SENSEX NIFTY
Yuken India Directors Report, Yuken India Reports by Directors
YOU ARE HERE > MONEYCONTROL > MARKETS > PUMPS > DIRECTORS REPORT - Yuken India

Yuken India

BSE: 522108|NSE: YUKENINDIA|ISIN: INE384C01016|SECTOR: Pumps
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
Aug 26, 16:01
331.00
-1 (-0.3%)
VOLUME 102
Yuken India is not listed on NSE
Download Annual Report PDF Format 2015 | 2014 | 2013 | 2012 | 2011 | 2010
Directors Report Year End : Mar '15    « Mar 14
To the Members,
 
 The Directors have pleasure in presenting their 39th Annual Report of
 the Company together with the Audited Statements of Accounts for the
 year ended 31st March, 2015.
 
 1. FINANCIAL RESULTS
 
 The Company is carrying on the business of manufacturing of hydraulic
 valves, pumps, systems and cast iron castings.  During the year, the
 Company has registered a total income of Rs. 18,610 lakhs compared to
 Rs. 16,512 lakhs of previous year. The Company''s financial
 performance for the year under review along with previous year''s
 figures is given hereunder:
 
 Financial highlights:                                   (Rs in Lakhs)
 
 Particulars                                   2014-15         2013-14
 
 Total income                                   18,610          16,512
 
 Total expenditure                              17,677          15,591
 
 Profit before interest, depreciation and tax      933             921
 
 Finance cost                                      418             376
 
 Depreciation                                      458             431
 
 Profit before Exceptional items and tax            57             114
 
 Exceptional Items                                   -             201
 
 Profit after Exceptional items & before tax        57             315
 
 Provision for taxation (Net of deferred tax)     (16)              61
 
 Profit after tax                                   73             254
 
 Balance in Statement of profit and loss         4,623           4,434
 
 Amount available for appropriation              4,696           4,688
 
 Appropriations:
 
 Depreciation on transition to Schedule 
 II of the Companies Act, 2013                      15              -
 
 General reserve                                     4             13
 
 Proposed dividend                                  45             45
 
 Tax on proposed dividend                            9              7
 
 Balance carried to Balance Sheet                4,623          4,623
 
 Total                                           4,696          4,688
 
 2. THE EXTRACT OF ANNUAL RETURN (FORM MGT-9)
 
 The extract of Annual Return pursuant to the provisions of Section
 92(3) and Section 134(3)(a) of the Companies Act, 2013 read with Rule
 12 of the Companies (Management and Administration) Rules, 2014 is
 furnished in Annexure-1 and is attached to this report.
 
 3. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR
 
 Five Board Meetings had been held during the financial year, 2014-15
 viz., on 29th May 2014, 26th July 2014, 9th September 2014, 29th
 October 2014 and 7th February 2015.
 
 4. DIRECTORS RESPONSIBILITY STATEMENT
 
 In accordance with the provisions of Section 134(5) of the Companies
 Act, 2013 the Board hereby submits its Responsibility Statement:
 
 (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 accor- dance 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
 basis.
 
 (e) The Directors had laid down internal financial controls to be
 followed by the Company as applicable to listed companies and such
 internal financial controls are adequate and were operating
 effectively.
 
 (f) The Directors had devised proper systems to ensure compliance with
 the provisions of all applicable laws and such systems were adequate
 and operating effectively.
 
 5. COMPANY''S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF
 REMUNERATION AND DISCHARGE OF THEIR DUTIES
 
 The Nomination and Remuneration Policy of the Company pertaining to
 appointment of Directors, payment of mana- gerial remuneration,
 Directors'' qualifications, positive attributes, independence of
 Directors and other related matters as provided under section 178(3) of
 the Companies Act, 2013 is attached to this report in Annexure-2.
 
 6. EVALUATION OF DIRECTORS
 
 Nomination and Remuneration Committee of the Company has formulated a
 criteria for evaluation of the Board Members. Accordingly performance
 evaluation of the Board and its members has been carried out.
 
