To THE MEMBERS
Your Directors are pleased to present the Twenty Ninth Annual Report together with theAudited Statements of Accounts for the year ended 31st March 2013.
|PARTICULARS ||As at 31-03-2013 ||As at 31-03-2012 |
| ||(Rs. in Lacs) ||(Rs. in Lacs) |
|Sales & Other Incomes ||13442.44 ||36789.79 |
|Gross Profit before Interest & Depreciation ||(653.24) ||693.03 |
|Less: Interest ||1881.16 ||1752.21 |
|Depreciation ||664.90 ||671.17 |
| ||2546.06 ||2423.38 |
|Profit/(Loss) before Tax ||(3199.30) ||(1730.35) |
|Less: Provision for Current Tax ||0.00 ||0.00 |
|Add Provision for Deferred Tax ||6.70 ||24.51 |
|Provision for Fringe Benefit Tax ||0.00 ||0.00 |
| ||6.70 ||(24.51) |
|Profit/(Loss) after Taxation ||3192.60 ||(1754.86) |
|Less: Adjustments of earlier years ||(6.70) ||(0.00) |
| ||(3199.30) ||(1754.86) |
|Add: Surplus brought forward from previous years ||(3954.52) ||(2199.66) |
|Balance carried to Balance Sheet ||(7153.82) ||(3954.52) |
PERFORMANCE DURING THE YEAR
The turnover of the Company during the year decrease by 63.46 % at Rs. 13342.44 Lacs ascompared to Rs 36789.79 Lacs for the corresponding year ended 31st March 2013. The profitbefore Interest and Depreciation worked out to Rs. (653.24) Lacs as against Profit of Rs.693.03 Lacs for the year ended 31st March 2012. The net profit/(Loss) derived by theCompany is Rs. (3199.30) Lacs. Due to non profitability in manufacturing of PartiallyOriented Yarn the Company has temporary decided to stop the production of POY andconcentrate only Naylon filament yarn.
DECLARATION/ORDER OF THE BOARD FOR INDUSTRIAL AND FINANCIAL RECONSTRUCTION (BIFR)DECLARING COMPANY AS "SICK COMPANY" UNDER SICA
In view of the accumulated losses exceeding entire net worth of the Company as on31.03.2012 and pursuant to compliance of Section 15 of the Sick Industrial Companies(Special Provisions) Act 1985 the Board of Directors of the Company has made thereference to Board for Industrial And Financial Reconstruction (BIFR) vide its letterdated 18th April 2012.and the reference was registered by the Honble Board on 30thApril 2012. During the last year various hearings were made for determination ofsickness. In the hearing held on 29th May 2013 the Honble Board has declared theCompany as SICK COMPANY pursuant to Section 3(1)(o) of the Sick Industrial Companies(Special Provisions) Act 1985 and also give various directions for the rehabilitation ofthe company and appointed IDBI Bank as operating agency for the same.
Due to the loss incurred by the Company during the year 2012- 2013 no dividend isrecommended for the payment on the Equity Share capital.
The Company has not accepted any deposit falling within the purview of the provisionsof the Companies (Acceptance of Deposit)Rules 1975.
In accordance with Article 145 of the Articles of Association of the Company Shri AnilKumar Singhal retire by rotation and being eligible offer themselves for re-appointment.The Board recommends their re-appointment.
APPOINTMENT OF STATUTORY AUDITORS:
Statutory Auditors of the Company M/s.R.R.Patchigar & Co. Chartered Accountant ofSurat will retire at the conclusion of the ensuring Annual General Meeting from the officeof the Statutory Auditors and being eligible offer themselves for reappointment from theend of the ensuring Annual General Meeting till the conclusion of the next Annual GeneralMeeting of the Company.
ASSEMENT OF FIRE
The fire broke out in the finished goods godown in the factory premises in the midnight of 29th June 2008 and major loss occurred. The New india Assurance co has repudiateour fire claim vide its letter dated 09th December 2009 and in that response and toprotest the repudation of our genuine claim the company has approached and submited thepetition with National Consumer Dispute Redressal Commission New Delhi.on 08th December2010. Now the matter is in the adjudication stage.
LISTING ON STOCK EXCHANGE:
The Equity Shares of the Company are listed at Bombay Stock Exchange Ltd. (BSE)Mumbai.
PARTICULARS OF EMPLOYEES:
Particulars required by the provisions of Section 217(2A) of the companies Act 1956read with the companies (Particulars of Employees) Rules 1975 as amended have not beenprovided since no employee is drawing remuneration in excess of prescribed limits as perabove provisions.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EARNINGS & OUTGO:
The particulars prescribed by the companies (Disclosure of Particulars in the Report ofBoard of Directors) Rules 1988 as to conservation of energy Technology absorptionForeign Exchange Earnings and outgo are furnished in the annexure to this Report.
