you are here:

Vadilal Industries Ltd.

BSE: 519156 | NSE: VADILALIND |

Represents Equity.Intra - day transactions are permissible and normal trading is done in this category
Series: EQ | ISIN: INE694D01016 | SECTOR: Food Processing

BSE Live

Oct 20, 15:41
1099.10 1.65 (0.15%)
Volume
AVERAGE VOLUME
5-Day
2,582
10-Day
2,224
30-Day
1,978
171
  • Prev. Close

    1097.45

  • Open Price

    1084.20

  • Bid Price (Qty.)

    0.00 (0)

  • Offer Price (Qty.)

    0.00 (0)

NSE Live

Oct 20, 15:50
1090.60 -7.60 (-0.69%)
Volume
AVERAGE VOLUME
5-Day
25,576
10-Day
20,789
30-Day
13,196
15,176
  • Prev. Close

    1098.20

  • Open Price

    1095.25

  • Bid Price (Qty.)

    0.00 (0)

  • Offer Price (Qty.)

    0.00 (0)

Annual Report

For Year :
2018 2016 2015 2014 2013 2012 2011 2010 2009

Director’s Report

The Directors have pleasure in presenting herewith the 24th Annual Report together with the Audited Statement of Accounts for the year ended on 31st March, 2008. FINANCIAL RESULTS (Rs. In Lacs) Particulars Year ended Previous year 31-3-2608 ended 31-3-2007 (a) Profit for the year before 1,425.92 1483.79 Depreciation and Financial Expenses (b) Less: Depreciation 410.66 291.41 Financial Expenses (Net) 428.00 838.66 02.67 594.08 (c) Profit before Exceptional & Prior Year items 587,26 889.71 (d) Prior Years Adjustments (Net) (0.30) (2.21) (e) Profit before tax 586.96 887.50 (f) Provision for Tax - Current 100.10 272.00 - Deferred Tax 87.52 (5.71) - Fringe Benefit Tax 13,00 11.00 - (Short) / Excess Provision of Tax / Deferred (6.16) (51.35) Tax of earlier years (Net) (g) Net Profit after Tax 380.18 558.86 (h) Profit brought forward 263.66 255.71 Amount available for appropriation 643.83 814.57 Appropriation - Proposed Dividend 86.26 36.26 - Tax on Proposed Dividend 14.66 14.66 - Transfer to General Reserves 259.40 450.00 - Balance carried to Balance Sheet 283.51 163.65 Total 643.83 811.57 DIVIDEND The Directors have recommended dividend of 12% on 71,88,230 Equity Shares of Rs. 10/- each of the Company for he Financial Year ended on 31 st March, 2008. The Company declared 12% dividend for the previous Financial Year ended on 31st March, 2007. This will absorb Rs. 86.26 lacs as against Rs. 86.26 lacs absorbed in the previous year. The corporate dividend tax payable by the Company on the said dividend will be Rs. 14.66 lacs as against Rs. 14.66 lacs in the previous year. If approved, the dividend will be paid without deduction of tax at source to those shareholders whose names appear in the Register of Members of the Company as on 29th September, 2008. MANAGEMENT DISCUSSION AND ANALYSIS: Management Discussion and Analysis Report has been enclosed herewith as per Annexure A and forming part of the Directors Report. ADDITIONAL DISCLOSURES: In line with the requirements of Listing Agreement with the Stock Exchanges and the Accounting Standards of the Institute of Chartered Accountants of India, your Company has made additional disclosures in the Notes on Accounts for the year under review in respect of Related Party Transactions, Employees Benefits, Derivative Instruments, Segmental Reporting (in Notes on Consolidated Accounts), Calculation of EPS, etc. QUALITY ASSURANCE AND SYSTEMS ISO 22000:2005 AND ISO 9001:2000 CERTIFICATES Your Company has always made continuous efforts to improve the process of manufacturing and to achieve quality and efficiency in each of its operations. This is evident from the award of ISO 9001:2000 to the Company conferred upon by Nemko AS, Certification Department, towards Quality Management System for its Processed Food Division situated at Dharampur, Dist. Valsad, Gujarat. The Company has also received award of ISO 22000:2005 from Nemko AS, Certification Department, towards Food Safety Management System for the said Processed Food Division. The Company has also obtained ISO 9001:2000 certification from BVQI, Netherland for its Ice-cream plant at Bareilly in the State of Uttar Pradesh. The Company has also obtained ISO 9001:2000 and 22000:2005 certifications from BVQI, Netherland for its Ice-cream plant at Pundhra in the State of Gujarat. The plant has also been certified by