The have pleasure in presenting our 33rd Annual Report together with the
audited accounts of the Company for the year ended 31st March, 2012.
The working of the Company during the year under review has been
highlighted below :
Year ended Year ended
Production (Tonnes) 30767 42773
Rs. in Lacs Rs. in Lacs
Sales 9448 12271
Other Income 248 237
Gross Profit/(Loss) -887 834
Less : Interest 1592 1351
Depreciation for the year 620 609
Profit for the year before tax -3099 -1126
Less : Provision for taxation -1400 -78
Profit / (Loss) after taxation -1699 -1048
Profit / (Loss) brought forward from last year -1862 -814
Loss carried to Balance Sheet -3561 -1862
During the year 2012, the Company has manufactured 30,767 tons of paper
with a net sale of Rs. 94.48 crores excluding taxes. The main reasons
for loss are high interest cost, steep fall in margin of news print due
to severe recession in demand and high level of duty free imports.
Further, the prices of fuel and raw materials increased abruptly
thereby increasing the cost of production. The Company faced severe
cash crunch because of high interest rates charged by the banks &
repayment of Loans. During the year under review, the Company has paid
Rs 15.92 crores towards interest and Rs. 11.04 crores towards
installments to the Banks.
There has been an improvement in production and sales between April &
June 2012 with production at 13,658 tons and gross sales at Rs. 48.24
crores. The plant is running at around 75% capacity and can achieve
over 100% capacity very shortly. The main drawback in increasing
capacity utilization is severe weather condition and implementation of
ongoing Capital Expenditure programme, which has necessistated periodic
shut down of existing plant to synchronize the new equipments.
Your Company manufactures writing, printing, news print and packaging
paper on its three machines. The market condition for writing and
printing paper is stable, however, MG varieties of paper is facing
demand recession due to lower consumption of Packaging Industry. In
case of news print, due to depreciation in rupee, the landed price of
imported news print has increased and should give better price
realisation for our newsprint in current year.
The Company has been facing severe financial crunch despite induction
of more than Rs. 30 crores by the promoters and increase in Working
Capital Limits by the Banks. The major cause for the same is investment
of Rs. 9.17 crores in the Capital Expenditure Programme as own
contributuion and utilization of nearly Rs. 20 crores for Banks over
dues. It should be appreciated, that, more than Rs. 80 crores has been
paid by the Company during the last 4 years as interest and Term Loan
repayment despite continued losses and very adverse industry scenario.
CAPITAL EXPENDITURE SCHEME
The Company has been sanctioned Term Loan of Rs 19 crores from Indian
Bank Consortium for completion of Chemical Recovery Project Capex I and
upgrdation of Agro Pulp Mill Capex II.
The Capital Expenditure Scheme for Chemical Recovery Plant is under
trial run. We have been able to successfully recover Soda Ash of
commercial grade from our Chemical Recovery Plant. The Plant will not
only solve the pollution control problem, but also will generate net
revenue when fully operational, which will help in improving the
financials of the Company.
Capex I has been implemented in part and Capex II for Rs 10 crores will
be implemented at the earliest.
The Promoters of the Company, Shri Badri Vishal Tandon group and Shri
Om Prakash Goenka group, have received permission for purchase of
equity shares in open offer as per SEBI guidelines. The open offer was
opened on 6th June 2012, closed on 25th June 2012 and 9,09,033 shares
were successfully tendered to Shri Badri Vishal Tandon group and Shri
Om Prakash Goenka group. This has resulted in increase in joint
promoters'' holding by 69.44%.
CLEAN DEVELOPMENT MECHANISM (CDM) PROJECT
During the year under review, the Company would receive 24473 CERs for
an activity from 1st January, 2010 to 31st December, 2010 from both
Cogeneration Power Projects. The CDM Verification for Project II (Ref
No. 0802, Monitoring Period 01/01/2011 to 31/12/2012) is likely to be
DISCLOSURE OF PARTICULARS UNDER SECTION 217 (1) (E)
Under the Companies (Disclosure of particulars in the Report of Board
of Directors) Rules, 1988, the detailed information is enclosed as per
PUBLIC DEPOSIT UNDER SECTION 58-A
During the year, because of continuous losses, the Company has not
accepted/ renewed fixed deposits from public and shareholders and as on
31st March, 2012, fixed deposits from the public and shareholders
aggregated to Rs.197.66 lacs. The repayment of two deposits amounting
to Rs 2.00 lacs could not be made for want of instruction thereof from
Shri C M Krishna and Brig.(Retd.) Shri Rajeev Lochan Singh SC,
Directors of the Company, are retiring by rotation.
Shri C M Krishna and Brig.(Retd.) Shri Rajeev Lochan SC, being eligible
for re-election, have given their consent for the same.
M/s. P.L.Gupta & Co., Chartered Accountants, Auditors of the Company,
retire from their Office. They are, however, eligible for
re-appointment and have furnished certificate to the effect that their
appointment, if made, will be in accordance with the limits specified
in Sub- Section (I-B) of Section 224 of the Companies Act, 1956. Your
Directors recommend their re-appointment for the accounting year
PARTICULARS OF EMPLOYEES
None of the Employee of the Company was in receipt of total
remuneration of Rs.60,00,000/- during the financial year under review
or Rs.5,00,000/- per month. Hence, the information under Section 217
(2-A) of the Companies Act, 1956 read with the Companies (Particulars
of Employees ) Rules, 1975 are not required to be furnished.
CORPORATE GOVERNANCE CODE
Your Company has complied with all the mandatory requirements of
Corporate Governance. A detailed report on Corporate Governance and
Management Discussion and Analysis forming part of the Directors''
Report is enclosed as Annexure-II.
The Statutory Auditors of the Company have examined the Company''s
compliance to the Code of Corporate Governance and have certified the
same, as required under SEBI guidelines. The certificate is reproduced
with Corporate Governance Report to the Members.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217(2AA) of the Companies
Act,1956 with respect to Directors'' Responsibility Statement, it is
(i) that, in the preparation of the annual accounts for the financial
year ended 31st March, 2012, the applicable accounting standards had
been followed along with proper explanation relating to material
(ii) that, the Directors had selected such accounting policies and
applied them consistently and made judgments and estimates that were
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 the year under review;
(iii) that, the Directors had 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 had prepared the accounts for the financial
year ended 31st March, 2012 on a ''going concern'' basis.
Your Directors would like to express their thanks to the Banks for
their co-operation and assistance from time to time. The Directors
would also like to record their appreciation to the members of staff
and workers, who in spite of constraints have been working hard for the
Company and are maintaining cordial relations.
FOR AND ON BEHALF OF THE BOARD
GIRISH TANDON ALANKAR TANDON
MANAGING DIRECTOR EXECUTIVE DIRECTOR
DATED: 14th AUGUST, 2012