The Directors present their Twenty Second Annual Report on the business
and operation of the company together with the audited Statement of
Accounts for the year ended 31st March, 2012.
PERFORMANCE OF THE COMPANY
The performance of the Company during the year 2011-2012 as per audited
accounts are summarized below :
(Rs. in lacs)
For the year For the year
ended 31.3.2012 ended 31.3.2011
Turnover 3112.19 2204.89
Other Income 33.57 1.79
Profit/(Loss) before tax 107.62 55.27
Profit/(Loss) after tax 87.59 45.02
Transfer to Capital
allocation 898.68 970.55
Balance brought forward
from previous year 1492.89 1,447.87
Balance carried to
Balance Sheet 1580.48 1,492.89
The civil construction as per our plans for saving of energy was
completed. Coal fired boiler was installed and commissioned to provide
low cost heat energy. The steam turbine for electrical energy is being
Construction of plant building for forward integration downstream
products is in progress. Some of the equipments for value-added
downstream products have also arrived. Production on trial basis for
our additional value added downstream products is also in progress and
is being carried out on plant scale. In particular, following
departments of the business of your company have recorded remarkable
progress and are at a very advance stage:
1. Rationalization in raw material consumption has been implemented;
2. Downstream products project work is in progress; and
3. Your Company is in process of procurement of an additional plot of
land of 1,60,000 (approximately) sq. metres, in close proximity to the
existing plant in order to implement backward integration projects.
The products of the company have been well accepted in the domestic
market. With new and modernized facilities and strict quality control
procedures in force, the Management of the Company sees a bright future
with respect to profitability once manufacture of all the products is
commercially underway. The additional products being introduced will
contribute not only to substantial savings in the purchase of raw
materials, transport and other incidental costs, but are in themselves
independent profit centers.
Your Directors are confident to start commercial operations of the
value added downstream products in foreseeable future.
Shri R. N. Arora retires by rotation in this Annual General Meeting and
offers himself for reappointment as per the Articles of Association of
the Company. The Company is also in receipt of necessary deposit for
the said re-appointment and the said deposit will be refunded on
re-appointment of Shri R. N. Arora. You are requested to re-appoint
Shri R. N. Arora in the meeting.
THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975
None of the Company''s employees were covered by the disclosure
requirement pursuant to the provisions of Section 217(2A) of the
Companies Act, 1956 and rules framed thereunder.
M/s. Jagiwala and Associates, Chartered Accountants, Mumbai, Statutory
Auditors of the Company, will retire at the ensuing Annual General
Meeting and being eligible offer themselves for reappointment under
Section 224(1) of the Companies Act, 1956 and your Directors recommend
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
Your Company has appropriate internal control systems for business
processes, with regard to efficiency of operations, financial reporting
and controls, compliance with applicable laws and regulations, etc.
Clearly defined roles and responsibilities for all managerial positions
have also been institutionalized. All operating parameters are
monitored and controlled. Regular internal audits and checks ensure
that responsibilities are executed effectively. The Audit Committee of
the Board of Directors reviews the adequacy and effectiveness of
internal control systems and suggests ways of further strengthening
them, from time to time.
SAFETY, HEALTH AND ENVIRONMENT
Your Company is giving utmost importance to safety, health and
environmental related issues. The employees are continuously educated
and trained to improve their awareness and skills.
All safety statutory requirements like licenses, mock drills under
emergency conditions and testing of manufacturing equipments etc. are
being complied with. Requirements of environmental acts and regulations
are complied with. Effluent treatment of waste products and suppression
of fugitive emissions through sprinklers is also carried out
effectively. Massive tree plantation has been undertaken to improve the
greenery all around the plant.
Your Company considers human resource to be an important valuable asset
for the organization and therefore, constantly strives to attract and
recruit best talent for the current and future needs. The Company has
taken necessary steps to upgrade the skills of present employees by
conducting various in-house training programs and courses. Further
measures for the safety of the employees are also adopted through
training programs on safety and mock drills.
CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The information as required under Companies (Disclosure of Particulars
in the Report of Board of Directors) Rules, 1988 is annexed.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 217 (2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, it is
i. That in the preparation of the Accounts for the financial year
ended 31st March, 2012 the applicable accounting standards have been
ii. That the Directors have followed proper accounting policies and
applied them consistently and wherever mandated, have made judgments
and estimates that were fair, 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 capital expenditure of the Company for the year
ended 31st March, 2012;
iii. 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 safeguarding the assets of
the Company and for preventing and detecting fraud and other
iv. That the Directors have prepared the accounts for the year ended
31st March, 2012 on a going concern basis.
REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSIONS AND ANALYSIS
As required under the Listing Agreement with the Stock Exchanges,
reports on Corporate Governance and Management Discussions and
Analysis are attached and forms part of this Report
CASH FLOW STATEMENT:
A Cash Flow statement for the year ended 31st March, 2012 is attached
with the Annual Audited Accounts of the Company.
Auditor''s qualification stated in their Report on the accounts for the
year under review is self explanatory.
The Board of Directors record their appreciation of continued
co-operation and support provided by Customers, Suppliers, Banks as
also of the dedicated services rendered by the Employees. Continued
confidence of the Shareholders remains an immense source of strength to
the Company to embark upon its future plans.
The Board wishes to place on record its appreciation to all employees
of the Company for their sustained effort in improving capacity
utilization and operational efficiencies. Industrial relations during
the year were by and large harmonious.
By order of the Board
Ashok G Rajani
Chairman & Managing Director
August 11, 2012