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Time Technoplast
BSE: 532856|NSE: TIMETECHNO|ISIN: INE508G01029|SECTOR: Packaging
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Explore Time Techno connections « Mar 10
Directors Report Year End : Mar '11
The Members,
 
 The Directors'' have pleasure in presenting the Directors'' report on
 the business and operations of the Company for the year ended on 31st
 March, 2011.
 
 FINANCIAL RESULTS:                                      (Rs.in Mn.)
 
                                    Standalone         Consolidated
 
                                2011      2010        2011       2010
 
 i Gross Income from Sales   8805.99   7026.39    13665.53   10750.05
 
 ii Net Income from Sales    8218.93   6613.96    12752.68   10113.54
 
 iii Other Income              63.64     37.51       22.70      16.47
 
 iv Total Income             8282.57   6651.47    12775.38   10130.01
 
 v Operating Expenditure     6521.05   5332.00    10392.52    8163.61
 
 vi Profit before Interest, 
 Depreciation & Tax          1761.52   1319.47     2382.86    1966.40
 
 vii Interest                 318.11    241.42      451.24     332.56
 
 viii Depreciation            301.86    244.18      439.92     355.24
 
 ix Profit before Tax        1141.55    833.87     1491.70    1278.60
 
 x Provision for Taxes        204.73    133.47      355.75     295.98
 
 xi Minority Interest and 
 shares of Loss/(Profit) 
 of Associates                     -         -       58.84      73.86
 
 xii Net Profit for the Year  936.82    700.40     1077.12     908.75
 
 xiii Deferred Tax            (35.45)   (16.54)          -          -
 
 xiv Balance brought forward 
 from previous year          2843.98   2331.41     4456.77    2646.48
 
 xv Provision for taxation 
 of earlier years              20.95     (6.18)      20.74     (62.38)
 
 xvi Amount available 
 for Appropriation           3766.29   3009.09                3549.00 
 
 a Proposed Dividend           94.17     83.71      117.15     106.37
 
 b Tax on Dividend             15.27     13.90       19.01      17.74
 
 c Transfer to General 
 Reserves                     135.00     67.50      170.00      99.00
 
 D Balance carried to 
 Balance Sheet               3521.85   2843.98     4150.61    3325.88
 
 THE YEAR UNDER REVIEW:
 
 Consolidated
 
 Gross sales and other income for the consolidated entity increased to
 Rs.13665.53 Mn, as against Rs.10750.05 Mn in the previous year,
 registered an impressive growth of 27.12%. The Net Profit stood at
 Rs.1077.12 mn as compared to the previous year Rs.908.75 Mn showing an
 increase of 18.53%.
 
 Standalone
 
 Gross sales and other income for the standalone entity increased to
 Rs.8805.99 Mn, as against Rs.7026.39 Mn in the previous year,
 registered a growth of 25.32%. The Net Profit at Rs.936.82 Mn as
 against Rs.700.40 Mn represents an increase of 33.74 %, over the
 previous year. The performance of the company may be considered
 satisfactory in the wake of overall challenging conditions prevailing
 in the market.
 
 DIVIDEND:
 
 The Company has performed significantly better during the year,
 therefore, your Directors are pleased to recommend 45 % Dividend (
 being Rs. 0.45 per share] (Previous Year: 40% - final] on 20,92,65,000
 Equity Shares of the Company subject to the Approval by The
 Shareholders and this will absorb about Rs..109.45 Mn including
 Dividend Tax and surcharge thereon (Previous year :Rs.97.60Mn].
 
 MANAGEMENTS DISCUSSION &ANALYSIS REPORT:
 
 A detailed review of the progress of the Company and the future outlook
 of the Company and its business, as stipulated under clause 49 of the
 Listing Agreement with the Stock Exchanges, is presented in a separate
 section forming part of the Annual Report.
 
 DIRECTORS:
 
 Mr. M.K.Wadhwa, Mr. Naveen Jainand Mr. Hans Dietervon Meibom, Directors
 of the Company retire by rotation and being eligible; offer themselves
 for reappointment at the ensuing Annual General Meeting.
 
 SUBSIDIARY COMPANIES.
 
 JOINT VENTURE AND CONSOLIDATED FINANCIAL STATEMENTS:
 
 At the beginning of the financial year, the Company Had the following
 Subsidiaries/Joint Ventures:
 
 A.  Indian Subsidiaries: viz TPL Plastech Limited (a Company listed at
 BSE], NED Energy Limited and Schoeller Area Time Materials Handling
 Solutions Limited
 
 B.  Foreign Subsidiaries: Elan Incorporated FZE, Sharjah (UAE], Novo
 Tech Spz o.o. (Poland], Kompozit Praha s.r.o. Czech Republicand IKON
 Investment Holdings Limited, Mauritius
 
 In addition to that the Company had step-down subsidiaries i.e
 
 a] Technika Corporation FZE, UAE, subsidiary of NED Energy and Gulf
 Power Beat WLL Bahrain subsidiary, Technika Corporation FZE and
 
 b] Tianjin Elan Plastech Company Limited (China] and YPA(Thailand]
 Limited, subsidiaries of Elan Incorporated FZE. Sharjah.
 