 7. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE
 REMARKS OR DISCLOSURES MADE BYTHEAUDITORSANDTHE PRACTICING COMPANY
 SECRETARY IN THEIR RESPECTIVE REPORTS
 
 There were no qualifications, reservations or adverse remarks made by
 the Auditors or by the Practicing Company Secretary in their respective
 reports.
 
 8. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION
 186 OF THE COMPANIES ACT, 2013
 
 Particulars of Loans, guarantees or investments made under section 186
 are furnished as under:
 
 Particulars Bank Amount (Rs.)
 
 Corporate Guarantee for Yuflow Engineering Private Limited
 
 (Subsidiary) HDFC Bank Ltd. 212 lakhs
 
 Corporate Guarantee for Coretec Engineering India
 
 Private Limited (Subsidiary) State Bank of India 249 lakhs
 
 The above guarantees are within the limits prescribed under section 186
 of the Companies Act, 2013.
 
 No loans given and no investments made during the year.
 
 9. CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES
 
 All contracts / arrangements / transactions entered by the Company
 during the financial year with related parties were in the ordinary
 course of business and on an arm''s length basis. During the year, the
 Company had not entered into any contract / arrangement / transaction
 with related parties which could be considered material in accordance
 with the policy of the Company on materiality of related party
 transactions.
 
 The details of related party transactions as required under Accounting
 Standard-18 are set out in Note-31 to the standalone financial
 statements of the Company.
 
 The Form AOC-2 pursuant to section 134(3)(h) of the Companies Act, 2013
 read with rule 8(2) of the Companies (Accounts) Rules, 2014 is set out
 as Annexure-3 to this report.
 
 The Policy on Related Party Transactions as approved by the Board may
 be accessed on the Company''s website, web link of which is as under:
 
 http://www.yukenindia.com/wp-content/uploads/2014/11/Related-
 Party-Transactions-Policy.pdf
 
 10. DETAILS OF AMOUNTS TRANSFERRED TO RESERVES
 
 Your Company proposes to transfer Rs. 4 lakhs to General Reserves.
 
 11. DIVIDEND
 
 The Board of Directors is pleased to recommend a dividend of 15% on
 equity shares of the Company for the year ended 31st March, 2015,
 subject to the approval of the members at the ensuing Annual General
 Meeting.
 
 12. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION
 FUND
 
 In terms of section 125 of the Companies Act, 2013 any unclaimed or
 unpaid dividend relating to the financial year 2007-08 is due for
 remittance on 10th September, 2015 to the Investor Education and
 Protection Fund established by the Central Government.
 
 13. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL
 POSITION OF THE COMPANY OC CURRED BETWEEN 31ST MARCH, 2015 AND 09TH
 MAY, 2015
 
 There were no material changes and commitments affecting the financial
 position of the Company occurred between the end of the financial year
 (31st March, 2015) and the date of the Report (09th May, 2015).
 
 14. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO UNDER SECTION 134(3)(m) OF THE COMPANIES ACT, 2013
 READ WITH RULE 8(3) OF THE COMPANIES (ACCOUNTS) RULES, 2014
 
 1. Conservation of Energy:
 
 The Company has taken various steps for conservation of energy in the
 process of implementing several projects.  Energy conservation is a
 consistent focus area for the Company both from cost control as well as
 social responsi- bility perspective. The power factor is regularly
 monitored and maintained between 0.99 and 1.00. Solar power is being
 used at Malur Plant.
 
 Remittance in Foreign Currency on Account of:
 
                                      (Rs. in lakhs)
 
 Dividend                                   18
 
 
 3. Research and Development (R&D)
 
 The Company continues to invest in R&D activities towards development
 of new products and applications, improve- ment in operating
 efficiencies and reduction in manufacturing costs.
 
 (a) Specific areas in which R&D carried out by the Company
 
 Development of larger valves for process and steel industries, rugged
 vane pumps for special applications and development of high efficiency
 gear pumps are some of the areas where R&D was carried out by the
 Company.
 
