The Members of
Liberty Phosphate Limited
The Directors of your Company have pleasure in presenting Twenty Third
Annual Report and the Audited Accounts of your Company for the year
ended 31.03.2011.
FINANCIAL RESULTS:
Your Company''s performance during the year as compared with that of the
previous year is summarized below :
(Rs in Lakhs)
Particulars 2010-11 2009-10
Turnover including Other Income 36765.95 21010.83
Profit before Interest, Depreciation
and Tax 6420.48 1716.74
Less : Financial Charges 696.76 477.54
Less : Depreciation 281.40 227.69
Profit before tax 5442.31 1011.51
Deferred tax (liability)/Assets 0.59 7.45
Provision for current Taxation 1887.05 368.75
Income Tax of Earlier Years 37.32 2.59
Profit after tax 3518.52 647.62
Add: Profit brought forward from
previous year 3208.31 2560.69
Amount available for appropriation 6726.84 3208.31
APPROPRIATION :
Your Directors recommend appropriation as under:
(Rs in Lakhs)
2010-2011 2009-2010
Interim Dividend - Equity 86.63 Nil
Arrears of Preference Dividend 120.00 Nil
Proposed Dividend - Preference
shares 40.00 Nil
- Equity Shares 86.63 Nil
Dividend Distribution Tax 54.86 Nil
Transfer to General Reserve 87.97 Nil
Surplus Carried Forward 6250.75 3208.31
Total Appropriation 6726.84 3208.31
DIVIDEND:
Your Directors are pleased to recommend dividend at the rate of Rs.
0.80 per share on 8% Cumulative Redeemable Preference Share of nominal
value of Rs. 10/- per share for the year 2010-2011.
During the year 2010-2011, your Company paid interim dividend at the
rate of Rs. 0.60 per share on equity shares of nominal value of Rs.
10/- per share on 30.10.2010.
In addition to the above, your Directors are pleased to recommend a
final dividend at the rate of Rs. 0.60 per share on equity shares of
nominal value of Rs. 10/- per share for the year 2010-2011.
The payment of the aforesaid dividend is subject to the approvals of
the members to be obtained at the ensuing Annual General Meeting and
shall be paid to those members, as per the law, whose name appear in
the Register of members of the Company as on the book closure date .
The total dividend payout in respect of equity shares for the year
ended March 31, 2011 including final dividend as recommended stands at
Rs.1.20 per share (12% on equity shares) of the face value of Rs. 10/-
per share.
OPERATIONS:
During the year under review your Company recorded a turnover of Rs.
36765.95 Lakhs and earned a net profit after tax of Rs. 3518.52 Lakhs
after providing for Income Tax as compared with the corresponding
figures in the previous year of Rs 21010.83. Lakhs and Rs.647.62 Lakhs
respectively. The turnover and net profit after tax registered an
increase of 74.99 % and 443.30 % over the corresponding figures of
previous year.
The increase in profitability is due to constant endeavour of the
management with regard to cost control and cost reduction backed by
higher capacity utilization.
PRODUCTION:
During the year under review, your company achieved production of
386016 MT of Single Super Phosphate, NPK Mixed Fertilizers and
Magnesium Sulphate as against production of 357729 MT in the previous
year recording growth of 7.91 %.
SUBSIDIARY:
In view of the General Circular No.2/2011 No.5/12/2007-CL-III dated 8th
February, 2011 issued by the Government of India, Ministry of Corporate
Affairs, the Board of Directors of the Company has given their consent
by passing a resolution for not attaching the Balance Sheet of its
wholly owned subsidiary viz; Liberty Pesticides and Fertilizers
Limited, and accordingly has not attached the Balance Sheet of the
Subsidiary as required pursuant to section 212 of the Companies Act,
1956. Any shareholder desirous of obtaining the annual accounts of the
subsidiary company and the related detailed information may write to
the company for the same.
The annual accounts of the subsidiary may be inspected by any member at
the Registered Office of the holding company or at the Registered
Office of the subsidiary company during working days in the office
hours.
