The Directors present herewith the 18th Annual Report on the business
and operations of the Company and the audited accounts for the year
ended 31st March 2012.
1 . FINANCIAL RESULTS AND OPERATIONS
The summarized financial results for the year ended 31st March 2012 as
compared with the previous year are as under:
Rs. In Lakhs.
No Particulars Year ended Year ended
1. Sales 129.55 139.68
2. Other Income 3.34 9.24
3. TOTAL INCOME (1 2) 132.89 148.92
4. Total Expenses other than interest (108.65) (115.32)
5. Interest 0.20 1.29
6. Total Expenses other than Depreciation 108.85 114.02
7. Depreciation 75.77 75.53
8. Miscellaneous Expenditure Written off 0.00 0.00
9. Profit/(Loss) for the before tax (51.33) (40.63)
10. Provision for tax:
MAT 0.00 0.00
Deferred Tax (Liability)/Asset 17.39 16.66
11. Profit/(Loss) for the year after tax (33.94) (23.97)
The operational performance of the Company is discussed in detail under
the Management Analysis and Discussion Report.
The company has not transferred any amount to reserves during the
financial year under review.
The Company has not accepted any fixed deposits from the public within
the meaning of section 58A of the Companies Act, 1956.
4. INFORMATION PURSUANT TO THE COMPANIES DISCLOSURE OF (PARTICULARS IN
THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988. CONSERVATION OF
ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO
(pursuant to sec 21 7(1 )(e)).
A. Conservation of energy:
Adequate measures have been taken for conservation of energy. There is
no additional investment and proposal for reduction of energy
conservation. As there is no additional investment, there is no impact
on the business of the company
B. Technology Absorption
i) Research & Development (R&D)
a) Specific areas in which R&D carried out by the company
For having the modern design, patterns and styles and improving the
quality of the products and to have unique, royal and classic designs,
the company is constantly carrying out research. The Company has
developed new Yarn Structure which increases the quality in terms of
life of Carpet.
b) Benefits derived as a result of R&D
The most impressive designs with highest standard in quality meeting
the present market demand have emerged out of research carried out by
the Company. The new Yarn has been greatlyt accepted in the market.
c) Future plan of action
The quality designs of carpets have to to be improved with a view to
have unique features, pattern and design.
Expenditure on R & D: The Company has not made any expenditure on R& D.
ii) Technology absorption, adoption and innovation.
During the year the company has neither absorbed any new Technology nor
adopted or innovated, as the existing technology is sufficient to meet
the present market requirements.
5. FOREIGN EXCHANGE EARNINGS AND OUT GO:
Foreign Exchange Earnings : 3.51 Lakhs
Foreign Exchange out go : 17.84 Lakhs
6. PARTICULARS OF EMPLOYEES
No employee of the Company was in receipt of remuneration, which
requires disclosure under section 21 7(2A) of the Companies Act, 1 956.
In accordance with the requirements of the Companies Act 1956, read
with the Articles of Association of the company Smt. Meena Kerur shall
retire by rotation at this Annual General Meeting, and being eligible
offer herself for reappointment. A brief resume of the retiring
director as required under clause 49 of the Listing Agreement is
provided in this Annual Report.
Shri. S. Naik, Managing Director, of the company was appointed for
further period of 3 years and the same requires ratification of members
in this Annual General Meeting.
8. AUDITORS AND AUDIT REPORT
The Statutory Auditors of the company M/s Ramasamy Koteshwararao & Co,
Chartered Accountants, Hyderabad Firm Regd. No. 010396S, retire at the
ensuing Annual General Meeting and are eligible for re -appointment.
Your company has received intimation to the effect that, proposed
re-appointment, if made would be with in the prescribed limit under
Section 224(1 B) of the Companies Act 1956 and also in compliance with
the requirements of the Listing Agreement regarding Peer Review. They
have also confirmed their willingness to accept office, if
re-appointed. The Board and Audit Committee recommend the re-
appointment of M/s Ramasamy Koteshwararao & Co, Chartered Accountants,
Hyderabad, as Statutory Auditors to hold office till conclusion of Next
Annual General Meeting.
The Auditors Report and notes to the accounts are self explanatory and
do not call for any further comments.
9. DIRECTOR''S RESPONSIBILITY STATEMENT
In accordance with sub-section (2AA) of section 21 7 of the Companies
Act, 1956, the Directors of the Company state:
a. That in the preparation of the accounts for the financial year
ended 3151 March 2012; the applicable accounting standards have been
followed along with proper explanation relating to material departures.
b. That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
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 review.
c. 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 safe guarding the assets of
the Company and for preventing and detecting fraud and other
d. That the Directors have prepared the accounts for the financial
year ended 31st March 2012 on a ''going concern basis''.
10. MANAGEMENT DISCUSSION & ANALYSIS REPORT
A separate report on Management Discussion & Analysis Report is
attached to this report.
11. CORPORATE GOVERNANCE REPORT
A separate report on corporate governance along with Auditor''s
certificate on its compliance is attached to this report.
12. CASH FLOW STATEMENT
In conformity with the provisions of Clause 32 of the Listing Agreement
with the Stock Exchanges, the cash flow statement for the year ended
March 31, 2012 is annexes hereto.
13. AUDIT COMMITTEE
In accordance with Clause 49 of the Listing Agreement, the company has
constituted the Audit Committee, which consists of Majority of
Independent Directors and Non Executive Directors of the company Viz.
Mr.K.Suresh, Smt. Meena Kerur and Mr.Maqsood Ahmed. The Audit committee
functions in terms of the role and powers delegated by the Board of
Directors keeping in view of the Provisions of Clause 49 of Listing
Agreement and Section 292Aof the Companies Act 1 956.
14. HUMAN RESOURCE
The Board of Directors would like to place on record its deep
appreciation to all the employees for their dedicated services to the
company. Our organizational culture and work environment is central to
our ability to work effectively.
Company has taken initiative to appoint Qualified Company Secretary to
comply with the provision of Section 383A of the companies Act, Listing
Agreement. The Efforts of the company was not fruitful, however company
is availing the services from Practicing Company Secretary.
Your Directors take this opportunity to express their appreciation for
the cooperation and continued support received from various departments
of Central and State Governments, financial institutions, Banks, the
Suppliers, Customers and Shareholders of the Company.
By order of the Board of Directors
Place: Hyderabad SRI KRISHNA NAIK
Date: 06-08-2012 Chairman & Managing Director