 (b) Benefits derived as a result of above R&D efforts
 
 Special products developed to meet specific requirements of customers
 which enable your Company to develop niche markets for growth.
 
 (c) Future plan of action
 
 - Development of additional range of products
 
 - Focus on process improvements to enable the Company to penetrate
 the export market
 
 - Strong focus on employee involvement to eliminate waste in
 operations through focused initiatives.
 
 (d) Expenditure on R&D
 
 There is a continuous increase in R&D expenditure as the scope of
 activities carried out keeps on increasing.
 
 4. Technology Absorption, Adaptation and Innovation
 
 (a) Efforts in brief, made towards technology absorption, adaptation
 and innovation:
 
 - Special models of energy saving pumps and valves have been designed
 to meet specific needs of customers and these have enabled us to extend
 our customer base to include a wider range of industries.
 
 - Indigenization is a continuous ongoing effort.
 
 (b) Benefits derived as a result of the above efforts:
 
 - Reduction of material cost
 
 - Quality improvement and improvement in product performance
 characteristics
 
 - Ability to innovate and produce new products
 
 (c) Information regarding technology imported during the last five
 years reckoned from the beginning of the financial year:
 
 i. Technology imported: For manufacture of Chip compacting machine
 
 ii. Year of import: 2011
 
 iii. Has technology been fully absorbed- Yes
 
 iv. If not fully absorbed, areas where this has not taken place,
 reasons thereof and future plans of action: NA
 
 15. DETAILS OF CHANGE IN NATURE OF BUSINESS, IF ANY
 
 There was no change in the nature of business of the Company, during
 the year 2014-15.
 
 16. DIRECTORS
 
 Mr. Shiro Hattori, nominated by Yuken Kogyo Company Limited, Japan has
 been appointed as a Director in the 38th Annual General Meeting held on
 09th September, 2014.
 
 The status of Mr. Osamu Tanaka has been changed from Director not
 liable to retire by rotation to Director liable to retire by
 rotation in the 38th Annual General Meeting held on 09th September,
 2014.
 
 
 Mr. Srinivasan Rangarajan, Capt. N S Mohanram and Dr. Premchander had
 been appointed as Independent Directors of the Company in compliance
 with the provisions of section 149 of the Companies Act, 2013 and
 Clause 49(H) of the Listing Agreement.
 
 Mr. Y Mukaide has resigned from the office of Director, on 01st April,
 2014.
 
 Mrs. Vidya Rangachar has been appointed as an Additional Director on
 30th March, 2015.
 
 The Independent Directors have submitted their declarations to the
 Board stating that they meet the criteria of indepen- dence as
 stipulated in Section 149(6) of the Companies Act, 2013.
 
 17. KEY MANAGERIAL PERSONNEL
 
 In compliance with the provisions of section 203 of the Companies Act,
 2013, Mr. H M Narasinga Rao, Chief Financial Officer and Mr. Subramanya
 Ullal, Chief Executive Officer have been designated as Key Managerial
 Personnel and Ms.  Sridevi Ch has been appointed as the Company
 Secretary during the year.
 
 18. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
 
 In accordance with the general circular issued by the Ministry of
 Corporate Affairs, Government of India, the Balance Sheet, the
 Statement of Profit & Loss and other documents of the Subsidiary
 Companies are not being attached to the Balance Sheet of the Company.
 
 The Company will make available the Annual Accounts of the Subsidiary
 Companies and the related detailed informa- tion to any member of the
 Company who may be interested in obtaining the same. The Annual
 Accounts of the Subsidiary Companies will also be kept open for
 inspection by any investor at the Registered Office of the Company and
 that of the respective Subsidiary Companies. The consolidated financial
 statements presented by the Company include financial results of its
 Subsidiary Companies.
 
