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Manaksia Directors Report, Manaksia Reports by Directors

Manaksia

BSE: 532932  |  NSE: MANAKSIA  |  ISIN: INE015D01022  |  Steel - Rolling

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Directors Report Year End : Mar '08
The Directors are pleased to present the Annual Report of the Company
 for the year ended 31 st March 2008.
 
 OPERATIONAL REVIEW
 
 During the year under review, your Company achieved a turnover of
 Rs78402.84 lacs and recorded profit before Interest, Depreciation and
 Tax Rs.9507.95. lacs.
 
 Financial Report                                           Rs. in Lacs
                                                    2007-08      2006-07
 
 Profit before Interest Depreciation and Tax         9507.95    8417.99
 Less: Interest                                      3027.48    3199.59
 Less: Depreciation                                  1084.30      16.09
 Profit before tax                                   4796.17    3609.01
 Less: Taxation                                       695.00     534.30
 Net Profit                                          4101.17    3074.71
 Balance from last period                              25.89      35.13
 Profit available for appropriation                  4127.06    3109.84
 Less: Transfer to General Reserve                   1450.00    2950.00
 Transfer to Exchange Fluctuation Reserve            1000.00
 Less: Proposed Dividend on Equity Share             1390.68     108.07
 Less: Provision for Dividend                          11.87       6.42
 On Preference Shares 
 Less:ProvisionforTaxon                               238.36      19.46
 Proposed Dividend
 Balance Carried to Balance Sheet                      36.15      25.89
 Total                                               4127.06    3109.84
 
 RAISING OF CAPITAL
 
 During the year, the Company issued 15500000 Equity Shares of Rs.2/-
 each at a premium of Rs158/- per share by way of Public issue for an
 aggregate amount of Rs.248 Crores. The issue was over subscribed by
 8.33 times. As a result of this public issue your Companys paid up
 capital has increased from Rs. 13.18 Crores to Rs. 16.28 Crores. The
 amount raised from the Public Issue is being utilised for the objects
 of issue as specified in the Red Herring Prospectus.
 
 DIVIDEND
 
 Your Directors recommend subject to the approval of share holders a
 dividend of 100% i.e. Rs 2/- per Equity Share of Rs.2/- each for the
 year ended 31.03.2008 (last year 20% Re. 0.20 per share). This will be
 paid in line with the applicable regulations. The total outgo including
 tax on dividend would be Rs. 1629.04 lacs (last year Rs.127.53 lacs).
 Your Directors also recommend a dividend of 5% i.e. Re. 1/- per
 Preference Share of Rs. 20/- each for the year ended 31.03.2008 (last
 year 5% i.e. Re. 1/- per share prorata). This will be paid in line with
 the applicable regulations. The total outgo including tax on dividend
 would be Rs. 11.87 lacs (last year Rs. 6.42 lacs).
 
 FINANCE
 
 All financial commitments including payment of loan instalments were
 met in time within the year under review.
 
 As part of financial restructuring, some Rupee loans as well as foreign
 currency loans carrying higher interest rates were repaid/substituted
 with low cost funds including ECBs and FCNR (B) loans. These measures
 resulted in a significant reduction of cost of borrowings.
 
 The lenders continued to rate the Company as a prime customer.
 
 MANAGEMENT DISCUSSION & ANALYSIS FOR EACH BUSINESS SEGMENT
 
 The operating performance of each business segment of the Company has
 been comprehensively covered in the Managements Discussion and
 Analysis Report, which forms part of this Directors Report.
 
 CASH FLOW ANALYSIS
 
 In conformity with the provisions of Clause 32 of the Listing Agreement
 the Cash Flow Statement for the year ended 31 st March 2008 is included
 in the annual accounts.
 
 CORPORATE GOVERNANCE
 
 The Securities and Exchange Board of India (SEBI) has prescribed
 certain corporate governance standards. Your directors reaffirm their
 commitment to these standards and this annual report carries a section
 on Corporate Governance.
 
 ENVIRONMENT
 
 The Company continues to place great emphasis on environment management
 and protection. As one of the Eastern Indias premiere corporations,
 Manaksia lays paramount importance on its responsibility to contribute
 to the preservation and enrichment of the physical environment.
 
 EARNINGS IN FOREIGN EXCHANGE
 
 In spite of continued strengthening of Indian Rupee, the export
 earnings of the Company increased to Rs.38397.51 lacs from the previous
 year level of Rs.31733.26 lacs. Foreign currency expenditure of your
 Company amounted to Rs.32490.24 lacs as against Rs.24506.76 lacs last
 year.
 
 Full particulars of Foreign Exchange earnings and outgo are provided in
 Schedule T to the Accounts.
 
 CREDIT RATING
 
 Working Capital facilities of the Company have been awarded PR1 rating
 (highest rating) by CARE upto Rs.373 Crores which represent strong
 capacity for timely payment of short term debt obligations and carrying
 lowest credit risk. The Company was also awarded AA rating by CARE for
 its long and medium term loans to the tune of Rs. 127 Crores which
 represent high security for timely servicing of debt instruments and
 carrying very low credit risk.
 