 C.  JOINT VENTURES: The Company had three joint ventures viz Time
 Mauser Industries Pvt. Limited, India engaged in the manufacturing of
 Intermediates Bulk Containers (IBCs] & steel barrels, Mauser Holding
 Asia Pte Limited, Singapore which own 99.36% equity of Pack Delta
 (Thailand], a company engaged in the manufacturing of Industrial
 packaging in Thailand and Schoeller Area Time Holdings Pte Limited,
 Singapore to initially establish a wholly owned subsidiary in India for
 carrying on the business of manufacturing, marketing and selling of
 certain plastic material handling containers and in future to establish
 subsidiaries in other countries in the Middle East and elsewhere in the
 Australian and Asian region.
 
 During the financial year, the following acquisitions/incorporations
 were made by the Company:
 
 a.  In India:
 
 NED Energy Limited acquired majority stake in Power Build Batteries
 Private Limited, Bengaluru, Karnataka. This Company is engaged in the
 manufacture of tubular batteries. With this acquisition, NED will be
 synergizing the manufacturing and marketing facilities of both the
 companies in the existing Telecom segment as well as new segments viz.,
 UPS, Inverter and Railways and will be able to consolidate its position
 in competing with Big companies in the market in less time.
 
 b.  Overseas:
 
 i] GNXT Investment Holdings PTE Limited, Singapore (GNXT] was set up as
 a subsidiary company of IKON Investment Holdings Limited, Mauritius
 (IKON], for holding investments overseas.
 
 During the current year, in a re-structuring exercise, Time Technoplast
 Limited has entered into Share Purchase Agreement with IKON for
 acquiring it sentire shareholding in GNXT.
 
 ii GNXT acquired 90% stake in Yung Hsin Contain Industry Co. Ltd.,
 largest plastic industrial packaging company in Taiwan.
 
 iii] PT Novo Complast, Indonesia and Tech Complast, Korea , were
 incorporated as subsidiary of GNXT Investment Holdings Pte Ltd,
 Singapore for the manufacture of Polymer Products and other Composite
 Products.
 
 iv] Time Technoplast Limited acquired the plastic product division of
 Solutia Europe having state-of-the-art production facility in Romania
 This acquisition brings to Company internationally renowned brands
 -Astro Turf and Clear Pass and well organized distribution net work
 across Asia, Europe and South America.
 
 v] Nile Egypt Plastech Industries S.A.E, Egypt was incorporated as a
 subsidiary of IKON Invetment Holdings Limited, for the manufacture of
 Industrial Packaging Products.
 
 During the current financial year, the entire shareholding of Schoeller
 Area Time Material Handling Solutions Limited, India, which was held by
 Time Techno plast Limited has been transferred to Schoeller Area Time
 Holding PTE Limited, Singapore.
 
 As required under the Listing Agreement with the Stock Exchanges,
 Consolidated Financial Statement of the Company and all its
 subsidiaries have been prepared in accordance with the Accounting
 Standards issued by the Institute of Chartered Accountants of India,
 and show the financial resources, assets, liabilities, income, profits
 and other details of the Company, its associate Companies, its joint
 ventures and its subsidiaries aftere limination of minority interest,
 as a single entry.
 
 As per the general exemption granted vide General Circular no 2/2011
 dtd 8.2.2011 issued by the Ministry of Corporate Affairs, to all the
 companies under the Sec 212 of the Companies Act, 1956, the Company has
 passed necessary Board resolution for exemption for the year ended
 March 31, 2011 from attaching to its Balance Sheet, the individual
 Annual Reports of the subsidiaries. A Consolidated Financial statement
 of the Company and all its subsidiaries has been attached with the
 annual report of the Company. The Annual Accounts of the subsidiary
 companies and the related detailed information, shall be made available
 to the shareholders of the Company. seeking such information.
 
 PUBLIC DEPOSITS:
 
 During the year under review, the Company has not accepted any deposits
 within the meaning of Section 58-A of the Companies Act, 1956.
 
 ENERGYCONSERVATION:
 
 Your Company continues to emphasize on energy conservation at the early
 stage of plant design and in selection of plant and equipment,
 electrical motors /designs for optimizing energy consumption by
 installation of necessary equipment to improve the power factor with a
 view to achieve better energy efficiency at all levels of operations.
 
