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Agro Dutch Industries Ltd.

BSE: 519281 Sector: Agri and agri inputs
NSE: AGRODUTCH ISIN Code: INE135B01014
BSE LIVE 14:06 | 28 Nov 1.95 -0.10
(-4.88%)
OPEN

1.95

HIGH

1.95

LOW

1.95

NSE LIVE 12:07 | 28 Nov 1.90 -0.05
(-2.56%)
OPEN

1.90

HIGH

1.90

LOW

1.90

OPEN 1.95
PREVIOUS CLOSE 2.05
VOLUME 2753
52-Week high 4.41
52-Week low 1.81
P/E
Mkt Cap.(Rs cr) 10.60
Buy Price 0.00
Buy Qty 0.00
Sell Price 1.95
Sell Qty 1547.00
OPEN 1.95
CLOSE 2.05
VOLUME 2753
52-Week high 4.41
52-Week low 1.81
P/E
Mkt Cap.(Rs cr) 10.60
Buy Price 0.00
Buy Qty 0.00
Sell Price 1.95
Sell Qty 1547.00

Agro Dutch Industries Ltd. (AGRODUTCH) - Director Report

Company director report

Directors

The Directors are pleased to present the 22 Annual Report and Audited Statements ofAccounts for the period ended on 31 March 2014.

FINANCIAL RESULTS

(Rs. in lacs)

Particulars 2013-14 2012-13
Net Sales/Income 1148.36 3550.54
Other Income 8.88 27.63
(Increase)/Decrease in Stock 532.78 3379.94
Total Expenditure 7654.81 13914.69
Profit (Loss) before Int/Tax/Dep 670.58 (4630.07)
Interest 4179.08 4060.18
Depreciation 1638.91 1646.26
Misc Expenses W/o - -
Profit (loss) before Tax (6488.57) (10336.51)
Provision for Taxation - -
Profit after Current Tax (6488.57) (10336.51)
Provision for deferred Tax (367.18) (534.96)
Mat Credit Entitlement/Reversal 105.51 145.29
Profit/(Loss) after Tax (6226.90) (9946.84)
Extra Ordinary Items including Previous year adjustments 11.70 39.47
Net Profit/(Loss) After tax (6238.60) (9986.31)

DIVIDEND

In view of the loss your directors regret their inability to recommend any Dividendfor the year under review.

PERFORMANCE

During the year under review your company has achieved a net income of Rs. 11.57Crores (previous year Rs. 35.78 crores). The Sales in the Current financial year i.e.2013-14 of the Company have been adversely affected due to discontinuation of Shipments ofCanned Mushrooms to US.

The company has aggressively started selling fresh mushrooms in the domestic market.The response from these markets are encouraging.

CHENNAI PLANT

The final commissioning of the Chennai unit is delayed due to financial crunch beingfaced by the Company.

AUDITORS

The Statutory Auditors M/s Rakesh Singla & Associates Chartered Accountants (FirmRegistration No. 03371N) retire at the ensuing Annual General meeting and has confirmedtheir eligibility and willingness to accept office if re-appointed. The Audit Committeeand the Board of Directors recommends the reappointment as the Auditors of the Company fora period of five years.

DIRECTORS

As per the requirement of the Companies Act2013 all the Independent Directors on theBoard as on 1 April2014 namely Mr. Jalesh Grover Mr. Ajay Arora and Mr. Multan SinghKadian shall be re-appointed for a tenure of 5 years and the same shall be confirmed atthe ensuing Annual General Meeting.

The Official Term of Mr. Malvinder Singh Chairman and Managing Director has expired on30 June2014 the Board of Directors at the meeting held on 4 August2014 have appointedhim as Executive Chairman of the Company for a period of 5 years commencing from 1August2014 subject to the approval of shareholders in the ensuing Annual General Meeting.Further Mr. Vivek Atri has been appointed as Managing Director of the Company for aperiod of five years commencing from 1 August2014 at the meeting of the board ofdirectors held on 4 August2014 subject to approval of shareholders and Central Governmentas may required in the ensuing Annual General meeting.

PARTICULARS OF EMPLOYEES

There is no employee in the Company whose particulars are required to be given underSection 217(2A) of the Companies Act 1956 read with the Companies (Particulars ofEmployees) Rules 1975

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act 1956 withrespect to Directors Responsibilities Statement it is hereby confirmed:

i) That in the preparation of accounts for the period ended 31 March 2014 theapplicable Accounting Standards had been followed and there are no material departures:

ii) That the selected Accounting Policies are reasonable and prudent so as to give atrue and fair view of the state of affairs of the Company at the year end and profit ofthe Company for that period;

iii) That proper and sufficient care has been taken for maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 1956 forsafeguarding the assets of the Company and preventing and detecting fraud and otherirregularities;

iv) That the accounts have been prepared on a going-concern basis.

INTERNAL CONTROL AND ADEQUACY

The Company has adequate system of internal controls to ensure that all assets aresafeguard transactions are authorized optimum utilization of resources costs arecontrolled reporting of financial transactions and compliance with applicable law andregulations.

BIFR AND REHABILITATION

The Networth of the Company is continuing to be fully eroded. The reference beforeBoard for Industrial & Financial Reconstruction (BIFR) is pending for determination ofsickness of the Company. A suitable rehabilitation scheme shall be submitted to the BIFRupon declaration of the company as Sick Industrial Unit. The Asset Sale Committee of theLenders have initiated sale of non-core and surplus assets of the Company.

