To,
The Members,
The Directors are pleased to present the Fifteenth Annual Report together with the Audited Annual Accounts of the Company for the year ended 31st March, 2016.
FINANCIAL RESULTS:
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2015-2016
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2014-2015
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Profit/(Loss) Before Depreciation and Tax
Less : Depreciation
Add : Prior Period Item
Profit for the year before taxation
Less: Provision for Taxation:
i. Current Year Tax
ii. Deferred Tax
iii. Prior Period Tax
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6,91,75,690
(2,89,85,091)
4,01,90,599
1,25,70,000
11,98,795
(1,82,719)
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6,84,95,683
(3,08,16,468)
3,76,79,215
1,17,30,341
6,30,421
Nil
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|
Profit after taxation
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2,66,04,522
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2,53,18,454
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Add: Brought forward balance of Profit & loss A/c.
Less: Depreciation in respect of assets whose useful life is over
Add: DTA on Depreciation charged to retained earnings
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12,55,72,919
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10,04,30,786
|
|
-
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2,53,516
|
|
-
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77,196
|
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Balance Carried to Balance Sheet
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15,21,77,441
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12,55,72,919
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REVIEW OF OPERATIONS:
During the year under review, the revenue from operations is Rs. 235,20,74,722 (previous year Rs. 233,89,07,076.) The Profit before depreciation and tax has increased to Rs. 6,91,75,690 from Rs. 6,84,95,683. The net profit after tax has increased to Rs. 2,66,04,522 from Rs. 2,53,18,454. At the end of the year, Company’s reserves stood at Rs. 16,56,77,441 (Previous Year Rs. 13,90,72,919).
DIVIDEND:
The directors of the company do not recommend any amount of dividend to be declared for the financial year 2015-2016, as Company is in process of business development.
SHARE CAPITAL:
The Paid up equity Capital as on March 31, 2016 was Rs. 5,95,02,520. During the year under review, the Company had not issued any class of Equity Shares. Moreover the Company had not issued any shares with differential voting rights nor granted stock options nor sweat equity.
TRANSFER TO RESERVES:
Your Company has not transferred any amount to Reserves during the year under consideration.
PARTICULARS OF EMPOLYEES:
There are no employees of the Company who were in receipt of remuneration in excess of the limit as prescribed under Section to Section 197 read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
CAPITAL EXPENDITURE:
During the year under review, the Company has incurred Rs.4,29,18,255 as Capital Expenditure for acquisition of various fixed assets.
AUDITORS AND THEIR REPORT:
At the Annual General Meeting held on 30th September, 2015 M/s. C.P. Shah & Co. (Chartered Accountants) were appointed as Statutory Auditors of the company to hold office till the Sixteenth Annual General Meeting. In terms of first proviso to section 139 of the Companies Act, 2013, the appointment of auditors shall be placed for ratification at every Annual General Meeting. Accordingly the appointment of M/s. C.P. Shah & Co., Chartered Accountants, as statutory auditors of the company, is placed for ratification by the shareholders.
The Auditors’ Report does not contain any qualification, reservation or adverse remarks. The Auditors report is enclosed with the financial statements in this annual report.
“DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013”:
“The Company has in place an Anti Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The following is a summary of sexual harassment complaints received and disposed off during the year 2015-16
No of complaints received: NIL
No of complaints disposed off: NIL”
INSURANCE:
The Company has taken adequate insurance cover for all movable and immovable assets for various types of risks.
NOTE ON ACCOUNTS:
The notes forming part of the accounts are Self-explanatory and therefore, do not call for any further comments.
CONVERSION FROM PRIVATE LIMITED TO PUBLIC LIMITED COMPANY:
After the end of financial year the Company was converted from Private Limited to Public Limited Company W.E.F 01st February, 2016. Accordingly, the name of the Company was changed from Riddhi Steel and Tube Private Limited to Steel and Tube Limited to reflect the status of the Company as Public Limited Company.
COMPLIANCE UNDER COMPANIES ACT. 2013:
Pursuant to Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, your Company complied with the compliance requirements and the detail of compliances under Companies Act, 2013 are enumerated below:
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is given in the Annexure-A to the director’s report.
EXTRACT OF ANNUAL RETURN:
In accordance with the Section 134(3)(a) of The companies Act, 2013 an extract of the annual return in the prescribed is appended as Annexure-B to the director’s report.
BOARD MEETINGS HELD DURING THE YEAR:
The Board of Directors duly met 12 times during the financial year from 1st April, 2015 to 31st March, 2016.
