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National Fittings Ltd.

BSE: 531289 Sector: Engineering
NSE: N.A. ISIN Code: INE643C01015
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VOLUME 5006
52-Week high 285.00
52-Week low 175.60
P/E 20.83
Mkt Cap.(Rs cr) 203
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Sell Price 0.00
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OPEN 255.00
CLOSE 250.00
VOLUME 5006
52-Week high 285.00
52-Week low 175.60
P/E 20.83
Mkt Cap.(Rs cr) 203
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

National Fittings Ltd. (NATIONALFITTING) - Director Report

Company director report

TO

THE SHAREHOLDERS

Your Directors have pleasure in presenting the Twenty Third Annual Report together withthe Audited

Balance Sheet & Profit and Loss Account for the year ended 31.03.2016

FINANCIAL RESULTS

The operating results for the year 2015-2016 are given below : (Rs. in Lakhs)
Profit before Interest and Depreciation and Other adjustments 1307.33
Less: Interest 75.69
Depreciation 121.36
197.06
Net Profit before Tax 1110.27
Provision for Tax :
Current Tax 393.38
Deferred Tax (income) / expenses (21.90)
371.48
Net Profit after Tax 738.79
Amount brought forward from previous year 368.25
Amount available for appropriation 1107.04
Appropriations
General Reserve 350.00
Interim Dividend on Equity Shares 166.40
Final Dividend on Equity Shares 83.20
Dividend Distribution Tax 50.81
Surplus carried over to Balance Sheet 456.63

FINANCIAL PERFORMANCE:

The Company’s gross income for the financial year ended 31st March 2016 was Rs.5398.72 lacs compared to Rs.5048.54 lacs in the previous year. The profit before tax forthe Company is Rs. 1110.27 lacs as against Rs. 829.76 lacs in the previous year. Thedepreciation for the year is Rs.121.36 lacs compared to Rs.116 lacs in the previous year.

After providing Taxation the Company’s net profit stands at Rs.738.79 lacsagainst Rs.549.72 lacs in the previous year.

Your company proposes to transfer Rs. 350 lacs to General Reserve out of the amountavailable for appropriation and an amount of Rs. 456.63 lacs is to be carried over toBalance Sheet after appropriation of Dividend on Preference Shares and Equity Sharesincluding Dividend Tax.

The Net worth of the company is at Rs.1958.44 lacs as on 31.03.2016 as againstRs.1820.05 lacs in the previous year.

Dividend

The Board of Directors declared an interim dividend of Rs 2/- per Equity Share on 8320000 equity shares of Rs 10/- each aggregating to Rs 166.40 lacs on 16.03.2016 and thedividend had been distributed to the shareholders. The approval of the shareholders hasbeen perused in this Annual General Meeting.

The Board of Directors has recommended a final dividend of Re 1/- per Equity share on83 20000 equity shares Rs 10/- each aggregating to Rs 83.20 lacs for the financial yearended 31st March 2016 which if approved in the ensuing Annual General Meeting will bepaid to all the equity shareholders whose names appear in the Register of Members as on05h August 2016.

With the approval of the final dividend the total dividend for the financial year ended31st March 2016 has been Rs. 3/- per share (Rs. 249.6 lacs).

REDEMPTION OF 9% NON-CONVERTIBLE NON-CUMULATIVE REDEEMABLE

Preference shares

The company had redeemed 300000 9% Non-Convertible Non-Cumulative RedeemablePreference shares of Rs 100/- each amounting to Rs 300 lacs on 14.08.2015.

PERFORMANCE:

Sales and margins improved due to increase in the purchase of castings from reliableoutsources and favorable foreign exchange conditions. In spite of price reduction due tosevere competition from China Company has been able to reduce production costs and thusimproving margins.

Company expects to improve sales and margin due to improved power situation andincrease in production.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT TRENDS & DEVELOPMENT

The Company has a comfortable back order position in spite of a slowdown in the MiddleEast market. "Make in India" movement by the Government has not improved thedomestic market segment as anticipated last year.

Products for joining 2" and under pipe sizes have been approved by the testingagencies and will start production during the financial year 2016-2017.

DIRECTORS

Mrs Panath Anitha Whole Time Director who retires by rotation and being eligibleoffers herself for reappointment.

KEY MANAGEMENT PERSONNEL

Mr. A.V. Palaniswamy Managing Director Mrs Panath Anitha Whole Time Director Mr. J.Saravanan Chief Financial Officer and Mr. S. Aravinthan Company Secretary of the Companyare the Key Management Personnel as per the provisions of the Companies Act and rulesmade there under.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The company does not have any Subsidiary Joint Venture or Associate Company

COMPANY’S PHILOSOPHY ON CODE OF CORPORATE GOVERNANCE

The Company sustains to develop manufacture and supply effective products to meet thecustomer requirements The striving towards continuous improvement in total quality andkeeping abreast of the latest technologies have been enabling the Company to achieve itsgoal.

The focus on training and development of the employees’ skills has well bearingresults in the goal attainment.

The ultimate benefit of these efforts has been aimed in enrichment of the value to theshareholders.

The environment and Community has been well recognized while moving towards the goal.

DIRECTORS’ RESPONSIBILITY STATEMENT

Your Directors further report that

(i) in the preparation of annual accounts the applicable accounting standards havebeen followed and there were no material departures;

(ii) the accounting policies selected have been applied consistently prudent judgmentsand estimates have been made to give a true and fair view of the state of affairs of thecompany as at 31st March 2016 and of the Profit of the company and the cash flow statementfor the year ended 31.03.2016.

