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Riddhi Siddhi Gluco Biols Directors Report, Riddhi Siddhi G Reports by Directors
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Riddhi Siddhi Gluco Biols
BSE: 524480|ISIN: INE249D01019|SECTOR: Miscellaneous
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Download Annual Report PDF Format 2011 | 2010
Directors Report Year End : Mar '12    « Mar 11
Dear Members,
 
 The have pleasure in presenting the Twenty First Annual Report along
 with the Audited Statements of Accounts of the Company for the year
 ended March 31, 2012.
 
 Financial Highlights :
 
                                                      (Rs. in Lacs)
 
 Particulars                                      2012        2011
 
 Revenue from Continuing Operations and other 
 Income                                        2369.90      778.36
 
 Profit before Exceptional Item, Financial 
 Expenses, Depreciation, & Taxation            1220.99      250.52
 
 Finance Cost                                  2566.24      241.99
 
 Depreciation                                  2576.23      302.11
 
 Provision for Taxation                        1337.01           -
 
 Profit /(Loss) after Tax from Continuing 
 Operations.                                  (5258.49)    (293.58)
 
 Net Profit from Discontinued Operations      11020.60     1672.42
 
 Profit for the year                           5762.10    16448.84
 
 Operations :
 
 The Hon''ble High Court of Gujarat vide its order dated February 7, 2012
 has approved the Scheme of Arrangement (the Scheme) in the nature of
 Demerger and Transfer of Demerged Undertaking of the Company to Riddhi
 Siddhi Corn Processing Private Limited (RSCPPL) The Appointed Date as
 per the Scheme is October 1, 2011 and the Effective Date is May 29,
 2012 (the date the said order has been filed with the Registrar of
 Companies, Gujarat). Accordingly, the Company''s Corn Wet Milling
 business along with its assets and liabilities has been transferred to
 RSCPPL from the Appointed Date October 1, 2011 and Company has received
 the consideration as per the sanctioned scheme. Further as per the
 sanctioned scheme the 16,63,100 equity shares held by M/s Roquette
 Freres were cancelled and accordingly Company''s paid up capital stands
 reduced by Rs. 166.31 Lacs.
 
 The results of discontinued operations for the six months upto
 September 30, 2011 has been included in Profit and Loss Account
 Statement, while working for the profit of the year. The details of
 discontinued operations are as below:
 
                                                           (Rs. in Lacs)
 
 Year ended March 31                             2012            2011
 
 Revenue                                    52,726.61       99,819.61
 
 Expenses                                   44,368.60       74,164.10
 
 Profit from Discontinued Operations         8,358.01       25,655.51
 
 Finance Cost                                2,109.81        1,440.59
 
 Depreciation                                1,129.44        2,210.78
 
 Exceptional Item                            1,609.75               -
 
 Profit before Tax                           6,728.51       22,004.14
 
 Provision for Tax                           (4292.08)       5,261.72
 
 Profit After Tax                           11,020.59        16742.42
 
 The continuing operations mainly consist of Wind Farm Business and
 Trading Activities. Total revenue of continuing operations was
 Rs.2369.90 lacs against Rs.778.36 lacs of the previous year. Net loss
 from continuing operations was Rs.5258.49 lacs against Rs.293.58lacs of
 previous financial year. Loss is mainly on account of foreign currency
 fluctuation, delays in optimizing the operation of Wind Farms and
 deferred tax provisions. Your management is working toward optimizing
 the operations of wind farms and hopeful of getting better results in
 the current financial year.
 
 Dividend :
 
 Your directors recommended a dividend of Rs. 25/- per share of Rs. 10/-
 face value i.e. 250% on the paid up equity share capital of Company and
 dividend of Rs. 8% on non-cumulative redeemable preference shares of
 Rs. 500 lacs. The total outgo towards dividend would be Rs. 2409.58
 lacs. (excluding dividend tax).
 
 Deposits :
 
 During the period under review, the Company has not accepted Deposits
 from the public within the meaning of Section 58A of the Companies Act,
 1956 and the Companies (Acceptance of Deposits) Rules, 1975.
 
