The Directors of your Company present to you the 35th Annual Report of
your Company together with the Statement of Audited Accounts for the
year ended 31st March, 2008.
(Rs. in crores)
Particulars Year ended Year ended
Sales & Other Income 509.48 432.09
Total Expenditure 459.18 379.10
Operating Profit 50.30 52.99
Interest, Finance Charges &
Exchange Variation 4.99 6.68
Gross Profit for the year 45.31 46.31
Depreciation 4.15 3.69
Profit before Taxation 41.16 42.62
Less: Provision for Taxation 5.60 13.11
Add : Deferred Tax 5.69 -
Profit after Tax 41.25 29.51
Deficit brought forward from the previous year 3.64 33.15
Balance carried over to Balance Sheet 37.61 (3.64)
The Company achieved a total income of Rs.509.48 crores as against to
Rs.432.09 crores during the previous year and earned an operating
profit of Rs.50.30 crores in spite of sharp increases and fluctuations
in all raw materials and inputs.
With the commissioning of new Steel Melting Shop, your Directors are
optimistic of manifold growth in the Companys business over the next
Your Directors do not recommend any dividend for the year.
REHABILITATION AND FINANCIAL SCHEMES
Your Directors are pleased to inform that the Board for Industrial and
Financial Reconstruction (BIFR) vide its Order dtd. 27.03.2008 has
discharged your Company from the purview of Sick Industrial Companies
Act, 1985 (SICA).
As the members are aware, the Company had filed a Scheme of Compromise
and/or Arrangement between the Company and its Secured Lenders and
Equity Shareholders, under Section 391 of the Companies Act, 1956 in
the Honble High Court of Gujarat.
The Scheme has been approved by the Equity Shareholders and by the
Secured Lenders at their respective court convened meetings and is
pending for sanction before the Honble High Court of Gujarat.
NEW SMS PROJECT
Your Directors are pleased to inform that the New Steel Melting Shop
(SMS) has been successfully commissioned on 18th March, 2008 thereby
increasing the Companys steel making capacity from 50,000 M.T. to
1,50,000 M.T. per annum.
The Company has not accepted any deposits and as such, no amount of
principal or interest was outstanding as on 31st March, 2008.
1. The statutory disclosures in accordance with Section 217(1)(e) of
the Companies Act, 1956, with respect to conversation of energy,
technology absorption and foreign exchange earnings and outgo are made
in Annexure-A to this report.
2. The information required under the provisions of Section 217(2A) of
the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975 and forming part of the Report, is given in
Annexure-B of this report.
3. A Report on Corporate Governance, pursuant to the revised Clause 49
of the listing agreement, along with the Auditors Certificate regarding
compliance of conditions of Corporate Governance and Management
Discussion and Analysis are separately given as Annexure - C to this
DIRECTORS RESPONSIBILITY STATEMENT
Yours Directors affirm that the audited accounts containing financial
statements for the financial year 2007-08 are in full conformity with
the requirements of the Companies Act, 1956. They believe that the
financial statements reflect fairly, the form and substances of
transactions carried out during the year and reasonably present the
Companys financial condition and results of operations. These
statements are audited by the statutory auditors M/s JRS Patel & Co.,
Chartered Accountants, Vadodara.
Your Directors further confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
ii) the Directors have selected such accounting policies and applied
them consistently and made judgements 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 of
the Company for that period;
iii) the Directors have taken proper care for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
iv) the Directors have prepared the annual accounts on a going concern
Your Companys Internal Auditors have conducted periodic audits to
provide reasonable assurances that established policies and procedures
have been followed.
In accordance with the provisions of the Companies Act, 1956 and
Article 134 of the Articles of Association of the Company, Mr. Nilesh
Mehta and Mr. Amal Dhru, Directors of the Company, retire by rotation
and being eligible, offer themselves for re-appointment.
Your Board of Directors have re-appointed Mr. Pradeep Sharma as
Director (Operations) of the Company for a further period of three
years with effect from 26* October, 2008. The Board recommends his
appointment as Director (Operations) of the Company.
The observations made by the Auditors, read with the relevant Notes to
the Accounts and Accounting Policies are self explanatory.
The Auditors M/s. JRS Patel & Co., Chartered Accountants, retire and
offer themselves for re-appointment.
The Directors thank the Banks, Financial Institutions, Shareholders,
Customers, Suppliers for their co-operation and support to the Company.
The Directors express their appreciation for the dedication and
commitment of all its employees.
For and on behalf of the Board of Directors
Place : Vadodara Ashok Malhotra
Date : 29th August, 2008 Chairman & Managing Director