Your Directors hereby present the 36th Annual Report along with the
Audited Accounts of the Company for the year ended 30th June, 2006.
I. FINANCIAL RESULTS :
For the year Ended For the year Ended
Rs. (Lakhs) Rs. (Lakhs)
1. Total Income 243.02 28.04
2. Profit/Loss Before
Depreciation, Interest and Taxes 243.09 1,588.08
3. Less: Interest 1.91 2.48
Depreciation 20.17 38.77
4. Profit/Loss Before Tax 221.01 1,546.83
5. Less : Provision for Taxes 5.90 0.00
6. Profit/Loss After Tax 215.11 1,546.83
7. Add : Balance b/f. from
the Previous Year 1,165.66 (-) 2,475.49
8. Less : Impairment of Assets 0.00 (-) 237.00
9. Amount Available for Appropriation (-) 950.55 (-) 1,165.66
(i) Proposed Dividend on Equity 0.00 0.00
(ii) General Reserve 0.00 0.00
(iii) Balance carried to Balance Sheet (-) 950.55 (-) 1,165.66
During the year, the Company sold its godown premises at Mumbai for an
amount of Rs.71.01 Lakhs in order to provide for funds for repayment of
dues to I.D.B.I. Ltd. This sale resulted in a profit of Rs.70.95 Lakhs
in the current year.
The Company has temporarily entered into a warehousing contract with
M/s. OEC Record Management Company Pvt. Ltd. for warehousing and
storage of their goods in a portion of the Khopoli Plant. This
temporary arrangement has been made to receive income from the Khopoli
Plant in the interim period while the Company decides its long-term
strategy relating to the said Plant. The said arrangement has yielded
an income of Rs. 10.02 Lakhs in the current year and will yield
Rs.31.87 Lakhs in a complete financial year.
The Company has currently taken up an assignment with a Corporate for
supervision and professional services in the construction business.
These services have rendered an income of Rs. 1.83 Crores in the
Your Directors do not recommend any Dividend for the year ended 30th
June, 2006 in view of the brought forward accumulated losses.
III. FUTURE OPPORTUNITIES
Your Directors are glad to inform you that the Company has cleared all
its debts with banks, financial institutions and even with the labour.
At present, we are a debt free Company and are also holding about 12
acres of prime land at Khopoli on which we have a constructed RCC
Building of approximately 1.20 Lakh square feet. This land and building
will be essential for the long-term manufacturing and growth prospects
of the Company.
Your Company is currently exploring new avenues of business in Textiles
as well as new avenues of other business.
(a) Government of India has introduced the new Textile Upgradation Fund
as well as dismantled the Quota System for Exports to USA & Europe.
This will help new investments in the Textile Business and a study
report will be made to explore this line of activity.
(b) Logistics and Supply Chain Management is the latest avenue for
profit generation through improved profitability and economy is a must
for all big companies. Your Company is exploring the possibility of a
tie-up with one of Indias largest textile groups to manage their
logistics and supply chain management.
Besides our core business of Textiles, your Company has also
diversified its interests into several different projects. Firstly,
the Company has taken a Professional Services assignment for management
and supervision at all levels of property development for other
Corporates in and around Mumbai. Further, we are using our
manufacturing expertise to develop Storage Rack Systems for use in
warehouses. We have sold racks worth Rs.3.16 Lakhs in the current year
and also had orders in hand of Rs.5 Lakhs at the end of the year which
have all been successfully completed since.
IV. DIRECTORS RESPONSIBILITY STATEMENT :
(i) In the preparation of the annual accounts, the applicable
accounting standards have been followed along with a proper explanation
relating to material departures.
(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 loss of the
Company for the period.
(iii) The Directors of have taken proper and sufficient care 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
(iv) The Directors have prepared the annual accounts on a going concern
Sales for the current period are Rs. 14.63 Lakhs from sales of fabric.
Further, the Company has received Professional & Supervisory Charges of
Rs.183.04 Lakhs and Warehousing Charges of Rs.10.02 Lakhs.
VI. SUBSIDIARY COMPANY:
Since there is no Subsidiary Company, hence the provisions of Section
212 of the Companies Act, 1956 is not applicable.
VII. PARTICULARS OF DISCLOSURE IN THE REPORT OF BOARD OF DIRECTORS
PURSUANT OF COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF THE
BOARD OF DIRECTORS) RULES 1988
A) Conservation of Energy
Your Company has made efforts and implemented various steps recommended
by technical experts to reduce the energy consumption at various
levels. Consumption of Energy at Khopoli this last year was 56 KW.
B) Foreign Exchange Earning and Outgo
There have been no foreign exchange earnings in the current year under
C) Research and Development
There has been no significant Research and Development during the year
under review due to the lock-out.
VIII. DEMATERIALISATION OF SHARES
The agreement with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (NSDL) for admitting the
Equity Shares of the Company in the depository mode still continues.
Many shareholders have already dematerialized their shares and Purvaa
Sharegistry (India) Pvt. Ltd. continue to be the registrar and transfer
agents of the Company for shares held in physical form as well as for
providing connectivity in a Depository Mode with both NSDL & CDSL.
In accordance with the provisions of the Companies Act, 1956, and the
Companys Articles of Association, Mr. Sumeet Mehra and Mr. Manoharlal
Kapur retire by rotation in the forthcoming Annual General Meeting and
are eligible for re-appointment.
During the year, Mr. Dhiraj Mehra has been appointed as Executive
Director of the Company w.e.f. 25th October and will hold office till
the ensuing Annual General Meeting. The Company has received notice in
writing from a member proposing the candidate of Shri Dhiraj Mehra for
the office of Executive Director.
M/s. S.M. Kapoor & Co., Chartered Accountants are retiring as Statutory
Auditors of the Company at the conclusion of the Annual General
Meeting. They being eligible for reappointment as Statutory Auditors
have furnished the required Certificate U/s. 224(1B) of the Companies
Act, 1956. Your Directors recommend their reappointment as Statutory
Auditors on remuneration to be approved by the Board.
XL PARTICULARS OF EMPLOYEES:
Information as per Section 217(2A) of the Companies Act, 1956 read with
the Companies (Particularly of Employees) Rules, 1975 are not
Your directors wish to place on record their appreciation for the
Investors, Customers, Suppliers, Financial Institutions and Bankers.
Place : Mumbai For And on Behalf of the Board
Dated : 28th October, 2006 SUBHASH MEHRA