Export Inspection Council of India. The Company has also obtained BRC (British Retail Consortium) FOOD GLOBAL STANDARD 2005 from BVQi for its ice-cream plant at Pundhra. FINANCE : During the year under review, 3 Term Lenders, namely, State Bank of India, IDBI Bank Ltd. and Exim Bank, have sanctioned to the Company Rupee Term Loan aggregating to Rs. 21 crores to part finance towards expansion-cum-modernisation of Companys existing Ice-cream plants situated at Pundhra and Bareilly and Processed Food plant situated at Dharampur, Dist. Valsad. The Company has also executed necessary security documents in favour of the said Term Lenders for creation of charge on immovable and movable properties and current assets of the Company. The Consortium Banks, namely, Bank of Baroda, State Bank of India, South Indian Bank Ltd., State Bank of Travancore, IDBI Bank Ltd. and Exim Bank havft enhanced their working capital facilities availed by the Company from Rs. 31.65 crores to Rs. 49.25 crores. During the previous financial year, the Company has availed Working Capital Facilities aggregating to Rs. 31.65 Crores from the said Consofrtium Banks. The Company has executed necessary security documents in favour of the said Consortium Banks for creation of charge on immovable and movable properties and current assets of the Company. During the year under review, the Company has availed Trade Finance Facility of Rs. 5.00 Crores from Global Trade Finance Limited, Ahmedabad. The Company had also availed a Short Term Loan of Rs. 2.00 Crores from Development Credit Bank Limited, Ahmedabad, however fully repaid during the year under review. In terms of the. provisions of Investor Education and Protection Fund (IEPF) Rules, 2001, during the year under review, the Company has transferred the unclaimed interest on Fixed Deposit of Rs. 43,313/- upto 31-03-2001, to Investors Education & Protection Fund, established by the Central Government under Section 205C(1) of the Companies Act, 1956. The Company has also transferred the unclaimed principal amount of Fixed Deposit of Rs. 40,000/- upto 31-03-2001, to Investors Education & Protection Fund. FIXED DEPOSITS : The Company has no overdue deposits outstanding other than those unclaimed deposits of Rs. 24.30 lacs as on 31st March, 2008. As on date of this Report, deposits aggregating Rs. 12.70 lacs thereof have been claimed and either paid or renewed. The Company has mobilised Fixed Deposit of Rs. 556.72 lacs during the year ended on 31 st March, 2008, after complying with the provisions of Section 58 A of the Companies Act, 1956 read with the Companies (Acceptance of Deposits) Rules, 1975 as amended. After repaying the maturities during the year, the total Fixed Deposits as on 31st March, 2008 stood at Rs. 736.99 lacs. CORPORATE GOVERNANCE : Being a Listed Company, the Company has taken necessary measures to comply with the Listing Agreement with the Stock Exchanges including revised Clause 49 regarding Corporate Governance. A separate report on Corporate Governance for the year ended on 31 st March, 2008 is produced as a part of this Annual Report. A certificate from Statutory Auditors of the Company regarding compliance of Corporate Governance as stipulated under the revised Clause 49 of Listing Agreement is obtained by the Company and annexed to the Directors Report. RESPONSIBILITY STATEMENT : To the best of their knowledge and belief and according to the confirmation and explanations obtained by them, your Directors mate the following statement in terms of Section 217(2AA) of the Companies Act, 1956 and confirm : a) that in the preparation of Annual Accounts, the applicable accounting standards have been followed and that no material departures have been made from the same; b) that they have selected such accounting policies and 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 31st March, 2008 and of the profit or loss of the Company for that year; c) that they 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 irregularities; d) that they have prepared the Annual Accounts on a going concern basis. INSURANCE: All insurable interests of the Company including buildings, plant