DIRECTORATE :
In accordance with the Article 110 of the Articles of Association of
the Company, Mr. Salim Abdul Aziz Sherani and Mr. Shakil Zakaria Memon
retire by rotation and being eligible have offered themselves for re-
appointment.
Further, Mr. Ajay Paliwal was appointed as an Additional Director of
the company with effect from 23.03.2011. In accordance with section
260 of the Companies Act, 1956 and the Articles of Association of the
Company, he ceases to be a director of the Company at the commencement
of the ensuing Annual General Meeting. Pursuant to section 257 of the
Companies Act, 1956, the Company has received a notice from a member
signifying his intention to propose the candidature of Mr. Ajay Paliwal
as director at the ensuing Annual General Meeting.
Your Directors recommend the above appointment/re-appointment.
LISTING OF SHARES :
The Equity Shares of your Company are listed on Bombay Stock Exchange
Limited, P. J. Towers, Dalal Street, Mumbai-400 001, and the listing
fees for the year 2010-11 has been paid.
DEPOSITS:
During the year under review the Company has not invited / received
deposits from public under Section 58A of the Companies Act, 1956.
CONSOLIDATION OFACCOUNTS:
As required under Clause 32 of the Listing Agreement with the Stock
Exchange, at which the Equity Shares of the Company are listed and
traded, the Audited Consolidated Financial Statements form part of the
Annual Report.
AUDITORS :
M/s. V. Shah & Associates, Chartered Accountants, Vadodara and M/s. K.
L. Vyas & Co., Chartered Accountants, Udaipur, Joint Statutory Auditors
of the Company retire and being eligible have offered themselves for
re-appointment.
Your Directors request you to appoint the auditors and fix their
remuneration.
COSTAUDITORS :
Pursuant to directions from the Ministry of Corporate Affairs, H. R.
Kapadia , Cost Accountants have been appointed as Cost Auditors for the
year 2010-2011.They are required to submit the report to the Central
Government within 180 days from the end of the accounting year.
AUDITORS'' REPORT:
The Auditors'' observations are self explanatory and hence do not call
for any further clarification under section 217 of the Companies Act,
1956.
DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to the provisions of sub-section (2AA) of Section 217 of the
Companies Act, 1956, your Directors
confirm:
(i) that in the preparation of the Annual Accounts, the applicable
Accounting Standards have been followed along with proper explanation
relating to material departures;
(ii) that the Directors 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 at the end of the financial year as on 31st
March, 2011 and of the profit of the Company for that year;
(iii) 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; and
(iv) that the Directors have prepared the Annual Accounts on going
concern basis.
CORPORATE GOVERNANCE:
In compliance with the listing agreement with the Stock Exchange, the
Report on Corporate Governance is enclosed as Annexure A''
MANAGEMENT DISCUSSIONS AND ANALYSIS:
In compliance with the listing agreement with the Stock Exchange, the
Report on Management Discussions and Analysis is enclosed as Annexure
''B''.
PARTICULARS OF EMPLOYEES:
As required by the provisions of Sub Section (2A) of Section 217 of the
Companies Act, 1956 read with the Companies (Particulars of Employees)
Rules 1975, as amended, particulars of the employees are set out in the
Annexure to the Directors'' Report. However, as per provisions of
Section 219(1 )(b)(iv) of the Companies Act, 1956 the report and the
accounts are being sent to all the shareholders excluding the aforesaid
information. Any shareholder interested in obtaining such particulars
may write to the Company Secretary at the registered office of the
compan for a copy of the same.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO :
In pursuance to Section 217(1) (e) of the Companies Act.1956 read with
the Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules, 1988 the relevant information is annexed as Annexure
''C
ACKNOWLEDGMENT:
The Directors acknowledge with gratitude the co-operation extended by
bankers (i.e. Canara Bank, IDBI Bank Limited, Karur Vysya Bank Limited
& State Bank of Patiala), Railway Authorities, and various Central and
State Government authorities. The Directors also wish to place on
record their appreciation to the team of executives, staff and workers
who have shown devotion and efficiency in performing their jobs.
For and on behalf of the Board of Directors
Raoof Razak Dhanani
Chairman & Managing Director
Place : Mumbai.
Date : 29th July, 2011
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