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Raj Rayon Industries Directors Report, Raj Rayon Ind Reports by Directors
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Raj Rayon Industries
BSE: 530699|NSE: RAJRAYON|ISIN: INE533D01024|SECTOR: Textiles - Processing
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Download Annual Report PDF Format 2012 | 2011 | 2010
Directors Report Year End : Mar '12    « Mar 11
The Directors are pleased to present the 19th Annual Report and the
 audited accounts for the year ended 31st March, 2012.
 
 Financial Results:                                         (Rs. in Lacs)
 
 Particulars                               Current Year   Previous Year
                                              2011-2012       2010-2011
 
 Net Sales and Other Income                    68816.84        43361.55
 
 Gross Profit before interest, Depreciation 
 and Tax                                        5768.35         4646.14
 
 Less: Interest                                 2905.83         1911.74
 
 Depreciation                                   2395.49         2051.24
 
 Profit before Tax                               467.03          683.16
 
 Less: Provision for Current Tax                  14.20           25.05
 
 Provision for Deferred Tax                       70.85          251.73
 
 Tax Adjustment for earlier years                  0.00            0.45
 
 Profit After Tax/ Profit for the Period         381.98          405.93
 
 *Previous years'' figures have been regrouped wherever necessary to
 bring them in line with the current year''s representation of figures
 
 Performance:
 
 During the financial year, your Company recorded Net Sales and Other
 Income of Rs. 68816.84 Lacs as compared to Rs. 43361.55 Lacs of previous
 year. The Net Profit for the year was Rs. 381.98 Lacs as compared to
 previous year Rs. 405.93 Lacs. Cash profit increased to Rs. 2777.47 Lacs
 from Rs. 2457.17 Lacs of previous year.
 
 Dividend:
 
 In order to strengthen the reserve of the Company, your Director''s
 considers it prudent to plough back the profits and not to recommend
 any dividend for the financial year 2011-2012.
 
 Management Discussion and Analysis Report:
 
 Management Discussion and Analysis Report for the year under review,
 which also deals with the opportunities, challenges and the future
 outlook for the Company, as stipulated under Clause 49 of the Listing
 Agreement with the Stock Exchange of India, is presented in a separate
 section forming part of the Annual Report.
 
 Expansion Plans: C.P. Project (Backward Integration) at Surangi,
 Silvassa (U.T.):
 
 With a view to enhancing its operating margin and shore up its
 profitability, the Company is going in for backward integration to
 manufacture Fibre grade/Textile Polyester chips/Polymer by setting up
 Continuous Polymerisation Plant (CP). The execution of the project is
 in the advance stage and expected to commence its commercial production
 as slated on or before June, 2013.
 
 Capital:
 
 During the year under review, the authorised share capital of the
 Company was increased from Rs. 30.00 crores to Rs. 50.00 crores to enable
 the Company to meet the future additional capital requirements.
 
 Conversion of Warrants with convertible option on preferential basis to
 selected persons (promoter, public and body corporate):
 
 In the year 2010, the Company obtained consent of the members through
 Special Resolution under Postal Ballot for issuing convertible warrants
 and allotted 1,03,90,000 convertible warrants on 03rd January, 2011
 with an option to convert them into an equal number of Equity Shares of
 Rs. 10/- each of the Company over a period of eighteen months on
 preferential basis to selected persons (promoter, public and body
 corporate) at a price of Rs. 17/- (including premium of Rs. 7/- each) per
 warrant after receiving 25% of upfront money amounting to Rs.
 4,41,57,500.  During the year, on 10th January, 2012 first tranche
 conversion option was exercised by Raj Money Market Limited (Promoter
 Company) for conversion of 8,90,000 warrants into Equity Shares of the
 Company and Rs. 1,13,47,500 was received in respect of the conversion.
 These shares are under lock-in for a period of three (3) years from the
 date of allotment i.e. from 10th January, 2012 to 09th January, 2015.
 
 Further during the year, on 31st March, 2012 second tranche conversion
 option was exercised for conversion of 54,78,500 warrants into Equity
 Shares of the Company and Rs. 6,98,50,875 was received in respect of the
 conversion. Out of the above 2,78,500 Equity Shares allotted to Raj
 Money Market Limited (Promoter Company) are under lock-in period of
 three (3) years from the date of allotment i.e. from 31st March, 2012
 to 30th March, 2015 and 52,00,000 Equity Shares allotted to Non
 promoter group (public) are under lock-in period of one (1) year from
 the date of allotment i.e. 31st March, 2012 to 30th March, 2013.
 
 Following exercise of the aforementioned options, there are now
 40,21,500 convertible warrants that can be converted into Equity Shares
 of Rs. 17/- (including premium of Rs. 7/- each) at the option of the
 allottees upto 02nd July, 2012.
 
 Change of Registered Office of the Company:
 
 Your Company''s registered office address has been changed from Survey
 No. 177/1/3 & 177/1/4, Village-Surangi, Dist-Silvassa, Dadra & .Nagar
 Haveli (U.T.)-396 230 to Survey No. 177/1/3, Village-Surangi,
 Dist-Silvassa, Dadra & Nagar Haveli (U.T.)-396 230w.e.f. 20th June,
 2011.
 
 Deposits:
 
 The Company has not accepted any deposits within the meaning of Section
 58A of the Companies Act, 1956 and no such amount of principal or
 interest was outstanding as on the Balance Sheet date.
 