 The details of financial performance of Subsidiaries and Associate
 Companies are furnished as under:
 
                                                    (Rs. in lakhs)
 
                   Coretec   Yuflow    Sai India Ltd  Kolben  Bourton
 Particulars       Engineer  Engineer-                Hydrau  Consulting
                   ing       ing                      lics     
                   India Pvt ing Pvt.                 Ltd.    (India) 
                   Ltd.      Ltd.                              Ltd.
                  (Subsidi   (Subsidi  (Associate)    (Associ (Associ
                   ary)      ary)                      ate)    ate)
 
 Total Income       718.23    1121.24    1583.15      221.77     64.76
 
 Total expenditure  631.10    1098.44    1438.85      210.64     54.13
 
 Profit before 
 interest,
 depreciation 
 and tax             87.13      22.80     144.31       11.12     10.63
 
 Finance cost        11.69      28.57      96.80        1.28      0.60
 
 Depreciation        27.92      37.34     126.24        8.17      6.19
 
 Profit before 
 Exceptional items,
 Prior year items 
 and tax             47.52     (43.11)   (78.73)        1.68      3.84
 
 Exceptional items       -           -        -            -         - 
 
 Profit after 
 Exceptional items
 but before prior 
 year items and tax  47.52      (43.11)  (78.73)        1.68      3.84
 
 Prior year items        -            -        -           3         -
 
 Profit after 
 Exceptional items 
 and prior year 
 items but before tax 47.52      (43.11)  (78.73)      (1.33)     3.84
 
 Provision for taxation
 (Net of deferred
 tax)                  6.97          -     (2.86)      (7.56)     1.33
 
 Profit/(Loss) 
 after tax            40.55      (43.11)  (75.87)        6.23     2.51
 
 Earnings per 
 share (in Rs.)        6.54       (4.31)   (8.43)        0.64     1.99
 
 19. DEPOSITS
 
 The Company has neither accepted nor renewed any deposits during the
 year.
 
 20. MATERIAL ORDERS PASSED BY REGULATORY AUTHORITIES
 
 There are no significant and material orders passed by the regulators
 or courts or tribunals during the year, impacting the going concern
 status and Company''s operations in future.
 
 21. INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL
 STATEMENTS
 
 Details of the same are provided in the Management Discussion and
 Analysis Report attached as Annexure-6 to this report.
 
 22. RISK MANAGEMENT POLICY
 
 In compliance with the provisions of Clause 49(VI) of the Listing
 Agreement, a Risk Management Committee has been constituted by the
 Board, which has formulated a Policy on Risk Management for the purpose
 of identification, assess- ment, handling, monitoring and dealing with
 various risks across the organization.
 
 Risks are identified by the respective departmental heads. Each SBU &
 Corporate will carry out the Risk Assessment for each identified risk,
 as applicable to them and will document the results for each risk in
 the Risk Register. Action will be taken based on the possible impact of
 the identified risk.
 
 The Company has adopted the following measures concerning the
 development and implementation of a Risk Man- agement Policy during the
 year:
 
 a. Measures taken by IT department of the Company to mitigate risk
 relating to security of data and systems of the Company;
 
 b. Security measures in the manufacturing units of the Company to
 prevent accidents; and
 
 c. Installation of CC TV cameras and siren at factory for safety of the
 employees.
 
 23. DETAILS OF POLICY DEVELOPED, IMPLEMENTED BY THE COMPANY ON ITS
 CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
 
 The Company has constituted a Corporate Social Responsibility Committee
 and developed a CSR Policy, in compli- ance with the provisions of
 section 135 of the Companies Act, 2013, with the following objectives:
 
 * To ensure an increased commitment at all levels in the Organization
 to operate its business in an economically, socially and
 environmentally sustainable manner, while recognizing the interests of
 the stakeholders.
 
 * To directly or indirectly take up programs that benefit the
 communities over a period of time, in enhancing the quality of life and
 economic well being of the people around.
 
 In accordance with the Company''s CSR Policy, following are the areas
 on which the Company would like to focus for the purpose of CSR:
 
 1. Education and
 
 2. Environmental sustainability
 
 In compliance with the CSR Policy, your Company has undertaken the
 following activities:
 
 1. Appointed a Teacher in a school run by State Government at Malur, on
 its own expenses,
 
 2. Donations made to ISKCON''s Akshaya Patra and
 
 3. Rain water harvesting at Malur foundry and Whitefield Factory.
 
 However, the Company could not allocate and spend enough funds as
 required under the provisions of section 135 of the Companies Act,
 2013, on CSR activities due to insufficiency of funds.
 
