The Directors have pleasure in presenting the 67th Annual Report on
the business and operations of the Company together with Audited
Statements of Accounts of your Company for the financial year ended
31st March, 2008.
The summarized financial results of the Company for the year 2007-08
are given hereunder:
(Rs. in lacs)
Sales & other income 2,761.44 2,568.71
EBIDTA 433.87 416.20
Interest 63.46 26.64
Gross Profit (PBD) 370.41 389.56
Depreciation 114.37 114.04
Profit before tax (PBT) 256.04 275.52
Extra - Ordinary Income (Sale of Brands) - 724.98
- Current Tax (including FBT) 81.09 112.40
- MAT Credit availed (50.90) -
- Deferred Tax 13.77 173.14
Adjustments relating to previous years
- Tax adjustment 62.62 (2.03)
- Depreciation written back (0.33) -
Net profit after tax & previous years adjustments 149.79 716.99
Balance brought forward from previous year 1,599.46 1,438.86
Profit available for appropriation 1,749.25 2,155.85
Proposed Dividend on Equity Shares @15% 48.20 48.20
Tax on dividend 8.19 8.19
Transfer to General Reserve 500.00 500.00
Balance carried to Balance Sheet 1,192.86 1,599.46
Your Directors are pleased to recommend dividend @ 15% on the Equity
Shares of Rs. 10/- each for the year ended 31st March, 2008.
Consequent to filing of the orders of honble High Courts with the
concerned Registrars of Companies on 23rd June, 2007, the Scheme of
Arrangement between the Company, ABC Paper Ltd. and Amrit Enterprises
Ltd. (now, Amrit Banaspati Co.Ltd.) came into force on 23rd June, 2007,
being the Effective Date of the Scheme. During the year, all the
three companies implemented the Scheme of Arrangement and allotted
shares to the shareholders of the Company in the exchange ratio
provided in the Scheme in consideration of the demerger and transfer of
the Paper and Edible Oils undertakings. The transfer of assets and
liabilities has also been given effect to in the Accounts by all the
- During the year, gross turnover of the Company from the dairy, real
estate and services was Rs.2,527 lacs as against Rs.2,447.10 lacs in
the previous year. EBIDTA of Rs.433.87 lacs was achieved as against
Rs.416.20 lacs in the previous year. The net profit after tax stood at
Rs.149.79 lacs as against Rs.716.99 lacs in the previous year. The
previous year PAT included the extra-ordinary income of Rs.724.98 lacs
from the sale of edible oil brands (excluding Gagan Brand).
- The production of dairy & dairy products during the year was 6,391 KL
as against 5,936 KL in the previous year representing a growth of
7.67%. Increase in input costs i.e. raw material, fuels etc. and
consequent increase in the sale price of finished products led to
decline in volumes mainly in UHT liquid milk and flavoured milk.
Increase in sale prices by institutional clients of their end products
also led to decline in volumes. However, the lower volume growth in UHT
liquid milk, flavoured milk and institutional sale was offset by
increased volumes in new products like fresh cream, ice-cream mix and
expanding institutional clients & organized retail. During the year,
the Dairy Division launched new products, namely, Gagan Cafe and
Gagan Fresh Cream which received good market response.
- The financial year 2007-08 was difficult year for the real estate
sector. In the Gagan Enclave township, the inventory of the commercial
space piled up due to slow off- take.
- The realization from the left-over residential plots was also low as
these plots had uneven dimensions, location in corners, etc.
Encouraged by the success of Gagan Enclave township, the Company is
nurturing the positioning of Gagan Enclave concept of providing
reasonably priced plots/flats to cater to the middle class segment. For
this, the Company is in the process of identifying land in B and C
tier cities. This concept will be further strengthened with the
development of Gagan Enclave Extension project at Ghaziabad which will
be launched soon upon receipt of necessary regulatory clearances.
- The Company has introduced services segment during the year to
provide BPO and Corporate Advisory Services. This activity will be
strengthened further with fresh initiatives.
The Management Discussion & Analysis Report on these businesses for the
year ended 31st March, 2008 also appears as a separate statement in the
During the year, the Company entered into a collaboration with M/s
Digvijay Real Estate Developers Pvt. Ltd. for the purpose of developing
a housing project through a joint-venture company formed under the name
& style Amrit Digvijay Infra- Tech Private Limited. The JV company is
in the process of acquiring the land after which necessary development
work on the housing project will commence.
