The Directors take pleasure in presenting the Eleventh Annual Report on
the business and operations of the company and its financial results
for the year ended 31st March, 2014.
Financial Results of the Company for the financial year ending 31st
March 2014 are summarized below for your consideration:
(Rs. in Lacs)
PARTICULARS 31-03-2014 31-03-2013
REVENUE FROM OPERATIONS 22637.98 21440.35
PROFIT BEFORE INTEREST AND DEPRECIATION 1713.29 -299.40
INTEREST 1073.20 943.78
DEPRECIATION 548.78 524.76
PROFIT BEFORE TAX & PRIOR PERIOD ADJ. 91.30 -1767.95
PRIOR PERIOD ADJUSTMENT 0.00 0.00
NET PROFIT BEFORE TAX 91.30 -1767.95
PROVISION FOR TAXES 88.37 630.05
NET PROFIT AFTER TAX 2.94 -1137.45
TRANSFER TO GENERAL RESERVE 0.00 0.00
During the year under review, our Company has achieved sales revenue of
Rs. 1197.63 lacs as thereby registering a marginal increase of 5.29%
over the previous year. However, the company has gained profit in the
recent year due to increase in sales volume and minimized the cost of
the raw material, stores and consumables, fuel and power cost.
The company is enduring to cope up with the recessionary trends in the
market by cutting down the manufacturing cost. However, the directors
as per last year''s report fulfilled the commitment of improving the
situation and bring the profit in the current year.
The company continues to adopt safety measures to protect the health of
workers. Company has complied with the measures to be taken regarding
hazards or risks to safety and health from the production of iron and
steel, including appropriate standards, codes and guidelines as
prescribed, approved or recognized by the competent authority.
Company has properly maintained workplaces, plant, equipment, tools and
machinery, and also organized work in such a manner so as to eliminate
and control hazards and risks in the production of iron and steel,
which is in consistent with national laws and regulations.
Company in consultation with workers and their representatives, looks
(i) assessment of the hazards and risks to the safety and health of
workers arising from the production of iron and steel,
(ii) effective use of the information provided by the supplier of
equipment or materials and from other reasonably available sources; and
(iii) measures to reduce exposure to eliminate or control risks to
safety and health identified in the above risk assessment.
POLLUTION CONTROL MEASURES
The company has installed Waste Heat Recovery Boilers (WHRB) equipped
with 3 kilns 100 X 3 MT per day capacity, which helps to generate 12 Mw
power/hour preventing the waste, heat and fumes to dilute in the
atmosphere. Emission Stream Pre-treatment (ESP) machines are
implemented to filter the gases from the all the chimneys of the
industry. Plantation is a vivacious step taken by the company to cover
most of the area near the industry.
INCREASE IN SHARE CAPITAL
During the year under review, your company issued 1364500 (Thirteen
Lacs Sixty Four Thousand Five Hundred) equity shares by way of
preferential allotment and making total subscribed, issued and paid up
equity share capital to Rs. 28,65,47,000 (Rupees Twenty Eight Crore
Sixty-Five Lacs Forty Seven Thousand only) divided into 28654700 equity
shares of Rs. 10/- each as on date of this report.
With a view to conserve the liquid resources and to strengthen the
financial position of the Company, we have decided not to recommend the
dividend for the financial year ended 31st March 2014.
The Company is listed on Bombay Stock Exchange (BSE) and National Stock
Exchange (NSE). The Annual Listing Fee for the year 2014-2015 had been
paid to those Stock Exchanges where the company''s shares are listed.
Shri Yashwant Vaswani, Whole Time Director & Shri Pramod Vaswani, Whole
Time Director are due to retire at the ensuing Annual General Meeting
and being eligible, offer them for re-appointment as per sec 152 (6) of
the Companies Act, 2013. None of the Directors of the Company are
disqualified from being appointed as directors specified in section 184
of the Companies Act, 2013.
CONSERVATION OF ENERGY & TECHNICAL ABSORPTION & FOREIGN EXCHANGE
In accordance with the requirements of section 134 (3) (m) of the
Companies Act, 2013 read with the companies (Disclosure of Particulars
in Report of Board of Directors) Rules 1988, a statement showing the
information relating to the Conservation of Energy, Research and
Development, Technology absorption and foreign exchange earnings and is
enclosed in Form- A and should be treated as a part of this report.
PROVISION FOR TAX
Liability of tax have been determined on the basis of Accounting
Standard - 22 which is accounting for taxes on income and accordingly,
the tax expenses comprising of deferred tax liability have been
No employee was in receipts of remuneration exceeding the limits set
out under Section 134 of the Companies Act, 2013.
The Auditors, M/s Sunil Johri & Associates, Chartered Accountants,
Raipur will retire at the conclusion of the ensuing Annual General
Meeting and they being eligible, have offered themselves for
The Company has received letter from the auditor to the effect that
their re-appointment, if made, would be within the prescribed limits
under Section 139 & 142 of the Companies Act, 2013 and that they are
not disqualified for re-appointment within the meaning of Section 141
of the said Act.
During the year, the Central Government prescribed the Cost Accounting
Records to be maintained by the Company and also mandated that Cost
Audit of eligible products/services be carried out. Therefore, the
Board had appointed M/s. S C Mohanty & Associates, Raipur as Cost
Auditors for the year 2013-2014 pursuant to Section 148 of the
Companies Act 2013.
The Company has received letter from the Cost Auditor to the effect
that their appointment and re-appointment, if made, would be within the
prescribed limits under Section 141 of the Companies Act, 2013 and that
they are not disqualified for re-appointment within the meaning of
Section 148 read with section 139 and section 141 of the said Act.
AUDITORS QUALIFYING REMARKS
The notes to the accounts are self explanatory in respect of remarks of
the auditors appearing in their report.
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Company has been practicing good Corporate Governance over the time. In
addition to basic governance issue the board lays strong emphasis on
transparency, accountability and integrity for building investor
confidence, improving investor''s protection and maximizing long-term
Pursuant to Clause 49 of the Listing Agreements with the Stock
Exchanges, the followings form part of this Annual Report:
(i) Managing Director''s declaration regarding compliance of Code of
Conduct by Board Members and Senior Management personnel;
(ii) Management Discussion and Analysis;
(iii) Report on the Corporate Governance;
(iv) Auditors'' Certificate regarding compliance of conditions of
Industrial relations in the company during the year were peaceful,
cordial and healthy. Company had been able to maintain peaceful
industrial atmosphere and mutual trust between the management and the
The Company has not accepted Public Deposit within the meaning of
Section 73 of the Companies Act, 2013 after complying necessary
formalities. There are no overdue or unclaimed deposits.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirement Under Section 134 (5) of the Companies Act
2013, with respect to Directors, Responsibility Statement, it is hereby
(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
(b) the directors had 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 and
loss of the company for that period;
(c) the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual accounts on a going concern
(e) the directors, in the case of a listed company, had laid down
internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating
The Board takes this opportunity to sincerely thank all its
stakeholders namely, shareholders, customers, suppliers/contractors,
bankers, employees, government agencies, local authorities, and the
immediate society for their un-stinted support and co- operation during
For and on behalf of the Board of Directors
Raipur, 30th May 2014 (Chairman & Managing Director)