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Disposable Medi - Aids Ltd.

BSE: 523540 Sector: Health care
NSE: N.A. ISIN Code: N.A.
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Disposable Medi - Aids Ltd. (DISPOSABLEMEDI) - Director Report

Company director report

1996 DISPOSABLE MEDI-AIDS LIMITED DIRECTORS' REPORT Your Directors have pleasure in presenting the Ninth Annual Report and the Audited Accounts of the Company for the Financial Year ending March 31, 1996. OPERATIONS In the last report we had mentioned that production was suspended w.e.f. September 1994. The position continued during the entire year of 1995-96. Therefore no production was carried out at the plant. Sales to the extent of Rs.2.42 lacs were made out of existing stock and the losses during the year under review were Rs.143.59 lacs. The management is still in the process of finding an alternate promoter for takeover. FDA RENEWAL The company's registration with Food and Drug Administration of United States of America could not be renewed beyond 31.03.96 due to financial constraints. PARTICULARS OF EMPLOYEES AND ENERGY The statement concerning the employees as required by subsection 2(A) of Sec 217 of the Company's Act 1956 read with companies (Particulars of Employees) Rule 1975 as amended is not applicable as no employee was in receipt of remuneration exceeding the level prescribed under this section. Particulars of conservation of energy, technology absorption and foreign exchange earnings and outgo in terms of section 217 (1) (e) of the Companies Act 1956 (as amended) and additional information required in the Report of Board of Directors Rules, 1988 are furnished in the Annexure to this Report. AUDITORS As stated in the earlier report M/s. Price Waterhouse and Co had expressed their unwillingness to be reappointed beyond the Annual General Meeting. We had received a Notice under Section 225 of the Company's Act 156 read with Section 190 proposing the appointment of M/s K Ramakrishnan and Co and M/s Krupa Sarathi and Co. The appointment of M/s Ramakrishnan and Co was not followed up and as proposed and seconded in the Annual General Meeting M/s Krupa Sarathi and Co have been appointed as Auditors for the year 1995-96 at a remuneration of Rs.10,000/-, M/s Krupa Sarathi and Co retire at the ensuring Annual General Meeting and are eligible for reappointment. DIRECTORS Mr. C.N. Gangadharan retired on 27.03.96 Dr. S. Ramamurthy has sent his resignation. ICICI have withdrawn the name of Ms Gita Kao their nominee on the Board and have instead proposed the name of Mr. S. Kannan. These changes have to be taken on record in a Board Meeting. M/s K.C. Lakhotia and J Srinivasan are due to retire by rotation and being eligible for reappointment offer themselves for reappointment. BIFR The Auditors have opined that the company has become a sick industrial company under Clause 0 of Sec 3(1) of the Sick Industrial Companies (special provisions Act, 1985. The Auditors have based their opinion on the premise that deferred revenue expenses have to be reduced while calculating networth for the purpose of this Act. In our opinion this position needs to be examined. AUDITORS' REPORT Our replies to the observations made by the Auditors are given below : Auditors' observation Our Reply Para reference Para 1 a As mentioned in this report negotiations are going on for a takeover and revival of the Unit. In fact, in one case the procedural requirements for the takeover have already commenced and we feel that a long term solution should be finalised soon. The fixed assets of the company have been maintained in proper shape and the inventory is non- perishable. In the circumstances we are of the opinion that preparation of the accounts on a going concern basis is appropriate. para 2 The Auditors have based their observation on factors which are quantifiable and also non-quantifiable, for instance preparation of accounts on a going concern basis. In respect of quantifiable factors the Auditors themselves have indicated the figures and in respect of non quantifiable factors the lapses/inadequacies are, in our opinion, merely procedural in nature which in turn were caused by inadequate funds and manpower. With the revival of the Unit all these factors can be set right and will have no significant impact on the financial position of the Company. l n the circumstances we are of the view that subject to the quantifiable factors referred to by the Auditors the accounts do represent a true and fair view of the state of the Company's affairs as at 31.3.96 an(d its loss for the year ended on that date. ACKNOWLEDGEMENTS Your Directors wish to express their gratitude for the valuable support extended to them by the financial institutions, the office of the Development Commissioner and the Customs Authorities in the Madras Export processing zone. Your Directors also wish to take this opportunity to acknowledge the support and goodwill extended to them by the Customers. Shareholders and employees of the organisation. INFORMATION AS PER SECTION 217(1) (e) READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF THE BOARD OF DIRECTOR RULES, 1988 AND FORMING PART OF THE DIRECTORS' REPORT FOR THE YEAR ENDED MARCH 31, 1996. (A) CONSERVATION OF ENERGY 1. FORM A Power and Fuel Consumption 1. Electricity a) Purchased Units Nil Amount (Rs.) Nil Rate per Unit (Rs.) NA b) Consumption per unit NA of production Disposable syringes produced Nos Electricity consumption Nil Unit/Syringe NA (B) TECHNOLOGY ABSORPTION FIRM (a) Research and Development (R&D) 1. Specific areas in which R&D was carried out by the Company Nil 2. Benefits derived as a result of above R&D NA 3. Future Plan NA 4. Expenditure on R&D i) Capital Nil ii) Recurring Nil (b) Technology Absorption, Adaptation and Innovation 1. Efforts, in brief made towards technology absorption and innovation NA 2. Imported technology i) Technology imported NA ii) Year of import NA iii) Has technology been fully absorbed NA iv) If not fully absorbed areas where this has not taken place, reasons therefore and future plans C) FOREIGN EXCHANGE EARNINGS AND OUTGO i) Activities relating to exports; initiatives taken to increase exports, development of new export markets As per report ii) FOB Value of Export earnings 242262 iii) Expenditure in foreign Currency Nil FOR AND ON BEHALF OF THE BOARD K C LAKHOTIA CHAIRMAN Dated : 4th December, 1996.