Jindal Poly Films

The Directors have pleasure in presenting the 34th Annual Report of the
 Company together with Audited Accounts for the year ended 31st March,
 2008.
 
 The Financial results of the year under review are as given below:-
 
 FINANCIAL RESULTS
 
                                                          (Rs. / Crores)
                                               2007-08          2006-07
 
 Profit from Operations (EBITDA)                270.55           168.41
 Less: Interest                                  14.08            17.55
 Profit Before Depreciation and Tax             256.47           150.86
 Less: Depreciation                              62.56            60.55
 Profit before Tax                              193.91            90.31
 Less: Income Tax for the year                   54.75            12.77
 Deferred Tax                                     6.59            12.57
 Profit After Tax                               132.57            64.97
 Add: Balance brought forward                    55.40            47.18
 Less: Taxes for the earlier years                 NIL             0.18
 Balance available for appropriation            187.97           111.97
 
 APPROPRIATIONS
 
 Dividend on Equity Shares                        5.62             5.62
 Tax on Dividend                                  0.95             0.95
 Transfer to General Reserve                     50.00            50.00
 Balance carried forward                        131.40            55.40
 
 PERFORMANCE HIGHLIGHTS
 
 There is improvement in Operating Profit margins during the year under
 review to 21.48% from 16.51 % in the last year.
 
 Gross Sales increased to Rs. 1409.35 crores in the financial year
 2007-08, up 24.8% from Rs. 1129.31 crores the year before.
 
 Exports for the year 2007-2008 stood at Rs. 364.18 crores as compared
 to Rs. 363.94 crores in the last year.
 
 The operating profit of the company was Rs. 270.55 crores as against
 Rs. 168.41 crores last year – growth of 60.65%.
 
 DIVIDEND
 
 Your Directors have pleasure to recommend Dividend of 20% on 280,95,880
 Equity share capital of Rs. 10 each.
 
 The total dividend would absorb a sum of Rs. 5.62 crores and tax
 thereon of Rs. 0.95 crores. The dividend will be free of tax in the
 hands of recipients.
 
 NEW PROJECTS
 
 The Companys 2 new wide width Metallizers with a combined capacity of
 14,000 tpa have commenced commercial production from March, 2008. The
 total capacity of Metallizers is now 40,000 tpa. The implementation of
 2 new BOPP Lines (Line 4 &5) with capacity of 45000 tpa each is
 proceeding as per schedule and shall be operational during the current
 financial year i.e.  2008-09.
 
 With the growing demand of BOPP, the Company has decided to further
 expand the capacity of the BOPP by installing 1 (one) more new BOPP
 Line (Line 6) with a total capacity of 40,000 tpa. The Company has also
 decided to install one more Polyester Film line (BOPET) with a capacity
 of 25,000 tpa alongwith Mettalisers and Coating Film Line. These
 expansion projects will have the capital outlay of Rs. 500 crores
 approx. which shall be financed by way of ECB, Term Loans and internal
 accruals. After all the expansion plans are implemented, the Company
 will have BOPP capacity of 2,20,000 tpa and Polyester Film (BOPET)
 capacity of 1,11,000 tpa. The expanded capacity will be operational in
 a phased manner in next 2-3 years.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 The MD&A has been included in the annual report as a separate note.
 
 DIRECTORS
 
 Mr. Jogesh Bansal and Mr. Sumant Singhal retire by rotation at the
 ensuing Annual General Meeting, and being eligible, offer themselves
 for reappointment. Brief resumes of above directors, names of other
 companys in which they hold/held directorship, membership of
 committees of the Board and their shareholdings are given in the Notice
 to the Shareholders.
 
 Mr. R.K. Pandey was appointed as a Director of the Company on
 30/01/2007, to fill the casual vacancy caused due to resignation of Mr.
 S.J.Khaitan. Dr. Sudhir Kapur was appointed as a Director of the
 Company on 30/01/2007, to fill the casual vacancy caused due to
 resignation of Mr. R. Chander. The office of Mr. R.K.Pandey and Dr.
 Sudhir Kapur expires at the forthcoming Annual General Meeting i.e. on
 30/09/2008, the date upto when Mr. S.J. Khaitan and Mr. R. Chander
 would have held the office of Director, if it had not been vacated. The
 Company has received notices under section 257 of the Companies Act,
 1956 from member(s) of the Company proposing the appointment of Mr.
 R.K.Pandey and Dr. Sudhir Kapur as Director(s) of the Company whose
 period of office will be liable to retire by rotation. Brief resumes of
 above directors, names of other companys in which they hold/held
 directorship, membership of committees of the Board and their
 shareholdings are given in the Notice to the Shareholders.
 
