The Directors have pleasure in presenting the 21st Annuel Report
together with the Audited Balance Sheet end Profit end Loss Accounts
for the year ended 31st March 2015.
The global economy in FY 2014-15 witnessed divergent trends. Despite
unpredictable headwinds, the global economic recovery is gaining
momentum. Indie''s economy is poised to return to its high-growth path,
thanks to lower fiscal end current account deficits, felling inflation
end structural reforms to boost investments. Monetary policy is also
likely to be supportive with the Reserve Bank of Indie (RBI) having
moved to flexible inflation targeting. The manufacturing sector is
likely to benefit from lower interest rates.
Your Company''s performance for the year 2014-15 has to be viewed in the
context of aforesaid economic end market environment. In a highly
competitive scenario, where new brands end offerings ere entering the
market almost every quarter, your Company delivered competitive growth,
driven by innovation, sharper in-merket execution, end competitive
1. PERFORMANCE OF THE COMPANY (STANDALONE)
During the year, the Company achieved gross revenue of Rs. 2348.21 Lecs
end hed incurred a loss of Rs. 31.51 Lecs
Financial Results (in Lacs)
Current Year Previous Year
31/03/2015 (Rs.) 31/03/2014 (Rs.)
Turnover 1951.68 2234.28
Processing Income 396.53 221.25
Profit Before depreciation 58.03 160.49
Depreciation 89.66 98.57
Profit (Loss) after Depreciation & -31.51 62.07
No Dividend was declared for the current financial year due to
conservation of Profits/due to loss incur- red by the Company.
3. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION
The provisions of Section 125(2) of the Companies Act, 2013 do not
apply as there wes no dividend de- clared end paid lest year.
4. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS
With greet pleasure we mey report that with the enduring end dedicated
effort of Directors your Company had come out of its financial
difficulty it had faced during the pest few years. Now your Com pany
become a debt free company end had no outstanding long term borrowings
Your Company had settled ell the sales Tex dues under Amnesty scheme
during the reporting year.
Trading in shares of your Company had already restarted in Bombay Stock
Exchange and shareholders can take use of this facility by de-mating
your holdings. Share holders may please take note that de-mat facility
for the shares of the company is now available through NSDL and CDSL.
All share holders are requested to de-mat the shares held by them.
Your Company is a complex unit with Solvent Extraction Division, Oil
Refining Division and Animal Feed Division, which are situated at
Kanjikode, Palakad. It can process all types of oil cakes and other
oil-bearing materials such as rice bran and oil seeds. This unique
adaptability enables the unit to avail of the advantages of seasonal
variations in the prices of various raw materials. This plant has the
capacity to extract oil from any oil-bearing material such as Mustard,
Cottonseed, Rapeseed, and Sunflower Cake etc.
Its Animal Feed Division functions towards backward integration as
major portion of de-oiled cake produced in its Refinery would be
consumed for its Animal Feed Unit. Hygienically prepared and packed
Cattle Feed in pellets form is being produced in this plant with modern
technology and skill. This plant has a capacity of 250MT production per
day. This unit, as presently structured, is poised to produce a variety
of Animal Feeds. The Company has installed the most modern plant with
computerized controls. By adopting sophisticated techniques and
evolving recipes with appropriate ingredients to meet the nutritional
and energy requirements of cattle, poultry and goats, Prima has been
able to supply cattle feeds of high quality to the domestic market.
The present capacity utilization of Prima''s manufacturing facilities
are around 70 to 75% of the installed capacities, Bulk of the capacity
utilization is for conversion contracts for well established companies
like Kerala Feeds , KSE etc . Their products are manufactured according
to their own specifications. Your Company was able to secure processing
contract form Kerafed, a State Govt. undertaking for processing their
Oil Cake through your Plant.
5. CHANGE IN THE NATURE OF BUSINESS.
There is no material changes and commitments, affecting the financial
position of the company which have occurred between the end of the
financial year of the company to which the financial statements relate
and the date of the report
6.INTERNAL FINANCIAL CONTROL
Your Company is having adequate internal financial controls with
reference to the Financial Statements. And the statutory auditors are
satisfied with the present system of internal control.
7. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES
There are no subsidiary companies or joint ventures. The following are
the Associate Companies.
(i) M/s Prima Agro Ltd
(ii) M/s Ayyappa Roller Flour Mills Ltd
(iii) Prima Beverages Pvt Ltd
(iv) PAPL EXIM India Ltd
(v) Prima Credits Ltd
(vi) Prima Alloys (P) Ltd
(vii) Ayyappa Real Estates(P) Ltd
Performance of the above associate companies are not included in the
The Company has neither accepted nor renewed any deposits during the
year under review.
(i) During the reporting year Mrs Swati Gupta (DIN.00249036) was
appointed as additional Director of the company w.e.f. 31.03.2015. Her
term of office is ending at the forthcoming Annual General Meeting of
the company, who being eligible, offered herself for re-appointment and
the same is being proposed in the forthcoming Annual General Meeting of
(ii) During the reporting year Mr. S.K. Gupta (DIN :01575160), Director
is retiring by rotation and who being eligible, offered himself for
re-appointment and the same is being proposed in the forthcoming Annual
10. STATUTORY AUDITORS
M/s G. Joseph and Associates, Chartered Accountants, Cochin will retire
at the forthcoming Annual General Meeting of the Company and are
eligible for re-appointment and also indicated their willingness to be
reappointed. Their continuance of appointment and payment of
remuneration are to be confirmed and approved in the ensuing Annual
General Meeting. The Company has received a certificate from the above
Auditors to the effect that if they are reappointed, it would be in
accordance with the provisions of Section 141 of the Companies Act,
11. Auditors'' Report
The Auditors had submitted an unqualified Audit Report for the
Financial Year 2014-15.
There were no changes in the share Capital during the year.
a. BUY BACK OF SECURITIES
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 under review.
d. EMPLOYEES STOCK OPTION PLAN
The Company has not provided any STOCK OPTION Scheme to the employees.
13. EXTRACT OF ANNUAL RETURN
The extract of the annual return as per section 92 (1) of the Companies
Act 2013 in Form No. MGT - 7 forming part of the Board''s report is
21. RISK MANAGEMENT POLICY
The Company had insured all its fixed asset and stock to cover any
22..PERSONNEL AND INDUSTRIAL RELATIONS
Industrial relations of the Company continued to be cordial during the
year. Your Directors take this opportunity to record their appreciation
for the services rendered by the employees at all levels.
Your Company does not have any employee in respect of whom information
under Section 217(2A) of the Companies Act, 1956 as amended, is
required to be annexed.
24. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
As required under Section 217(1) (e) of the Companies Act, 1956 read
with the Companies (Directors Particulars in the Report of Board of
Directors) Rules 1988, the information relating to Conservation of
Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
in Form No. A & B is required, which is annexed to this report.
25. DIRECTOR''S RESPONSIBILITY STATEMENT (as per section 134(5) of the
Companies Act, 2013)
The Directors confirm:
* that the applicable accounting standards have been followed along
with proper explanation wherever required in the preparation of Annual
* that the Company has adopted prudent accounting policies.
* that proper care has been taken for maintenance of accounting records
in accordance with the provisions of the Act and
* that the Annual Accounts of the Company have been prepared on a going
* that the company had laid down sufficient internal financial controls
in the operations of the Company.
* That the Company had devised proper systems to ensure Compliance with
the provisions of all applicable laws.
26. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND
A Report on Corporate Governance and Management Discussion and Analysis
as required under Clause 49 of the Listing Agreement is attached.
The Board of Directors wishes to place on record their sincere
gratitude for the assistance extended by The Company''s Banks for their
continued support to the company. Your Directors also thank the
Management of M/s Kerala Feeds Ltd and other business clients for the
extended support to the Company. The Board of Directors wishes to place
on record their sincere gratitude to all Govt. depts, employees and
share holders for their active support and co-operation.
For and on behalf of the Board
Place: Cochin Sanjay Gupta
Date: 07.08.2015 Managing Director