Dear Members,
The Directors are pleased to present the Twenty third Annual Report
and the audited accounts for the financial year ended 31st March, 2011.
FINANCIAL PERFORMANCE (Rs. in Lacs)
Current Year
ended Previous Year
ended
31.03.2011 31.03.2010
Operating Income 12,687.68 9,845.57
Other Income 234.01 (376.89)
Profit before Interest,
Depreciation and Tax 2,560.69 (522.44)
Less: Interest 618.33 313.33
Depreciation 1,054.11 1,157.86
Profit before Tax and Prior Year Adjustment 888.24 (1,993.63)
Less: Provision for Current Taxation 13.00 53.76
Profit after Tax and Exceptional Items 875.24 (2,047.39)
Add: Balance brought forward from
previous year 3,207.20 5,455.40
Amount available for appropriation 4,082.44 3,408.01
Appropriations:
Transfer to General Reserve 25.00 -
Transfer to Capital Redemption Reserve - 110.00
Transfer to Tonnage Tax Reserve 159.00 -
Preference Dividend paid 76.00 -
Tax on dividend paid 12.62 -
Interim dividend paid on Equity Shares 109.79 -
Tax on Interim dividend on Equity Shares 18.23 -
Proposed Equity Dividend 131.75 -
Tax on Equity Dividend 21.37 -
Proposed Preference Dividend - 77.88
Tax on Preference Dividend - 12.94
Balance carried to Balance Sheet 3,528.68 3,207.20
DIVIDEND
In view of the turnaround performance of the Company, the Board of
Directors recommend a Dividend of 6% on the Equity shares for the
current financial year. This Dividend is subject to the approval of the
Members at the Twenty third Annual General Meeting to be held on 17th
August, 2011. The payment of dividend on shares will entail a cash
outflow of Rs.153.12 lacs including dividend distribution tax.
The Board of Directors at its meeting held on 26th October, 2010 has
declared an interim dividend of 5% on the Equity Shares of Rs.10/- each
and 11% on its 11% Convertible Non Cumulative Redeemable Preference
Shares of Rs.100/- each.
Thus the total outflow on account of dividend distribution would amount
to Rs.216.64 lacs including total dividend distribution tax.
REVIEW OF OPERATIONS
The current year has been one of the memorable years for Shreyas.
During the year, your Company refocused its business model and could
thereby build better revenues alongwith cost monitoring at all times.
This has helped the Company to achieve a significant turnaround and
emerge successfully.
Shreyas has put up a commendable performance during the year. Though
Shreyas had posted a Net Loss of Rs.2,047.39 lacs, in the previous year.
However during the current year, it has been able to make a Profit
After Tax (PAT) of Rs.875.24 lacs. This clearly depicts a swing of
Rs.2,922.63 lacs in the profits of the Company. This was possible due to
the cost saving measures. Also the refocusing helped in building the
top line.
Shreyas presently operates on the West coast and the South coast.
As regards, containerized logistics, Shreyas has through its wholly
owned subsidiary, ventured into road transportation and warehousing. It
is also venturing into rail movement. Shreyas is now moving towards a
complete backward integration of its services thereby offering its
clientele various value added services. Shreyas has through its wholly
owned subsidiary plans to acquire trailers (owned and leased) for its
road transportation. The fleet of trailers acquired by the Company have
GPS connectivity thereby providing real time information to clients. In
addition to the above, the Company has through its wholly owned
subsidiary also signed an agreement for Warehouse & Domestic cargo
distribution center at Tuticorin and Mundra. With this, Shreyas is now
moving closer towards establishing itself as a Lead Logistics Player in
the Industry giving complete logistics solutions to our clients.
MANAGEMENT DISCUSSION AND ANALYSIS
A detailed review of the operations, performance and future outlook of
the Company and its business is given in the Management Discussion and
Analysis appearing as Annexure I to this Report.
TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND
No unclaimed dividend was due for transfer to the Investor Education
and Protection Fund established by the Central Government during the
year.
QUALITY
Quality, integrity and safety have been core to the Company. We firmly
believe that the pursuit of excellence is one of the most critical
components for success in the competitive market and therefore,
consistently strive to adhere to the highest quality standards. Shreyas
has been re-certified by DNV Quality Registrar in accordance with the
Standard ISO 9001:2008 upto 31st October, 2012.
Moving forward, the Company shall continue to further strengthen its
processes by adopting best-in-class standards.
FIXED DEPOSITS
The Company has not accepted fixed deposits from the public during the
year under review.
DIRECTORS
Mr. S. Mahesh and Mr. Amitabha Ghosh retire by rotation at the ensuing
Annual General Meeting, and being eligible, offer themselves for
re-appointment.
Mr. K.P. Medhekar has resigned as a Director with effect from 1st
October, 2010.
