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Velan Hotels Directors Report, Velan Hotels Reports by Directors
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Velan Hotels
BSE: 526755|ISIN: INE548D01014|SECTOR: Hotels
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Download Annual Report PDF Format 2011 | 2010
Directors Report Year End : Mar '12    « Mar 11
The Directors have great pleasure in presenting the 22nd Annual Report
 of the Company together with its Audited Profit and Loss Account for
 the year ended 31st March, 2012 and the Balance Sheet as on that date.
 
 FINANCIAL RESULTS                                   (Rs. in lakhs)
 
 PARTICULARS                                   2011-12      2010-11
 
 Profit Before Interest, Depreciation 
 and Tax                                        342.20       382.83
 
 Less : Interest                                102.92        92.07
 
 Profit Before Depreciation & Tax               239.28       290.76
 
 Less : Depreciation                             89.86        88.92
 
 Add : Exceptional Item                           6.99       (15.07)
 
 Profit Before Tax (PBT)                        156.40       186.76
 
 Less : Tax Expenses
 
    a) Current Tax                               31.30        37.00
 
    b) Tax relating to prior years                9.28         3.23
 
    c) Mat Entitlement                           22.49         1.90
 
    d) Deferred Tax                              (0.50)       27.99
 
 Profit After Tax                                93.83       116.64
 
 Balance b/f from previous years                156.20       107.11
 
 Profit Available for appropriation             250.03       223.75
 
 Less : Proposed Dividend                            -        58.13
 
 Less : Tax on proposed Dividend                     -         9.43
 
 Balance to be carried over to Balance sheet    250.03       156.20
 
 OPERATING RESULTS AND OVERVIEW
 
 2011-12 has been a bit of a flat year for all sectors in general and
 hospitality in particular as the global economy has severely been
 buffeted by various natural, social and economic headwinds; the
 earthquake in Japan, the floods in Thailand, high interest rates,
 spiraling inflation, the civil unrest in the Arab countries and ongoing
 sovereign debt crisis in Europe Region. The Indian economy has also
 been severely affected by, but has withstood the turbulence caused by
 global economics in the past years. Vital to the performance of the
 hospitality sector is the economic scenario of world and domestic
 economy.
 
 Due to overall slowdown, your Company''s financial performance was
 affected significantly compared to last year. However, with patronage
 of loyal customers of the hotel, your Company could manage the profit
 margin this year as well. The Company registered a revenue of Rs. 1481
 lakhs compared to Rs. 1480 Lakhs in 2010-11. Profit Before
 Depreciation, Interest and Tax was Rs. 342.20 Lakhs compared to Rs.
 382.83 Lakhs in 2010-11 and Profit Before Tax was Rs. 156.40 Lakhs
 compared to Rs. 186.76 lakhs in 2010-11.
 
 DIVIDEND:
 
 As the surplus generated is being deployed towards executing the
 various projects, your Directors prefer not to recommend any dividend
 on share capital of the Company for the year under report.
 
 FUTURE PROSPECTS AND EXPANSION:
 
 Your Company is progressing in the diversification cum expansion on
 projects on adjoining land of existing hotel building. Due to the vast
 opportunities and prospects of growth in Tirupur which is hub of
 textile exports, the Company has already started to set up shopping and
 entertainment malls - India''s first 100 percent Green Shopping Mall -
 in the City. To meet the energy requirement of the Company, a bio-mass
 based energy plant that used a technology approved by UNFCCC for
 meeting CDM benefits is being setup.  The Management is taking
 effective steps for completion of the projects at stipulated date. Your
 Company continues to pursue the completion of on-going projects to
 achieve sustainable and profitable growth.
 
 RIGHTS ISSUE
 
 In order to meet the cost of funding of the various projects undertaken
 by the Company, the Company has raised equity share capital on Rights
 basis in the ratio of sixty nine equity shares at a price of Rs. 23/-
 per share for every twenty equity shares held. The Rights issue opened
 on August 24, 2011 and closed on September 22, 2011. 2,42,14,119 equity
 shares were allotted to eligible shareholders, in consultation with the
 BSE Limited (Designated Stock Exchange) on November 4, 2011. Such
 equity shares became eligible for trading on BSE effective from
 November 11, 2011.
 
 Consequent to allotment of the aforesaid shares, the Paid-Up Equity
 Share Capital of the Company stands increased from Rs. 775 lakhs to Rs.
 3196.41 lakhs with effect from November 4, 2011.
 
 FINANCE
 
 Your Company is executing various projects through its equity, internal
 accruals and borrowings from Andhra Bank and Allahabad Bank. The total
 borrowings from the financial institutions as on 31st March, 2012 are
 Rs. 58.21 crores.
 
 CORPORATE GOVERNANCE
 
 Pursuant to the requirements of Listing Agreement with the Stock
 Exchange, your Directors are pleased to annex the following:
 
 1.  Management Discussion and Analysis Report
 
 2.  A Report on Corporate Governance
 
 3.  Auditor''s certificate regarding compliance of conditions of
 Corporate Governance.
 
 INFORMATION REQUIRED UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT,
 1956.
 
