India Foils

The Directors hereby presenting the 46th Annual Report of your Company
 together with the statement of audited accounts for the financial year
 ended on 31st March 2008.
 
 Financial Results                                     Rs. In crores.
 
 Year ended March 31                                   2008     2007
 
 Turnover (Gross)                                     192.66   236.93
 
 Profit/(Loss) before interest, tax, depreciation, 
 amortization and extraordinary items                   3.58     4.40
 
 Less: Interest                                        19.93    17.29
 
 Profit/(Loss) before tax, depreciation and 
 amortization                                         (16.35)  (12.89)
 
 Less: Depreciation                                    14.35    14.78
 
 Amortization                                           1.22     1.37
 
 Profit/(Loss) before tax and extraordinary items     (31.92)  (29.04)
 
 Add: Extraordinary income                              4.03      -
 
 Pro fit, (Loss) before tax                           (27.88)  (29.04)
 
 Less: Current Tax                                        -       -
 
 Fringe benefit tax                                     0.08     0.16
 
 Profit/(Loss) after tax                              (27.96)  (29.20)
 
 OPERATIONAL PERFORMANCE
 
 The period under review has been a year of uncertainties. For the last
 few years downstream Aluminum Industry is passing through a very
 difficult phase owing to factors, which are over capacity, increase in
 resource cost, drop in sales realization etc.  At the one hand input
 cost is on the rising trend due to sharp and sudden increase in
 aluminum prices & crude prices globally, the sales realization is not
 improving in desired proportion.
 
 On overall basis your Company witnessed decrease in production of foil
 from 8552 M.T. in the previous year to 7098 M.T. in the current year,
 and accordingly sales has also decreased. Overall loss of the Company
 has decreased to Rs. 27.88 crores from Rs.29.04 crores in previous year
 mainly due to an extra-ordinary gain of Rs.4.03 crores on account of
 one time settlement of dues of IDB1 Bank Ltd. and Stressed Assets
 Stabilization Fund.
 
 FUTURE OUTLOOK
 
 Though the financial result of the Company for the year under review is
 not encouraging, the fundamentals of the business remain strong.
 Looking forward, your Directors foresee significant improvement in the
 business and bottomline of your Company in view of the business and
 financial restructuring envisaged in the years to come. The Madras
 Aluminum Company Limited (MALCO), the parent Company has join hands
 with Ess Dee Aluminum Company Limited (EDAL) for revival of your
 Company through a Rehabilitation Scheme submitted to Board for
 Industrial and Financial Reconstruction (BIFR). The Scheme envisages
 infusion of substantial funds in the Company by MALCO and EDAL to make
 your Company debt free and more competitive and profitable in the years
 to come.
 
 The domestic sector outlook remains good and increasing at around 8 to
 10 percent per annum. The global aluminium industry is also looking
 excellent and thereby new opportunities are coming. Entering new market
 through exports is going to be the main focus area of the Company.
 
 Our expertise in secondary foil products and focus on quality will
 definitely keep us ahead of competition. The margin is always an area
 of concern in the foil business therefore your Company has given
 absolute focus on cost reduction.
 
 FINANCIAL YEAR
 
 The reporting for the current period is for 12 months i.e. from April
 2007 to March 2008.
 
 DIRECTORS
 
 Mr. Sandeep Agrawal, Director retire by rotation at the ensuing Annual
 General Meeting and being eligible, offer himself for re-appointment.
 
 Mr. Deb Bandhyopadhyay, Director retire by rotation at the ensuing
 Annual General Meeting and being eligible, offer himself for
 re-appointment.
 
 EROSION OF NET WORTH
 
 The Board for Industrial and Financial Reconstruction (BIFR) in terms
 of section 3 (1) (o) of the Sick Industrial Companies (Special
 Provisions) Act, 1985 declared your Company as a sick industrial
 company, vide its letter 9th May 2006. The IC1CI Bank, operating agency
 has prepared and submitted a draft rehabilitation scheme to BIFR for
 revival of your Company pending approval.
 
 CORPORATE GOVERNANCE
 
 A separate section on corporate governance as well as certificate from
 Auditors of the Company regarding compliance to Corporate Governance as
 stipulated under Clause 49 of the Listing Agreement with stock
 exchanges forms part of this Annual Report.
 
 AUDITORS REPORT
 
 With reference to the submissions of the Auditors in their report, the
 Board of Directors of the Company have to submit that the notes on
 accounts referred to in the Auditors Report are self explanatory &
 therefore do not require any further comments under section 217(3) of
 the Companies Act, 1956. 
 
 AUDITORS
 
 Messrs Price Waterhouse, Chartered Accountants, who are the Statutory
 Auditors of the Company hold office in accordance with the provisions
 of the Companies Act, 1956, upto the conclusion of the forthcoming
 Annual General Meeting, communicated to the Company that they are not
 seeking re-appointment at the ensuing Annual General Meeting. The
 Company has received a special notice from a Member of the Company, in
 terms of the provisions of the Act, signifying its intention to propose
 the appointment of Messrs M.P.Chitale, Chartered Accountants as the
 Statutory Auditors of the Company from the conclusion of the ensuing
 Annual General Meeting until the conclusion of next Annual General
 Meeting. Messrs M.P.Chotale have also expressed their willingness to
 act as Statutory Auditors of the Company, if appointed, and have
 confirmed their eligibility. In this regard, attention of the Members
 is invited to the Item No. 4 of the Notice.
 
 PUBLIC DEPOSITS
 
 The Company has not accepted any Deposits from the Public during the
 period. As at 31st March 2008 principle fixed deposit outstanding with
 the Company stood at Rs.2.88 lacs.
 
 PARTICULARS OF TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING &
 OUTGO
 
 Information as prescribed under Section 217(1)(e) of the Companies
 Act, 1956, read with the Companies (Disclosure of Particulars in the
 Report of the Board of Directors) Rules, 1988, viz., a report on the
 conservation of energy, technology absorption, foreign exchange
 earnings and outgo, is given in the Annexure A attached hereto and
 forms part of this Directors Report.
 
 PARTICULARS OF EMPLOYEES
 
 The Company has no employee whose remuneration is more than the limit
 specified in Section 217 (2A) of the Companies Act, 1956 as amended,
 read with the Companies (Particulars of Employees) Rules, 1975.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 The Directors confirms that:
 
 i) in the preparation of annual accounts, the applicable accounting
 standards have been followed, other than those reported by the
 statutory auditors and for which appropriate disclosures have been made
 in the financial statements.
 
 ii) they have selected such accounting policies and 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 as at 31st March 200S and of the loss of the Company for
 that period.
 
 iii) 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.
 
 iv) they have prepared the annual accounts on a going concern basis.
 
 ACKNOWLEDGEMENT
 
 The Directors acknowledge the co-operation received from the employees.
 The Directors acknowledge with gratitude the co- operation and
 assistance received from the State Government, Financial Institutions,
 Banks, Shareholders and others during the year under review.
 
 
                                   On behalf of the Board
 
                                   R.Kannan         
                                   Director
 
 Place: Mumbai                     Sandeep Agrawal
 Date : 31st May 2008              CEO & Director