COST AUDIT

The Company has appointed Dr. Vimal Kumar (Membership No. 9982) Prop.of M/s V.Kumar andAssociates SCO 124-125 Sector 34A Chandigarh Cost and Works Accountants as the CostAuditors of the Company for the financial year 2013-14 for filing of Compliance Report asper Cost Accounting Record Rules2011 issue vide notification of Ministry of CompanyAffairs (MCA) dated 3 June2011

INTERNAL AUDITORS

The Board of Directors of your Company has appointed Mr. Ankit Goyal CharteredAccountant (Membership No. 529874) as Internal Auditor pursuant to provisions of Section138 of the Companies Act2013 for the Financial Year 2014-15.

SECRETARIAL AUDITORS

The Board of Directors of your Company has appointed M/s Kanwaljit Singh &Associates Practicing Company Secretary Chandigarh as Secretarial Auditor pursuant toprovisions of Section 204 of the Companies act2013 for the Financial Year 2014-15.

AUDITOR'S REPORT

Observations made in the Auditors' Report are self- explanatory and therefore do notcall for any further explanation.

COMPANY'S POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Nomination & Remuneration Committee has been constituted as per therequirements of Companies Act2013 which shall formulate the policy for appointment ofDirectors and Remuneration including criteria for determining qualification positiveattributes independence of a director and other matters as provided under sub-section (3)of Section 178 of the Companies Act2013 and necessary disclosure to this effect shall bemade in the next Report to the Directors.

STAKEHOLDER RELATION

As per the requirement of Companies Act2013 a Stakeholder Relationship Committee isbeing constituted. Necessary disclosure in this regard shall made in the next DirectorsReport.

CORPORATE GOVERNANCE

The Company aims to conduct its affairs in an ethical manner. A separate Report onCorporate Governance forms a part of the Annual Report. A certificate from the Company'sAuditors regarding the Compliance of Conditions of Corporate Governance as stipulatedunder Clause 49 is also annexed with the report.

LISTING OF SHARES & SEBI REGULATION

The Equity shares of the company are listed on The Stock Exchange Mumbai & NationalStock Exchange of India Ltd. Mumbai.

INSURANCE

The company has taken the required insurance coverage for its assets against thepossible risks like fire flood public liability marine etc.

DEPOSITS

During the year under Report your Company did not accept any deposits from the publicin terms of the provisions of Section 58A and 58AA of the Companies Act 1956.

ACKNOWLEDGEMENTS

Company would like to thank its Shareholders including suppliers vendors investorsand bankers. Company also records its appreciation of the contribution made by employeesat all levels. The diligent hard work cooperation and support is a backbone of allendeavors of the company. We assure all the stakeholders that the team ADIL is fullydedicated and assure that with the continuous support we will overcome the turbulence inthis year.

For and on behalf of the Board

sd/-

Vivek Atri

Managing Director

Place: Chandigarh

Dated:04.08.2014

ANNEXURE TO THE DIRECTORS' REPORT

STATEMENT CONTAINING PARTICULARS PURSUANT TO THE COMPANIES (DISCLOSURE OF PARTICULARSIN THE REPORT OF BOARD OF DIRECTORS) RULES 1988 AND FORMING PART OF DIRECTORS' REPORT

i) Conservation of Energy

Energy cost constitutes a major part of cost of production. The Company has installedits own co-generation power plant which helps the Company to reduce energy cost and alsolower the dependence on State Electricity Board.

FORM-A Power and Fuel Consumption

Particulars Unit For the year ended 31.03.14 For the year ended 31.03.2013
1. Electricity
(a) Purchased
Unit Nos. 4331980.00 6262125.00
Total Amount Rs. 35509405.00 44332042.00
Rate/Unit Rs. 8.20 7.08
2. Diesel Consumption
Unit Litre 101760.00 309863.41
TotalAmount Rs. 5199594.00 13052153.25
Rate/Unit Rs. 51.10 42.12
3. Rice Husk
Unit Kg. NIL 10712577.00
Total Amount Rs. NIL 50748853.00
Rate/Unit Rs. NIL 4.74
4. Pet Coke Consumption
Unit Kg. 1 047580.00 1 780610.00
Total Amount Rs. 8490272.00 13387167.00
Rate/Unit Rs. 8.10 7.52
5. Fire Wood
Unit Kg. 133805.00 NIL
Total Amount Rs. 670061.00
Rate/Unit Rs. 5.03 NIL

 

Consumption per Kg (MT) of Production:
Electricity Units 3838.12 1026.47
Diesel Ltrs 90.16 50.79
Rice Husk Kg NIL 1755.98

 

Production
Fresh Mushroom (Total) 1128671.00 6100624.00

 

ii) Technology Absorption : Not Applicable
iii) Foreign Exchange Earning and Outgo
Earnings Rs. 582.07 Lacs
Interest Rs. -
Outgo:
Capital A/c Rs. -
Raw Material & Consumables Rs. -
Spares & Components Rs. -
Travelling Rs. 006.12 Lacs
Interest & Financial Charges Rs. 278.81 Lacs
Others Rs. 1.39 Lacs
Repayment of term loans Rs. 0.00 Lacs

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