Your Directors have pleasure in presenting the Annual Report and
audited accounts of your Company for the financial year ended 31s1
FINANCIAL RESULTS Year Ended (Rs./lacs)
Other income 1570.97 1117.68
Profit before depreciation 1063.24 1023.29
Depreciation 16.74 18.86
Profit before tax 1046.50 1004.43
- Provision for Tax-Current 418.65 344.80
- Provision for Tax-Deferred (2.10) (3.48)
Provision for Fringe Benefit Tax 0.88 0.44
Net Profit 629.07 662.67
During the year under review, gross income amounted to Rs. 1570.97 lacs
as against Rs.1117.68 lacs during the previous year. It includes lease
rental of Rs.1500 lacs received from Apollo Tyres Ltd. (ATL), in
accordance with the terms of the Lease Agreement executed with ATL.
After providing for depreciation and current/deferred tax, the net
profit amounted to Rs.629.07 lacs as against Rs.662.67 lacs in the
No dividend is being recommended by the Directors for the year under
review in order to preserve resources for investment into healthcare
business being undertaken by the Company through its subsidiary
Your Directors decided to seek exemption under Section 212 of the
Companies Act, 1956 from annexing annual reports of the subsidiary
companies for the financial year ended 31st March, 2007. The Central
Govt. vide its letter No.47/111/2007-CL-lll dated 23rd March, 2007 has
accorded its approval under Section 212 (8) of the Companies Act, 1956
from annexing the accounts of the above subsidiary companies. The
information of the subsidiary companies is annexed with the
consolidated accounts attached herewith.
The copy of the Annual Report of the subsidiary companies will be made
available to the shareholders on request and will also be kept for
inspection by any shareholder at the Registered Office and Corporate
Office of PTL and its subsidiary companies.
EXPANSION PROGRAMME/FUTURE OUTLOOK
Your Companys growth plan in healthcare business through its
subsidiary company, Artemis Health Sciences Pvt. Ltd. and other step
subsidiaries is being built on four pillars of Healthcare Delivery,
Healthcare Education, Healthcare Research & Delivery and Healthcare
The Phase-1 of multi specialty hospital at Gurgaon with an investment
of around Rs.200 crore is at completion stage. The hospital will be
operational in June, 2007 .
The hospital will be equipped with the latest technology available
anywhere in the world. Most of this equipment is in various stages of
installation and testing.
Your Company is in the process of filing an application with the
Central Govt. for availing exemption from the requirements of Cost
Audit as your Company does not have its own production since the Plant
has been leased out to Apollo Tyres Ltd.
The comments on the statement of accounts referred to in the Report of
the Auditors are self explanatory.
BOARD OF DIRECTORS
During the year Mr.N.Sreekumar and Mr.P.N.Wahal ceased to be the
Directors of the Company w.e.f. 11th September, 2006.
Mr.U.S.Oberoi was appointed as an additional director of the Company
w.e.f. 24th January, 2007 who was earlier a direcror and had resigned
from the Board w.e.f 11 th September, 2006. He will hold office upto
the date of the forthcoming Annual General Meeting.
Mr. Harish Bahadur was appointed as an additional director of the
Company w.e.f. 24th January, 2007 . He will hold office upto the date
of the forthcoming Annual General Meeting.
Notices under Section 257 of the Companies Act, 1956 have been received
from members proposing their appointments as Directors of the Company
at the ensuing Annual General Meeting.
Mr.Neeraj Kanwar, Director will retire by rotation at the Annual
General Meeting and being eligible, offers himself for re-appointment.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
As the plant was leased out to Apollo Tyres Ltd. during the financial
year ended 31st March, 2007 and the Company is not carrying out any
manufacturing activity of its own, no information is required to be
furnished under Section 217 (1) (e) of the Companies Act, 1956.
REPORT ON CORPORATE GOVERNANCE
Pursuant to clause 49 of the Listing Agreement, a report on corporate
governance is given in Annexure A of this report.
The industrial relations continued to be cordial during the year. A
long term settlement for three years was signed with the workers in
February, 2007. There are no employees during the year drawing
remuneration specified under Section 217 (2A) of the Companies Act,
1956 read with Companies (Particulars of Employees) Rules, 1975. As
such, no particulars are required to be furnished.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 217 (2AA) of the Companies
Act, 1956, the Board of Directors of the Company confirm that: -
i) in preparation of the Annual Accounts for the year ended 31st March,
2007, the applicable accounting standards have been followed and there
has been no material departure;
ii) the selected accounting policies were applied consistently and the
Directors 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 as at 31st March, 2007 and of the profit of the Company for the
year ended as on date:
iii) 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 irregularities; and
iv) the Annual Accounts have been prepared on a going concern basis.
Your Directors are thankful for the co-operation extended by Government
of Kerala and Haryana, bankers and the employees for their continued
support to your Company.
For and on behalf of the Board of Directors
Place: Gurgaon (ONKAR S. KANWAR)
Dated: 30th April, 2007 CHAIRMAN