and machinery, furniture & fixtures and other insurable interest are adequately insured. CONSOLIDATED FINANCIAL STATEMENTS: As stipulated by Clause 32 of Listing Agreement with Stock Exchanges, Consolidated Financial Statements of the Company and its Associates, namely, Vadilal Cold Storage, a Partnership Firm and Vadilal Chemicals Limited, an Associate Company for the year ended on 31st March, 2008 have been prepared by the Company in accordance with the requirements of Accounting Standard 21 Consolidated Financial Statements and Accounting Standard 23 Accounting for investments in Associates issued by the Institute of Chartered Accountants of India. The Audited Consolidated Financial Statements form part of the Annual Report. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO: As required under Section 217(1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in Report of Board of Directors) Rules, 1988, details relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo are given in the Annexure B attached hereto and forming part of the Directors Report. LISTING AGREEMENT WITH STOCK EXCHANGES: Pursuant to the provisions of Listing Agreement with the Stock Exchanges, the Company declares that the Equity Shares of the Company are listed on the Bombay Stock Exchange Limited and Ahmedabad Stock Exchange Limited. The Company confirms that it has paid Annual Listing Fees due to the Bombay Stock Exchange Ltd. and Ahmedabad Stock Exchange Ltd. upto the Financial Year 2008-2009. PARTICULARS OF EMPLOYEES: The statement of particulars of employees providing information as per section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 form part of this report. However, as per provisions of section 219 (1)(b) (iv) of the Companies Act, 1956, the annual report excluding this statement is being sent to all members. Any member interested in obtaining a copy of this statement may write to the Company Secretary at the Registered Office of the Company. DIRECTORS : Pursuant to the provisions of Section 255 and 256 of the Companies Act, 1956 and Articles of Association of the Company, Mr. C. M. Maniar and Mr. Kshitish M. Shah, Directors of the Company, shall retire by rotation at this Annual General Meeting, and being eligible, offer themselves for re-appointment. The Members are requested to consider their re-appointment as Directors of the Company, for which necessary resolutions have been incorporated in the notice of the meeting. The brief resume/details relating to the said Directors, who are to be re-appointed are furnished in the Notes to the Notice of the Annual General Meeting. AUDITORS: M/s. Kantilal Patel & Co., Chartered Accountants, Ahmedabad, hold office as Statutory Auditors of the Company until the conclusion of this Annual General Meeting and as recommended by Audit Committee, the Board recommends their appointment, as Statutory Auditores of the Company, for the Financial Year - 2008-2009 and to hold office from the conclusion of the ensuing 24th Annual General Meeting till the conclusion of the next Annual General Meeting of the Company. The Company has received a certificate from the said Auditors under Section 224(1 B) of the Companies Act, 1956 to the effect that their appointment, if made, would be within the prescribed limits under Section 224(1 B) of the Act. The Members are requested to consider their appointment as Statutory Auditors of the Company for the Financial Year - 2008-2009, at a remuneration to be decided by the Board of Directors. ACKNOWLEDGEMENT: The Directors place on record the appreciation and gratitude for the co-operation and assistance extended by various departments of the Union Government, State Government, Bankers and Financial Institutions. The Directors also place on record their appreciation of dedicated and sincere sen/ices of the employees of the Company at all levels. The Company will make every effort to meet the aspirations of its Shareholders and wish to sincerely thank them for their whole hearted co-operation and support at all times. By Order of the Board of Directors RAMCHANDRA R. GANDHI Chairman Ahmedabad, Dated : July 30, 2008

Director’s Report