The Directors have pleasure in presenting the Fifty-first Annual
Report, together with the Audited Accounts for the year ended 31st
1. FINANCIAL RESULTS Rs. in lacs
Year ended Year ended
Total Income 1,92,136 1,56,449
Profit before Depreciation & Tax 12,545 18,568
Depreciation 2,520 2,530
Profit before Tax 10,025 16,038
Provision for Taxation:
Current 4,875 5,075
Deferred (1,653) 30
Profit for the year after Tax 6,803 10,933
Balance brought forward from
previous year 25,488 19,049
Profit available for appropriation 32,291 29,982
Proposed Dividend 2,190 2,920
Tax on Dividend 355 474
General Reserve 690 1,100
Balance carried to Balance Sheet 29,055 25,488
Your Directors are pleased to recommend a dividend of 150% (Rs.15/- per
equity share of Rs.10/- each) for the year ended 31st March 2012 as
against 200% (inclusive of 50% recommended on the occasion of
completion of Golden Jubilee last year) for the previous year on the
paid up Equity Share Capital of Rs.1,460 lacs, resulting in an outgo of
Rs.25.45 crore inclusive of dividend tax.
Your Company''s sales turnover touched a new high of Rs.2,11,757 lacs
against Rs.1,72,047 lacs in the year 2010-11 resulting in a growth of
23%. The sales volume remained more or less steady at 2,54,799 KLs/MTs
during 2011-12 as against 2,56,837 KLs/MTs achieved in 2010-11. The net
profit of the Company however decreased to Rs.6,803 lacs as against
Rs.10,933 lacs for the previous year, recording a decline of 38%. Both
the sales volume and the profitability were adversely impacted due to
the sharp depreciation of the Indian Rupee vis-a-vis the US Dollar
commencing from September 2011.
During the Financial Year 2011-12, your Company''s Wind Power Plants
situated in the states of Maharashtra, Karnataka and Tamil Nadu
generated 87.54 million units as against 73.10 million units generated
in the previous year.
During the year under review, your Company added 5 MW of wind power by
commissioning four wind turbines of 1,250 KW capacity each in the state
of Tamil Nadu. With this, the total installed capacity of Wind Power of
your Company now stands at 48.15 MW.
Also during this year, your Company''s 8.25 MW Wind Power Projects
situated in the states of Maharashtra and Tamil Nadu have been
registered with UNFCCC under CDM. This is expected to generate
approximately 15,000 CERs annually for a period of 10 years.
The National Load Dispatch Centre (NLDC), the central nodal agency for
the Renewable Energy Certificate (REC) scheme, issued 2,057 RECs to
your Company''s 3 MW Wind Power Project at Satara, Maharashtra in the
year under review, which were traded on the IEX Power Exchange.
During the year under review, your Company''s Technical Collaboration
Agreement for Idemitsu Products was terminated. Your Company has the
right to manufacture and market the Idemitsu Products for a further
period of 3 years at its discretion post this termination. The
termination of this agreement would only marginally impact the sales
volume of the Company. This impact will be less than 2% of the total
sales volume of the Company based on the sales figure for the Financial
Year 2011-12. The Technical Collaboration Agreement for Genuine
Products with the same collaborators however, continues to remain in
4. FIXED DEPOSITS
The Company has no overdue / unpaid fixed deposits.
5. RESEARCH AND DEVELOPMENT
A note on the R & D activities and Technology Absorption is given in
Form ''B'' by way of an Annexure to this Report.
6. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Information pursuant to 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 relating to Conservation of Energy,
Technology Absorption and Foreign Exchange Earnings and Outgo is
furnished by way of Annexure to this Report.
Mr. S. R. Pandit and Mr. N. B. Karpe retire by rotation u/s 256 of the
Companies Act, 1956 and being eligible, offer themselves for
In its meeting held on 30th May 2012, the Board of Directors
re-appointed Mr. G. N. Mehra as the Managing Director and Mr. C. V.
Alexander as the Whole-time Director of your Company. Their
re-appointments as the Directors of the Company are subject to the
approval of the members at the ensuing Annual General Meeting. Relevant
items of the Notice regarding their appointments along with the
Explanatory Statement be treated as Abstracts of the terms and
conditions under Section 302 of the Companies Act, 1956 of their
The Board of Directors recommends their re-appointment as Directors of
8. CORPORATE GOVERNANCE
A statement on Corporate Governance along with the Auditors''
Certificate regarding its compliance and Management Discussion and
Analysis are given separately as part of the Annual Report.
9. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
During the year, your Company has transferred a sum of Rs.6.69 lacs to
the Investor Education and Protection Fund, which was the dividend
amount due and payable for the year 2003-04 and remained unclaimed and
unpaid for a period of 7 years, as provided in Section 205A (5) of the
Companies Act, 1956.
10. RISK ASSESSMENT AND MANAGEMENT
Your Company has been on a continuous basis reviewing and streamlining
its various operational and business risks involved in its business.
Your Company also takes all efforts to train its manpower from time to
time to handle and minimise these risks.
11. DIRECTORS'' RESPONSIBILITY STATEMENT
In accordance with the requirements of Section 217 (2AA) of the
Companies (Amendment) Act, 2000, the Directors of the Company hereby
(i) in the preparation of the Annual Accounts, the applicable
Accounting Standards have been followed along with proper explanation
relating to material departures;
(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 profit for the year ended on
(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
(iv) the Directors have prepared the Annual Accounts on a ''going
M/s. G. M. Kapadia & Co., Chartered Accountants, retire at the
conclusion of this Annual General Meeting and are eligible for
13. PARTICULARS OF EMPLOYEES
The information required to be published under the provisions of
Section 217 (2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975 as amended is given in the
Annexure to this Report.
Your Company''s shares continue to be listed on Bombay Stock Exchange
Limited and National Stock Exchange of India Limited. The Listing Fees
to these two Stock Exchanges for the year 2012-13 have been paid by
your Company on time.
Your Directors take this opportunity to sincerely thank your Company''s
bankers, financial institutions, agents and business associates as well
as employees at all levels for the valuable support and co-operation
extended by them at all times. Your Directors also appreciate the
confidence and faith reposed in them by the shareholders.
For and on behalf of the Board
Mumbai Gautam N. Mehra
30th May 2012 Chairman & Managing Director