| Dear Members,
The Directors have pleasure in presenting their 67th Annual Report
together with the Audited Accounts of the Company for the financial
year ended 31 st March, 2014.
2013 - 2014 2012 - 2013
Rs. in Lakhs Rs. in Lakhs
FINANCIAL RESULTS
Total Revenue 4,616.62 5,399.40
EBITDA 418.51 743.76
Less :
Finance Costs 163.96 128.46
Depreciation 174.00 172.70
Tax Expense 5.77 39.00
Profit after Tax (PAT) 74.78 403.60
Add : Opening Balance in
Profit & Loss Account (2,097.02) (2,500.62)
Closing Balance (2,022.24) (2,097.02)
COMPANY PERFORMANCE:
The economic growth in India continued to remain sluggish in the
current financial year 2013-14 with the GDP growth rate remaining below
5% for the second consecutive year. In such a challenging economic
scenario, your Company continued to perform and maintain positive
margins, inspite of a decrease in its Revenues.
Its Profit after tax for the year was ' 74.78 Lakhs with a Total
Revenue of Rs. 4,616.62 Lakhs which has reduced the Accumulated Losses
of the Company as on year end to Rs. 2,022.24 Lakhs.
Your Company is hopeful of reviving back its growth and profitability
margins in the year to come in view of the expected positive momentum
in the Indian as well as Global Economy.
The Durgapur Unit continued to remain closed during the year.
DIVIDEND:
In view of the Brought forward unabsorbed accumulated losses, the
Directors express their inability to recommend any dividend for the
year under review.
CORPORATE GOVERNANCE:
The principles of good Corporate Governance through professionalism,
accountability, transparency, trusteeship and control have always been
followed by your Company and it has complied with all the applicable
provisions of Corporate Governance as per Clause 49 of the Listing
Agreements with the Stock Exchanges.
A separate Report on Corporate Governance as prescribed by the Listing
Agreement forms part of the Annual Report 2013-14 along with the
Auditors' Certificate on its compliance in Annexure "B".
DIRECTORS:
Mr. Prakash Agarwal, Director retires by rotation at the ensuing Annual
General Meeting and being eligible offers himself for re-appointment.
A Brief Resume of the above named Director seeking re-appointment is
attached to the Notice of the ensuing Annual General Meeting.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirement of Section 217(2AA) of The Companies Act,
1956, the Directors state as follows:-
(i) That in the preparation of the Annual Accounts for the financial
year ended 31 st March, 2014, the applicable accounting standards had
been followed along with proper explanation relating to material
departures;
(ii) That the Directors had selected such accounting policies and
applied them consistently and made judgements and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of your Company at the end of the financial year and of the
profit or loss of your Company for that period.
(iii) That the Directors had taken proper and sufficient care to the
best of their knowledge and ability for the maintenance of adequate
accounting records in accordance with the provisions of The Companies
Act, 1956. They confirm that there are adequate systems and controls
for safeguarding the assets of your Company and for preventing and
detecting fraud and other irregularities.
(iv) That the Directors had prepared the Annual Accounts for the
financial year ended 31st March, 2014 on a "going concern" basis.
AUDITORS:
Messrs S. Ghose & Co., Chartered Accountants, Auditors of the Company,
hold office till the conclusion of this Annual General Meeting. They
have expressed their willingness to continue as the Auditors of the
Company, if so re-appointed and have furnished to the Company the
requisite certificate in this regards. Accordingly, Shareholders
approval will be sought at the ensuing Annual General Meeting of the
Company to their re-appointment and remuneration payable to them.
FIXED DEPOSIT:
Your Company has not invited and/or accepted any deposits from the
General Public under Sections 58A and 58AA of the Companies Act, 1956
and the Rules framed thereunder.
PARTICULARS OF EMPLOYEES
Information required to be given pursuant to the provisions of section
217(2A) of The Companies Act, 1956 read with the Companies (Particulars
of Employees) Rules, 1975 are not applicable to your Company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars relating to Conservation of Energy, Technology Absorption,
Foreign Exchange Earnings and Outgo, as required under section 217(1
)(e) of The Companies Act, 1956 read with Companies (Disclosure of
Particulars in the Report of Board of Directors) Rules, 1988 are given
in the Annexure "A".
CODE OF CONDUCT:
Your Company has formulated a Code of Conduct which applies to Board
Members and Senior Management Personnel of the Company. Confirmations
towards adherence to the Code during the Financial Year 2013-2014 have
been obtained from all the Board Members and Senior Management
Personnel in terms of the requirements of Clause 49 of the Listing
Agreement and a declaration relating to compliance of this code during
the year under review by all Board Members and Senior Management
Personnel has been given by the Managing Director of the Company which
accompanies this report.
ACKNOWLEDGEMENTS:
Your Directors would like to thank shareholders, customers, suppliers,
bankers, employees and all other business associates for the continuous
support given by them to the Company and their confidence in its
management.
FOR AND ON BEHALF OF THE BOARD
V.N. AGARWAL
Place: Kolkata RITU AGARWAL
Date: 30th May, 2014 DIRECTORS |