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TTK Prestige Directors Report, TTK Prestige Reports by Directors
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TTK Prestige
BSE: 517506|NSE: TTKPRESTIG|ISIN: INE690A01010|SECTOR: Domestic Appliances
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Download Annual Report PDF Format 2013 | 2011 | 2010
Directors Report Year End : Mar '13    « Mar 12
The Directors have pleasure in presenting their Fifty Seventh Annual
 Report, together with the Audited Accounts of the Company, for the year
 ended 31st March 2013 as follows:
 
 FINANCIAL RESULTS
 
                                                     (Rs. in lakhs)
 
                                                   2012-13      2011-12
 
 Sales(inclusive of excise duty)                    138589       112271
 
 Other income                                          473          448
 
 Earnings before tax, interest,                      20846        17592
 depreciation & amortisation
 
 Profit/(Loss) before tax                            18520        16326
 
 Tax Provision                                        5211         4988
 
 Net Profit/(Loss)                                   13309        11338
 
 Transfer to General Reserve                          1500         1134
 
 Proposed Dividend (including tax)                    2322         1974
 
 Surplus carried to balance sheet                     9487         8230
 
 REVIEW OF PERFORMANCE:
 
 Your Company is focused on growth with a fair return on capital
 employed. Your Company does not follow a standalone margin-led
 strategy. Therefore the performance has to be understood only in the
 light of the philosophy followed by your Company.
 
 - Sales grew by 23.44% on a higher base after witnessing growths 45%
 and 50% in the previous two years and against the back drop of a
 significant slowdown in domestic as well as global economies. In
 addition, two key Southern States witnessed severe monsoon failure and
 power crisis for most part of the year under report leading to steep
 fall in consumption in those States.
 
 - Your Company crossed the milestone of 5 million pressure cookers
 (including exports) and registered a sales volume of 5.54 million
 pressure cookers in the year under report.
 
 - Export volumes of pressure cookers crossed the one million mark for
 the financial year
 
 - Your Company crossed the milestone of 1 million Induction Cooktops
 and recorded a sales volume of 1.2 million pieces in the year under
 report. This volume has been achieved within 4 years of launch.
 
 - Your Company gained a very strong foot-hold in the non-south
 markets across all product categories and this has helped in
 off-setting the slowdown in the two key southern states, Tamil Nadu and
 Kerala.
 
 - EBIDTA grew by 18.5%
 
 - Profit after tax increased by 17.38%.
 
 - The operating EBIDTA margin was 15.04% as compared to 15.67% in the
 previous year. EBIDTA margin is largely influenced by the composition
 of sales as different product categories yield different margins.
 
 - Earnings per Share (before extra-ordinary/exceptional items) rose
 to Rs. 117.35 from Rs. 99.97- a growth of 17.39%.
 
 - The ratio of Operating EBIDTA/ Operating Capital employed
 (excluding CWIP) in the Kitchen Segment is 58.4% notwithstanding
 substantial additions to asset base for future needs of production.
 
 A detailed analysis is provided under the section ''Management
 Discussion and Analysis'' forming part of this Directors'' Report.
 
 AWARDS AND RECOGNITONS
 
 Your Company is being continuously recognized by various reputed
 agencies for its overall corporate performance and brand standing. Your
 Company''s brand Prestige continues to be recognized as the Super Brand
 in the Kitchen Appliances Segment. Your Company received the Power
 Brand award during 2012. Some of your Company''s key executives- Mr.
 Chandru Kalro, Chief Operating Officer, Mr. V. Sundaresan, CFO and Mr.
 K. G. George (Senior Vice President, Retail) have also been recognized
 as top performers/icons by reputed external agencies.
 
 Mr. T.T. Jagannathan, Executive Chairman, received the coveted Ernst &
 Young''s Entrepreneur of the Year award for the year 2012 in the
 Consumer Product Category.
 
 Your Company''s R&D Centre at Hosur has received recognition from the
 Department of Science and Technology which will enable your Company to
 avail certain benefits under Direct and Indirect tax laws subject to
 prescribed conditions.
 
 The direct employment strength stood at 1306 as compared to 1141 in the
 previous year.
 
 Your Company continues to have cordial industrial relations in all its
 manufacturing units.
 
 CAPITAL EXPENDITURE & EXPANSION PLANS
 
 As already reported your company has completed most of its capital
 expenditure investments in Uttarakhand, Coimbatore and Hosur units. All
 these facilities are delivering good volume of commercial production.
 
 The installation of plant in Gujarat is in advanced stage and the
 facility is expected to commence production during the second half of
 FY 2013-14. Though the commissioning is delayed, there is no cost
 overrun.
 
 The overall capital expenditure plan (other than normal capital
 expenditure) for the three years commencing April 2010 is pegged at
 around Rs. 325 crores out of which around Rs. 275 crores has been
 incurred till 31st March 2013 and the balance will be incurred during
 the financial year 2013-14. With this, your Company would have
 installed sufficient capacities for Pressure Cookers and Cookware to
 meet the long-term requirements and would have also created facilities
 for assembly of appliances.
 