 Directors:
 
 In terms of Article 99 of the Articles of Association of the Company,
 Mrs. Rajkumari Kanodia, Director, retires by rotation and being
 eligible, offers herself for re-appointment at the ensuing Annual
 General Meeting. Brief resume of the Director proposed to be
 appointed/re-appointed, nature of his expertise in specific functional
 areas and names of companies in which he holds directorships and
 memberships/ chairmanships of Board Committees, as stipulated under
 Clause 49 of Listing Agreements with the Stock Exchanges in India, is
 provided in the Corporate Governance Report forming part of the Annual
 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 confirmed that:
 
 (i) in the preparation of the annual accounts, the applicable
 accounting standards have been followed and that there are no material
 departures 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 31st March, 2012 and of the profit of
 the Company for the year ended on that date;
 
 (iii) 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; and
 
 (iv) the Directors have prepared the annual accounts of the Company on
 a ''going concern basis''.
 
 Auditors and Auditors Report:
 
 M/s R.S. Agrawal & Associates, Chartered Accountants (Registration No.
 100156W), who are Statutory Auditors of the Company, hold office until
 the conclusion of the ensuing Annual General Meeting and are eligible
 for re-appointment. The Company has received letter from them to the
 effect that their appointment /re-appointment, if made, would be within
 the prescribed limits under Section 224(1B) of the Companies Act, 1956
 and that they are not disqualified for such appointment/re- appointment
 within the meaning of Section 226 of the said Act.  The Notes on
 Accounts referred to in the Auditors'' Report are self- explanatory and
 therefore does not call for any further comments except a non provision
 for doubtful debts amounting to Rs. 88.61 lacs where your Directors are
 confident that the money will be recovered, for which Company has filed
 legal suits and therefore no provisions at present is required to be
 made in the financial statements.
 
 Cost Auditor:
 
 Your Company has appointed Mr. Jayant J. Paleja, Cost Accountant,
 Mumbai as Cost Auditors to conduct Cost Audit relating to the product
 manufactured by your Company for the Financial Year 2012-2013.
 
 Particulars of Employees:
 
 In terms of the provisions of Section 217 (2A) of the Companies Act,
 1956, read with the Companies (Particulars of Employees) Rules, 1975 as
 amended, the names and other particulars of the employees are required
 to be set out in the Annexure to the Director''s Report. There were no
 employees who were in receipt of remuneration for which particulars of
 employees have to be disclosed pursuant to Section 217(2A) of the
 Companies Act, 1956 read with the Companies (Particulars of Employees)
 Rules, 1975.
 
 Energy Conservation, Technology Absorption and Foreign Exchange
 Earnings and Outgo:
 
 The particulars relating to energy conservation, technology absorption,
 foreign exchange earnings and outgo, as required to be disclosed under
 Section 217 (1)(e) of the Companies Act, 1956 read with the Companies
 (Disclosure of Particulars in the Report of Board of Directors) Rules,
 1988, are provided herein below:
 
 (A) Conservation of Energy:
 
 The information in regard to power and fuel consumption and cost per
 unit of production is furnished in the prescribed form herein below:
 
 FORM FOR DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF
 ENERGY
 
 Particulars                    Units         Current Year  Previous Year
 
 (a)Power & Fuel Consumption:
 
 1.  Electricity Purchased 
 -  Units                       KWH in lacs         896.36       852.96
 
 Total Amount                   Rs.In Lacs         3719.10      2719.94
 
 Average Rate                   Rs.Per Unit           4.15         3.19
 
 2.Light Diesel Oil (LDO) /Furnace Oil (FO)
 
 Quantity                       Kilo Litres         205.55       322.00
 
 Total Cost                     Rs.In Lacs           77.83        88.34
 
 Average Rate                   Rs.Per Litre         37.87        29.97
 
 (b)Consumption per unit of 
 Production:
 
 1.  Electricity (KWH) Yarn     100 Kgs             125.81       128.11
 
 2.  Light Diesel Oil (Litres) 
 Yarn                           100 Kgs               0.29         0.44
 
 B) Technology Absorption:
 
 As in the past, the Company continues its efforts to improve quality of
 yarns as routine activities.
 
 C) Foreign Exchange earning and outgo:
 
 The particulars regarding foreign exchange earnings and outgo are given
 in Note No. 36 and 39, Notes forming part of the Accounts.
 
 Corporate Governance:
 
 Your Company is committed to maintain the highest standards of
 Corporate Governance. Your Directors'' adhere to the requirements set
 out by the Securities and Exchange Board of India, Corporate Governance
 practice and have implemented all the prescribed stipulations.
 
 Report on Corporate Governance, as stipulated under Clause 49 of the
 Listing Agreements with the Stock Exchanges in India, forms part of the
 Annual Report. Certificate from the Auditor of the Company M/s R. S.
 Agrawal & Associates confirming compliance of conditions of Corporate
 Governance as stipulated under the aforesaid Clause 49 is annexed to
 this Report.
 
 Acknowledgement:
 
 Your Directors'' would like to express their grateful appreciation for
 assistance and co-operation received from the Banks, Government
 Authorities, Customers, Vendors and Members during the year under
 review. Your Directors also wish to place on record their deep sense of
 appreciation for the committed services of the Executives, Staff
 members and Workers of the Company.
 
                        For and on behalf of the Board of the Directors
 
 Place: Mumbai                                      Gourishankar Poddar
 
 Dated: 30th May, 2012                     Chairman & Managing Director
Source : Dion Global Solutions Limited
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