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Kridhan Infra Directors Report, Kridhan Infra Reports by Directors
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Kridhan Infra
BSE: 533482|ISIN: INE524L01026|SECTOR: Miscellaneous
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Directors Report Year End : Mar '14    « Mar 13
Dear Members,
 
 Kridhan Infra Limited (Formerly Known as Readymade Steel India Limited)
 
 The Directors submit the 8th Annual Report of the Company along with
 the audited financial statements for the financial year ended March
 31,2014
 
 FINANCIAL RESULTS
 
 The brief highlights of financial results of the Company for the
 Financial Year 2013-14 as compared to the previous financial year
 2012-13 are as under:
 
                          Standalone                Consolidated_
                        2013-141 2012-13           2013-141 2012-13
  
 Sales                  3769.18 5079.36           67,987.21 46,915.10  
 
 Other Income           172.06  92.26             796.23     1099.75
 
 Profit/ (Loss) 
 
 before Tax             125.46  88.90             5056.41    4143.88
 
 Provision for 
 taxation
 
 Current Tax            26.30   17.79              548.91     454.29
 
 Deferred Tax           12.67  (28.32)            15.06      (28.32)
 
 Profit/(Loss) 
 After Tax              86.50   99.44             4004.30    3431.26
 
 Add: Balance
 brought forward          0       0                 0           0
 
 Add/(Less): 
 
 Taxation of
 earlier years            0       0                 0           0
 
 Less: Provision 
 for gratuity             0       0                 0           0
 
 Less: Provision 
 for dividend           58.59     0                 0           0
 
 Balance carried 
 to Balance Sheet       27.90   99.43           4004.30     3431.26
 
 OPERATIONS
 
 On consolidatated basis the turnover of the Company increased from
 Rs.46915.10 lacs in previous year to Rs.67987.21 lacs in this year. The
 annualized percentage increased in turnover amounted to 44.91%.The net
 profit increased from Rs.3431.26 lacs in previous year to Rs.4004.30
 lacs in this year. The annualized percentage increased in net profit to
 16.70%.
 
 DIVIDEND
 
 During the financial year 2013-14, your Company declared and paid its
 first interim dividend of Rs.0.50/- per equity share of the face value
 of Rs. 10/- each in themonth of December, 2013. In addition, your
 Directors recommend payment of Rs.0.50/- per equity share as the final
 dividend for the financial year 2013-14. If approved, the total
 dividend (interim and final dividend) for the financial year 2013-14
 will be Rs.1.00/- per equity share of the face value of Rs.10/- each.
 
 SUB-DIVISION OF SHARES
 
 The Board of Directors considered and approved the sub-division of the
 Equity Shares of your Company whereby 1 (One) Equity Share having a
 nominal face value of Rs. 10 (Rupees Ten only) will be sub-divided into
 5 (Five) Equity Shares of nominal face value of Rs. 2 (Rupee Two) each.
 Consequent amendment to the capital clauses of the Memorandum of
 Association of the Company were also approved by the Board, subject to
 approval of the shareholders at the ensuing Annual General Meeting.
 
 PREFERNTIAL ISSUE OF SECURITIES
 
 During the year the Board have allotted 23,00,000 convertible warrants
 to Promoter & Non Promoter on 10/10/2013 and 400000 covertible warrants
 to Non- Promoter on 10/04/2014.
 
 As on date of this report 27,00,000 lacs convertible warrants are
 pending for conversion into equity shares.
 
 Further during the year the company has also allotted 6,00,000 lacs
 equity shares on preferential basis to general public on 28/03/2014.The
 said shares are duly listed on Bombay Stock Exchange.
 
 UTILIZATIONS PREFERENTIAL ISSUE PROCEEDS
 
 During the financial year 2013-2014 the company had raised an
 aggregating amount of Rs. 402.50 lacs by way of preferential issue of
 warrants. Out of the said proceeds, the Company has utilized Rs. 402.50
 lacs towards working capital Rs. (295.03) Lacs And Financial Expense
 Rs. (107.47) lacs.
 
 Public Deposits
 
 During the year under review, your company has neither invited nor
 accepted any fixed deposits from the public.  DIRECTORS
 
 During the year Mr. Satyajit Das, Whole- time Director of the Company
 is retiring by rotation and being eligible offers himself for re-
 appointment.
 
 Impending notification of Section 149 and other applicable provisions
 of the Companies Act, 2013, your Directors are seeking appointment of
 Mr. Mahesh Garg, Mr. Abhijit Ranade and Mr. Sandeep Mittal as
 Independent Directors for five consecutive years for a term upto 31
 March 2019.
 
 SUBSIDIARIES AND CONSOLIDATED FINANCIAL STATEMENTS
 
 As on 31st March, 2014 your Company has 3 direct Subsidiaries. The
 Ministry of Corporate Affairs, Government of India has issued circular
 No.2/2011 dated 8th Feb, 2011 granting general exemption to companies
 under section 212(8) from attaching the documents referred to in
 section 212 (1) pertaining to its subsidiaries subject to approval by
 the Board of Directors of the Company and furnishing of certain
 financial information in the Annual Report.
 
 The Board of Directors of the Company has accordingly decided to
 dispense with the requirement of attaching to its Annual Report the
 annual audited account of the Company''s subsidiaries.
 
 Accordingly, the Annual Report of the Company does not contain the
 individual financial statement o these subsidiaries, but contains the
 audited consolidated financial statements of the Company, its
 subsidiaries.
 
