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Sri Nachammai Cloth Mills Ltd.

BSE Live

Feb 19, 16:00
10.95 -0.57 (-4.95%)
Volume
AVERAGE VOLUME
5-Day
175
10-Day
152
30-Day
382
200
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    11.52

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Sri Nachammai Cloth Mills is not listed on NSE

Annual Report

For Year :
2014 2013 2012 2011 2010 2008 2006

Director’s Report

Dear Members, The Directors are hereby presenting this 34th Annual Report together with the Audited Statement of Accounts for the Year ended 30th June,2014. FINANCIAL RESULTS FOR THE YEAR The financial results for the year under review are furnished below: Particulars 30.06.2014 30.06.2013 Profit before Interest and Depreciation 13,75,26,303 13,98,33,855 Interest -6,19,13,960 -6,49,39,149 Depreciation -3,98,42,234 -3,94,27,398 Profit before tax 3,57,70,109 3,54,67,308 Tax expense: Deferred Tax (Liability) / Asset -90,10,145 -2,99,823 Excess income tax provision reversed - 2,69,152 Income tax paid for prior year -6,68,501 - Profit transferred to Balance Sheet 2,60,91,463 3,54,36,637 Dividend : Due to inadequacy of Profit, the Company is unable to declare any Dividend for the year 2013-14. REVIEW OF OPERATIONS The Company turned around during the current year with a Net Profit before tax being Rs. 357.70 lakhs as compared to Net Profit before tax being Rs. 354.67 lakhs during the year 2012-13. During the current year, the company is expected to improve its performance. FIXED DEPOSITS : Your Company has not accepted any fixed deposit from public, after 01.04.2014, in accordance with the New Companies Act, 2013. NEW COMPANIES ACT, 2013 The Ministry of Corporate Affairs has replaced the erstwhile Companies Act, 1956, with the new Companies Act, 2013. DIRECTORS : As per Section 149 and other applicable provisions of the Companies Act, 2013 and Clause 49 (ii) of the Listing Agreement, appointment of Independent Directors is required. The Companies Act, 2013 (the Act) provides for appointment of Independent Directors. Sub-section (10) of Section 149 of the Act (effective from April 1st, 2014) provides that an Independent Director shall hold office for a term up to five (5) consecutive years on the Board of the Company. The tenure of office of Shri P.Palaniappan, Chairman cum Managing Director and Smt. PUmayal, Joint Managing Director expires on 18th December, 2014. The Board of Directors, at their meeting held on 21st August, 2014, re-appointed them as Chairman cum Managing Director and Joint Managing Director of the Company respectively for a period of five (5) consecutive years effective from 19.12.2014 to 18.12.2019. Their appointment and remuneration are being placed before you at the ensuing Annual General Meeting for your consideration and approval. Smt. RM. Umaiyal, Director is liable to retire by rotation and is eligible for re-appointment. Smt. Vasantha, was appointed as an Additional Director of the Company with effect from 21.08.2014. A brief resume, expertise, shareholding in the company and details of other entities in which the Directors are interested as stipulated under Clause 49 of the Listing Agreement entered with the Stock Exchange, form part of the Notice of the ensuing Annual General Meeting. All the Directors of the Company have confirmed that they are not disqualified from being appointed as directors as required by the Companies Act. DIRECTORS RESPONSIBILITY STSTEMENT As per Section 217(2AA) of the Companies Act, 1956, the Board of Directors states that in the preparation of Annual Accounts for the year ended 30.06.2014: 1. That the applicable accounting standards have been followed and there are no material departures. 2. That the Directors have selected such accounting policies in consultation with the statutory auditors 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 for the financial year ended 30.06.2014 and of the PROFIT of the Company for that year. 3. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. 4. That the Directors have prepared the Annual Accounts for the year ended 30.06.2014 on a going concern basis. CORPORATE GOVERNANCE Reports on Management Discussion and Analysis and Corporate Governance along with a certificate from the auditors of the Company regarding compliance in accordance with Clause 49 of the Listing Agreement with Stock Exchange are annexed as part of the Annual Report. LISTING The Equity Shares of the Company are listed in Mumbai Stock Exchange and the Company has duly paid the Annual listing fees for the year 2014-15. M/s. Cameo Corporate Services Limited, Chennai is the Registrar for providing depository services through National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL), for holding Shares in Electronic mode (De-mat) of our Shareholders and is also the Registrar for Share Transfer Services for physical segment. AUDITORS M/s. M.S. Jagannathan & Visvanathan, Auditors retire at the ensuing Annual General Meeting and they are eligible for reappointment. PARTICULARS OF EMPLOYEES In accordance with Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules 1975, as amended, there are no employees who are in receipt of remuneration of Rs. 60 lakhs or more per annum and Rs.5 lakhs or more per month. STATEMENT SHOWING DETAILS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, EXPORTS AND FOREIGN EXCHANGE EARNINGS AND OUTGO In accordance with the Companies (Disclosure of particulars in the Report of the Board of Directors) Rules 1988, a Statement showing details of conservation of Energy, Technology absorption, Exports and Foreign Exchange earning and outgo is annexed to this report. ACKNOWLEDGEMENTS Your Directors wish to place on record their deep sense of appreciation for the tremendous support from the Bankers M/s. Indian Overseas Bank, the shareholders, and all our suppliers and customers. The Board also wishes to place on record their appreciation for the contribution made by the employees at all levels. Selam By Order of the Board, 21st August, 2014 P.Palaniappan, Chairman cum Managing Director,

Director’s Report