CELLULOSE PRODUCTS OF INDIA LIMITED
ANNUAL REPORT 2006-2007
The Directors present herewith the FORTY SIXTH Annual Report on the affairs
of the Company together with the Audited Statement of Accounts for the
Accounting Year 2006-2007 ended on 31st March, 2007.
1. FINANCIAL RESULTS:
The working results of your company for the Accounting Year under report
are as under :
(Rs. in lacs) 2006-2007 2005-2006
Profit (Loss) 23.22 (16.66)
Add : Loss on Sale of Assets 70.20 267.64
Loss of the Year 46.98 284.26
Add: Debit balance brought forward from
the last year 1149.67 865.41
Loss carried to Balance Sheet 1196.655 1149.67
Remarks of Auditors in their Report and Notes attached to the accounts are
In view of the losses suffered during the year under review, your Directors
regret their inability to recommend dividend for the year under review.
3.1 There wore no operations at any unit of the company. The company has
not considered trading in cloth and other articles advisable in view of
prevailing high prices. As such no trading activity was done during the
year under review.
3.2 As informed in the earlier reports, the assets of the company were sold
by the sale committee appointed by the Hon'ble High Court in SCA 8488/98.
the sale of assets and disbursement of sale proceeds were taking place as
per the directions of the Hon'ble High Court. The last disbursement took
place as per the order dated 31-07-2006. By this order, SCA 8488/98 was
disposed off, the sale committee was dispersed and there was no amount of
sale proceeds in balance to be disbursed. Thus there were no operations and
there was no possibility of any operations in future also.
4. WINDING UP:
As reported in earlier years the company's assets were being sold by the
Sale Committee appointed by the High Court, Gujarat in SCA 8488/98 The sale
proceeds were being disbursed as per the directions of the High Court
between secured creditors, labour and statutory dues Now after receipt of
full consideration of sale of assets the last disbursement of sale proceeds
took place as per the order dated 31-07-02006 of the High Court.
Now the situation is such that the company has no assets, no income and no
funds to start any fresh business. In such circumstances, it is thought fit
not to keep the company alive only on paper and incur the expenses, without
any income, to meet the requirements of the Companies Act, 1956 and the
Listing Agreements. It is recommended that the company should apply for
winding up by the order of the court. The necessary resolution for the
consent of the members is included in the notice.
5.1 Fixed Deposits : As on 31st March, 2007 there were no fixed deposits
which has remained unclaimed at the end of the year
5.2 The Company's income tax assessment has been completed upto the
Financial Year 2003-2004 and assessment for Sales Tax has been completed
5.3 Secured Creditors: The secured creditors including the Debenture
holders through Debenture Trustees were paid in November, 2004 and July,
2005. With these payments the principal amount of all the secured creditors
holding first charge on the fixed assets of the company have been fully
The Hon'ble High Court, by its order dated 31-07-2006 directed to pay about
Rs. 173.43 lacs to First chargeholders by way of interest. To complete the
claim amount of labour, it was directed to apy Rs. 237.50 lacs. To meet
statutory Dues and other payments, the company was paid Rs. 42 lac. The
balance amount of about Rs. 109.00 lacs was paid to Bank as Second
Chargeholder as it was having Recovery Certificate issued by DRT.
6. LISTING FEES:
The Equity Shares of the Company are listed on Ahmedabad and Bombay Stock
Exchanges and the Company has paid Annual Listing Fees to both the Stock
Exchanges upto the Year 1998-1999.
7.1 Particulars of Employees : There is no employee drawing remuneration
requiring disclosure under Section 217(2)(A) of the Companies Act, 1956
read with the Companies (Particulars of Employees) Rules, 1975.
7.2 Auditors : The present auditors of the company M/s C.C. Chokshi & Co.,
Chartered Accountants Ahmedabad, when approached for certificate of
availability for reappointment, indicated their inability to work if
reappointed. They have issued a letter to that effect. The company received
notices from some members to appoint M/s Patel Mankad & Co., Chartered
Accountants, as Auditors of the company. The company when approached them,
received a certificate of availability as required under section 224(1B) of
the Companies Act, 1956.
8. DIRECTOR'S RESPONSIBILITY STATEMENT:
8.1 In the preparation of annual accounts, the applicable accounting
standards have been followed alongwith proper explanation relating to
8.2 The Directors have selected such accounting policies and applied them
consistently and made judgements 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 or loss of the
Company for that period.
8.3 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.
8.4 The Directors have prepared the annual accounts on a going concern
9.1 One of your Director, Shri Maheshbhai P. Desai retires by rotation in
terms of Article 153 of the Articles of Association of the Company and he
being eligible offers himself for reappointment.
10. CORPORATE GOVERNANCE:
As per Clause-49 of the Listing Agreement with the Stock Exchange/s, a
Management Discussion & Analysis Statement, a Report on Corporate
Governance together with Auditor Certificate regarding compliance of
conditions of Corporate Governance form part of the Annual Report.
11. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
As there was no manufacturing activities during the period under review,
the details under the Companies (Disclosure of Particulars in the Report of
Board of Directors) Rules, 1988 are not applicable.
The Company's relations with its employees remained cordial during the
period. Your Directors wish to place on record their appreciation for the
support and cooperation received from the financial institutions and Banks
and the Sale Committee.
By order on Behalf of the Board
Date : 12th June, 2007.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
THE COMPANY'S OUTLOOK:
The operations of the Company have been stopped since January, 1998. Since
then, the Company has neither manufactured any goods nor sold them. The
Company has no workman on roll. There is no possibility that the Company
wilt resume production in near future. As such the Management of the
Company prefers not to comment on prospects, overview of industry etc.
PERFORMANCE-OPERATIONAL AND FINANCIAL:
The Company has no manufacturing activities and unlike the years in past
there were no trading activities in the year under review. The salary of
working staff is received from the Sale Committee till September, 20O6, as
per the directions of the Hon'ble High Court in SCA 8488/98. This
application was disposed off by Order dated 31-07-2006.
There were no financial transactions, as the Company has stopped its
manufacturing operations and trading activities.
WORKING CAPITAL & LIQUIDITY:
The Company has no working capital The Sale Committee has paid about Rs.109
lacs to Bank Of Baroda against various credit facilities taken by the
Company when it was operating, as per the direction of the Hon'able High
Court of Gujarat by its Order dated 31-07-2006.
INTERNAL CONTROL SYSTEM:
As per the working of the Company, it has adequate internal Control System.
Statement in this Management Discussion and Analysis Report, describing the
Company's objectives, estimates and expectations may constitute 'Forward
Looking Statements' within the meaning of applicable laws or regulations.
Actual results might differ materially from those either expressed or
By and on Behalf of the Board
Dale : 12th June, 2007.
Place : Ahmedabad.