The Directors have pleasure in presenting the 13th Annual Report
together with Audited Annual Accounts of the Company for the Year ended
on 30th September, 2000.
FINANCIAL RESULTS :
(Rs. in Lacs)
Current Year Previous Year
For 12 For 15
Profit Before Interest, (615.30) 349.83
Depreciation and taxation
Less : Interest 797.04 871.05
Depreciation 452.12 667.55
Profit Before Taxation (1864.46) (1188.77)
Less : Provision for Taxation - -
Profit after tax (1864.46) (1188.77)
Less : Prior Period Income-Tax - 7.13
Less : Prior Period Depreciation - 1403.70
Add : Profit brought forward (2397.17) 43.54
from previous year
Profit available for appropriation (4261.63) (2556.05)
Transfer from State Subsidy A/c - 23.88
Transfer from General Reserve - 135.00
Balance Carried to balance Sheet (4261.63) (2397.17)
The turnover and other receipts of the Company for the period under
review has resulted to Rs.71.73/- Crores as compared to Rs.89.03/-
Crores for the Previous Period. The Profit/(Loss) before Depreciation,
Interest and Taxation has been Rs.(615.30)/- lacs as compared to
Rs.349.83/- lacs during the Previous Period and profit/(Loss) after
interest, depreciation and taxation was Rs.(1864.46)/- lacs as compared
to Rs.(1188.77)/- lacs during the previous year.
The Profits after Depreciation, Interest and Taxation have fallen
because of accumulation of losses and excessively low margin due to
continuing recessionary trends prevailing in the Textile Industry at
the National as well as the International level.
The Company has turned economically unviable due to excessive supply,
of its product, in the market and huge competition from multi
nationals. The economies of scale have been difficult to achieve in the
recent years due to emergence of other bigger players. Smaller players
in the field in country, like our Company have been either totally
wiped out or are on verge of closure.
As there are no profits during the period under review your directors
are unable to recommend any dividend.
REFERENCE TO BIFR
As per the Auditor's Report the entire networth of the Company has
eroded and the Company has become a Sick Company within the meaning of
the Sick Industrial Companies Act, 1985.
Further the Company is required to refer the situation to the Board for
Industrial and Financial Reconstruction (BIFR) as per the provisions of
the Act. The Board of Directors are proceeding in the matter.
During the period under review, your Company has not accepted/renewed
any deposit, which is covered under the provisions contained in Section
58A of the Companies Act, 1956, from the public.
Shri Mahendra Kumar C. Arya and Shri P.C.Pande retire by rotation at
the ensuing Annual General Meeting and being eligible, offer themselves
During the year under review Shri Dileep Shinde has continued to be the
nominee Director appointed by The Industrial Finance Corporation.
Shri P.C.Pande, Director of the Company, was appointed as the Managing
Director of the Company .w.e.f 29th April, 2000. A separate resolution
is being proposed regarding the same at the ensuing Annual General
Shri Mahendra Kumar Arya had resigned from the office of Managing
Director due to his pre-occupation but has continued as the Director of
the Company w.e.f. 29th April, 2000. The Board accepted the resignation
of Shri Mahendra Kumar Arya and thanked him for his contribution to the
Company during his tenure.
Shri J.K.Shrivastav, was appointed as the Additional Director of the
Company w.e.f. 29th April, 2000 and holds the office of director till
the ensuing Annual General Meeting of the Company. The Company has
received a notice from a member of the Company signifying his intention
to propose Shri J.K.Shrivastav as a candidate for the office of the
Director of the Company and being eligible he offers himself for
re-appointment. A separate resolution to this effect is being moved at
the ensuing Annual General meeting.
Shri J.K.Shrivastav, Director of the Company, was appointed as the
Whole time Director of the Company w.e.f. 29th April, 2000. A separate
resolution is being proposed regarding the same at the ensuing Annual
PARTICULARS OF LISTING OF SECURITIES
The shares of the Company are listed on the Ahmedabad Stock Exchange,
The Bombay Stock Exchange, The Delhi Stock Exchange Association
Limited, The Calcutta Stock Exchange Limited and The Madras Stock
Exchange Limited. The Annual listing fee of The Delhi Stock Exchange
Association Limited, The Calcutta Stock Exchange Limited and The Madras
Stock Exchange Limited are in arrears.
PARTICULARS OF EMPLOYEES :
During the period under review, since there was no employee in receipt
of remuneration upto and more than the limits prescribed under the
provisions contained in Section 217(2A) of the Companies Act, 1956 read
with Companies (Particulars of Employees) Rules, 1975, the information
under those provisions is not required to be given.
The relations between the employees and the management continue to
remain cordial during the period under review. The Directors hereby
place on record their appreciation for the efficient and loyal services
rendered by the employees of the Company at all levels.
The period of previous Financial Year is of fifteen months and is
actually not comparable with the figures of Current financial year
consisting of twelve months.
The Auditors of the Company, M/s. Sanjay Jethlia & Associates,
Chartered Accountants, Ahmedabad retire at the conclusion of the
ensuing Annual General Meeting and are eligible for re-appointment. The
Company has received a Certificate from the said Auditors to the effect
that their re-appointment, if made, would be within the limits
prescribed under Section 224(1 B) of the Companies Act, 1956.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The information as required under the provisions contained in Section
217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rules, 1988, with
respect to conservation of energy, technology absorption and foreign
exchange earnings/outgo is as per Annexure A enclosed herewith and
forming part of this Report.
As a measure of good corporate governance and practice the Company is
striving to provide its members all the necessary and materially
important information wherever and whenever possible in the Annual
Report of the Company
Your Directors wish to express their deep sense of appreciation to all
the employees of the Company for their excellent support and
co-operation in achieving the organisational goals during the year
under review. Your Directors also wish to acknowledge the co-operation
and assistance received from the valued customers, suppliers, Banks,
Financial Institutions and various Government, Semi-Government and
Last but not the least, your Directors would like to place on record
their appreciation to all the shareholders for their continued
confidence in the Company.
I. CONSERVATION OF ENERGY
(a) Energy Conservation Measures Taken
Conservation of energy has always been an area of priority in the
Company's operations. The Company is focusing on installation of energy
efficient machinery and processes.
II. RESEARCH & DEVELOPMENT :
The Company has no specific Research and Development department.
However, the Company does have a quality Control Department to keep a
check and maintain the quality of different products manufactured.
III. TECHNOLOGY ABSORPTION, ADAPTATION & INNOVATION
The Company strives to keep itself updated with all latest
technological innovations by way of constant communications and
consulting experts. Sincere efforts are being made to reduce cost and
to improve performance, quality as well as efficiency.
FOREIGN EXCHANGE EARNINGS/OUTGO :
(Rs. In Lakh)
(12 Months) (15 Months)
Foreign Exchange Earnings : 49.92 NIL
Foreign Exchange Outgoings : 46.41 486.81
For purchase of raw-material, stores &
Spare parts and travelling expenses
(Previous year for Import of
Raw Materials and Capital Goods)