The Directors are delighted to present the 21st Annual Report on the
business and operations of your company together with Audited Accounts
and Cash Flow Statement for the financial year ended 31st March, 2012.
REVIEW OF OPERATIONS
Your company has effectively utilized its capacity and has recorded net
sales of Rs. 3966.48 lacs against Rs. 3074.60 lacs in the previous
financial year and registered an overall increase of 29%.
Sale of PET containers has increased by 33.58% in comparison to last
year. Sale of Water Storage Tanks has also increased by 10.78% compared
to last year. An increase of 53.42% in the sale of Profiles in
comparison to previous year.
The financial results for the year ended 31st March, 2012 are
summarized below :
Amount Rs. In lacs
Net Sales Turnover 3966.48 3074.60
Gross Profit before Interest
and Depreciation 344.35 322.07
Less : Interest 154.85 151.44
Depreciation 146.75 134.62
Profit(Loss) for the year 42.75 36.01
Less : Provision for Taxation 12.50 10.01
Profit/(Loss) after Taxation 30.25 26.00
Add: Balance brought
forward from Previous Year 43.00 87.70
Less: Transfer pursuant
to Scheme of Arrangement 0.00 89.99
Add: Prior period Item 0.00 19,29
Balance carried to the
Balance Sheet 73.25 43.00
CORPORATE DEVELOPMENTS/GROWTH & EXPANSION :
All the units of the company are running very well. There were
considerable significant developments during the year 2011-12.
Considering the increasing demand of its products the Company is
setting up a new unit at Rudrapur, Dist. U.S. Nagar in the state of
With the continuous research and development, understanding the
customer needs and preferences for design and quality remained another
focus area. Improvement of overall product performance by implementing
the planned strategies, bringing in new developments and product
improvements based on consumer research have helped your company to
achieve an unprecedented performance during the year under review. The
improved performance of your company over the last few years is a
testimony to the fact that the company is moving in the right direction
and has adopted the right model of doing its business.
In view of marginal Profits, the Board of Directors does not recommend
payment of dividend for the year under review.
The authorized share capital of the Company is Rs. 750 Lacs divided in
75 lacs Equity Shares of Rs. 10 each.
The IS1N No. allotted to the Company is INE262C01014. The Company has
also established the required connectivity with both the NSDL & CDSL
through its registrar and share transfer agent Link In-time India Pvt.
Ltd., Delhi for both physical and demate segments.
The equity shares of the Company can be held in electronic, form with
any depository participant (DP) with whom the Members/Investors have
their depository account.
In terms of provisions of Sec. 255, 256 of the Companies Act, 1956 and
the articles of association of the company Shri Adarsh Singhania & Shri
S. L. Daga, Directors of the Company are liable to retire by rotation
at the ensuing Annual General Meeting and being eligible offer
themselves for re-appointment. The Board recommended their
At the meeting of the Board of Directors of your Company held on
21.06.2012, your Board felt it fit and proposed to re- appoint Shri Lai
Chand Baid as Managing Director & Shri Rajiv Baid as Whole time
Director designated as Executive Directors of the Company for a further
period of 5 years w.e.f. 1st December, 2012 and 1st October, 2012
Shri B.L. Baid, Non-executive Chairman and Shri Bharat Baid, Executive
Director of the Company were resigned as Directors w.e.f. 14.06.2012
because of their personal engagements. Shri B.L. Baid was associated
with the Company since incorporation and held Chairmanship of the
Company. Shri Bharat Baid was associated with the Company since 1997
and held significant leadership positions including that of a Whole
time Director of the Company.
The Board places on record its sincere appreciation for the valuable
contributions made by Shri B.L. Baid and Shri Bharat Baid to the
Company in providing advice and counsel with regard to the business
strategies and investments which have significantly contributed to the
Company''s growth and stature during the tenure as director of the
Company in its meeting held on 21st June, 2012.
Mr. Sarabjit Singh, who was appointed as Additional director would
vacate the office at the forthcoming Annual General Meeting. A notice
has been received from a member u/s 257 of the Companies Act, 1956
signifying his intention to propose the appointment as a Director of
the Company has been received. The Board recommended his appointment.