 The information required under Section 217(1) (e) of the Companies Act,
 1956 read with Rule 2 of the Companies (Disclosure of Particulars in
 the Report of Board of Directors) Rules, 1988 is furnished hereunder:
 
 I.  CONSERVATION OF ENERGY:
 
 a.  The operations of the Company are not energy intensive. However,
 the Company has taken all possible measures to control and reduce
 consumption of energy. The Company is making continuous efforts to
 conserve and optimize energy wherever practicable by economizing on
 fuel and power.
 
 b.  As the activity of the Company is not covered under the list of
 specified Industries under the Schedule to the said Rules, the
 information to be reported in Form-A, the form for Disclosure of
 Particulars with respect to Conservation of Energy is not furnished.
 
 II.  TECHNOLOGY ABSORPTION:
 
 The Company has no technical collaboration arrangement with any
 organization.
 
 INFORMATION REQUIRED UNDER SECTION 217 (2A) OF THE COMPANIES ACT, 1956.
 
 None of employee of the Company was in receipt of remuneration, which
 in the aggregate exceeded the limits prescribed under sub-section (2A)
 of Section 217 of the Companies Act, 1956 during the year.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT UNDER SECTION 217 (2AA) OF THE
 COMPANIES (AMENDMENT ACT) 2000
 
 The Board of Directors Report that:
 
 i) Your Directors have followed the applicable accounting standards, in
 the preparation of Annual Accounts.
 
 ii) Your 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 31st March, 2012 and of
 the Profit of the Company for that year.
 
 iii) Your Directors 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
 
 iv) Your Directors have prepared the annual accounts on a ''going
 concern'' basis.
 
 v) The financial statements have been audited by M/s. P. S. Krishnan &
 Co., Chartered Accountants, the Statutory Auditors.
 
 vi) The Audit Committee meets periodically with internal auditor and
 the statutory auditors to review the manner in which the auditors are
 discharging their responsibilities and to discuss auditing, internal
 control and financial reporting issues. To ensure complete
 independence, the statutory auditors and the internal auditor have full
 and free access to the Members of the Audit Committee to discuss any
 matter of substance.
 
 DEPOSITS
 
 Your Company has neither invited nor accepted any fixed deposits from
 the public as per the provisions of Section 58A of the Companies Act,
 1956 during the year.
 
 DIRECTORS
 
 With profound grief and sorrow we inform you that Mr. R. V. E.
 Venkatachalam, who was the Chairman of the Company, passed away on July
 26, 2011. We sincerely place on record his contribution to the growth
 of the Company during his tenure as Chairman.
 
 The Board had appointed Smt. M. Sasikala and Sri K. Subramaniam as
 members of the Board in the capacity of Non-Executive Directors and Sri
 B. A. Madhusudhan as Member of the Board in the capacity of Whole-Time
 Director. The said Directors have been inducted as Additional Directors
 pursuant to the provisions of Section 260 of the Companies Act, 1956 to
 hold office till the conclusion of this Annual General Meeting.  Mr. B.
 A. Madhusudhan, Smt. M. Sasikala and Mr. K. Subramaniam are proposed to
 be appointed as Directors in this Annual General Meeting scheduled to
 take place on 12/09/2012 and notice under Section 257 of the Companies
 Act 1956 have been received from a Member proposing their appointments.
 The brief profiles of said Director''s are reported elsewhere in the
 Annual Report for the reference of Members.
 
 Sri P.Ganesan and Dr. Namasivayam Karthikeyan retire by rotation at the
 forthcoming Annual General Meeting and being eligible for re-election,
 offer themselves for re-appointment.
 
 AUDITORS
 
 M/s. P. S. Krishnan & Co., Company''s present Auditors are to retire at
 the ensuing Annual General Meeting and being eligible for
 reappointment, they have consented to continue to be the Auditors of
 the Company.
 
 BANKERS
 
 M/s. Allahabad Bank, M/s. Andhra Bank, M/s. AXIS Bank, M/s. State Bank
 of India and M/s. Union Bank of India are bankers to the Company and
 your Directors place on record their appreciation for their co-
 operation and services.
 
 SAFETY AND SECURITY
 
 Hotels have become vulnerable to terror attacks on account of their
 high profile guests that include foreign tourists. Keeping in mind the
 security threats to the hospitality industry in India, the company has
 stepped up its efforts to ensure an environment of well being, safety
 and security for all its guests and co-workers.  The company''s guest
 floors as well as all public areas are well equipped with closed
 circuit cameras.  Movement of all vehicles, employees, vendors and
 guests is monitored and scanned.
 
 ACKNOWLEDGEMENT
 
 Your Directors would like to express their sincere appreciation and
 gratitude for the cooperation and assistance from its shareholders,
 bankers, regulatory bodies, Statutory Auditors/Professionals and other
 business constituents during the year under review.
 
 Your Directors also wish to place on record their deep sense of
 appreciation for the contribution and commitments displayed by
 Executives, Staff and Employees of the Company.
 
                                       For and on behalf of the Board
 
                                         E. V. Muthukumara Ramalingam
                                                    Managing Director
 Place : Tirupur
 Date : 30.05.2012
Source : Dion Global Solutions Limited
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