The Members.
The Directors hereby present their Twenty Third Annual Report on the
business and operations of the Company and the consolidated and
standalone financial accounts forthe financial year ended on SlstMarch,
2011.
FINANCIAL RESULTS:
(Rs. In Lacs)
2010-11 2009-10
Profit before Depreciation,
Interest and Tax 2156.77 2216.46
Interest and Financial Charges 603.63 502.74
Profit before Depreciation 1553.14 1713.72
Less: Depreciation 334.12 312.85
Profit before Taxation 1219.02 1400.87
Less: Provision for Taxation
-Current Tax 384.13 493.43
-Deferred Tax 29.30 3.10
Prior Period Expenditure/(Income) - (4.84)
Profit After Tax 805.59 909.18
Add: Surplus of Previous Year 436.29 103.47
Amount available for appropriation 1241.88 1012.66
APPROPRIATION
Proposed Dividend 65.28 65.28
Dividend Tax 11.09 11.09
Transfer to General Reserve 100.00 500.00
Balance carried to Balance Sheet 1065.51 436.29
PERFORMANCE HIGHLIGHTS:
Your Company has registered an increase of 9% in net sales to Rs. 161
Crores as against Rs. 148 Crores in previous year. The Company''s
operations remained profitable though at a lower level than the
previous year due to increase in prices of wire rod (which could not be
fully passed on to customers) coupled with higher finance cost resulted
in decrease in PBTtoRs. 12.19 Crores as compared toRs. 14.01 Crores in
previous year. PROSPECTS AND OUTLOOK:
The Indian economy has sustained higher growth trend so far. All demand
drivers for tyre industry viz. automobile industry, road infrastructure
development, growing economy and increasing exports are showing the
strong growth trends. Therefore your Company anticipates better demand
and targets a growth of 25% in FY 2011-12. However, risingraw material
cost, fuel prices and hardening interest cost continue to remain a
cause of concern. To mitigate this, the Company has planned several
corrective measures viz. superior product mix. increasing volumes,
improve productivity, product quality and ensuring overall operational
efficiencies. SUBSIDIARY COMPANIES:
a) Rajratan Thai Wire Co. Limited, Thailand (RTWL) recorded growth of
37% in sales volume i.e. 12752 MT as compared to 9267 MT previous year.
Net Sales stood at Rs. 54 Crores as compared to Rs. 36 Crores in previous
year. However, due to weak demand, global competition and delays in
getting approvals from prime customers has adversely affected the
margins. Net loss stood at Rs. 1.55 Crores as compared to Rs. 2.62 Crores
previous year. To meet increased capital requirement, the company
further subscribed a sum of Rs. 5,71,41,677/- to equity share capital of
wholly owned subsidiary during the year.
RTWL is working hard to get approvals of the major tyre companies that
will significantly improve the performance and company is
targetingagrowthof50%inF.Y.2011-12.
b) During the year, the Company has acquired additional 31,500 fully
paid equity shares of Swaraj Technocrafts Pvt. Ltd. (STPL)
representing 18% of the equity share capital of STPL, consequently.
its shareholding in STPL stands at 68% and it has become a Subsidiary
Company.
SUBSIDIARY COMPANY''S ACCOUNTS:
In accordance with the general circular issued by the Ministry of
Corporate Affairs, Government of India, the Balance Sheet, Profit and
Loss Account and other documents of the subsidiary companies are not
being attached with the Balance Sheet of the Company and required
information in respect of subsidiaries have been disclosed in the
consolidated balance sheet. The Company will make available the annual
accounts of the subsidiary companies and the related detailed
information to any member of the Company who may be interested in
obtaining the same. The annual accounts of the subsidiary companies
will also be kept open for inspection at the registered office of the
Company. The Consolidated Financial Statements presented by the Company
include financial results of its subsidiary companies.
DIVIDEND:
Directors are pleased to recommend a dividend of Rs. 1.5 per equity share
(15%) of Rs. 10/- each (previous year Rs. 1.50 per share of Rs. 10/- each)
for the year ended 31st March, 2011. The dividend will be declared in
the ensuing Annual General Meeting based on approval by the
Shareholders.
DIRECTORS:
In accordance with the provisions of the Companies Act, 1956, and the
Company''s Articles of Association, Mr. S.S. Mehta and Mr. Abhishek
Dalmiaretires by rotation and are eligible for re-appointment.
AUDITORS:
M/s. Fadnis & Gupte, Chartered Accountants, Indore, the Statutory
Auditors, are retiring at the conclusion of twenty third Annual General
Meeting. The Auditors has furnished a Certificate as required under
Section 224(1B) of the Companies Act, 1956 and has consented to
continue to act as auditors of the company for the current year, if re-
appointed.
AUDITORS REPORT:
Report of the Auditors and their observations and notes to the accounts
of the Company for the year under review are attached herewith which
are self-explanatory and does not require further explanation.
FIXED DEPOSITS:
The Company has not accepted any deposit during the year from the
public and has no public deposits outstanding as on 31 st March 2011.
LISTING:
The shares of the Company are listed on the Bombay Stock Exchange
Limited, and the Company is regular in payment of the listing fees.
There was no suspension of trading during the year under review.
INDUSTRIAL RELATIONS:
Your Directors are pleased to report that the relations with the
employees and workers are continued to be cordial during the year under
review.
PARTICULARS OF THE EMPLOYEES:
None of the employee of the company draws salary more than the limits
prescribed in section 217(2 A) of the Companies Act, 1956 read with the
Companies (Particulars of the Employees) Rules 1975.
CORPORATE GOVERNANCE:
Your Company is committed to maintain the highest standards of
Corporate Governance. Your Directors adhere to the stipulations set out
in the Listing Agreement with Stock Exchange.
A report on Corporate Governance as stipulated under clause 49 of the
Listing Agreement with the stock exchange form part of the Annual
Report.
Certificate from the Auditors of the Company, M/s Fadnis & Gupte
confirming compliance of conditions of Corporate Governance as
stipulated underthe aforesaid Clause49, is annexed to this Report.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956, with respect to Directors Responsibility Statement, it is
hereby conformed that:
i. in the preparation of the annual accounts, the applicable
accountingstandards have been followed, along with proper explanation
relating to material departure from the same.
ii. 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 as at 3 IstMarch, 2011.
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
otherirregularities;and
iv. the directors have prepared the annual accounts on a ''going
concern''basis.
PERSONNEL:
Your Company has been able to operate efficiently because of a culture
of professionalism, integrity and continuous improvement in
all functions and areas to ensure efficient utilization of the
Company''s resources for sustainable and profitable growth.
During the year measures for training, development, safety of the
employees and environmental awareness received top priority of
Management. The Directors wish to place on record their appreciation of
the efficient and loyal services rendered by all staff and work force
of the Company, without whose wholehearted effort, the satisfactory
performance would not have been possible.
ACKNOWLEDGEMENT:
Your Directors place on record their gratitude to the Company''s
esteemed shareholders, customers, suppliers, associates, financial
institutions, bankers, and the state and central government for their
assistance, co-operation and encouragement they extended to the
Company. The Directors also placed on record their sincere appreciation
to the employees for their continuing support and unstinting efforts in
ensuring the heights of success. We look forward to their continued
support in the future.
For and on behalf of the Board
Place: Indore SUNIL CHORDIA
Dated: llth May2011 MANAGING DIRECTOR
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