mahindra & Mahindra
Ltd., for the Automotive Aftermarket. With newer models of vehicles
being introduced in the market every year, the business has very good
potential in future. The Revenue from trading Operations of automotive
parts of Mahindra & Mahindra Ltd increased to Rs. 13.06Crores in
comparison to Rs. 9.85 Crores in the previous year registering a higher
increase of 32.60% mainly due to good potential in current scenario.
Iron & Steel Division:
The global iron ore market is hot. Everything good or bad about
economic activities is visible here. On the one hand, there is strong
recovery of demand with the global economic prospects back on track,
statistically so till date, concerns nevertheless remain. On the other,
speculators are back with panic driven Chinese steel industry rushing
to build stock before they set the table for talks with the iron ore
mining industry for the year''s contract.
The future of the global iron ore industry depends on China. Many
believe the steel industry''s growth in China will slow down. At this
stage, such a statement will be termed speculative only. The Chinese
mills, however, may not yield much ground. They will dig more into
their own resources, import more from the spot market and thereby
reduce their dependence on contracted volumes, if the prices are not
favorable. They have also invested heavily overseas on iron ore assets
and will bring in substantial quantities from there to meet some
critical needs. The iron ore industry knows that pushing the Chinese
mills to a tightrope will boomerang in the long term. More the Chinese
mills are stressed, more assets will they acquire, which ultimately
will reduce the dependence on the global iron ore cartel. China cannot
be ignored by the iron ore miners after all they produce nearly half of
world''s steel.
A question has always been in the forefront : should the global coal or
iron ore contracts be floating types indexed to steel prices, or a
market based free float, or of a short duration, say, a month or a
quarter? So far, the global majors, tied to annual contracts, have not
been able to capitalize on the higher spot prices running through the
year on the average. It is not necessary that this will happen every
year. Yet, an optimistic mining industry globally is pushing for this.
This will effectively bring an end to the annual contracts.
The rise in global ocean freight has a very significant impact on the
iron ore prices. A higher freight will effectively reduce the contract
levels set on fob basis. Any attempt to push the burden of rising ocean
freight on to the buyer will be resisted. And if iron ore shipping
volumes drop, the dry bulk rates will also crash! One does not really
know who will bear the brunt of this. It depends on the strength of the
market: who is weak and who is not on the negotiating table.
India has taken a protectionist stance. The government needs revenue to
support the routine development expenditure and also the stimulus
measures. This also sends a signal to the local industry that rampant
exports cannot be permitted forever when the local industry faces
shortage. In addition, it has sent a strong signal that illegal mining
has to stop. Many mines are currently under investigation with their
mines lying closed. The local mining industry is lobbying hard to get
out of the multiple crises.
India''s Iron Ore: Following the Global Meltdown report discusses the
current iron ore business in India, prospects for the future and
unfolds the opportunities to provide strategic guidance to investors
and all others related to iron ore business in India.
Export of Iron Ores
During the year your Company exported 68,200 MT amounting to US D
84,30,041.65/-( INR 38,59,18,465.39) to China & Singapore as against
22,800 MT amount to US D 27,90,185.55 (INR 12,71,20,854) in the
previous year, despite ups and down in International market . Your
Company look forward to continue export iron ores in the current year.
Bricks Division
Your Company has facilities to manufacture Refractoriness Bricks of
various sizes and qualities to cater the need of Steel Plants and Glass
Plants.
The company''s manufacturing facility is located in Kadi, Gujarat. The
plant is modern and is supported by a team of qualified professionals.
The plant''s existing Installed Capacity is 4,800 Metric tons per annum.
The company produces complete range of Refractoriness including:
- Fireclay in Medium & High heat duty in all Shapes and sizes with
Alumina contents from 30 to 45%
- High Grog & High Alumina Refractoriness with Alumina contents from 45%
to 99% for various applications in Steel plants, Cement kilns, Glass
furnaces, Sponge Iron, Aluminum, Non-Ferrous and Petrochemical
Industries.
- Sillimanite & Andalusite bricks and blocks for Glass plants.
- Basic bricks including Magnesite, Magnesia Carbon, Magnesite Chrome,
Chrome Magnesite, Alumina Chrome, Alumina Magnesia Carbon, Direct
bonded Mag chrome etc
- mortars for Power Plants & Chemical Industry
- Insulation bricks in conventional and special light weight bricks
- Various grades of mortars, ramming masses, gunning mixes and full
range of Constables
Within a short span of its commencement of manufacturing of
Refractories Bricks, The Division has long list of satisfied customers.
The Revenue from Operations of the division increased to Rs. 4.74
Crores in comparison to Rs. 5.47 Crores in the previous year
registering a slight decrease 12.80%. During the year under review the
Company has not exported bricks.
Wind Energy Generation:
Your company has been promoting Green Power through Wind Energy. We
totally have commissioned capacity of 2.365 MW. Your company has
successfully registered the project under VCS. Second issuance is in
process.
We continue to face the problem of realization of funds from the
government and also the Load Shedding. Besides the late arrival of
monsoon and the non availability of grid has affected the PLF All the
power generated is being sold to the Government and hence we need to
wait for the payment which is getting delayed. This is having serious
repercussions on the payments to be made for various term loans.
