| Your Directors have the pleasure of presenting the Fifteenth Annual
Report and the Audited Statement of Accounts for the year ended
March 31, 2001.
1. FINANCIAL RESULTS Year ended Year ended
March 31, 2001 March 31, 2000
Profit/(Loss) before depreciation (458.74) (501.14)
Depreciation (22.60) (18.64)
Profit/(Loss) for the year (481.34) (519.78)
Balance brought forward (668.10) (148.32)
Profit/(Loss) carried forward (1149.44) (668.10)
2. BUSINESS OPERATIONS
During the year under review, the Company focussed its attention to
manufacture private labels and exports. However, the Company has not
been able to fully utilize its capacity. As a result of which the
Company has to incur heavy losses. The Company is in the process of
finalising long-term contracts with reputed brands to utilize its
capacity fully. It is expected that these contracts will be signed very
shortly. With this the Company expects to turn the corner from the
first quarter itself. The Share Capital and Reserves & Surplus of the
Company as on 31st March 2001 was Rs. 871.33 lacs and the accumulated
losses increased to Rs. 1149.44 lacs. Your company has become sick
industrial company within the provisions of Section 3(1)(O) of The
Sick Industrial Companies (Special Provisions) Act, 1985 and therefore
proposes to make application with the Board for Industrial Financial &
Reconstruction (BIFR) to rehabilitate its operations.
3. DIVIDEND
No dividend has been declared by the Directors in view of the
inadequacy of profits during the year
4. DIRECTORS
Mr. Atul Dayal retires by rotation under Article 102 of the Articles of
Association of the Company and being eligible, offers himself for
re-appointment.
During the year under review, Mr. Shishir Bajaj and Mr. S. C. Nagar
resigned from the directorships of the company. The Board places on
record their appreciation for the very valuable services rendered by
them to the Company.
5. PROVIDENT FUND & ESIC ARREARS
Due to the mismatch in cash flows, your Company was unable to deposit
provident fund and ESIC due's for the part of the year under review
within the prescribed time limit. The Company is in the process of
negotiation with the concerned authority to seek suitable extended time
period by which all the dues could be cleared.
6. AUDITORS' REPORT
The observations made in the Auditors' Report have been duly dealt with
in the Significant Accounting Policies and Notes forming part of the
Accounts and they are self-explanatory.
7. AUDITORS
M/s Lodha & Co., Chartered Accountants retire as the Auditors of the
Company at the ensuing Annual General Meeting and are eligible for
re-appointment.
8. DIRECTORS' RESPONSIBILITY STATEMENT
Your Directors further report that
(i) In the preparation of annual accounts, the applicable accounting
standard have been followed and that there are no material departures :
(ii) The accounting policies have been applied consistently, judgements
and estimates that are reasonable and prudent have been made so as to
give a true and fair view of the state of affairs of the company as at
31st March, 2001 and of the loss of the company for the year ended
31st March, 2001.
(iii) Proper and sufficient care have been taken 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.
(iv) The annual accounts have been prepared on a going concern basis.
9. CORPORATE GOVERNANCE
Audit committee could not be constitiuted as required u/s 292A of the
Companies Act 1956 due to the non-availability of the required numbers
of non-executive directors. The company is taking effective steps to
comply with the provision.
10. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
(i) Conservation of energy :
Continuous efforts as always done in past is being made to find out
better ways for effective utilization of energy.
(ii) Technology Absorption :
Your Company has not done any up gradation in its technology.
(iii) Foreign Exchange Earnings & Outgo :
The total foreign exchange earnings during the year has been Rs. 24.27
lacs from export and the foreign exchange outgo during the year has
been Rs.6.54 lacs on account of travel and other expenditure.
11. PERSONNEL
The particulars of employees as required under Section 217(2A) of the
Companies Act, 1956 read with Companies (Particulars of Employees)
Rules, 1975 form part of this report as Annexure.
12. GENERAL
The Company is thankful to its bankers, the E.D.C. Goa and the
employees of the Company for their continued co-operation during the
period under review.
For and on behalf of the board
Ashok Jalan
Mumbai,May 11,2001. Chairman & Managing Director
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