 CHANGE OF NAME:
 
 The name of company was changed from Readymade Steel India Limited to
 Kridhan Infra Limited vide members resolution passed Extra Ordinary
 General meeting on 18th March 2014. Pursuant to name change fresh
 certificate of incorporation dated 24th June 2014 was issued by
 Registered of Mumbai, Maharashtra and said change was also updated in
 BSE records.  CHANGE OF REGISTERED OFFICE
 
 During the period under review, registered office of the company was
 shifted to 207, Tirupati Udyog, IB Patel Marg, Goregaon (E), Mumbai -
 400063 with effect from 25th June 2014.
 
 AUTHORISED CAPITAL
 
 During the year the authorised capital was increased from 15,00,00,000
 to 16,00,00,000 vide members resolution passed in EGM held on 18th
 March 2014. The paid up capital of the company was increased from
 1,17,18,353 to 1,23,18,353 pursuant to allotment of 600000 equity
 shares on preferential basis on 28th March 2014.
 
 AUDITORS
 
 M/s. M K P S & Associates, Chartered Accountants who are to retire at
 the conclusion of the forthcoming Annual General meeting, have offered
 themselves for re-appointment as Auditors of the Company. A written
 certificate to the effect that their appointment, if made, would be
 within the prescribed limits under Section-141(3)(g) of the Companies
 Act, 2013, has been obtained by the Company from them. The members are
 requested to consider their re-appointment and fix remuneration.
 AUDITORS REPORT
 
 The observations of the Auditors in their report read together with the
 Notes to Accounts are self explanatory and therefore, in the opinion of
 the Directors, do not call for any further explanation. The auditor''s
 reports do not contain any reservation, qualification & adverse remark
 for the financial year under review.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 A detailed review of operations, performance and future outlook of your
 Company and its businesses is given in theManagement Discussion and
 Analysis, which forms part of this report.
 
 CORPORATE GOVERNANCE
 
 In compliance with the requirements of Clause 49 of the
 ListingAgreement, a separate Report on Corporate Governance alongwith a
 certificate from Company Secretary in Whole time practice on compliance
 of company forms an integralpart of this Report.
 
 SECRETARIAL AUDITS
 
 In pursuance of section 204 of the Companies Act, 2013, The Company has
 appointed M/s. HS Associates, Company Secretaries in whole time
 practice for auditing the secretarial and related records of the
 Company.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
 confirm that:
 
 - in preparation of the annual accounts for the year ended 31stMarch,
 2014 the applicable accounting standards read with requirements set out
 under Schedule VI of the Companies Act, 1956 have been followed;
 
 - the accounting policies have been selected and applied consistently
 and the judgements and estimates made, are reasonable and prudent, so
 as to give a true and fair view of the state of affairs of your Company
 as on 31st March, 2014 and of the profit of the Company for the year
 ended that date;
 
 - proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Companies Act, 1956 and Companies Act,2013 to the extent applicable,
 for safeguarding the assets of your Company and for preventing and
 detecting fraud and other irregularities; and
 
 - the annual accounts have been prepared on a going concern basis.
 
 BOARD COMMITTEES
 
 The Board of Directors at its meeting held on 27th May, 2014 has
 rechristened the existing Remuneration Committee as Nomination and
 Remuneration Committee and Investors Grievance Committee as
 Stakeholders Relationship Committee so as to be in line with what is
 prescribed under the Companies Act, 2013 and Clause 49 of the amended
 Listing Agreement with the Stock Exchanges.
 
 PARTICULARS OF EMPLOYEES
 
 In terms of provisions of Section 217(2A) of the Companies Act, 1956
 read with the Companies (Particulars of Employees) Rules, 1975 as
 amended the Company has no employees who were in receipt of the
 remuneration of Rs.60, 00,000/- or more per annum during the year ended
 31st March, 2014 or Rs. 5, 00,000/- or more per month during any part
 of the said year.  CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
 FOREIGN EXCHANGE EARNINGS AND OUTGO:
 
 In view of the nature of activities which are being carried on by your
 Company, the particulars as prescribed under Section 217(1) (e) of the
 Companies Act, 1956 read with Companies''(Disclosures of Particulars
 in the Report of the Board of Directors) Rules, 1988 regarding
 Conservation of Energy and Technology Absorption are not applicable to
 the Company.
 
 During the year under review, your Company has earned foreign exchange
 and the details of the amount spent in foreign exchange are as below
 
                                     2013-2014             2012-2013
 a) Foreign Exchange
 Earnings (Rs. in lacs)               7192312                 Nil
 b) Foreign Exchange Outgo 
 (Rs. in lacs)                          Nil                   Nil
 
 ACKNOWLEDGEMENTS
 
 Your Directors would like to express their sincere appreciation for the
 co-operation and support received from the Banks, Financial
 Institutions, Shareholders, Customers and Suppliers. The Directors also
 commend the continuing commitment and dedication of the employees at
 all levels, which has been critical for the Company''s success. The
 Directors lookforward to their continued support in future.
 
                                         For and on behalf of the Board 
                                              For Kridhan Infra Limited 
                       (Formerlyknown as Readymade Steel India Limited)
 
                                                                  Sd/-
 Place: Mumbai                                            Anil Agrawal
 Date: 13.08.2014                          Chairman &Managing Director
 
 
 
 
Source : Dion Global Solutions Limited
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