The intervening gaps between the meetings were within the purview of the Companies Act, 2013 and the rules made there under.
DIRECTORS AND KEY MANAGERIAL PERSONNELS:
During the period under consideration following appointments were affected.
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DIN/PAN
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Name
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Designation
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Appointment Date
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00878934
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RAJESHKUMAR MITTAL
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Managing Director
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22/03/2013
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01594555
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PREETI RAJESH MITTAL
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Executive Director
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08/01/2016
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01359807
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SHANKAR PRASAD BHAGAT
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Independent Director
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19/03/2016
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07438621
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PARAS KUMARPAL SHAH
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Independent Director
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16/02/2016
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07438637
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SAURIN SHAILESH SHAH
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Independent Director
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16/02/2016
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CORPORATE SOCIAL RESPONSIBILITY:
Your directors wants to draw your attention that provision in relation to corporate social responsibility as specified in section 135 of The Companies Act, 2013 and rules (Corporate Social Responsibility Policy) Rules 2014 are not applicable to the company.
VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company does not have vigil mechanism or whistle blower policy implemented by it as the company is not under obligation for the same under The Companies Act, 2013.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134(3)(c) r.w.s 134(5) of the Companies Act, 2013, Directors of your Company hereby state and confirm that:
a) In the preparation of the annual accounts for the year ended 31st March, 2016, the applicable accounting standards have been followed along with proper explanation relating to material departures.
b) The directors 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 and of the profit of the company for the same period.
c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.
d) The directors have prepared the annual accounts on a going concern basis.
e) The directors have laid down internal financial controls in the company that are adequate and were operating effectively.
f) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and these are adequate and are operating effectively.
PARTICULARS OF LOANS, GUARANTEE AND INVESTMENTS:
Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements provided in the annual report.
RELATED PARTY TRANSACTION:
None of the transactions with any of related parties were in conflict with the Company’s interest. Attention of members is drawn to the disclosure of transactions with related parties set out in Note No. 21.5 of Financial Statements, forming part of the Annual Report.
Particulars of contracts or arrangements with related parties referred to in section 188(1) of the companies Act, 2013, in the prescribed form AOC - 2, is appended as Annexure C to the director’s report.
All related party transactions are negotiated on an arm’s length basis, and are intended to further the Company’s interests.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF REPORT:
There have been no material changes and commitments affecting the financial position of the Company has occurred between the end of the financial year to which this financial statements relate and the date of this report.
DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY:
In today’s economic environment, Risk Management is a very important part of business. The main aim of risk management is to identify, monitor and take precautionary measures in respect of the events that may pose risks for the business. Company’s risk management is embedded in the business processes and thereby reduces the risk to its possible extent.
FIXED DEPOSITS:
The company has not accepted deposits from the shareholders during the year ended 31st March 2016 within the meaning of sec 73 of the companies Act 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
ORDERS BY REGULATORS, COURTS OR TRIBUNALS:
No significant and/or material orders were passed by any regulator or court or tribunal impacting the going concern status and the Company’s operations in future.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
Given the nature of business and size of operations, Your Company’s internal financial Control System has been designed to provide for:
- Accurate recording of transactions with internal checks and prompt reporting.
- Adherence to applicable Accounting Standards and Policies.
- Compliance with applicable statutes, policies and management policies and procedures.
- Effective use of resources and safeguarding of assets.
Your Company, through its own Internal Audit Department, carried out periodic audits at all locations and functions based on the plan approved by the board and brought out any deviation to Internal Control procedures. The observations arising out of the audit are periodically reviewed and compliance ensured. The summary of the Internal Audit observations and status of implementation are submitted to the board. The status of implementation of the recommendations is reviewed by the board on a regular basis.
INDUSTRIAL RELATIONS:
Relations with the company’s employees continue to be cordial. The company has a good track record of harmonious relations with employees and all stake holders.
ACKNOWLEDGEMENTS:
Your Directors gratefully acknowledge the contributions made by the employees towards the success of the Company. Your Directors are also thankful for the co-operation and assistance received from the Bankers, Central and State Government Departments and Local Authorities.
Registered Office : By order of the Board of Directors
Plot No.140/1,Village Piplaj,
Saijpurgopalpur, Pirana Road,
Ahmedabad - 382 405, Sd/- Sd/-
Gujarat, India. Rajesh Mittal Preeti Mittal
Director Director
Date : 01st September,2016
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