(i) ABC Paper Ltd. (APL)
The gross turnover during the year was Rs. 18,486.21 lacs and EBIDTA of
Rs.2,820.56 lacs as against Rs.16,644.79 lacs and Rs.2,523.50 lacs in
the previous year. ABC Paper has taken-up mill expansion plan which
will be implemented fully during the current financial year. One of the
projects covered under the mill expansion plan i.e. chemical recovery
system has already been implemented and is getting stabilized. The co-
generation power plant will be commissioned in August, 2008 and the
Paper Machine IV will get operationalised by March, 2009. ABC Paper is
poised for a quantum jump in turnover and profitability upon
implementation of the mill expansion plan. Further initiatives aimed at
substantial expansion of the capacity are also being planned by ABC
(ii) Amrit Banaspati Co. Ltd. (ABCL)
ABCL has posted gross turnover of Rs. 76,159.44 lacs and EBIDTA of
Rs.984.98 lacs in the year as against Rs.62,081.91 lacs and Rs.763.59
lacs during the previous year. ABCL is setting up co-generation power
plant for meeting captive power requirement, which will be commissioned
in October/November, 2008. ABCL is focusing on increasing its market
share by leveraging its strong distribution set-up and brand equity by
increased products pipeline and other marketing initiatives.
NEW CORPORATE IDENTITY
Your Companys new corporate identity represented by new logo has come
into effect. The new logo symbolizes the Group objective of Amrit
As on 31st March, 2008, your Company had Fixed Deposits of Rs. 350.30
lacs (including interest accrued and due). There were no overdue
deposits as on 31st March, 2008 nor there was any failure in making
repayment of the fixed deposits on maturity and interest due thereon in
terms of the conditions of your Companys Fixed Deposits Scheme.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS & OUT GO
The information relating to conservation of energy, technology
absorption and foreign exchange earnings & outgo as required under
Section 217(1)(e) of the Companies Act, 1956 read with Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules, 1988 is given in Annexure which forms part of this Report.
Cordial employee relations were maintained throughout the year in the
Company. The Directors express their appreciation for the contribution
made by the employees to the operations of the Company during the year.
The particulars of employees as per Section 217(2A) of the Companies
Act, 1956 are set out in the Annexure which forms part of this Report.
However, as per the provisions of Section 219(1 )(b)(iv) of the said
Act, the report and accounts are being sent to all the members of the
Company excluding the aforesaid information. This statement shall be
made available for inspection by any member during working hours for a
period of 21 days before the date of the Annual General Meeting. Any
member interested in obtaining such particulars may write to the
Company Secretary at the Registered Office of the Company and will be
provided with a copy of the same.
In accordance with the provisions of the Companies Act, 1956 and
Articles of Association of the Company, Shri G.N.Mehra, Shri
K.R.Ramamoorthy and Shri Pavan Khaitan retire by rotation and are
eligible for re-appointment.
M/s V.Sahai & Co., Chartered Accountants, Statutory Auditors, retire at
the forthcoming Annual General Meeting and being eligible, offer
themselves for re- appointment.
DIRECTORS RESPONSIBILITY STATEMENT
As required under section 217(2AA) of the Companies Act, 1956, your
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed;
(ii) that the accounting policies selected and applied are consistent
and the judgements and estimates made 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;
(iii) that proper and sufficient care has been taken 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
(iv) that the annual accounts have been prepared on a going concern
A Report on Corporate Governance along with a Certificate from the
Auditors of the Company regarding compliance of the conditions of
Corporate Governance pursuant to Clause 49 of the listing agreement
with stock exchanges is annexed and forms part of the Annual Report.
Your Directors convey their sincere thanks to the various agencies of
the Central Government, State Governments, Banks and other concerned
agencies for all the help and cooperation extended to the Company. The
Directors also deeply acknowledge the trust and confidence the
shareholders and investors have placed in the Company. Your Directors
also record their appreciation for the dedicated services rendered by
the workers, staff and officers of the Company.
For and on behalf of the Board
New Delhi N.K. BAJAJ
July 30, 2008 Chairman & Managing Director