CONTINENTAL PETROLEUMS LIMITED
ANNUAL REPORT 2010-2011
Your Directors are pleased to present 25th Annual Report together with
Audited Statement of Accounts for the year ended 31st March 2011.
The Financial Results for the year under review are as follows:-
(Rs. in Lacs)
Sales 1208.22 841.13
Other Income 346.43 256.03
Gross Profit before Interest,
Depreciation & Adjustments 109.25 92.49
Interest 6.40 7.40
Depreciation 6.92 6.54
Net Profit/ (Loss) before tax 95.93 78.55
Net Profit/(Loss) after tax 60.93 50.84
Balance of Profit/(Loss)Brought -
forward from last year (7.15) (57.99)
Balance carried forward to Balance Sheet 53.79 (7.15)
Your Directors have decided not to pay dividend for the year 2010 - 2011
due to requirement of working capital for expansion programme.
It is appreciable to note that the company has achieved a higher turnover
of Rs. 1208.22 Lacs as against Rs.841.13 Lacs in the previous year,
recording 43.64% increase. The income from Hazardous Waste Management
activities etc. has increased from Rs.256.03 Lacs to Rs.346.43 Lacs as
compared to previous year. The Net Profit was Rs.60.93 Lacs as compared to
net profit of Rs.50.84 Lacs in the previous year. The accumulated losses of
the company are completely wiped out now.
In view of the increased awareness and stringent pollution regulation
towards environment protection our industries in India is adopting improved
technologies and measures to reduce pollution. Therefore, your Directors
have decided to concentrate more efforts towards growing business on
hazardous waste management within the parameters of prevailing Indian laws.
The company expects reasonable growth by the above business. The growth in
sales of lubricating oils is also expected to continue. The Company has
already completed the installation of underground tanks & blending tanks
for production of Petroleum products of A.B.& C class for which statutory
permissions are shortly expected, It is expected that production of
industrial solvents, lacquers etc will start during the current year which
will lead to enhancement of profit of the Company.
The Company has not accepted any deposits from public which are covered
under Section 58A of the Companies Ac, 1956
Shri Ram Nath Karol retires by rotation and being eligible offers himself
for re-appointment at forthcoming Annual General Meeting. The Board take on
record the sad demise of the main promoter and Director of the company Smt.
Bhagwati Khandelwal who has significantly contributed with all her able
leadership, endless and unforgettable efforts during all the times towards
achievement of the remarkable development and prosperity of the company to
the present stage since its inception. Smt. Radhika Khandelwal was
appointed as additional Director of Company
and being eligible offer herself for appointment as Director liable to
retire by rotation. A notice has been received from a member under Section
257 of the Companies Act, 1956 for her appointment as Director.
Secretarial compliance certificate received from M/S C.M.Bindal & company
.Company Secretaries. Jaipur under Section 383 A of the companies Act,1956
is annexed herewith and bears the part of Directors report.
DIRECTOR'S RESPONSIBILITY STATEMENT
Your Directors confirm:
1. That in the preparation of Annual Accounts, applicable accounting
standards have been followed.
2. That the Directors have selected such accounting policies and applied
them consistently & made judgments 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 31st March 2011.
3. That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of Companies Act, 1956 for safeguarding the assets of the
Company and for preventing and detecting fraud & other irregularities.
4. That the Directors have prepared the Annual Accounts for the financial
year ended 31s1 March 2011 on a going concern basis.
The Company takes appropriate measures from time to time for conservation
of energy in the operation of the plant.
POWER & FUEL CONSUMPTION
Unit 2010-2011 2009-2010
i) Electricity own generation -
by D.G. Set Units KWH 73000 42000
Unit per Ltr. of Diesel Oil KWH 0.375 0.388
Cost/Unit Rs. 10.75 9.75
ii) Fuel Oil(Diesel/LDO/FO/GO)
Quantity Ltr. 515323 275195
Total Amount Rs. 16634389 8393450
Average Rate/Unit Rs. 32.27 30.50
iii) Consumption per Unit of
production (Lubricating Oils)
Fuel Oil Ltr. 0.031 0.030
The R&D Department of the Company is dedicated to develop environment-
friendly processes and introduce new formulations for lubricants from time
During the year under review the income in foreign exchange was NIL & The
expenditure in foreign exchange was Rs.46,060/-.
M/s R.R Khandelwal & Associates, Jaipur, Auditors of the Company retires at
the ensuing Annual General Meeting and being eligible, offer themselves for
re-appointment. The Directors have recommended their re-appointment.
Information under Section 217(2A) of Companies Act, 1956 read with
Companies (particulars of employees) Rules, 1975 as amended:-
None of the employees was in receipt of remuneration beyond the limits
prescribed under aforesaid rules.
Your Directors take this opportunity to place on record their grateful
thanks for the support and assistance received by the Company from Central
and State Government Authorities & Banks. The Directors also place on
record their appreciation to all employees of the Company for their good
Registered office By Order of Board of Directors
A-2 Opposite Udyog Bhawan,
Tilak Marg, C-Scheme, Jaipur M.L. Khandelwal
Dated 30th May 2011 Chairman and Managing Director
Continental Petroleums Ltd.
