The Directors have pleasure in presenting their Twenty Ninth Annual
Report together with the Audited Accounts for the year ended 31st March
2012. ,
1. FINANCIAL RESULTS: (Rs.In Lacs)
Particulars 2011-12 2010-11
Net Sales/Income from
operations 48006.95 36559.87
Profit before Depreciation,
Interest & Taxation 3080.75 2112.23
Interest & Financial Charges 2815.21 176.51
Depreciation 222.60 207.12
Profit before Taxation 42.94 1728.60
Provision for taxes including
Deferred tax 28.09 119.36
Profit for the year after taxation 14.85 1609.24
Prior Period Adjustments (Net) 8.98 27.88
Profit/ (Loss) for the year 5.87 1581.36
Balance brought forward from
previous year 4966.31 3415.56
Amount available for -
appropriation 4972.18 4996.92
Appropriations:
- Proposed Dividend 4.40 22.00
- Tax on Dividends 0.72 3.65
- Residual Dividend 0.01 0.02
- General Reserve 5.00 4.94
Total 10.13 30.61
Balance carried
to Balance
Sheet 4962.05 4966.31
2. BUSINESS RESULTS:
Net Sales/Income from operations for the year ended 31st March, 2012
amounted to Rs. 48,006.95 lacs as compared to Rs. 36,559.87 lacs for last
year, registering a growth of 31.31%. The profit for the year stood at
Rs. 5.87 lacs against the profit df Rs. 1,581.36 lacs in the previous year.
3. DIVIDEND:
The Board of Directors, at its meeting held on 30th May, 2012,
recommended dividend of Rs. 0.01 per share (0.2%) on the Equity Shares of
Rs. 51- each for the year ended 31st March, 2012. The dividend will be
paid subject to approval of Shareholders at the ensuing Annual General
Meeting.
4. DIRECTORS:
Directors Mr. Vinay G. Rao and Mr. Pradip C. Shah, Directors, retire by
rotation at the forthcoming Annual - General Meeting and being
eligible, offer themselves for re-appointment. A brief resume, nature
of expertise, details of directorships held in other companies and
shareholding in the company as stipulated under clause 49 of the
listing agreement with the stock exchanges is appended as an annexure
to the notice of the ensuing Annual General Meeting.
5. FIXED DEPOSITS:
Your Company has not accepted any Fixed Deposits from the Public and
therefore is not required to furnish information in respect of
outstanding deposits under Non-Banking Non- Financial Companies
(Reserve Bank) Directions, 1966 and Companies (Acceptance of Deposits)
Rules, 1975.
6. AUDITORS:
The Statutory Auditors of the Company Messrs. N.D. Daga & Co.,
Chartered Accountants retire at the ensuing Annual General Meeting of
the Company and have given their consent for re-appointment. The
company has also received Certificate from them under section 224(1 B)
of the Companies Act, 1956.
As per the requirement of Central Government, pursuant to Section 233B
of the Companies Act, 1956 and subject to the approval of the Central
Government, the Company has appointed Mr. Dilip Murlidhar Bathija, Cost
Accountant, as Cost Auditors to audit the cost accounts of the Company
for the financial year ending 31st March, 2012.
7. PARTICULARS OF EMPLOYEES:
The company has not paid any remuneration attracting the provisions of
Section 217(2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975. Hence no information is
required to be appended.
8. CORPORATE GOVERNANCE: -
Your Company has complied with the requirements of Clause 49 of the
listing agreement regarding Corporate Governance. A report on the
Corporate Governance practices followed by the Company, the Auditors''
Certificate on compliance of mandatory requirements thereof and
Management Discussion and Analysis are given as annexure to this
report.
9. CODE OF CONDUCT:
Your Company is committed to conducting its business in accordance with
the applicable laws, rules and regulations and highest standards of
business ethics. In recognition thereof, the Board of Directors has
implemented a Code of Conduct for adherence by the Directors and Senior
Management Personnel of the Company. This helps in dealing with ethical
issues and also in fostering a culture of accountability and integrity.
10. DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm that:
(i) in the preparation of annual accounts, the applicable Accounting
Standards have been followed and that no material departures have been
made from the same;
(ii) they 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) they have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
(iv) they have prepared the annual accounts on a going concern basis.
11. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS I OUTGO:
i. CONSERVATION OF ENERGY:
The Company''s operations involve low energy consumption. Adequate
measures have, however, been taken to conserve energy.
ii. TECHNOLOGY ABSORPTION:
The Company is carrying on Research and Development in manufacturing
process and the R & D is busy in developing new products to absorb full
Technology available with Company.
iii. FOREIGN EXCHANGE EARNINGS I OUTGO:
(a) Earnings in Foreign Exchange:
Export of Sales (FOB) : Rs. 20,99,90,779/-
(b) Expenditure in Foreign Exchange:
Import of Raw Material : Rs. 2,86,08,45,496/-
Foreign Travelling : Rs. 33,23,919/-
Royalty : Rs. 67,620/- ,
Commission on Sales : 18,03,243/-
Others : Rs. 8,98,825/-
12. INDUSTRIAL RELATIONS:
Industrial Relations continued to remain cordial and peaceful.
13. ACKNOWLEDGEMENT:
Your Directors wish to place on record their appreciation of the
employees at all levels for their dedicated service and contribution to
the growth and prosperity of the Company. Your directors also wish to
place oh record their appreciation for the assistance and co-operation
received from Central & State Governments, banks, shareholders and
business associates.
On behalf of the Board
Place : Mumbai RAJENDRASAH
Date : 10th August, 2012 Chairman |