Your directors present their Annual Report with the audited statements
of accounts for the year ended 31st March, 2012.
The financial results for the year ended 31st March, 2012 as compared
with the previous years are as follows:- .
(Rs. In Lakhs)
Year ended Year ended
Depreciation but before tax (7.40) (14.95)
Provision for taxation - -
Profit/(Loss) after tax (7.40) (14.95)
forward from last year (2382.76) (2367.81)
Balance Carried to Balance Sheet (2390.16) (2382.76)
Your Company did not carry out any operation during the year.
Since the Company has accumulated losses the directors do not recommend
dividend for the year. TAKEOVER OF ASSETS BY SIPCOT
Your Company had committed default in repayment of dues to SIPCOT for
an amount of Rs.10.56 Crores. Consequent to the default, SIPCOT took
symbolic possession of the Land and Building and Plant and Machinery of
the Company under section 29 of the State Financial Corporation Act, on
15-12-2003, and pursuant to the Order passed by the High Court of
Madras, brought it for Auction Sale for realization of its dues on
“as-is-where-is” basis and on going concern concept. SIPCOT invited
Tenders for the sale of the assets, by Advertisements. SIPCOT had
allotted the auctioned assets to a Company “Nagoorar Enterprises
Private Ltd., Chennai” who were the successful bidder. SIPCOT, vide
its letter dated 07-05-2007, has intimated the said Nagoorar
Enterprises Private Ltd of its approval to transfer of the land
measuring 8.85 acres at SIPCOT Industrial Complex, Ranipet, originally
allotted to Kamar Chemicals & Industries Ltd and the sale of building
and Plant and machinery for a total sale consideration of Rs.285 lakhs.
Further, on 6th November 2007, the fixed assets, including Land, of the
Chemical Plant has been handed over in running /as-is-where-is
condition and on going concern concept to SIPCOT, which, in turn, was
handed over to Nagoorar Enterprises Private Ltd., who were the
successful bidder. The liabilities of the company were not transferred.
OBSERVATIONS IN AUDIT REPORT - COMMENTS
Since the SIPCOT has taken over the Assets of the Company and sold them
by Open Tender for recovery ,of its dues, the Company is not in a
position to recommence its production and carry on business activity in
order to earn profit. The Management is exploring the possibilities of
carrying on some business in accordance with its object clause.
Your Company has not accepted Fixed Deposits, during the period under
Shri M S Sethuraman, Director, retires by rotation and being eligible,
offers himself for reappointment. AUDITORS
M/s. Natraj Associates, Chartered Accountants, Chennai - 600 018 retire
at-this Annual General Meeting and are eligible for reappointment.
CONSERVATION OF ENERGY
Particulars Under Section 217(1) (e) of the Companies Act, 1956 is
Industrial relations remained congenial during the current year.
Details required under Section 217(2A) of the Companies Act, 1956 read
with Companies (Particulars of Employees) Rules, 1975 regarding
particulars of Employees has not been given as no employee was in
receipt of remuneration in excess of Rs.5,00,000 per month or
Rs.60,00,000/- per annum.
DIRECTORS RESPONSIBILITY STATEMENT
As required under section 217 (2AA) of the Companies Act, 1956 the
directors hereby confirm that:
1. in the preparation of the Annual accounts for the year-ended 31
March, 2012 the applicable
Accounting Standards had been followed along with proper explanation
relating to material departures, if any.
2. The directors had selected such accounting policies and had 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 affaire
of the company as at the end of the financial year ended 31“ March,
2012 and of the Loss of the company for that period. .
3. The directors had taken proper and sufficient care 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 frauds and other irregularities.
4. The directors had prepared the annual accounts on a going concern
Your Company is committed to include appropriate standards for
Corporate Governance as per the guidelines recommended by Securities
and Exchange Board of India (SEBI). Adequate steps have been taken to
ensure that all mandatory provisions of Clause 49 of the Listing
Agreement are duly complied with.
The Report on Corporate Governance is presented separately after the
annexure to the Directors Report relating to conservation of energy and
others and forms part of the Annual Report.
Your Directors are thankful to the employees, suppliers, customers and
Nagoorar Enterprises Private Ltd for their support. Your Directors are
also thankful to Indian Bank and other Institutions for all assistance
rendered to the company. Your Directors thank the Shareholders for
their continued support.
By order of the Board,
Place : Chennai - 600 004 SYED MEERAN M S SETHURAMAN
Date : 16thAugust, 2012 Director Director