 Insurance :
 
 Adequate insurance cover has been taken for both the movable and the
 immovable properties of the Company including Buildings, Plant &
 Machineries, and Stocks etc.
 
 Corporate Governance :
 
 Your Company complied with the relevant provisions of Corporate
 Governance as prescribed in Clause 49 of the Listing Agreement and
 Provisions of the Companies Act, 1956. A report on compliance with
 Corporate Governance forms a part of the Annual Report.
 
 Listing :
 
 The equity shares of your Company are listed on the Bombay Stock
 Exchange Ltd. The Company has paid the listing and other payable fees
 for 2012-13.
 
 Directors :
 
 At the ensuing Annual General Meeting Mr. Sampatraj L. Chowdhary and
 Mr. Mukesh Kumar Chowdhary retire by rotation and being eligible, offer
 themselves for reappointment.
 
 Mr. Marc Roquette has resigned from the directorship of the Company
 w.e.f. May 28,2012 and Mr. Jayprakash M. Patel was appointed as an
 Additional Director w.e.f. October 18,2012.
 
 Directors Responsibility Statement :
 
 Pursuant to the requirement under section 217 (2AA) of the Companies
 Act, 1956, which requires company to give a Directors Responsibility
 Statement, your directors hereby confirm -
 
 That in preparation of annual accounts, the applicable accounting
 standards had been followed along with proper explanation relating to
 material departure.
 
 That Company has selected Mercantile 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 at the end of the financial year and of the profit or
 loss of the company for that period.
 
 That the directors had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of this Act for the safeguarding the assets of the company
 and for preventing and detecting fraud and other irregulations.
 
 That the annual accounts have been prepared on a going concern basis.
 
 Energy Conservation:
 
 Pursuant to the transfer of Wet Corn Milling Business only Wind Farm
 Business remains with the Company. As the Wind Mill generates power
 from renewal resources i.e. from winds and does not use fossils fuel,
 naturally conserves energy.
 
 Particulars of Employees and Others :
 
 Particulars regarding employees receiving remuneration of Rs.
 5,00,000/- per month or Rs. 60,00,000/- per annum is given in Annexure-
 A to the Director''s Report.
 
 Auditors :
 
 The shareholders in Extra Ordinary General Meeting held on August
 27,2012, approved the appointment of M/s. Deloitte Haskins & Sells,
 Chartered Accountants for financial year 2011-12. The Auditors M/s.
 Deloitte Haskins & Sells, Chartered Accountants retire at the ensuing
 Annual General Meeting and offer themselves for reappointment. The
 Auditors have confirmed that if appointed their appointment would be
 within the limit stated in Section 224 of the Companies Act, 1956
 
 Comment on Auditors'' Report :
 
 The statutory auditors qualified their audit report for the year ended
 March 31, 2012 in respect of consequential effect, if any, of the
 transactions recorded during the year, relating to unaccounted income
 of Rs.1,609.75 lacs under section 132(4) of the Income Tax Act, 1961
 and utilisation thereof of Rs.1,609.75 lacs towards land development
 costs, in the absence of their ability to perform any review procedures
 as regards said transactions as per the accepted Standards of Auditing
 issued by the Institute of Chartered Accountants of India and
 accordingly their inability to comment on the same. The management
 proposes to take appropriate steps to adequately support their stand
 before the appropriate authority in due course of time.
 
 Foreign Currency Earned and Used :
 
 The details of foreign Currency Earned and Used for discontinued
 operations is as under;
 
                                                    (Rs. in Lacs)
 
 Particulars                              2011-12     2010-11
 
 a.  Foreign Exchange earned              6210.11     6962.12
 
 b.  Foreign Exchange Used
 
 - Raw materials                            41.32      112.28
 
 - Capital Goods                            27.05       85.38
 
 - Stores and Spares                        71.09      104.58 
 
 Appreciation :
 
 The Company places on record its deep appreciation for all those who
 are associated with the Company and have continued their support
 towards the growth and stability of the Company.
 
                           For and on behalf of the Board of Directors
 
 Place : Ahmedabad
 
 Date : October 18, 2012                                      Chairman
Source : Dion Global Solutions Limited
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