 EXPANSION
 
 Your Directors are pleased to report that the expansion and growth
 plans for the metal segment are progressing as per schedule. As
 reported earlier, the Company has successfully implemented Steel Cold
 Rolling Mill with a capacity of 50000 TPA during the year.
 
 DEPOSITS
 
 The Company has not accepted any deposit nor has it any outstanding
 deposit as defined under Section 58A of the Companies Act, 1956.
 
 INDUSTRIAL RELATION ft PERSONNEL
 
 Your Company continued to enjoy warm and healthy relations with its
 employees at all locations. Your Directors take this opportunity to
 record their appreciation for the outstanding contribution by employees
 at all levels.
 
 PARTICULARS OF EMPLOYEES
 
 Particulars of Employees pursuant to Section 217 (2A) of the Companies
 Act, 1956 has been given in Annexure A to the Report.
 
 DIRECTORS
 
 Shri Rabindra Nath Sengupta and Sri Ajay Kumar Chakraborty retire from
 the Board by rotation at the forthcoming Annual General Meeting and
 being eligible, offer themselves for re-appointment.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 Directors Responsibility Statement Pursuant to Section 217 (2AA) of the
 Companies Act, 1956 has been given below:-
 
 On the basis of Compliance Certificates received from various
 executives of the Company and subject to disclosures in the annual
 accounts, as also on the basis of the discussion with the Statutory
 Auditors of the Company from time to time, the Board of Directors
 state:
 
 a) That the preparation of the annual accounts for the year ended 31st
 March 2008, all the applicable accounting standards prescribed by the
 Institute of Chartered Accountants of India have been followed.
 
 b) That the Directors have adopted such accounting policies and have
 applied them consistently and have made judgements and estimates in a
 reasonable and prudent manner so as to give a true and fair view of the
 state of affairs of the Company as at the end of the financial year and
 of the profit of the Company for the year.
 
 c) 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.
 
 d) That the Directors have prepared the annual accounts on a going
 concern basis.
 
 PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
 FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 The information regarding conservation of Energy, Technology Absorption
 and Foreign Exchange earnings and outgo as required under Section
 217(1) (e) of the Companies Act, 1956, are set out as Annexure - B
 and form a part of this Report.
 
 AUDITORS & AUDITORS1 REPORT
 
 M/s. SRB & Associates., Chartered Accountants, Statutory Auditors of
 the Company holds office until the conclusion of the ensuing Annual
 General Meeting and are recommended for re-appointment. The Company has
 received a certificate from the above Auditors to effect
 re-appointment, if made, would be within the prescribed limit under
 section 224(1 B) of the Companies Act, 1956.
 
 The notes referred to by the Auditors in their report are self
 explanatory and do not require further elucidation.
 
 SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENT
 
 During the year Euroasian Venture FZE, Dubai a wholly owned Subsidiary
 of the Company has formed a joint Venture in the name of Euroasian
 Steel LLC in Georgia with local partner for implementation of Steel
 long Product projects with an estimated capital cost of USD 35 million
 Euroasian Venture FZE, Dubai will be holding 87.50% shares and local
 partner will be holding 12.50% shares in the joint venture.
 
 With this the Company has seven subsidiary (including subsidiary 2 step
 down subsidiaries) Company as on 31.03.2008 there has not been any
 material change in the nature of the business of the subsidiaries. The
 statement required under Section 212 of the Companies Act, 1956 in
 respect of subsidiaries companies is annexed hereto vide Annexure C.
 
 CONSOLIDATED FINANCIAL STATEMENT
 
 As required under the Listing Agreement with the Stock Exchange a
 consolidated financial statement of the Company and all its
 subsidiaries is attached.  The consolidated financial statements have
 been prepared in accordance with Accounting Standard 21 issued by the
 Institute of Chartered Accountants of India and show the financial
 resources, assets, liabilities, income, profits and other details of
 the Company and its subsidiaries and associate companies as a single
 entity, after elimination of minority interest.
 
 ACKNOWLEDGEMENT
 
 Your Company continues its relentless focus on strengthening
 competitiveness in all its businesses. It is the endeavour of your
 Company to deploy resources in a balanced manner so as to secure the
 interest of the shareholders in the short, medium and long terms.
 
 Your Directors convey their appreciation for the valuable patronage and
 co-operation received and goodwill enjoyed by the Company from esteemed
 customers, commercial associates, banks, financial institutions,
 government departments, other stakeholders and the media.
 
 Your directors also placed on record their deep appreciation of the
 contributions made by the employees at all levels towards growth of the
 Company.
 
 Your Directors look forward to the future with confidence.
 
                                                  On behalf of the Board
                                                            R N Sengupta
 Kolkata, 28th day of June, 2008.                               Chairman
Source : Religare Technova

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