None of the Directors of the Company are disqualified for being
appointed as Directors as specified in Sec. 274(1) (g) of the Companies
A brief resume of expertise and details of other directorships of these
directors is attached along with Notice of the ensuing Annual General
PUBLIC DEPOSITS :
Your Company has not accepted any Public Deposits.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to requirement under section 217 (2AA) of the Companies Act,
1956 and in respect of the annual accounts for the period under review
your Directors hereby confirm that :-
i) In the preparation of the annual accounts, the applicable accounting
standards have been followed and that there gre no material departures.
ii) The Board of directors have selected and applied appropriate
accounting policies consistently and made judgment 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 and
the Profit & Loss Account for the period under review.
iii) 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.
iv) The annual accounts have been prepared on going concern basis.
M/s. A. Natani & Co., Chartered Accountants, retire at the forthcoming
Annual General Meeting and being eligible, offer themselves for
re-appointment. The Company has received the Certificate from them that
their re-appointment, if made, would be within the limits prescribed
u/s 224(1 B) of the Companies Act, 1956.
CS Gajanand Gupta, Finance Controller and Company Secretary, is looking
after all compliances under various laws and can be contacted for any
investor related matter relating to the company. His contact No. :
0141-2363048/ 2363049 and e-mail ID is email@example.com
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
A. CONSERVATION OF ENERGY :-
Your company is committed to follow high standards of environmental
protection and provisions of a safe and healthy work place for workers,
customers and other stakeholders.
The manufacturing units of the Company are well planned and adequately
equipped for ensuring optimum energy utilization. Besides the measures
already taken, efforts are continuing to examine and implement fresh
proposal for further conservation of energy. Positive impact of
measures already taken has been observed on the costs.
B. TECHNOLOGY ABSORPTION :-
As we know technology plays a vital role in any organization. Your
company believes that only by using latest technology, the production
and productivity can improve. The technology that is being used by your
company is eco-friendly that conserve the environment. All the units of
the company are well furnished with suitable equipments and self
sufficient in the matter of manufacturing process. We proactively and
continuously invest in developing technology which adds value to our
business. The technology is being updated on a regular basis by keeping
abreast of the latest developments in the field.
C. FOREIGN EXCHANGE EARNINGS & OUTGO :-
Foreign Exchange Earnings
Export Sale : Rs. NIL
Expenses on foreign travels : Rs. 3.20 lacs
Interest on WCFC Loan : Rs. 31.92 lacs
Expenses on import on CIF
- Capital Goods : Rs. NIL
- Raw Material : Rs. NIL
- Stores & Spares : Rs. NIL
PARTICULARS OF EMPLOYEES :-
Information in accordance with the provisions of Section 217(2A) of the
Companies Act, 1956 read with Companies (Particulars of Employees)
Rules, 1975 as amended, regarding Employees : NIL
POLYCON International Ltd. looks upon good Corporate Governance
practices as a key driver of sustainable corporate growth and long term
shareholder value creation. Corporate Governance brings on equilibrium
between the expectations of the owners, employees, customers and all
other stakeholders and it ensures the commitment of the Board in
managing the Company in transparent manner.
The company believes in ethical business conduct, integrity and
commitment to value which enhance and retain stake holder''s trust.
The Board of Directors express their sincere thanks and wishes to place
on record its deep appreciation for the continued support, confidence
and co-operation that the company has received from Rajasthan Financial
Corporation, Indian Overseas Bank and various departments of State and
Central Government and Trade Associations and also to all the employees
start working at different level for their dedication, hard work and
The Company maintained healthy, cordial and harmonious industrial
relations at all level. Despite competition, the enthusiasm and
unstinting efforts of the employees, have enabled the Company to remain
at fore-front of the Industry Your Company continued to receive
co-operation & unstinted support from the distributors, retailers,
stockists, suppliers and others associated with the company as its
trading partners. The Directors wish to place on record their
appreciation for the same and your company will continue in Endeavour
to build and nurture strong links with trade, based on mutuality,
respect and cooperation with each other and consistent with consumer
For and on behalf of the Board
Place : Jaipur CA L.C. BAID
Date : 21.06.2012 CHAIRMAN & MANAGING