 24. COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM
 
 In compliance with the provisions of Section 177 of the Companies Act,
 2013 read with Rules 6 and 7 of the Companies (Meetings of Board and
 its Powers) Rules, 2014, the Company has constituted an Audit Committee
 with the following members:
 
 1. Capt. N. S. Mohanram - Chairman
 
 2. Mr. R. Srinivasan - Member
 
 3. Mr. C.P Rangachar - Member
 
 The above composition of the Audit Committee consists of two
 Independent Directors, who form the majority.
 
 The Company has established a Vigil Mechanism to deal with the genuine
 concerns of the employees and Directors pertaining to the Company''s
 interests and also provided direct access to the Chairman of the Audit
 Committee and the Vigilance Officer of the Company on reporting issues
 concerning the interests of the Company. The Company also has provided
 adequate safeguards against victimization of employees and Directors
 who are the whistle blowers.
 
 The Company has published the Whistle Blower Policy in its website, a
 web link of which is as under:
 http://www.yukenindia.com/wp-content/uploads/2014/11AA/histle-
 Blower-Policy.pdf
 
 25. DETAILS OF REVISION OF FINANCIAL STATEMENTS
 
 There was no revision of the financial statements of the Company,
 during the year 2014-15.
 
 26. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS
 
 As part of the Familiarisation Programme, Independent Directors of the
 Company have been made aware of the following information:
 
 a. Rules and regulations pertaining to their appointment as Independent
 Directors
 
 b. Duties and responsibilities of the Independent Directors towards the
 Company and stakeholders
 
 c. Code of conduct to be followed by them and
 
 d. Company''s policies and procedures
 
 27. DETAILS OF REMUNERATION AS REQUIRED UNDER SECTION 197(12) OF THE
 COMPANIES ACT, 2013 READ WITH RULE 5(1) OFTHE COMPANIES (APPOINTMENT
 AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
 
 a. Ratio of remuneration of each Director/KMP to the median
 employee''s remuneration and the Percentage increase in the median
 remuneration of each director, Chief Financial Officer, Chief Executive
 Officer, Company Secretary or Manager, if any, in the financial year
 2014-15.
 
                                                      Ratio of remunera-
                           Remuneration % increase in tion of each Direc
                           for Fi-      remu-         tor-     
 Name of the Director/KMP  nancial year neration in   Kmp to that of
                           2014-15      the financial Median remunerat
                           in rs        year 2014-15  ion of employees
 
 Mr. C P Rangachar, 
 Managing Director           4,984,401       (1%)          9.44:1
 
 Mr. O Tanaka, Chairman &
 Non-Executive Director         10,000        Nil          0.02:1
 
 Capt. N S Mohanram, 
 Non-Executive Independent 
 Director                       90,000        Nil          0.17:1
 
 Mr. R Srinivasan, Non-
 Executive Independent 
 Director                       90,000        Nil          0.17:1
 
 Dr. Premchander, Non-
 Executive Independent 
 Director                       30,000        Nil          0.06:1
 
 Mr. S Hattori, 
 Nominee Director               10,000        Nil          0.02:1
 
 *Mrs. Vidya Rangachar,
 Additional Director                 -        Nil               -
 
 Mr. H M Narasinga Rao, 
 CFO                         4,214,787        20%          7.98:1
 
 **Mr. Subramanya Ullal, 
 CEO                         3,255,000        Nil          6.17:1
 
 **Ms. Sridevi Ch, 
 Company Secretary             362,006        Nil          0.69:1
 
 
 Notes:
 
 1. The sales for the year has increased by 12% and the remuneration of
 the Managing Director has been decreased by 1%.  *2. Mrs. Vidya
 Rangachar has been appointed as an Additional Director on 30/03/2015.
 