A-2, Opp. Udyog Bhawan, Tilak Marg,
I have examined the registers, records, books and papers of Continental
Petroleums Limited as required to be maintained under the Companies Act,
1956, (the Act) and the Rules made there under and also the provisions
contained in the Memorandum and Articles of Association of the company for
the financial year ended on 31st March, 2011 (financial year). In my
opinion andjo the best of my information and according to the examinations
carried out by me and explanations furnished to me by the company, it's
officers and agents, I certify that in respect of the aforesaid financial
1. The company has kept and maintained all registers as stated in Annexure-
A to this certificate, as per the provisions of the Act and the Rules made
there under and all entries therein have been duly recorded.
2. The company has duly filed the forms and returns as stated in Annexure-B
to this certificate, with the Register of Companies, Regional Director,
Central Government, Company Law Board or other authorities within the time
prescribed (except with additional fee where required) under the Act and
the Rules made there under.
3. The company being a public limited company, comments on number of
members, etc. are not required.
4. The board of Directors duly met seven times respectively on 02.03.2010,
29.05.2010, 14.08.2010, 13.11.2010, 3.01.2011, 26.02.2011, and 31.03.2011
in respect of which meetings proper notices were given and the proceeding
were properly recorded and signed including the circular resolutions passed
in the minutes book maintained for the purpose.
5. The company closed its register of members from 21.9.2010 to 28.9.2010
during the financial year.
6. The annual general meeting for the financial year ended on 31st March,
2010 , was held on 28.09.2010, after giving due notice to the members of
the company and the resolutions passed thereat were duly recorded in
Minutes Book maintained for the purpose.
7. Extra-ordinary general meetings were held during the financial year and
8. As explained to us, the company has not advanced any loan to directors
or companies and firms referred to Under Section 295 of the Act.
9. As explained to us, there were no cases falling within the provisions of
section 297 of the Act during the financial year.
10. As explained to us, provisions of section 301 of the Act where
necessary were complied with during the financial year.
11. As explained to us, provisions of section 314 of the Act were complied
by the Company.
12. The company has not issued any duplicate share certificates during the
13. The company has:
(i) delivered all the certificates on allotment of securities and on
lodgment thereof for transfer/transmission or any other purpose in
accordance with the provisions of the Act;
(ii) the company has not deposited any amount in a separate Bank Account
towards dividend as no dividend was declared during the financial year;
(iii) the company was not required to post warrants to any member as no
dividend was declared during the financial year;
iv) the company has no amounts in unpaid dividend account, application
money due for refund, matured deposits, matured debentures and interest
thereon, as unclaimed or unpaid for seven years which were transferable to
Investor Education and Protection Fund.
(v) duly complied with the requirements of section 217 of the Act.
14. The Board of Directors of the company is duly constituted and the
appointment of directors , additional directors, alternate directors and
directors to fill casual vacancies have been duly made.
15. The company has made compliance if any with provisions of section 269
of the Act.
16. The company has not appointed any sole-selling agents during the
17. The company was not required to obtain any approvals of the Central
Government, Company Law Board Regional Director, Registrar under various
provisions of the Act during the financial year. However, company made an
application to Bombay Stock Exchange for in-principle approval of 3,15,000
convertible warrants pursuant to the provisions of Listing Agreements which
is under their consideration, as explained by the officers of Company.
18. The directors have disclosed their interest in other firms/companies to
the Board of Directors pursuant to the provisions of the Act.
19. The company has issued 70,000 equity shares of Rs. 10 each during the
20. The company has not bought back any shares during the financial year.
21. The company has not redeemed any preference shares or debentures during
the financial year.
22. There were no transaction necessitating the company to keep in abeyance
the rights to dividend, rights shares and bounds shares pending
registration of transfer of shares.
23. The company has not invited/accepted any deposits including any
unsecured loans falling within the purview of section 58A of the Act during
the financial year.
24. The amount borrowed by the company from directors, financial
institutions, banks and other during the financial year are within the
borrowing limits of the company under provisions of section 293 (1) (d) of
25. The investments made if any in securities are in compliance with
provisions of section 372A of the Act.
26. The company has not altered the provisions of the memorandum with
respect to situation of the company's registered office from one State to
another during the year under scrutiny.
27. The company has not altered the provisions of the memorandum with
respect to the objects of the company during the year under scrutiny.
28. The company has not altered the provision of the memorandum with
respect to name of the company during the year.
29. The company has not altered provisions of memorandum with respect to
share capital of the company during the year under scrutiny.
30. The company has not altered its Articles of Association during the year
31. As explained to us, there was no prosecution initiated against or show
cause notices received by the company and no fines, penalties or other
punishment imposed on the company during the financial year, for offences
under the Act.
32. The company has not received any money as security from its employees
during the financial year.
33. As explained to us, the company has deposited both employees' and
employer's contributions to provident fund with prescribed authority under
section 418 of the Act during the financial year.