The Company has made necessary arrangements for adequately insuring its insurableinterests in various properties.
DIRECTORS RESPONSIBILITY STATEMENT.
As required under Section 217(2AA) of the Companies Act 1956 your Directors state:
(i) that in the preparation of the annual accounts the applicable accounting standardshave been followed.
(ii) that the accounting policies selected and applied are consistent and the judgmentsand estimates made are reasonable and prudent so as to give a true and fair view of thestate of affairs of the Company at the end of the financial year and of the profit or lossof the Company for the period.
(iii) that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 1956 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities
(iv) that the annual accounts have been prepared on a going concern basis.
CORPORATE GOVERNANCE REPORT
your Company has complied with the Corporate Governance guidelines as per Clause 49 ofthe Listing Agreement with the Stock Exchange.
A report on Corporate Governance and a Certificate from the Statutory Auditors of theCompany regarding compliance with Corporate Governance guidelines as stipulated have beenattached by way of separate Section as part of this Annual Report.
Your Directors wish to express their sincere thanks for the support and co-operationextended by the Financial Institution Commercial Banks Government of India Governmentof Gujarat Government of Union Territory of Silvassa (Dadra & Nagar Haveli) BuyersSuppliers and Share Holders for their continued support.
Your Directors also wish to express their thanks for the services rendered by theCompanys employees at all levels.
ANNEXURE TO THE DIRECTORS REPORT
STATEMENT UNDER SECTION 217(1)(e) READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS INTHE REPORT OF BOARD OF DIRECTORS) RULES 1988 AND FORMING PART OF THE DIRECTORS REPORT FORTHE YEAR ENDED 31.03.2013.
(A) CONSERVATION OF ENERGY:
(a) Energy conservation measures taken by the Company:
(1) Reducing the maximum demand by evenly distributing the loads throughout the day andincreasing efficiency of plant and equipment.
(2) Improving power factor by optimum choice of power factor improvement capacitors.
(3) Decreasing the overall energy consumption by reducing losses and improvement ofefficiency of all class A utilities.
(b) Additional investments and proposals if any being implemented for reduction ofconsumption of energy:- Not planned at the moment.
(c) Impact of the measures at (a) and (b) above for reduction of energy consumption andconsequent impact on the cost of production of goods: the energy conservation measuresadopted by the company have had marginal favourable impact on the cost production.
(d) Total energy consumption and energy consumption per unit of production as perForm-A.
(FORM A) (See Rule 2)
Form of disclosure of particulars with respect to conservation of energy:
A. Power and fuel Consumption
| ||As at 31-03-2013 ||As at 31-03-2012 |
|1. Electricity: || || |
|(a) Purchased || || |
|Unit (in Lacs) ||336.28 ||551.56 |
|Total amount (Rs. in Lacs) ||1444.38 ||2260.69 |
|Average Rate/Unit (Rs.) ||4.30 ||4.10 |
|(b) Oil || || |
|(i) Through diesel generator || || |
|Unit (in Lacs) ||0.00 ||0.00 |
|Units per liter of diesel/oil ||0.00 ||0.00 |
|Cost/Unit (Rs.) ||0.00 ||0.00 |
|(ii) Through steam turbine/generator ||N.A. ||N.A. |
|Units per liter of fuel oil || || |
|Cost/Unit || || |
|2. Coal (specify quality and where used) ||Not used ||Not used |
|3. Furnace Oil ||Not used ||Not used |
|4. Others/internal generation (Please give details) ||NIL ||NIL |
B. Technology Absorption
(a) Efforts made in technology absorption as per form B of the Annexure
FORM B (See Rule 2)
Form for disclosure of particulars with respect to absorption Research and Development(R & D)
|1. Specific areas in which R & D carried out by the Company ||The Company is not having its own R&D Dept. |
|2. Benefits derived as result of the above R & D Weekly Bulletin || |
|3. Future plan of action. || |
|4. Expenditure of R & D || |
|Technology absorption adaptation and innovation || |
|1. Efforts in brief made towards technology absorption adaptation and innovation. ||The Company is not having its best to adopt the which gives maximum production. |
|2. Benefits derived as a result of the above efforts e.g. product machinery improvement cost reduction product development import substitution etc. || |
|3. In case of imported technology: ||The Company is not having imported technologies. |
C. Foreign Exchange Earnings and Outgo:
| ||2012-13 ||2011-12 |
|Inflow in Foreign Exchange ||61.06 ||150.02 |
|Outgo in Foreign Exchange ||60.86 ||1776.19 |