| Dear members,
The Directors present their 32nd Annual Report on the operations of
the Company along with Audited Statements of Accounts for the
financial year 2013-14.
PERFORMANCE REVIEW
Operating and other Income during 2013-2014 is Rs 492.86 lacs as
compared to Rs. 490.86 lacs in the previous year. The Company has
provided depreciation of Rs. 14.91lacs (Rs. 14.77 lacs in the previous
year). The Company has suffered a loss of Rs 11.04 Lacs as compared to
loss of Rs 11.08 lacs in the previous year but earned cash profit of
Rs. 3.87 as compared to Rs. 3.69 lacs in the previous year.
DIVIDEND
Due to loss, yours directors are unable to recommend the payment of
dividend for the year under review.
MANAGEMENT DISCUSSION AND ANALYSIS
A report on Management Discussion and Analysis is enclosed as
Annexure-1 DIRECTORS
Sh. Kulwant Rai Dhawan, Director, retires by rotation at the
forthcoming Annual General Meeting of the Company and being eligible,
offers himself for reappointment as Director of the Company.
It is proposed to reappointment of Mr. Surinder Kumar Garg and Mr.
Devinder Bir Singh Gill as independent directors as per Section 149,
150 and 152 of the Companies Act, 2013 for a term for 5 (Five)
consecutive years commencing from the date of this Annual General
Meeting and they shall not be liable to retire by rotation.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956 with respect to Directors Responsibilities statement, it is
confirmed :
i) That in the preparation of the annual accounts for the financial
year ended 31st March, 2014 the applicable accounting standards has
been followed alongwith proper explanation relating to material
departures.
ii) That the directors had selected such accounting policies and
applied them consistently and made judgement and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affair of the Company at the end of the financial year and of the
profit or loss of the Company for the year under review.
iii) That the directors had taken proper and sufficient care for the
maintenance of adequate 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.
iv) That the Directors had prepared the accounts for the financial
year ended 31st March, 2014 on a going concern basis.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of Listing Agreement with stock exchanges,
adequate steps have been taken to ensure that all the provisions
relating to corporate governance are duly complied with. A report on
Corporate Governance alongwith the certificate of Corporate Governance
received from Ashok K Singla and Associates, Company Secretaries,
Ludhiana is annexed hereto as an Annexure-2 to this report.
FIXED DEPOSITS
During the year, the Company did not accept any Fixed Deposits.
AUDITORS' REPORT
The Auditors Report on the accounts of the company for the year have
no qualification and required no comments.
AUDITORS
M/s Subash Vipan & Co., Chartered Accountants, Ludhiana, Auditors of
the Company retire at the conclusion of the forthcoming Annual General
meeting and being eligible, offer themselves for reappointment.
COST AUDITORS
M/s. Ruby Saini & Company, Delhi has been appointed as cost auditors
of your Company for auditing the cost accounts records for the
Financial year 2014-15.
PARTICULARS OF THE EMPLOYEES
Information pertaining to employees pursuant to section 217 (2A) of
the Companies Act, 1956 is nil. DISCLOSURE OF ENERGY CONSERVATION
.FOREIGN EXCHANGE AND TECHNOLOGY
Information as per the Companies (Disclosure of particulars in the
report of Board of Directors) Rules,1988 regarding as to conservation
of energy, technology absorption, foreign exchange earning and outgo
are given in Annexure A forming part of this report.
INDUSTRIAL RELATIONS
Industrial relations continued to remain harmonious throughout the
year under review. The directors express their appreciation towards
workmen for their co-operation and hope for cordial relations in the
year to come.
LISTING FEES
The equity shares of the Company are listed at the Stock Exchanges at
Ahmedabad, Bombay, Cochin, Delhi & Ludhiana. The Company has paid
Annual listing fees to Ahmedabad and Cochin stock exchange upto the
financial year 2005-06. The Annual listing fees to Bombay & Delhi
Stock Exchange stand paid upto 2013-14. The listing fees with Ludhiana
Stock Exchange stand paid upto 2010-11.
VOLUNTARY DELISTING
The Company has applied for Voluntary Delisting of its equity shares
from Delhi & Jaipur stock exchange Ltd. The Company has received
approval (Delisting) from Jaipur stock exchange Ltd. vide their Letter
No: JSEL/2014/956 dated: 12 August, 2014 & awaiting approval from
Delhi stock exchange. ACKNOWLEDGEMENT
The Board of Directors take this opportunity to express their sincere
thanks to the staff members and workers for their co-operation, hard
work, dedication and devotion.
The Board of Directors place on record their gratitude to State Bank
of India for its valuable support lent to the Company.
The Directors express its sincere thanks to the shareholders and other
business constituents for their continued support and cooperation.
By order of the Board of Directors
For Oswal Yarns Ltd.
Sd/-
Place : Ludhiana TEJ PAUL OSWAL
Dated : 30.08.2014 Managing Director |