The Revenue from Operations of the division increased to Rs. 1.17
Crores in comparison to Rs. 1.22 Crores in the previous year
registering a decrease of 4.10% due to unfavorable weather condition
during peak seasons
Renting of immovable properties
Your Company is in the process of making investments in plots of
various sizes at the competitive prices and is in the process of
developing the plots. The income from Leave & License Agreement with
TCS Ltd., is giving a steady source of income.
The Revenue from Operations of the division increased to Rs. 2.49
Crores in comparison to Rs. 2,48 in the previous year registering a
increase of 0.40%.
DIVIDEND:
With a view to conserve the resources, your directors have decided not
to recommend any dividend for the year under review.
Transfer to Reserve & Surplus
The Board of Directors proposes to transfer Rs. 1.87 Crores to Reserve
& Surplus aggregating to Rs. 10.84 Crores.
Subsidiary of the Company.
The Company does not have any subsidiary Company.
Deposits:
The Company has not accepted any deposits from public to which the
provisions of Section 58 – A of the Companies Act, 1956 and rules made
there under are applicable.
Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo:
The details of Conversation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo are given in the Annexure ''B'' which
forms part of the Directors'' Report
Green initiative
The members are informed that in accordance with Circular Nos. 17/2011
dated 21.4.2011 and 18/2011 dated 29.4.2011 issued by Ministry of
Corporate Affairs, Government of India, henceforth, the company is
proposing to send documents like notice of general meetings, audited
accounts, Directors Report, Auditors Report and other
documents/communications to the members in electronic from by email.
Members holding shares in dematerialized form are requested to
register/ update their Email addresses with their depositary
participants. Members holding shares in physical form are requested to
register/update their Email addresses with the company via Email at:
investors@frontlinecorporation.com.
Directors:
Shri Narayan Prasad Agarwal and Shri Saurabh Jhunjhunwala, Directors of
the Company retire by rotation and
being eligible offer themselves for re-appointment. You are requested
to accord your approval to their appointment.
During the current year, the Company has co-opted Mr. Jiw Raj Khaitan
as an Additional Director of the Company. He holds office up to the
date of this Annual General Meeting at which his appointment would be
regularized subject to consent of the shareholders.
During the current year, the Company has co-opted Mr. Sital Kumar
Banerjee as an Additional Director of the Company. He holds office up
to the date of this Annual General Meeting at which his appointment
would be regularized subject to consent of the shareholders.
None of the Directors of your Company is disqualified as per provisions
of Section 274(1) (g) of the Companies Act, 1956. The Directors of the
Company have made necessary disclosures as required under various
provisions of the Companies Act, 1956 and Clause 49 of the Listing
Agreement.
Audit Committee:
The Company has constituted an Audit Committee pursuant to the
provisions of section 292A of the Companies Act, 1956 and clause 49 of
the Listing Agreement. The Audit Committee consists of Shri Bharat
Arora, Shri Virendra Sharma and Shri Saurabh Jhunjhunwala. Shri Bharat
Arora, Independent Director is chairman of the Audit Committee.
Directors'' Responsibility Statement:
The Directors confirm:
a) that in the preparation of Annual Accounts, the applicable
Accounting Standards have been followed and that no material departures
have been made from the same.
b) that they have selected such Accounting Policies and applied them
consistently and made judgments and estimates that are responsible 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 or Loss of
the Company for that period ;
c) that they 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;
d) that they have prepared the Annual Accounts on a Going concern
basis.
Auditors and their observations:
M/s. Paresh Thothawala & Co., Chartered Accountants, Ahmadabad,
Statutory Auditors of the Company retires at the ensuing Annual General
Meeting and are eligible for reappointment. Yo u are requested to
reappoint the Auditors.
M/s. VPC & Associates, Chartered Accountants, Kolkata, Branch Auditors
of the Company retires at the ensuing Annual General Meeting and are
eligible for reappointment. You are requested to re-appoint the
Auditors.
The Auditors in their Report Dated 3rd September, 2011 have made
certain observations on the accounts for the year under review. The
company has supplied material to the concerns in which some of the
directors of the company were interested. The Company is in the process
of taking remedial action in the matter. The slight delay in payment of
statutory dues has been caused on account of clerical oversight and the
company is strengthening the system to avoid any such delays in future.
Corporate Governance Report:
The Corporate Governance & Management Discussion & Analysis (MDA)
Report forms part of the Directors'' Report and are set out as separate
annexure to this report. The certificate from the Statutory Auditors of
the Company certifying compliance of the conditions of the Corporate
Governance as stipulated in Clause 49 of the Listing Agreement is
annexed to the report on Corporate Governance Particulars of Employees:
The information required under section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of the Employee) Rules, 1975
as amended to date is not attached as there are no employees who are in
receipt of remuneration in excess of prescribed limits.
Acknowledgement:
The Board of Directors of the Company wishes to express its
appreciation for the co-operation received from the Financial
Institutions, Bankers and executives and staff members of the Company
and look forward to their continued support in the years to come.
For and on behalf of Board of directors of
FRONTLINE CORPORATION LIMITED
Date: 3rd September, 2011 PAWAN KUMAR AGARWAL
Place: Ahmedabad MANAGING DIRECTOR |