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Gandhi Special Tubes Directors Report, Gandhi Spl Tube Reports by Directors
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Gandhi Special Tubes
BSE: 513108|NSE: GANDHITUBE|ISIN: INE524B01027|SECTOR: Steel - Tubes/Pipes
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« Mar 10
Directors Report Year End : Mar '11
The Directors have pleasure in presenting their Twenty Sixth Annual
 Report together with the Audited Accounts for the year ended on 31st
 March, 2011.
 
 1.  FINANCIAL RESULTS
 
                                                       (Rs. in Lacs)
 
                                           31.03.2011     31.03.2010
 
 Sales: Products                              9770.97        7990.18
 
 Wind Power                                    156.49         182.24
 
                                              9927.47        8172.43
 
 Profit before Tax                            3743.60        3639.17 
 
 Less: Provision for Taxation
 
 -Current Tax                                 1165.18        1140.23
 
 -Deferred Tax                                (10.38)        (27.49)
 
 Prior Year adjustments                       (40.35)         (6.87)
 
 Profit after Tax                             2629.15        2533.30
 
 Interim Dividend                              734.92         367.46
 
 Silver Jubilee dividend                          NIL         367.46
 
 Corporate Dividend Tax                        122.06         124.90
 
 Earning Per Share of Rs. 5/-               Rs. 17.89      Rs. 17.24
 
 PERFORMANCE OF THE COMPANY
 
 Your Company has delivered another year of profitable growth by
 recording 22.29% increase in the sale of products. The profit of the
 year after tax has increased by 22.78% if other income by way of
 receipts from Keyman Insurance Policy and sale of Pune Land in the
 previous year are excluded. Continuous focus on quality, value addition
 and cost management have helped your Company to achieve this profitable
 growth.  The performance and outlook have been discussed in the
 Management Discussion and Analysis Report which is forming part of the
 Directors Report.
 
 2.  DIVIDEND
 
 Your Directors have continued the trend of aptly rewarding the
 shareholders and maintained an interim dividend of Rs. 5/- per equity
 share of Rs. 5/- each (100%) for the financial year 2010-2011. Total
 out lay for an interim dividend of Rs 5/- per share on 1,46,98,616
 Equity Shares of Rs 5/- each is Rs .734.93 Lacs for the year ended 31st
 March, 2011 The interim dividend was paid by the Company on 24th
 February, 2011. As there has been no significant change in the final
 profits for the full year ended on 31st March, 2011, your Directors
 recommend that the Interim Dividend should be confirmed as final
 dividend.
 
 3.  CORPORATE GOVERNANCE
 
 The Corporate Governance and Managements Discussion and Analysis
 Reports form an integral part of this report and are set out as
 separate Annexure to this Report. The Certificate from Auditors of the
 Company, certifying compliance of the conditions of Corporate
 Governance as stipulated in Clause 49 of the Listing Agreement, is
 annexed to the Report on Corporate Governance.
 
 Corporate Governance voluntary guidelines issued by the Ministry of
 Corporate Affairs.
 
 The Major part of the Corporate Governance Voluntary Guidelines, 2009
 has been complied with by adhering to the standards of the Corporate
 Governance under clause 49 of the Listing Agreement and Companys own
 policy of transparency and professionalism.
 
 4.  LISTING OF SHARES AND DEPOSITORIES
 
 Your Companys shares are listed on The Bombay Stock Exchange Limited
 (BSE) and National Stock Exchange India Limited (NSE). Your Directors
 wish to state that the Equity Shares of your Company are compulsorily
 traded in the dematerialized form w.e.f.26/06/2000. Presently 94.159%
 of shares are held in electronic/dematerialized form.
 
 5.  INSURANCE
 
 The Companys all assets are covered under the various policies. Risks
 of fire, earthquake, flood, marine, loss of profit, etc and also due to
 damage to third party are covered.
 
 6.  PUBLIC DEPOSITS
 
 Your Company has not accepted any deposits from the public during the
 year under review.
 
 7.  DIRECTORS
 
 Shri D.S.Shah and Shri D.B.Shah retire by rotation and being eligible
 offer themselves for re-appointment.
 
