| Dear members,
1. Presentation
The directors have pleasure in presenting the 39th Annual Report
together with the Audited Accounts for the year ended on 31st March,
2014.
2. Financial Results
The financial results of the operation for the year under review are
as follows:
Rs. In Lakhs
Particulars 2013-14 2012-13
Sales 2051.10 1899.19
Profit before exceptional and
extraordinary items and tax (76.60) 382.10
Less-Exceptional Items
Profit before extraordinary
items and tax (76.60) 382.10
Less- Extraordinary items - -
Profit/(Loss) Before Tax (76.60) 382.10
Less: Tax Expenses
Current Tax -- 17.48
Deferred Tax Expenses/ (Income) 24.85 256.18
Profit/(Loss) after tax for the year (51.74) 108.44
Profit/(Loss) carried forward to Balance Sheet (51.74) 108.44
Basis and Diluted EPS (In Rs) (2.59) 5.42
3. Review of Operations
During the year under review, the Company has posted a sales of Rs.
2051.10 lakhs as against Rs. 1899.19 Lakhs during the previous year.
The Company has been able to maintain the sales volumes; but, profit
after current tax has declined from Rs. 108.44 lakhs to a loss of Rs.
51.74 lakhs, primarily, due to increase in raw material prices.
4. Public Deposits
During the period under review, your Company has not accepted any
deposits within the meaning of Section 58A of the Companies Act, 1956
and the rules made there under
5. Dividend
Your Directors do not recommend any dividend for the year 2013-2014.
6. Safety and Pollution Control
The Company continues to give top priority to safety and pollution
control aspects. It has strictly been following the requisite
guidelines as received from Pollution Control Board from time to time.
7. Particulars of Energy Conservation, Technology Absorption and
Foreign Exchange Earnings & Outgo
Information in accordance with the provisions of section 217(1) (e) of
the Companies Act, 1956, read with the Companies (Disclosure of
particulars in the Report of Board of Directors) Rules, 1988,
regarding Energy Conservation, Technology Absorption and Foreign
Exchange Earnings & Outgo is given in "Annexure A" forming part of
this Report.
8. Particulars of Employees
During the year under review, there were no employees drawing
remuneration in excess of the prescribed limits and whose particulars
are required to be given in compliance with the provisions contained
in Section 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975.
9. Directors' Responsibility Statement
The Directors affirm (a) that in the preparation of annual accounts,
the applicable accounting standards have been followed along with
proper explanations relating to material departures; (b) that 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 and
loss of the company for that period; (c) that the directors 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; and (d) that the directors
have prepared the annual accounts on a going concern basis.
10. Directors
During the period under review, there has been a change in the
constitution of Board of Directors of the Company. With effect from
1st October 2013, Shri Sudhir Goenka has been elevated as Managing
Director of the Company; Shri Chandraprakash Goenka and Shri Sandeep
Goenka have resigned from directorship; and Shri Bandhooram
Balchandraram Prasad and Shri Purushottam Laxman Patil have been
inducted into the Board. Shri Purushottam Patil (DIN: 06679479), who
is liable to retire by rotation at the ensuing Annual General Meeting
has not opted for the re-appointment as director and accordingly, not
being re-appointed as director of the Company.
11. Appointment of Statutory Auditors
Members are requested to appoint auditors for the current year. The
retiring auditors M/s R. S Bhattad & Associates, Chartered
Accountants, are eligible for reappointment. The Company has received
letter from them to the effect that their reappointment, if made,
would be within the prescribed limits under Section 139 of the
Companies Act, 2013. The Board recommends their re-appointment.
12. Listing of Shares
The equity shares of the company are listed on The Bombay Stock
Exchange Limited, Mumbai. They are also dematerialized and made live
in the CDSL and NSDL systems. M/s. Bigshare Services Private Limited
have been appointed as the R & T Agent of the company. Shareholders
may contact them at " E-2/3, Ansa Industrial Estate , Sakivihar
Road, Saki Naka, Andheri (E), Mumbai-400072" regarding transfer,
dematerialization, etc., of shares.
13. Secretarial Compliance Certificate
Pursuant to section 383A of the Companies Act, 1956, a Secretarial
Compliance Certificate issued by Mr. Sunil Zore, Practicing Company
Secretary is furnished as "Annexure B" forming part of this
Report.
14. Acknowledgements
Your Directors express their gratitude to the Government of India,
Government of Maharashtra, Bankers and Valued Customers for their
continuing goodwill and support to the Company. Your Directors wish to
place on record their deep appreciation for the dedication and loyalty
shown by the officers, staff members and workers of the Company. Your
Directors sincerely acknowledge the continued trust and confidence
you, the shareholders, have placed in the Company.
For and on behalf of the Board
Place: Nagpur Sd/- Sd/-
Date: 28.11.2014. Sudhir Goenka Bandhooram Prasad
Managing Director Director |