 **3. The CEO has been appointed on 01/01/2014 and the Company Secretary
 has been appointed on 01/08/2014.
 
 b. The median remuneration of employees of the Company during the year:
 Rs. 527,856/- and percentage increase in the median remuneration of
 employees compared to the previous financial year: 6.17%.
 
 c. The number of permanent employees on the rolls of the Company as on
 31st March, 2015 was 392.
 
 d. Relationship between average increase in remuneration and company
 performance: The sales for the year has Increased by 12% and the
 average increase in median employee remuneration was 6.17%.
 Remunerations of the employees are as per the industry standards.
 
 e. Comparison of the remuneration of the Key Managerial Personnel
 against the performance of the Company
 
 Overall remuneration of Key Managerial Personnel for the year 2014-15
 has been increased by 49% whereas the revenue from the operations has
 increased by 12% when compared to the previous year. The variation in
 increase in the remuneration of KMP is due to new appointments of the
 CEO and Company Secretary. Remunerations of the KMP are as per the
 industry benchmarks.
 
 f. (i) Variations in the market capitalization of the Company: The
 market capitalization as on 31st March, 2015 was Rs. 68.22 crores
 whereas as on 31st March, 2014 was Rs. 48.66 crores.
 
 (ii) Price earnings ratio of the Company as on 31st March, 2015:
 100.18:1 (Previous year - 19.17:1).
 
 (iii) Percentage increase over/decrease in the market quotations of the
 shares of the Company as compared to the rate at which the company came
 out with the last public offer in the year:
 
 The Company had come out with initial public offer in 1991. An amount
 of Rs. 10 invested in the said IPO would be worth Rs.  227.40 as on
 31st March, 2015 indicating a Compounded Annual Growth Rate of 13.90%.
 This is excluding the dividend accrued thereon.
 
 g. Average percentage increase already made in the salaries of
 employees other than the managerial personnel in the last financial
 year and its comparison with the percentage increase in the managerial
 remuneration and justification thereof and point out if there are any
 exceptional circumstances for increase in the managerial remuneration
 
 - Average percentage increase of salaries of employees other than the
 managerial personnel in the financial year: 9.96%
 
 - Percentage increase/decrease in the managerial remuneration: 7.30%*
 
 * CEO and CS have been newly appointed and hence there is no increase
 in remuneration.
 
 h. The key parameters for any variable component of remuneration
 availed by the directors
 
 Directors are paid commission calculated on the basis of net profits of
 the Company under the provisions of section 197 of the Companies Act,
 2013 and as approved by the shareholders and based on the Nomination
 and Remunera- tion Policy of the Company.
 
 i. The ratio of the remuneration of the highest paid director to that
 of the employees who are not directors but receive remuneration in
 excess of the highest paid director during the year
 
 Not Applicable.
 
 It is hereby affirmed that the remuneration paid to the Directors is as
 per the Nomination and Remuneration Policy of the Company.
 
 (i) Employed throughout the financial year and were in receipt of
 remuneration for the year, in the aggregate of not less than Rs.
 6,000,000/- - Nil
 
 (ii) Employed for a part of the financial year and were in receipt of
 remuneration for any part of the year, at a rate which, in the
 aggregate, was not less than Rs. 500,000/- per month - Nil
 
 (iii) Employed throughout the financial year or part thereof, was in
 receipt of remuneration in the year in excess of that drawn by the
 Managing Director and holds by himself or along with his spouse and
 dependent children, not less than two percent of the equity shares of
 the company - Nil
 
 28. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS
 
 During the year under review, the Company has registered a turnover of
 Rs. 18,412 lakhs compared to Rs. 16,449 lakhs in the previous year.
 Operations of the Company for the year under review have resulted in a
 net profit of Rs. 72.80 lakhs.
 
 The economy is slowly improving during the year. Once the interest rate
 comes down, the demand for our products is likely to increase and the
 Company hopes to improve its performance in the near future.
 