 SCHEMES OF ARRANGEMENT:
 
 1.  Under the Scheme of Amalgamation with M/s. Prestige Housewares
 India Limited (PHIL) sanctioned by the Honourable Madras High Court at
 Madras during the year under report your Company allotted 20106 equity
 shares of Rs. 10/- each to the shareholders of PHIL. The appointed date
 of the Scheme being 1.4.2011, the previous year figures have been
 suitably adjusted in the Annual Report.
 
 2.  During November 2012 the Board of Directors of your Company
 approved a Scheme of Arrangement (Demerger) whereby the Kitchen
 Appliances Division of M/s Triveni Bialetti Industries Private Limited
 (TBI), (a subsidiary of M/s. Bialetti Industries SpA, Italy) with all
 its assets, rights, liabilities, obligations, benefits under tax laws
 etc., will be vested in your Company, the Appointed Date being 1st
 April 2012. The Scheme has been approved by the Stock Exchanges but
 further approvals are required including those of Shareholders and
 Bombay and Madras High Courts. On final sanction of the Scheme by the
 High Courts, books of accounts will be updated in accordance with the
 applicable practices.
 
 TBI, which has its manufacturing base in Maharashtra, is contract
 manufacturing certain products for your Company.
 
 DIRECTORS
 
 Mr. Ajay I Thakore, Dr. (Mrs.) Vandana Walvekar and Mr. K.  Shankaran
 retire by rotation and are eligible for re-election. The information on
 these retiring Directors is provided in the Notice calling the Annual
 General Meeting.
 
 The Board of Directors at their meeting held on 16th May 2013
 re-appointed Mr. T.T. Jagannathan as Executive Chairman for a further
 period of five years from 1.7.2013 on revised terms of remuneration as
 recommended by the Remuneration Committee. The requisite resolution
 seeking the approval of the Shareholders is included in the Notice
 calling the Annual General Meeting.
 
 FIXED DEPOSIT
 
 The Public Deposits aggregated to Rs. 201.14 lakhs as on 31st March
 2013. There were no unclaimed deposits which remained unpaid as on that
 date.
 
 DIVIDEND
 
 Your directors recommend payment of a dividend of Rs. 17.50 per share
 for the year as compared to Rs. 15 per share declared for the previous
 year.
 
 FUTURISTIC STATEMENTS
 
 This Directors'' Report and the Management Discussion and Analysis
 included therein may contain certain statements, which are futuristic
 in nature. Such statements represent the intentions of the Management
 and the efforts being put in by them to realize certain goals. The
 success in realizing these goals depends on various factors both
 internal and external.  Therefore, the investors are requested to make
 their own independent judgments by taking into account all relevant
 factors before taking any investment decision.
 
 CORPORATE GOVERNANCE
 
 Report on Corporate Governance is separately presented as part of the
 Annual Report. Management Discussion and Analysis is included in this
 Directors'' Report in the preceding sections.
 
 EMPLOYEES
 
 The particulars as required under Sec.217 (2A) of the Companies Act,
 1956 are given in the Annexure to this report.
 
 AUDITORS
 
 M/s. S.Viswanathan, Chartered Accountants retire at the ensuing Annual
 General Meeting and are eligible for reappointment as statutory
 auditors ofthe Company.
 
 COST AUDITOR
 
 In conformity with the directives of the Central Government, your Board
 of Directors has appointed Sri. V. Kalyanaraman, Cost Accountant, No.4
 Second Street, North Gopalapuram, Chennai 600 086, as the Cost Auditor
 under Section 233B of the Companies Act, 1956, for the audit of cost
 accounts for Aluminium, Stainless Steel Pressure Cookers, Non-stick
 Cookware for the year ended 31.3.2013. The cost audit report for the
 year ended 31.3.2013 will be filed on or before 30.9.2013.
 
 LISTING
 
 Your Company''s shares are listed in the Bombay Stock Exchange and
 National Stock Exchange and the listing fees for these two exchanges
 have been paid.
 
 FOREIGN EXCHANGE EARNINGS
 
 The details of foreign exchange earnings and outflow are given in the
 annexure to this Report.
 
 CONSERVATION OF ENERGY AND RESEARCH AND DEVELOPMENT
 
 The measures related to conservation of energy, etc., are covered in
 the annexure to this Report pursuant to Section 217(1) (e) of the
 Companies Act, 1956.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 As required by Sec 217(2AA) ofthe Companies Act, 1956 your Directors
 confirm
 
 1.  that in the preparation ofthe annual accounts, the applicable
 accounting standards have been followed, along with proper explanation
 relating to material departures;
 
 2.  that they 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 or loss
 of the Company for that period;
 
 3.  that they 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 irregularities; and
 
 4.  that they have prepared the annual accounts on a going concern
 basis.
 
 ACKNOWLEDGEMENTS
 
 Your Directors deeply appreciate and acknowledge the significant and
 continued co-operation given to your Company by the Bankers, Financial
 Institutions and the employees of the Company.
 
                                   For and on behalf of the Board
 
                                          (T.T. JAGANNATHAN)
 
                                               Chairman 
 
 Registered Office :
 
 Plot No. 38, SIPCOT Industrial Complex,
 
 HOSUR - 635 126, Tamil Nadu.
 
 Place : Bengaluru
 
 Dated : 16th May, 2013
Source : Dion Global Solutions Limited
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