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Aakar Engineering & Manufacturing Company Ltd.

BSE: 522201 Sector: Engineering
NSE: N.A. ISIN Code: INE814B01014
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Aakar Engineering & Manufacturing Company Ltd. (AAKARENGINEEM) - Director Report

Company director report

AAKAR TECHNOLOGIES LIMITED ANNUAL REPORT 2000-2001 DIRECTORS' REPORT To, The Members, Your Directors have pleasure in presenting their report on the operations of the Company for the year ending 31st March 2001. Dividend: Due to losses during year the Board of Directors does not recommend any dividend for the year ended 31st March 2001. Turnover and Profits and Operations: Turnover for the year under review amounted to Rs 707.06 Lac (previous year Rs.1,298.39 Lac). The net loss for the same year was Rs. 243.08 Lac (previous year profit of Rs. 14.86 Lac). Finance and Accounts: During the year, the Company had strains on its working capital requirement because of slow recovery of its receivables, slow movement of stocks and losses due to lower turnover mainly because of the recession prevalent in the Industry in which the Company operates. The management of the Company has decided to transfer its accounts division to Sinnar, Nasik, including past records and all the computer equipments in accounts section of the Company, to centralise all the segments of the Company and to enSUre smooth functioning of the Company from one place only. Directors: During the year Shri Kamlesh Bhalani, Shri Champak Nadu, Shri S. Somasundaram and Shri Vipin Nisar have resigned arid the Board has appointed Shri Bliausaheb Kure and Shri Prashant Parekh as additional Directors. In terms of Section 260 of the Companies Act, 1956, they hold office up to the date of forthcoming Annual General Meeting and are eligible for re-appointment as Directors of the Company. Shri Bhausaheb Kure is and is associated with the Company for last 5 years. He looks after the production of the factory. He has to his credit wide production experience, which is beneficial to the Company. Shri Prashant Parekh is associated with the Company for more than last 3 years. He has a vast experience in the filed of marketing of moulds and dies arid allied engineering products. He has joined the Company to expand its activities and widen its horizons The Board of Directors places on record its sincere appreciation of the valuable set-vices rendered by Shri Kamlesh Bhalani, Shri Champak Nandu, Shri S. Somasundararn and Shri Vipin Nisar during their period of association with the Company. Director's Responsibility Statement: As required under Section 217(2AA) of the Companies Act, 1956, the Directors confirm that: 1. In the preparation of the annual accounts, the applicable accounting standards have been followed. 2. The accounting policies selected have been consistently applied and the accounting for the period under review gives a true and fair view of the state of affairs of the Company. 3. Proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company. 4. The accounts have been prepared on a going-concern basis. Corporate Governance Securities and Exchange Board of India (SEBI), vide its letter ref: SMDRP/POLICY/CIR-10-2000 dated February 21, 2000 and SMDRP/POLICY/CIR-13- 2000 dated March 9, 2000, directed the Stock Exchanges to incorporate a new clause 49 on Corporate Governance in the Listing Agreement, which has been duly amended to include the said clause. The Company will be required to comply with the procedural formalities within the financial year 2001-02, but not later than March 31, 2002. The Company has been complying with the said recommendations contained in the said Clause to the extent and in the manner stated Linder the heads given therein. Board of Directors The Board of Directors of your Company consists of 3 members comprising 3 executive directors including the Managing Director, 1 of these Directors represents the Promoter Group while 2 are independent Directors. The Board meets at least 4 times a year or once in a quarter. Committee of Directors Audit Committee The Company constituted the Audit Committee at its meeting held on 12th March, 2001, in compliance with the requirements of the Corporate Governance Clause. This was done in advance of the March 31, 2002 compliance date. The audit Committee comprises of Mr. Sunil D. Shah, Mr. Bhausaheb Kure and Mr. Prashant Parekh, 2 of the members of the Committee are independent directors. The Chairman of the Committee is Mr. Sunil D. Shah and Mr. Bhausaheb Kure shall be the Chairman of the Committee in case Mr. Sunil D. Shah is Unable to attend any of the Audit Committee meetings. The first Audit Committee meeting was held on 16th October 2001 to review the Accounts for the financial year ended March 31, 2001. The Committee has powers similar to those recommended in Clause 49 of the Listing Agreements relating to Corporate Governance. Shareholder's / Investors' Grievance Committee The Company constituted the Shareholders / Investors' Grievance Committee at its meeting held on 12th March 2001, in compliance with the requirements of the Corporate Governance Clause. The Shareholder's / Investors' Grievance Committee comprises of Mr. Sunil D. Shah, Managing Director, who is also the compliance officer of the Company, Mr. Prashant Parekh and Mr. Bhausaheb Kure. The quorum of the meeting is any two members, one of whom shall chair the meeting. The Committee considers all shareholders' complaints, received from the Stock Exchanges, SEBI, Investor Associations and Department of Company Affairs, as well as complaints, if any received by the Company directly from shareholders/investors and ensures that necessary action is taken in ensuring redressal of the complaints received. Listing of Shares The Shares of the Company are listed with The Stock Exchange, Mumbai, which is also the regional Stock Exchange and with The Stock Exchange, Ahemadabad, Madras Stock Exchange Limited, Chennai and The Delhi Stock Exchange Association Limited, New Delhi. Listing fees have been paid to all the four Stock Exchanges for the year 2001-2002. Marketing, Expansion / Diversification: The economic environment of the Country, particularly in the segments in which the Company's major customers operate, has seen a significant downturn. In view of the turbulent market conditions, the Company has altered its activities. The management of the Company has decided to enter into new fast growing field of marketing financial products and taking agencies of credit cards, telecom products and telecom services, financial products of banks and institutions, cosmetics and confectionery items (FMCG products) and insurance services. The Company is in the process of negotiating with few of the leading companies to finalise their agency agreement. The discussion is at various levels of finalisation. The Company is going through a very lean phase with respect to mould as well as general industry recession since May 2000, To reduce operations expenditure the management has decided to transfer its accounting and marketing departments to Sinnar. Industrial Relations: During the year, industrial relations have been extremely cordial and the directors thank all the employees for their contribution towards the growth of the organisation. Fixed Deposits The Company has not accepted any deposits form the public, and as such, there are no outstanding deposits in terms of Companies (Acceptance of Deposits) Rules, 1975. Conservation of Energy: Electricity Consumed 38,524 units. Foreign Exchange Earnings & Outgo: Foreign Exchange Earnings during the year Nil Foreign Exchange OUtgo during (tie year Nil Particulars of Employees As required under Sub Section 2A of Section 217 of Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and as amended from time to time, the particulars of such employees are not applicable to the Company. Auditors: The Auditors M/s. D. T. Patel & Co., Chartered Accountants, are holding their office as the Auditors of the Company till the conclusion of the ensuing Annual General Meeting have expressed their inability to continue as the statutory auditors of the Company due to their other engagements. M/s. S.M. Bhatt and Associates, Chartered Accountants, have expressed their consent to be appointed as Statutory Auditors of the Company and your Board recommends their appointment. Acknowledgement: The Directors wish to take this opportunity to thank all the employees of the Company as also the M/s. Janakalyan Sahakari Bank Ltd. and various other Government Agencies for their continuous contribution towards the growth of the organisation. For Aakar Technologies Limited Sunil Shah Managing Director Place: Sinnar Date : 7th August 2001

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