 29. SHARES
 
 a. BUY-BACK OF SHARES
 
 The Company has not bought back any of its securities during the year.
 
 b. SWEAT EQUITY
 
 The Company has not issued any Sweat Equity Shares during the year.
 
 c. BONUS SHARES
 
 No Bonus Shares were issued during the year.
 
 d. EMPLOYEES STOCK OPTION PLAN
 
 The Company has not provided any Stock Option Scheme to its employees,
 during the year.
 
 30. COST AUDITORS
 
 Pursuant to the provisions of section 134 of the Companies Act, 2013,
 the Board had appointed M/s. Kamalakara & Co., Cost Accountants,
 Bangalore as Cost Auditors for conducting Cost Audit for the financial
 year, 2014-15. However, in accordance with a clarification provided by
 the Ministry of Corporate Affairs, the cost audit for the financial
 year 2014-15 was not applicable to the Company and hence it was not
 conducted.
 
 *
 
 31. STATUTORY AUDITORS
 
 M/s. Deloitte Haskins & Sells, Chartered Accountants, Bangalore had
 been appointed as the Statutory Auditors for a period of 3 years in the
 38th Annual General Meeting held on 09th September, 2014, whose
 appointment is subject to ratification in each Annual General Meeting
 till their last year.
 
 32. SECRETARIAL AUDITORS
 
 The Company has appointed M/s. BG & Associates, Practicing Company
 Secretaries, Bangalore for conducting Secre- tarial Audit for the
 financial year 2014-15 in compliance with the provisions of section
 2014 of the Companies Act, 2013 read with Rule 9 of the Companies
 (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
 
 A report on Secretarial Audit in Form MR-3 is attached herewith in
 Annexure-4.
 
 33. CORPORATE GOVERNANCE
 
 Your Company is committed to maintaining high standards of Corporate
 Governance. A report on Corporate Gover- nance along with a Certificate
 from the Statutory Auditors on compliance of Corporate Governance is
 attached to this Report as Annexure -5.
 
 34. MANAGEMENT DISCUSSION AND ANALYSIS
 
 The Management Discussion and Analysis (MDA) forms part of this report
 as Annexure-6 setting out an analysis of business including the
 industry scenario, performance, financial analysis and risk mitigation.
 
 35. CONSOLIDATED FINANCIAL STATEMENTS
 
 In accordance with the Accounting Standard AS-21 on Consolidated
 Financial Statements read with Accounting Standard AS-23 on
 Accounting for Investments in Associates, the audited
 Consolidated Financial Statements are provided in the Annual Report.
 
 36. FORWARD-LOOKING STATEMENTS
 
 This report contains forward-looking statements that involve risks and
 uncertainties. When used in this Report, the words anticipate,
 believe, estimate, expect, intend, will
 and other similar expressions as they relate to your Company and / or
 its business are intended to identify such forward-looking statements.
 Your Company undertakes no obligation to publicly update or revise any
 forward-looking statements, whether as a result of new information,
 future events, or otherwise. Actual results, performance or
 achievements could differ materially from those expressed or implied in
 such forward looking statements. This report should be read in
 conjunction with the financial statements included herein and notes
 thereto.
 
 37. ACKNOWLEDGEMENTS
 
 Your Directors place on record their sincere thanks to the bankers,
 business associates, consultants and various Government Authorities for
 their continued support extended to your Company''s activities during
 the year. Your Direc- tors also acknowledge their gratitude to the
 Shareholders of the Company, for their continuous support and
 confidence reposed on the Company.
 
                          For and on behalf of the Board of Directors
 
 Place: Bangalore     C.P. Rangachar    R. Srinivasan Dr. Premchander
 Date: 09th May, 2015 Managing Director Director      Director
 
 
 
Source : Dion Global Solutions Limited
Quick Links for yukenindia
Explore Moneycontrol
Stocks     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others
Mutual Funds     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z
Copyright © e-Eighteen.com Ltd. All rights reserved. Reproduction of news articles, photos, videos or any other content in whole or in part in any form or medium without express written permission of moneycontrol.com is prohibited.