Mr. Mannil Venugopalan was appointed as additional director w.e.f. 3rd
September, 2010
The above appointment and re-appointments form part of the Notice of
the Annual General Meeting and the Resolutions are recommended for your
approval.
Profiles of these Directors, as required by Clause 49 of the Listing
Agreement, are given in the Report on Corporate Governance forming part
of this Report.
SUBSIDIARY COMPANY
In compliance with the provisions of Section 212 of the Companies Act,
1956, the audited statement of accounts alongwith the Directors and
Auditors report for the year ended 31st March, 2011 of Shreyas Relay
Systems Ltd, the wholly owned subsidiary and Haytrans (India) Ltd, the
subsidiary of the Company are annexed.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956, the Directors confirm that, to the best of their knowledge
and belief, in respect of the year ended on 31st March, 2011;
a) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
b) appropriate accounting policies have been selected and applied
consistently, and such judgments and estimates have been made 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, 2011 and of the profit of
the Company for the year ended on 31st March, 2011;
c) proper and sufficient care has been taken 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 irregularities; and
d) the annual accounts have been prepared on a ‘going concern basis.
CORPORATE GOVERNANCE
As required by Clause 49 of the Listing agreement entered into with the
Stock Exchanges, a detailed Report on Corporate Governance is given as
Annexure II to this Report alongwith the Auditors Certificate on its
compliance by the Company (Annexure IV) and applicable certification of
the Chief Executive Officer and Chief Financial Officer (Annexure III).
AUDITORS
M/s. PKF Sridhar & Santhanam, Chartered Accountants, retire at the
conclusion of the 23rd Annual General Meeting and offer themselves for
re-appointment. A Certificate from the Auditors has been received to
the effect that their re-appointment, if made, would be within the
limits prescribed under Section 224(1B) of the Companies Act, 1956.
As regards the observation made in the Auditors report, your Directors
wish to state that the interpretation of the Institute of Chartered
Accountants of India is not found in the notification issued by the
Government of India and hence has no legal sanction. Accounting
Standard-16 covers capitalisation of interest in projects in respect of
‘qualifying assets and cannot be applied to all cases of capital
expenditure. Such an interpretation by the Institute of Chartered
Accountants of India has the effect of taking foreign exchange gains to
the credit of capital expenditure but a major part of foreign exchange
loss to interest expenditure, which cannot be the intention of the
Government notification, which is to give relief to industries from
violent negative fluctuations in foreign exchange. In our view the
accounting treatment given by the Company is correct and helps reflect
a true and fair view of profit of the year.
COST AUDIT
The Central Government has not recommended cost audit of the Company
during the year under consideration.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING
AND OUTGO
Under the Notification No.GSR 1029, dated 31st December, 1988,
companies are required to furnish prescribed information regarding
conservation of energy and technology absorption. This, however, does
not apply to your Company, as the shipping industry is not included in
the Schedule to the relevant rules.
With regard to foreign exchange earnings and outgo, the position is as
under:
Sr. Particulars Rs. in Lacs
No. (2010-11)
(i) Foreign exchange earnings including 2,441.23
proceeds on sale of ship (on accrual basis)
(ii) Foreign exchange outgo including operating 3,658.29
components and spare parts and other expenditure
in foreign currency (on accrual basis)
PERSONNEL
Iformation as per section 217(2A) of the Companies Act, 1956, read with
the Companies (Particulars of Employees) Rules, 1975, forms part of
this Report. However, as per the provisions of section
219(1)(b)(iv) of the said Act, this Report and the Accounts Statement
are being sent to all Shareholders excluding the Statement of
Particulars of Employees under section 217(2A). Any Shareholder
interested in obtaining a copy of the statement may write to the
Company Secretary at the Registered Office of the Company.
ACKNOWLEDGMENTS
Your Directors thank the Companys clients, vendors, charterers,
business associates, main line operators, investors and bankers for
their continued support during the year. It will be your Companys
endeavour to build and nurture strong links with them based on
mutuality, respect and co-operation with each other. Your Directors
take this opportunity to thank all employees for their hard work,
dedication and commitment. The enthusiasm and unstinting efforts of the
employees have enabled the Company to remain at the forefront of the
industry despite increased competition from several existing and new
players.
Your Directors place on record their appreciation for the support and
continued co-operation that the Company received from the Government of
India, the Ministry of Shipping, the Ministry of Finance, the Ministry
of Corporate Affairs, the Directorate General of Shipping, the
Mercantile Marine Department, the Stock Exchanges, the Reserve Bank of
India, the Central Board of Excise and Customs, and other Government
agencies. Your Directors also express their sincere thanks to the
Indian National Ship Owners Association, Port authorities, Insurance
companies, Protection and Indemnity clubs for their continued support
during the year.
For and on behalf of the Board of Directors
Place: Mumbai S. Ramakrishnan
Date: 25th May, 2011 Chairman & Managing Director
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