 TECHNOLOGYABSORPTION:
 
 The Collaborators offer periodical training to improve the quality of
 the Company''s products and performance to conform to the latest
 international standards. Besides, employees of the Company have been
 attending in-house training programs designed and developed with the
 help of Collaborators for better understanding of the technology and
 the Collaborators continue to express their full satisfaction and
 appreciation with the level of technology absorption in the Company.
 
 FOREIGN EXCHANGEEARNINGS&OUTGO:
 
 Total foreign exchange earnings - Rs.605.70 Mn (in cluding deemed
 exports]
 
 Total foreign exchange outgo - Rs.2607.49 Mn (in cluding value of
 imports on CIF basis]
 
 QUALITY MANAGEMENT SYSTEM:
 
 The Company''s products comply with the latest international standards
 in quality and performance. All the major units of the Company are ISO
 Certified as on date.
 
 AUDITORS:
 
 The Statutory Auditors of the Company, M/s Raman S .Shah & Associates,
 Chartered Accountants retire at the ensuing Annual General Meeting and
 being eligible offer themselves for reappointment. The Company has
 received a letter from to the effect that their appointment if made
 would be within the prescribed limit under sec 224(1 B] of The
 Companies Act 1956 and that they are qualified to be so appointed.
 
 The Directors recommend the appointment of Raman S. Shah & Associates,
 Chartered Accountants Mumbai as Statutory Auditors of the Company for
 the financial year 2011-12 with the authority to the Board of Directors
 to fix their remuneration.
 
 CORPORATEGOVERNANCE:
 
 During the year under review, your Company has taken adequate steps to
 ensure that all mandatory provisions of Corporate Governance as
 stipulated in clause 49 of the Listing Agreement have been complied
 with. A separate Report on Corporate Governance along with the
 Auditor''s Certificate on its compliance is given in Annexure to this
 Report.
 
 PARTICULARS OF EMPLOYEES:
 
 Particulars of employees in accordance with the provisions of Section
 217|2A] of the Companies Act, 1956 read with the Companies (Particulars
 of Employees] Rules, 1975 as amended, are not given, as none of the
 employees qualifies for such disclosure.
 
 EMPLOYEE STOCK OPTIONS SCHEME:
 
 Pursuant to the approval of the shareholders of the Company in the
 Extraordinary General Meeting held on 0ctober20, 2006, the Company has
 implemented the TTL EMPLOYEES STOCK OPTION PLAN 2006 (ESOP Plan]. The
 number of shares offered under the said scheme was 1,050,000 equity
 shares of Rs. 10 each ( now 105,00,000 equity shares of face value Rs.
 1, after the equity shares of Rs.10each were split into loequity shares
 of Rs.1eachontheRecord Date of 06th November.2008].
 
 The Compensation Committee approved the initial grant of 737,200
 options of Rs. 10 each (now 7,372,000 options of Rs. 1 each, to Various
 employees of the company. Under the said ESOP Plan.
 
 During the Year
 
 i] The Company obtained in principle approval of NSE and BSE for the
 listing upto a maximum 10,500,000 equity shares of Rs.1 each to be
 issued under the TTL Employees Stock Option Scheme - 2006 .
 
 ii] The Compensation Committee extended the exercise period up to 31st
 July,2011 for the options vested on 15.11.2007.
 
 iii] Number of options granted: Nil; Number of options exercised: Nil
 
 PERSONNEL AND INDUSTRIAL RELATIONS:
 
 The relations with the employees were cordial during the year
 
 DIRECTORS''RESPONSIBILITY STATEMENT:
 
 Pursuant to the requirement under Section 217(2AA] of the Companies
 Act, 1956 with respect to Directors'' responsibility statement, it is
 hereby confirmed:
 
 a.  That in the preparation of the annual accounts for the financial
 year ended 31st March 2011, the applicable accounting standards have
 been followed along with proper explanation relating to material
 departures;
 
 b.  That 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 at the end of the financial year and of the
 profit of the Company for that period;
 
 c.  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
 irregularities;
 
 d.  That the Directors had prepared the accounts for the financial year
 ended 31st March 2011, on a going concern basis.
 
 APPRECIATION:
 
 Your Directors place on record their sincere appreciation to the
 employees of the Company who worked untiringly and relentlessly. Your
 Directors are grateful to shareholders, collaborators, customers and
 suppliers of the Company for their valuable support. Above all, the
 Directors are indebted to Financial Institutions, Banks, Government and
 Semi-Government Authorities without whose help the Company could not
 have come this far.
 
                                         For and on behalf of the Board
 
                               ANIL JAIN               BHARAT VAGERIA
 
                           MANAGING DIRECTOR              DIRECTOR
 
 Place : Mumbai,
 
 Date : 27th May, 2011
Source : Dion Global Solutions Limited
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