 Mr. Sanjay Mittal who was appointed as Director (Accounts) by the Board
 of Directors w.e.f. 28th July, 2008 for a period of 5(five) years and
 subject to approval of shareholders in ensuing Annual General Meeting.
 Brief resumes of Mr. Sanjay Mittal, names of other companys in which
 he is holding directorship, membership of committees of the Board and
 shareholdings are giving in the Notice to the Shareholders. The Company
 has received a notice under section 257 of the companies Act, 1956 from
 a member of the company proposing the appointment of Mr. Sanjay Mittal
 as Director of the company.
 
 Mr. Punit Gupta, Director (Films) resigned w.e.f. 28th July, 2008 and
 Mr. Sandeep Bansal, Director resigned w.e.f. 3rd September, 2008. The
 Board places on record its sincere appreciation of the valuable
 services rendered by Mr. Punit Gupta and Mr. Sandeep Bansal during
 their tenure as Directors of the Company.
 
 PARTICULARS OF EMPLOYEES UNDER SECTION 217(2A) OF THE COMPANIES ACT,
 1956.
 
 There is no employee who has received the remuneration of Rs. 2,00,000
 per month or Rs. 24,00,000 per annum during the year under review.
 
 CORPORATE GOVERNANCE
 
 The Company has complied with the mandatory provisions of Corporate
 Governance as prescribed in the Listing Agreement with the Stock
 Exchanges. A separate report on Corporate Governance is included as a
 part of the Annual Report along with the Auditors Report on its
 compliance.
 
 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 in preparation of the accounts for the financial year ended 31st
 March, 2008 the applicable accounting standards have been followed
 along with proper explanations relating to material departures;
 
 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;
 
 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 safeguarding the assets of
 the company and for preventing and detecting fraud and other
 irregularities.
 
 That the Directors have prepared the accounts for the financial year
 ended on 31st March, 2008 on a ‘going concern basis.
 
 SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS
 
 In accordance with the Accounting Standard AS – 21 on Consolidated
 Financial Statements read with Accounting Standard AS – 23 on
 accounting for investments in Associates, Your Directors have pleasure
 in attaching the Consolidated Financial Statements which form part of
 this Annual Report and Accounts.
 
 In terms of approval granted by Central Government under section 212
 (8) of the Companies Act, 1956 vide letter no. 47/387/2008- CL-III
 dated 25/06/2008, the Balance Sheet, Profit & Loss Account, report of
 Board of Directors and Auditors of the subsidiary Companies have not
 been attached to the accounts of the Company. The Annual reports shall
 be made available upon request to any member of the Company interested
 in obtaining the same.
 
 AUDITORS
 
 M/s Kanodia Sanyal & Associates, Chartered Accountants retire and being
 eligible, offer themselves for re-appointment. The auditors have
 furnished certificate regarding their eligibility for re-appointment as
 Companys Auditors, pursuant to Section 224 (1-B) of the Companies Act,
 1956.
 
 FIXED DEPOSITS
 
 The Company has not accepted any fixed deposits and the provisions of
 section 58-A of the Companies Act, 1956 are not applicable to the
 Company.
 
 ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EARNING & OUTGO
 
 Information in accordance with the provisions of section 217 (1) (e) of
 the Companies Act, 1956 read with Companies (Disclosure of Particulars
 in the Report of Board of Directors) Rules, 1988 regarding conservation
 of Energy, technology absorption, foreign exchange earnings and outgo
 is given in the ‘Annexure I forming part of this report.
 
 GROUP FOR INTERSE TRANSFER OF SHARES
 
 Details of persons constituting group” as required under clause 3(1)
 (e) of the Securities and Exchange Board of India (Substantial
 Acquisition of Shares and Takeover) Regulations, 1997 is given in
 ‘Annexure II and forms part of this Annual Report.
 
 ACKNOWLEDGEMENT
 
 Your Directors acknowledge the co-operation and assistance received
 from the financial institutions, Banks and various Government
 authorities during the year.
 
 The Directors also wish to place on record their appreciation of the
 contribution made by the Employees at all levels.
 
 
                                      For and on behalf of the Board
 
 Place: New Delhi                      (S. Singhal)     (S. Banerjee)
 Dated: 3rd September, 2008    Whole Time Director & COO   Whole Time 
                                                 Director (Marketing)