Your Directors hereby present the 19th Annual Report along with the
audited accounts for the financial year ended 31st March, 2006.
(Rs. in Lakhs)
Year Ended Year Ended
Export 3936.19 4618.26
Local 9158.77 10673.24
Other Income 120.79 134.09
Profit/(Loss) before Tax and
Extra Ordinary Item 83.08 89.48
Extra ordinary item - 0.30
Profit/(Loss) before Tax and after
Extra Ordinary Items 83.08 89.18
Provision for taxation-Current Tax 17.54 6.88
Provision for Wealth Tax 5.00 4.70
Provision for taxation-Deferred Tax 12.72 37.47
Provision for taxation 7.25 -
Fringe Benefit Tax
Profit/(Loss) after tax 40.57 40.13
Taxation of earlier years - (20.59)
Balance brought forward (101.33) (120.87)
Balance carried to Balance Sheet (60.76) (101.33)
In view of the inadequate profit for the year & carried forward tosses,
your directors regret their inability to recommend any dividend for the
financial year 2005-06.
The aggregate turnover of your Company was Rs. 13,094.96 Lacs in the
year 2005-06 as compared to Rs. 15,291.50 Lacs in the year 2004-05. The
company has earned (profit before tax and after extra ordinary items)
of Rs. 83.08 Lacs in 2005-06 as compared to Rs 89-18 Lacs in 2004-05.
The company has not been able to perform better during the year on
account of Local sales and exports of Electronic products. The
reduction is mainly due to heavy flood on 26th July 2005 wherein It
took about 2-3 months to stabilize the operations of the company.
However we have been able to to cut down our costs and therefore the
profitability of the company has improved as compared to previous year.
Your Companys export business of dyestuffs, bulk pharmaceuticals and
intermediates have shown reduction in turnover to Rs. 366 lacs in
2005-06 from Rs. 676 lacs in 2004-05. The reduction is mainly on
account of sharp increase in raw material prices, which was caused by
the oil and petrochemical price surge. We are exploring the possibility
of exporting to other European countries.
However your company has made remarkable progress in European market
for export of computer products, which will show a major growth during
the current financial year.
In order to increase the business activities, your company is
proceeding towards capturing greater market share in the key areas of
computer peripherals such as CPUs, Monitors, Mother Boards, while also
starting sales of software for Networking.
All the branches are adequately equipped to provide complete support to
the customers. Internal Control system has well established and cost
consciousness in branch operations leads to improved profitability.
Your Directors are hopeful of better results for the Company in the
Although there was a theft during the year but the amount involved is
not very high and not significant. The police is investigating the
Mr. M.H. Dalal, Director of the company resigned from the Board with
effect from 29th June 2006. The Board places on record its appreciation
for services rendered by him during his association with the company.
As per the provisions of Section 256 of the Companies Act, 1956, Mr. A.
K. Bhuwania, Mr. M. K. Arofa, Directors wilt retire by rotation at the
ensuing Annual General Meeting and they, being eligible, offer
themselves for re-appointment.
The tenure tor reappointment of Mr. Aditya Bhuwania is due for
reappointrnent w.e.f 1/09/2005, as Executive Director of the Company.
Keeping in view his experience and expertise and the increased
activities of the company, a resolution is proposed in the notice of
the Annual General Meeting tor the reappointment of Mr. Aditya Bhuwania
on terms detailed in the resolution. The proposed tenure of
reappointment is for 5 years w.e.f. 1/09/2005.
M/s. M. L. Bhuwania & Co., Chartered Accountants who are to retire at
the conclusion of the forthcoming Annual General meeting, have offered
themselves for re-appointment as Auditors of the Company. A written
certificate to the effect that their appointment, if made, would be
within the prescribed limits under Section-224(1B) of the Companies
Act, 1956, has been obtained by the Company from them. The members are
requested to consider their reappointment and fix their remuneration.
Employees relations throughout the Company were harmonious. The board
wishes to place on record its sincere appreciation of the devoted
efforts of all employees in advancing the companys vision and strategy
to deliver best quality services to its valued customers.
REPORT ON CORPORATE GOVERNANCE
The company has, pursuant to Clause 49 of the Stock Exchange Listing
Agreement, complied with the requirements of Corporate Governance.
A Management Discussion and Analysis Report, a detailed report on
Corporate Governance and a Certificate from the Auditors regarding the
compliance of Corporate Governance conditions are made part of this
All insurable assets of the Company including inventories, warehouse
premises etc. are adequately insured.
Your Directors wish to place on record their appreciation of the
support from Companys bankers, Indian Bank, Bank of India and Union
DIRECTORS RESPONSIBILITY STATEMENT
In terms of Section 217 (2AA) of the Companies Act, 1956, the directors
i) In the preparation of the Annual Accounts, the applicable accounting
standards have been followed;
ii) Appropriate accounting policies have been selected and have 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 2005-06 and of the
Profit of the company for that (he year ended on 31st March, 2006;
iii) Proper and sufficient care has been taken for the maintenance of
adequate accounting records, in accordance with the provisions of the
Companies Act, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
iv) The annual accounts have been prepared on a going concern basis.
Your company has tied up with National Securities Depository Ltd.
(NSDL) and Central Depository Services (India) Ltd. (CDSL) to enable
the shareholders to trade and hold shares in an electronic form. The
shareholders are advised to take benefit of dematerializatton.
LISTING OF SHARES
Your companys shares have been listed with Bombay Stock Exchange
Limited, (BSE). The company had applied for delisting of equity
shares from Kolkata Stock Exchange Association Ltd. (CSE) and said
de-listing permission is in process. The listing fee (of the financial
year 2006-2007 was duly paid to BSE.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
CONSERVATION OF ENERGY:
The scope for conservation of energy is limited in the type of industry
in which your company is engaged. However, the company continues to
accord high priority to conservation of energy by opting for more power
effective replacements of equipment and electrical installations. No
specific investment proposals are envisaged.
Form `A of Companies (Disclosure of Particulars in the Report of Board
of Directors) Rules, 1988 is not applicable as our industry is not
included in the Schedule to the said Rules.
TECHNOLOGY ABSORPTION :
Your company continues to utilize the R & D facilities available with
it The company has not imported any technology during the last five
FOREIGN EXCHANGE EARNINGS AND OUTGO :
The relevant information in respect of the foreign exchange earnings
and outgo has been given in the Notes forming part of the Accounts for
the year ended March 31st. 2006.
PARTICULARS OF EMPLOYEES :
During the year under review, none of the employees of the Company have
drawn remuneration as specified under section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
Your Directors wish to place on record their grateful thanks to the
Banks and various Government Authorities for their valuable assistance
and co-operation and for the trust and confidence reposed in the
company by the shareholders.
For and on behalf of the Board
Place : Mumbai A. K. Bhuwania
Date : 29th June, 2006. Chairman