Your Directors have pleasure in presenting the Twenty Seventh Annual Report togetherwith Audited Accounts for the year-ended 31st March 2017.
| ||(In) ||(In) |
|Particular ||31 st March 2017 ||31 st March 2016 |
|Income ||3993041199.00 ||2491656459.00 |
|Expenditure ||3913257382.00 ||2473526508.00 |
|(Loss) / Profit || || |
|Before Exceptional Item & Tax ||79783817.00 ||18129951.00 |
|Profit Before Tax ||79783817.00 ||18129951.00 |
|(Less)/ Add: Tax Expenses ||(20965976.00) ||(523604.00) |
|Balance Carried To Balance Sheet ||58817842.00 ||12893548.00 |
REVIEW OF OPERATIONS & FUTURE OULLOOK
CREATING NEW CAPACITIES: Company has commenced manufacturing of Mono Methyl Urea& Di Methyl Urea as decided in june' 2016. Company has further added new products i.e.Erithromycin Derivates & Mafenamic Acid with capacity of 10 m.t. & 25 m.t.respectively in June' 2017. Company will start production of new products i.e. Theobromine& Theophylline by March2018 Necessary steps has already taken by the management.
Your directors do not recommend any dividend for the year ended 31st March 2017.
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.
Mrs. Damiyanti P. Ghatalia Director of the company is liable to retire by rotation atthe ensuingAnnual General Meeting and being eligible offer herself for re-appointment.
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 2017 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 2017 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 2017 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.
As per section 92(3)of the Companies Act 2013 the extract of the Annual Return isannexed hereto as Annexure A. The extract of the Annual Return shall be prescribedand it is the part of Director Report
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.
Pursuant to Section 204 of the Companies Act 2013 the Board of Directors hadappointed M/s. Virendra Bhatt & Associates Practicing Company Secretaries as theSecretarial Auditors of the Company for the financial year 2016-17.
Accordingly the Secretarial Auditors have given their report which is annexed heretoas Annexure B. The comments of the Board on the observations of the SecretarialAuditors are given after Annexure A above.
The Board has re-appointed M/s. Virendra Bhatt & Associates Practising CompanySecretaries as the Secretarial Auditors of the Company for the financial year 2017-18.
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.
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.
A separate report on Corporate Governance is produced as a part of the Annual Reportalong with theAuditors 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.
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.
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.
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 |
|Place: Mumbai ||Jagdish K.Shah |
|Date : 30 th May 2017 ||CHAIRMAN |