DUTRON POLYMERS LIMITED
Your directors are delighted to present the report on your companys business andoperations for the year ended on March 31 2016.
OPERATING RESULTS AND BUSINESS
The performance of the Company during the year 2015-16 is summarized below:
| ||2015-16 ||2014-15 |
| ||(Rs. in Lakh) ||(Rs. in Lakh) |
|Profit before Depreciation & Taxation ||421.22 ||285.39 |
|Depreciation ||144.08 ||123.27 |
|Provision for Taxation ||81.05 ||76.28 |
|Exceptional Items || ||82.90 |
|Net Profit after Tax ||196.09 ||168.64 |
|Profit Available for Appropriation ||258.91 ||211.10 |
|Proposed Dividend ||84.00 ||84.00 |
|Transfer to General Reserve ||50.00 ||50.00 |
Your Company has been able to achieve the highest sales revenue and profit of all timeduring the year under review. The Sales has grown by 32.8% compared to previous year. Thisexceptional jump has come mainly due to high demand from Sardar Sarovar Narmada NigamLtds irrigation scheme of Govt. of Gujarat. Your Companys net profit hasincreased 16.2% to Rs. 196.09 Lakh. Earnings per share increased to Rs. 3.27during theyear under review.
Your directors recommend a dividend @ 14% on 6000000 equity shares of Rs. 10 each forthe year ended 31st March 2016 which will be free of tax in the hands of shareholders.
During the year the Company has not accepted any deposits from the public exceptdeposits from directors & shareholders as at 31st March 2016 amounting to Rs.72392250. The Company has filed a statement in lieu of advertisement with the Registrarof Companies Gujarat.
All the assets of the Company including inventories building plant & machineriesare adequately insured.
Pursuant to the provisions of the Companies Act 2013 Shri Mitesh C. Shah and ShriSudip B. Patel Directors of the Company retire at the ensuing Annual General Meeting ofthe Company and are eligible for reappointment. The Board recommends their reappointmentas Directors of the Company.
FORMAL EVALUATION STATEMENT
Formal evaluation statement u/s 134(3)(p) of the Companies Act 2013 is attachedherewith to the report. The evaluation includes evaluation of board as a whole individualdirector and of every committee of board. The evaluation framework for assessing theperformance of Chairman Directors Board and Committees comprises inter-alia of thefollowing parameters:
a. Directors bring an independent judgment on the Boards discussions utilizinghis knowledge and experience especially on issues related to strategy operationalperformance and risk management.
b. Directors contribute new ideas/insights on business issues raised by Management.
c. Directors anticipate and facilitate deliberations on new issues that Management andthe Board should consider.
d. The Board / Committee meetings are conducted in a manner which facilitates opendiscussions and robust debate on all key items of the agenda.
e. The Board receives adequate and timely information to enable discussions/decisionmaking during Board meetings.
f. The Board addresses interests of all stakeholders of the Company.
g. The Committee is delivering on the defined objectives.
h. The Committee has the right composition to deliver its objectives.
M/s. Baheti Bhadada & Associates Chartered Accountants Ahmedabad StatutoryAuditors of the Company retires at the conclusion of the forthcoming Annual GeneralMeeting and are eligible for reappointment for 1 year subject to the confirmation ofAuditor every year. The Company has received letter from them to the effect that theirre-appointment if made would be within limits specified u/s 141(1)(g) of the CompaniesAct 2013.
The observations made in the Auditors Report are self-explanatory and therefore neednot require any further comments by the Board of Directors.
SECRETARIAL AUDIT REPORT
In pursuant to Section 204 of the Companies Act 2013 the Board attaches herewith thesecretarial audit report issued by practicing company secretary. There are no remarks orcomments in said report which requires clarifications by the Board.
ABSTRACTS OF ANNUAL RETURN
In pursuant to requirement of 93(3) of the Companies Act2013 the abstracts of annualreturn is attached herewith in Annexure of the report in prescribed Form No. MGT-9.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to requirement under section 134(3)(c) of the Companies Act 2013 withrespect to Directors Responsibility Statement it is hereby confirmed that:
a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;
b) the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit and loss of the company for that period;
c) the directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;
d) the directors had prepared the annual accounts on a going concern basis;
e) the directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively; and
f) the directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.
PARTICULARS OF EMPLOYEES
During the year there were no employees within the organization who were in receiptof remuneration exceeding ` 6000000 p.a. or if employed for part of the yeardrawing remuneration in excess of Rs. 500000 p.m as prescribed.
RISK MANAGEMENT POLICY
The Risk management policy of the company has been discussed in detail in theManagement Discussion & Analysis Report which forms part of this DirectorsReport attached with Annual Report.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
There are no contracts or arrangements entered by the Company with related partiesreferred to in sub section (1) of section 188 of the Companies Act 2013.
ANNEXURE - A TO DIRECTORS REPORT
Disclosure as per the Companies (Disclosure of Particulars in the Report of the Boardof Directors) Rules 1988.
A. CONSERVATION OF ENERGY (FORM A)
Energy conservation measures carried out during the year are :
(i) Replaced AC variable speed AC drive in one HDPE Pipe Plant which has resulted intopower savings.
Form for disclosure of Particulars with respect to consumption of energy
B. TECHNOLOGY ABSORPTION (FORM B)
Details are provided in Form B annexed hereto
Form for disclosure of particulars with respect to absorption of technology research& development.
|(a) Research and Development (R & D) || |
|1. Specific areas in which R & D carried out by the Company ||Nil |
|2. Benefits derived as a result of the above R & D ||Not Applicable |
|3. Future plan of action ||Nil |
|4. Expenditure on R & D || |
|(a) Capital ||Nil |
|(b) Recurring ||Nil |
|(c) Total ||Nil |
|(d) Total R & D expenditure as a percentage of total turnover ||Not Applicable |
|b) Technology Absorption Adaptation and Innovation || |
|1. Efforts in brief made towards technology absorption ||(i) Conversion of one more plant from Single line PVC pipe extrusion to dual line extrusion |
| ||(ii) Insatallation of High Output (700 kg/ hr) PVC pipe plant |
| ||(iii) Conversion of UPVC pipe marking method from Flexographic type to Roto gravure type for all plants |
|2. Benefits derived as a result of the above efforts ||(i) Higher output and lower power Consumption |
| ||(ii) Better quality of marking on UPVC pipes |
|3. Information regarding technology imported || |
|(a) Technology imported ||HDPE Pipe Manufacturing Sales and Application |
|(b) Year of Import ||1993-94 |
|(c) Has technology been fully absorbed ||Yes |
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
| ||2015-16 (Rs.) ||2014-15 (Rs.) |
|Total foreign exchange outgo ||187020091 ||116754457 |
|Total foreign exchange earnings || || |
|Total foreign exchange outgo (Capital Goods) || || |
| ||FOR AND ON BEHALF OF THE BOARD OF DIRECTORS |
|Place: Ahmedabad ||S. B. PATEL |
|Date: 30th May 2016 ||Chairman |
| ||7 |