 8.  DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217 (2AA) of the Companies Act, 1956, the Directors
 confirm that:
 
 i) In the preparation of the annual accounts, the applicable accounting
 standards have been followed and that there are no material departures;
 
 ii) they have, in selection of the accounting policies, consulted the
 Statutory and Internal Auditors and have 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 at the
 end of the financial year and of the profit of the Company for the year
 under report;
 
 iii) they have taken proper and sufficient care to the best of their
 knowledge and ability, for 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 annual accounts have been prepared on going concern basis.
 
 9.  (i) AUDITORS
 
 The Companys Auditors M/s. S.V.Doshi & Co., Chartered Accountants
 retire at the conclusion of the ensuing Annual General Meeting, and are
 eligible for reappointment and holding peer review certificate issued
 by The Institute of Chartered Accountants of India. The Company has
 received the certificate from the Auditors as required under Section224
 (1B) of the Companies Act, 1956. There is no qualification or
 observation made by the statutory auditors in their audit report.
 
 (ii) COST AUDITOR
 
 The Central Government has approved the appointment of M/s.Narottam L.
 Tola, as Cost Auditors of the Company for the Financial Year 2011 -12
 to conduct Cost Audit of Steel Tubes and Pipes product in the Products
 of the Company.
 
 10.  CORPORATE SOCIAL RESPONSIBILITY
 
 The Company believes that it has the duty towards betterment of society
 and its wellbeing and to achieve this noble objective made following
 donations during the year under review:-
 
 NAME OF THE TRUST         AMOUNT          PURPOSE
 
 Navjivan Charitable Trust Rs. 20,00,000/- The Trust is approved by the
                                           National Committee for 
                                           promotion of Social and 
                                           Economic Welfare under 
                                           section 35AC of the 
                                           Income Tax Act, 1961
 
 Valabdas Dagara Indian 
 Society                   Rs. 2,00,000/-  The Trust offers services
                                           to the mentally retarded 
 
 Veerayatan Vidyapath Fund Rs. 5,00,000/-  The Trust offers its
                                           services in the field of
                                           education, medical care and 
                                           empowerment of mankind.
 
 Shri Prabhav Hem Kamdhenu Rs. 1,11,111/- 
 Girivihar Trust                           Trust is running a hospital
                                           located in Palitana (Gujarat)
 
 TOTAL                     Rs. 28,11,111/-
 
 11.  HUMAN RESOURCES
 
 Humans are considered as one of the most critical resources in the
 business which can be continuously smoothened to maximize the
 effectiveness of the Organization. Human resources build the Enterprise
 and the sense of belonging would inculcate the spirit of dedication and
 loyalty amongst them towards strengthening the Companys Polices and
 Systems. All personnel continue to have healthy, cordial and harmonious
 approach thereby enhancing the contributory value of the Company.
 
 12.  PARTICULARS OF EMPLOYEES
 
 There were no employees other than the Managing Director and the Joint
 Managing Director, covered under the purview of Section 217 (2A) of the
 Companies Act, 1956 and the Rules framed there under.
 
 13. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
 EARNINGS AND OUTGO.
 
 Information in accordance with the provisions of Section 217 (1) (e) of
 the Companies Act, 1956 and the Companies (Disclosure of Particulars in
 the Report of Directors) Rules, 1988 is given in Annexure and forms
 part of this report.
 
 The Company has made direct export of Rs. 19.07 lakhs (previous year
 Rs. 16.81 lakhs). The foreign exchange earning was Rs. 19.07 lakhs and
 foreign exchange outgo was Rs 1678.05 lakhs during the year under
 review. The Companys windmills are operating in Gujarat and
 Maharashtra and have generated units and thereby contributed to the
 energy requirement of the Country.
 
 The annual reports are being sent through emails to the shareholders
 who have preferred to receive annual accounts through electronic mode.
 Any shareholders desirous of obtaining hard copy may write to the
 Company for the same.
 
 14.  ACKNOWLEDGEMENT
 
 The Board wishes to acknowledge and thank all stakeholders for their
 valuable continued support and encouragement. Your Directors also wish
 to place on record their deep sense of appreciation for the committed
 services of the Workers, Staff and Executives of the Company.
 
                           For and On behalf of the Board of Directors
 
                                                            M.G.GANDHI
                                          Chairman & Managing Director
 
 Place: Mumbai 
 Date : 12.05.2011
 
 
 
Source : Dion Global Solutions Limited
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