The Directors have pleasure in presenting this 60th Annual Report
together with the Audited Accounts for the 16 months period ended March
31, 2011. The Report reviews the Companys operations covering
Pharmaceutical and Animal Health Products. Members may please note that
your Company has changed the Accounting Year of the Company from
December 1 – November 30 to April 1 – March 31 with effect from
December 1, 2009. The prior years figures in the financial statements
have been regrouped / re-arranged where necessary and are strictly not
comparable with those of the current period which are for 16 months
ended March 31, 2011.
DIVIDEND
During the period under review, your Directors had declared an interim
dividend of Rs.12.50 per share (125%)
which was paid to the shareholders on January 31, 2011. Your Directors
are pleased to recommend a final dividend of Rs. 4.00 per share (40%)
for the period under review. Thus the total dividend payout for the 16
months period ended March 31, 2011 would be Rs. 16.50 per share (165%),
aggregating to Rs. 4924 Lakhs and the tax on distributed profits
payable by the Company would amount to Rs. 799 Lakhs.
FINANCIAL RESULTS
Your Companys sales (net of excise duty and sales tax) amounted to
Rs.116956 Lakhs for the 16 months period ended March 31, 2011. On a 12
months comparison, i.e., March 31, 2010 and March 31, 2011, the sales
recorded a growth of 11.5%. Your Company achieved a Net Profit of Rs.
22634 Lakhs for the 16 months period ended March 31, 2011 showing an
increase of 24% on an annualised basis.
Rs. in Lakhs
Particulars 16 Months Period Ended 12 Months Ended
March 31, 2011 November 30, 2009
Sales (Net of Excise Duty
& Sales Tax) 116956 77227
Operating and other Income 17579 10074
Profit Before Tax and Exceptional Items 34764 22093
Exceptional Items (Expenses)/Income (303) (1092)
Profit Before Tax 34461 21001
Less: Taxation
- Current Tax 12631 7705
- Fringe Benefit Tax - 91
- Deferred Tax Credit (804) (483)
Profit After Tax 22634 13688
Balance of Profit from Prior Years 75329 67545
Adjustment on account of amalgamation
of erstwhile
Duchem Laboratories Limited - (171)
Surplus available for Appropriation 97963 81062
Appropriations:
Transfer to General Reserve 2263 1369
Interim Dividend 3730 -
Final Dividend Proposed 1194 3730
Tax on Dividend (interim & final
proposed dividend) 799 634
Balance carried to Balance Sheet 89977 75329
DIRECTORS:
In accordance with the Articles of Association of the Company, Mr. R.A.
Shah retires by rotation as a Director at the ensuing Annual General
Meeting and being eligible, offers himself for re-appointment.
Mr. Richard Gane, who was appointed as a Non-Executive Director at the
57th Annual General Meeting of the Company, resigned from the Board
with effect from January 11, 2011. Your Directors wish to place on
record their appreciation for the valuable contribution made by Mr.
Richard Gane.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm the following:
i. In the preparation of the Annual Accounts, the applicable accounting
standards have been followed.
ii. Your 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 16 months period ended March 31, 2011
and of the profit of the Company for that period.
iii. Your Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. Your Directors have prepared the attached Statement of Accounts for
the 16 months period ended March 31, 2011, on a ‘going concern basis.
CORPORATE GOVERNANCE:
The Company has taken requisite steps to comply with the
recommendations concerning the Corporate Governance. A certificate from
the Auditors of the Company regarding compliance of conditions of
Corporate
Governance as stipulated under Clause 49 of the Listing Agreement forms
part of this Report.
A separate report on Corporate Governance forms part of this Annual
Report.
OTHER INFORMATION:
As required by the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988, information pertaining to
Conservation of Energy, Technology Absorption and Exports is given as
Annexure ‘I to this Report.
The information required under Section 217(2A) of the Companies Act,
1956 (the Act) read with the Rules framed thereunder forms part of
this Report and marked as Annexure ‘II. However, as per provision of
Section 219 (1)(b)(iv) of the Act, the Report and Accounts are being
sent to all shareholders excluding the statement of particulars of
employees under Section 217(2A) of the Act. Any shareholder interested
in obtaining a copy of the statement may write to the Company Secretary
at the Companys Registered Office.
AUDITORS:
M/s. B S R & Co., the Companys Auditors will retire at the conclusion
of the ensuing Annual General Meeting. They have given their consent
to continue to act as Auditors of the Company for the current year, if
re- appointed.
COST AUDITORS:
Pursuant to the provisions of Section 233B of the Companies Act, 1956,
necessary application is being submitted to the Department of Corporate
Affairs for the appointment of M/s. RA & Co. as Cost Auditors to audit
the cost accounts maintained by the Company in respect of Formulations
for the year ending March 31, 2012.
ACKNOWLEDGEMENTS:
Your Directors would like to place on record their sincere appreciation
for the support and assistance extended by the Companys suppliers and
business associates. Your Directors are thankful to the esteemed
shareholders for their continued support and the confidence reposed in
the Company and its Management.
Your Directors wish to place on record their appreciation for the
support and guidance provided by its Parent Company, Pfizer Inc., USA.
For and on behalf of the
Board of Directors of Pfizer Limited
R.A. SHAH
Chairman
Mumbai, May 3, 2011
|