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Aarey Drugs & Pharmaceuticals Ltd.

BSE: 524412 Sector: Health care
NSE: N.A. ISIN Code: INE198H01019
BSE LIVE 15:40 | 20 Jan 60.95 1.40
(2.35%)
OPEN

62.00

HIGH

63.00

LOW

59.60

NSE LIVE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 62.00
PREVIOUS CLOSE 59.55
VOLUME 479164
52-Week high 63.10
52-Week low 16.30
P/E 23.44
Mkt Cap.(Rs cr) 107.15
Buy Price 0.00
Buy Qty 0.00
Sell Price 60.60
Sell Qty 250.00
OPEN 62.00
CLOSE 59.55
VOLUME 479164
52-Week high 63.10
52-Week low 16.30
P/E 23.44
Mkt Cap.(Rs cr) 107.15
Buy Price 0.00
Buy Qty 0.00
Sell Price 60.60
Sell Qty 250.00

Aarey Drugs & Pharmaceuticals Ltd. (AAREYDRUGS) - Director Report

Company director report

To

The Shareholders

Your Directors have pleasure in presenting the Twenty Sixth Annual Report together withAudited Accounts for the year-ended 31st March 2016.

FINANCIAL RESULTS:

(In) (In)
Particular 31 st March 2016 31 st March' 2015
Income 2491656459.00 2160325604.00
Expenditure 2473526508.00 2146225747.00
(Loss)/ Profit
Before Exceptional Item & Tax 18129951.00 14099857.00
Profit Before Tax 18129951.00 14099857.00
(Less)/ Add: Tax Expenses (5236404.00) (3216293.00)
Balance Carried To Balance Sheet 12893548.00 10883564.00

REVIEW OF OPERATIONS & FUTURE OULLOOK

CREATING NEW CAPACITIES: Our Company proposes to launch new products i.e.Monomethyl Urea(MMU)-200 MT per Month Dimethyl Urea(DMU)-100 MT per MonthTheobromine(THB)- 20 MT per Month Theophylline(THP)- 30 MT per Month andPentoxifylline(PTF)- 10 MT per Month.

Company proposes to commence production of MMU and DMU by 30th June2016 THB and THPby October2016 and PTF by March2017. Necessary steps has been already taken by theManagement.

DIVIDEND

Your directors do not recommend any dividend for the year ended 31st March 2016.

DEPOSITS

The Company has not accepted the deposits from the public as per the Section 58A of theCompaniesAct 1956 and the Companies (Acceptance of Deposits) Rules 1975.

CORPORATE SOCIAL RESPONSIBILITY

Since the Company's turnover net profit and net worth does not exceed the limitsmentioned under Section 135 of Companies Act 2013 the provisions of Corporate SocialResponsibility is not applicable to the Company.

DIRECTOR

Mr. Lalit Tulsiani Director of the company is liable to retire by rotation at theensuing Annual General Meeting and being eligible offer himself for re-appointment.

To regularize the re-appointment of Mr. Mihir R. Ghatalia who was re-appointed as theManaging Director of the Company by Board vide its Board Meeting dated 30th December2015.

DIRECTORS RESPONSIBILTY STATEMENT

As referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act2013 the Directors hereby confirm:

i) that in preparation of the Annual Accounts for the year ended 31st March 2016 theapplicable accounting standards had been followed along with proper explanation relatingto material departures if any;

ii) that the directors had selected such accounting policies and applied themconsistently and made judgments and estimates that were reasonable and prudent so as togive true and fair view of the state of affairs of the company at the end of financialyear ended 31st March 2016 and the profit/(Loss) of the Company for the year underreview;

iii) that proper and sufficient care has been taken for maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities;

iv) that the annual accounts for the year ended 31st March 2016 have been prepared ona "going concern basis"

v) the directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

ANNUAL RETURN

As per section 92(3)of the Companies Act 2013 the extract of the Annual Return isannexed hereto as Annexure B . The extract of the Annual Return shall be prescribedand it is the part of Director Report.

AUDITORS

M/s. DMKH & Company who were appointed as Auditors to hold office until theconclusion of the 29th Annual General Meeting to be held in the calendar year 2019 areeligible for re-appointment. The Company has received the Certificate from them to thiseffect.

SECRETARIALAUDIT REPORT

Pursuant to Section 204 of the Companies Act 2013 the Board of Directors hadappointed M/s. Virendra Bhatt & Associates Practicing Company Secretaries as theSecretarialAuditors of the Company for the financial year 2015-16.

Accordingly the Secretarial Auditors have given their report which is annexed heretoas Annexure A. The comments of the Board on the observations of the SecretarialAuditors are given after Annexure Aabove.

The Board has re-appointed M/s. Virendra Bhatt & Associates Practising CompanySecretaries as the SecretarialAuditors of the Company for the financial year 2016-17.

BOARD MEETINGS

The details pertaining to the composition terms of reference etc. of the Board ofDirectors of the Company and the meetings thereof held during the financial year are givenin the Report on Corporate Governance section forming part of thisAnnual Report.

DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTOR

The Board confirms that all Independent Directors of the Company have given adeclaration to the Board that they meet the criterion of independence as prescribed underSection 149 of the CompaniesAct 2013.

COMMITTEES OF THE BOARD

The details of the powers functions composition and meetings of the Committees of theBoard held during the year are given in the Report on Corporate Governance section formingpart of thisAnnual Report.

AUDIT COMMITTEE

The details pertaining to the composition terms of reference etc. of the AuditCommittee of the Board of Directors of the Company and the meetings thereof held duringthe financial year are given in the Report on Corporate Governance section forming part ofthis Annual Report. The recommendations of the Audit Committee were accepted by the Boardof Directors of the Company from time to time.

CORPORATE GOVERNANCE

A separate report on Corporate Governance is produced as a part of the Annual Reportalong with the Auditors statement on its compliance.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS ANDOUTGO:

Your Company has made the necessary disclosures in this Report in terms of Section134(3) of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules 2014is given in Annexure C and forms part of this report.

EMPLOYEES:

There were no employees coming under the purview of Section 197(12) of the Act readwith Rules 5 of the Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 and the rules frame there under.

REMUNERATION:

As per Section 197 of the Companies Act 2013 the ratio of remuneration of eachdirector to the median remuneration of the employees of the company for the financialyear:

Name of the Director Ratio to Median employees
Mihir R Ghatalia Managing Director 5:3

DISCLOSURE UNDER SECTION 164

None of the Directors of the company are disqualified for being appointed as Directorsas specified under section 164 of the CompaniesAct 2013.

ACKNOWLEDGEMENTS

Your Directors wish to place on record the appreciation for the continued support ofthe customers Bankers and Suppliers. Your Directors acknowledge and thank the employeesfor their valuable contribution and involvement.

For and on behalf of the Board of Directors
Jagdish K.Shah
CHAIRMAN
Place: Mumbai
Date : 30 th May 2016

ANNEXURE TO DIRECTOR'S REPORT

ANNEXURE - "C"

PARTICULARS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORBTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO AS REQUIRED UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT 1956 READWITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES1988.

A. CONSERVATION OF ENERGY :

a) Energy conservation measures taken :

i) The company has been strictly observing and monitoring the power consumption.

ii) The grinding operation with keeping the automatic regular of feeds has beenmaintained to minimize power consumption.

iii) Dual Fuel Burner was installed.

b) Impact of above measures:

High power factor above 0-9 and optimization of the grind ability has been maintained.

B. POWER AND FUEL CONSUMPTION :

Particulars 2015-2016 2014-2015
(i) Electricity Purchased:
Units (KWH)
Total Amount (Rs.)
Rate / Unit (Rs.)
(ii) Own generation
a) Through diesel generator Unit
Units per ltr. of diesel oil
Cost / Unit
b) Through steam turbine/generator
Unit 4236.36 465500.00
Units per ltr. Of fuel oil / gas 6.65 6.65
Cost / Unit 5.50 5.80
(iii) Coal
Quantity (tones)
Total Cost
Average rate
(iv) Furnance Oil / Diesel
Quantity (m.t.) 9.30 40.00
Total Amount (Rs.) 253660.00 1824000.00
Average rate (Rs.) 27.28 45.60
(v) Others/internal generation
Quantity
Total cost
Rate / unit

 

Quantity Quantity
(in MTS) (in MTS)
C. ACTUAL PRODUCTION :
Production of industrial solvents & Thinner - -
RESEARCH & DEVELOPMENT (R & D):
i) Specific areas in which R & D is conducted
By the company :
ii) Benefits derived as a result of above R &D :
iii) Further Plan of Action :
iv) Management Review :

 

v) Expenditure on R&D : 2015-2016 2014-2015
(Rs.) (Rs.)
a) Capital - -
b) Recurring - -
Total
c) Total R&D Expenditure as a
Percentage of total turnover

 

D. TECHNOLOGY ABSORPTION ADAPTION AND INNOVATION : 2015-2016 2014-2015
(Rs.) (Rs.)
a) Efforts in brief made towards technology
Absorption adaption and innovation
b) Benefits derived as a result of the above - -

 

2015-2016 2014-2015
(Rs.) (Rs.)
c) In case of imported technology (imported during the last 5 years reckoned from the beginning of the financial year) - -
1. Technology import
2. Year of import
3. Has technology ben fully absorbed
4. If not fully absorbed areas where this has not Taken place Reasoms there for and future Plans of action

 

E. FOREIGN EXCHANGE EARNINGS AND OUTGO: 2015-2016 2014-2015
(Rs.) (Rs.)
Activities relating to exports ; initiative taken - -
To increase exports ;development of new Exports markets for products and services; and export plans;
Total Foreign Exchange used
Total Foreign Exchange earned (F.O.B.)

 

For and on behalf of the Board of Directors
Jagdish K. Shah
Chairman
Place: Mumbai
Date : 30 th May 2016