To the Members:
The Directors have pleasure in presenting the 27th Annual Report of the
Company together with Audited Financial Statements for the year ended
Particulars Rs. Lakhs
Gross Sales 405.45 2404.31
Other Income 20.94 90.04
EBITDA (398.73) (66.93)
Interest and Financial
charges 105.04 106.44
Depreciation 574.03 573.95
before taxes (1077.80) (1297.32)
Profit / (Loss)
before tax (1077.80) (1347.57)
Provision for taxes
Profit / (Loss)
carried to Balance Sheet (1077.80) (1347:57)
The Operational performance of the Company is discussed in detail under
Management Analysis and Discussion Report *
The Company has not accepted any fixed deposits from the public within
the meaning of section 58Aof the Companies Act, 1956. Necessary
declarations have been filed by Managing Director with regard to
Unsecured Loan advanced to the Company in terms of Sec.58A and the
rules framed there under.
Energy conservation, Technology Absorption and Foreign Exchange
Earnings and Outgo
Particulars pursuant to the provisions of section 217(1)(e) of the
Companies Act, 1956 read with the Companies (Disclosures of Particulars
in the report of Board of Directors) Rules, 1988 are given in the
Annexure to this Directors report.
In accordance with the provisions of the Companies Act, 1956 and the
Articles of Association of the company, Shri. N S Mani and Shri. N
Gopalakrishnan, Directors, retire by rotation and being eligible have
offered themselves for reappointment.
Directors'' Responsibility Statement: -
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
of the Company state:-
a. that in the preparation of the accounts for the financial year
ended 31st March 2013, the applicable accounting standards have been
followed along with proper explanation relating to material departures.
b. that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
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 of the loss of the Company for the year under
c. 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 safe guarding the assets of
the Company and for preventing and detecting fraud and other
d. that the Directors have prepared the accounts for the financial
year ended 31st March 2013 on a ''going concern basis''.
Auditors and Audit Report
The Statutory Auditors M/s. M.S. Krishnaswami & Rajan, Chartered
Accountants, Chennai, retire at the forthcoming Annual General Meeting
and are eligible for reappointment.
Your company has received intimation to the effect that, proposed
re-appointment, if made would be within the prescribed limit under
Section ,224(1 B) of the Companies Act 1956 and also in compliance with
the requirements of the Listing Agreement regarding Peer Review. They
have - also confirmed their willingness to accept office, if
re-appointed. The Board and Audit Committee recommend the
re-appointment of M/s. M.S. Krishnaswami & Rajan, Chartered
Accountants, Chennai, (FRN.01554S) as Statutory Auditors to hold office
till conclusion of Next Annual General Meeting.
The Members are requested to re-appoint M/s. M.S. Krishnaswami & Rajan,
Chartered Accountants, Chennai (FRN.01544S) as Statutory Auditors of
the Company to hold office until the conclusion of the next Annual
General Meeting of the Company and authorize the Board of Directors to
fix their remuneration.
The Company has well established system of Internal Audit which carries
out audit on Risk Management frame work which covers the entire gamut
of financial, marketing, plant operations and other service functions
Regarding the comments of Auditors in their report, the Directors wish
(i) the company had during the finalization of rehabilitation scheme by
BIFR in 2002, effected a capital reduction aggregating Rs 754.44 lakhs
and since that date the same has been held as a reserve primarily to
finalize the erosion in net worth for adjustment. Consequently and in
terms of the BIFR Scheme, the Company would with the approval of BIFR
adjust the identified impairment in fixed assets against the reserves
earmarked for this purpose. The non-recognition of the impairment loss
in the statement of Profit and Loss as required by Accounting Standard
28 should be viewed in the light of requirements of the BIFR Scheme.
(ii) steps-are being initiated to update the fixed asset register now
that the evaluation of impairment is complete. Similarly steps to
improve internal audit function is also being initiated.
(iii) regarding arrears of Statutory dues including provident fund,
Sales Tax etc a major portion has since been paid and balance will be
remitted in due course.
(iv) Stock of stores & spares is verified with no material discrepancy.
(v) the creation of charge in respect of the Deep Discount Bonds will
be completed expeditiously
Information for Shareholders:
Additional information pertaining to shareholders like Equity History,
Shareholding Pattern, Price Movement in Stock Exchange, Corporate
communication etc, is provided in this Annual Report.
Pursuant to the provisions of the Listing Agreement with the Stock
Exchange the report on Management Discussion and Analysis,
Corporate''Governance together with the Auditors'' Certificate on the
compliance of the conditions, of Corporate Governance form part of the
Particulars of Employees and Industrial Relations:
The information as required under Section 217 (2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975 is NIL.
As mentioned in our previous annual report during the year 2011 -12,
the'' company was under lay off due to compulsory power cut in Andnra
Pradesh. Subsequent to lay off workers have resorted to indiscipline
and were stopping all dispatches from the company. This has lead the
management of the company to declare lockout. Subsequently issues has
been settled with workers and operations have been started during the
second half of the year. At present production is running
Your Directors place on record their deep appreciation of the continued
co-operation and support extended by financial institutions, bankers,
suppliers, dealers, C & F Agents, customers, employees and various
State and Central Government Agencies. The Directors also take this
opportunity to thank the shareholders for their continued confidence
reposed in the Management of the Company.
For and on behalf of the Board of Directors
Place : Chennai Nalinkant Amratlal Rathod
Date: May 30, 2013 Chairman