(iii) there have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities;

(iv) the annual accounts have been prepared on a going concern basis.

(v) the directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively

Internal financial control means the policies and procedures adopted by the Company forensuring the orderly and efficient conduct of its business including adherence toCompany’s policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information.

(vi) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

CODE OF CONDUCT

All Directors and senior management of the Company have affirmed Compliance with theCode of Conduct of National Fittings Limited for the financial Year ended 31st March 2016.

DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that theyfulfill all the requirements as stipulated in Section 149(6) of the Companies Act 2013 soas to qualify themselves to be appointed as Independent Directors under the provisions ofthe Companies Act 2013 and the relevant rules.

POLICY ON DIRECTOR’S APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FORDETERMINING QUALIFICATIONS POSITIVE ATTRIBUTES INDEPENDENCE OF A DIRECTOR KEYMANAGEMENT PERSONNEL AND OTHER EMPLOYEES

The company shall have such person on the Board who complies with the requirements ofthe Companies Act 2013. Directors/KMPs shall be persons of sound integrity and honestyapart from knowledge experience etc in the respective fields.

No person less than the age of 21 years shall be appointed as the director of theBoard.

Composition of the Board shall be in compliance with the requirements of the CompaniesAct 2013.

The Executive Directors are paid with remuneration as approved by the members but arenot paid sitting fees.

Managing Director Whole Time Director Company Secretary and Chief Financial Officershall be the

Key Management Personnel (KMPs) of the Company.

All persons who are Directors KMPs members of Senior Management and all the employeesshall be abide by the code of conduct.

Independent directors are not entitled for ESOPs

MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF ITS OWNPERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS

1. Nomination and Remuneration Committee of the Board prepared and sent through itsChairman draft feedback form for evaluation of the Board and independent directors.

2. Independent Directors at a meeting of themselves considered and evaluated theBoard’s performance performance of the Chairman and other non-independent Directors.

3. The Board subsequently evaluated performance of the Board the Committees andIndependent Directors.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIESACT 2013

There were no loans guarantees or investments made by the Company under Section 186 ofthe Companies Act 2013 during the year under review and hence the said provision is notapplicable.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All the related party transactions that were entered during the financial year were inthe ordinary course of the business of the Company.

There were no materially significant related party transactions entered by the Companywith its promoters Directors Key Management Personnel and other persons which may have apotential conflict interest of the Company.

All the related party transactions are placed before the Audit Committee for approval.For the business transactions with the related parties which are of repetitive nature aswell as for the normal business transactions which cannot be foreseen prior omnibusapproval from the Audit Committee are obtained and accordingly required disclosures aremade to the Committee on quarterly basis in terms of the approval of the Committee.

The Policy on materiality of related party transactions and also on dealing with therelated party transactions as approved by the Audit Committee and Board of Directors isuploaded on the Company’s web-site and the link for the same ishttps://www.nationalfitting.com.

The particulars of Contracts or Arrangements with the related parties made underSection 188 of the Companies Act 2013 are furnished in Annexure 1 and are attachedto this report.

LISTING OF SHARES IN EXCHANGE AND DELISTING

The shares are listed in Bombay Stock Exchange and will be continued to be listed inBombay Stock Exchange which has extensive networking and the investors have access toon-line dealings with the company’s securities across the country.

The Company duly paid the necessary listing fees with Bombay Stock Exchange.

Shares

There was no issue of fresh equity shares during the financial year. No Bonus Shareswere issued. The Company has not issued any Sweat Equity Shares and not provided anyEmployee Stock Option Scheme.

The Company has not bought back any of its securities during the year under review.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company has implemented adequate procedures and internal controls which providereasonable assurance regarding reliability of financial reporting and

The Company also assures that internal controls are operating effectively.

MATERIAL CHANGES AND COMMITMENTS

There were no material changes and commitments affecting the financial position of thecompany which have occurred between the end of the financial year and the date of thereport.

RISK MANAGEMENT POLICY

Potential risk for the business of the Company and methods to handle those risks havebeen reviewed and monitored regularly. Few risks and the steps taken for handling themhave been detailed below:

1) SOURCING OF COMPONENT

Company is witnessing an increasing trend of Chinese products acceptance in the marketdue to the longer delivery periods requested by the Company.

Company is taking steps to increase the production capacities of the componentsuppliers and additional manufacturing capacity will be created in house for all thecomponents made in house and processing.

2) Market Risk

Oil prices have not improved in the Middle East market to continue the expansion in theinfrastructure projects where most of our products are utilized.

Company is exploring alternate markets like Africa Iran and Australia in spite oflarger presence of Chinese products. Expecting the domestic markets to improve in theinfra structure areas.

3) EXCHANGE RISK

Company is expecting the exchange rate to be stable due to RBI policies and the riskshave diminished considerably.

4) Manpower Requirement

Products manufactured by the Company are labor intensive and the Company and ComponentSuppliers are facing shortage of skilled local labor. Presently Company is employing 60%of the man power requirement from outside the State and the economies of those statesimprove there is a likelihood of 60% labor to move back.

Company and component suppliers are taking steps to modernize the manufacturing methodsby mechanization and automation. Special purpose machines are being envisaged to reducelabor.

5) Power

Power cuts have been removed from 15th June but interruption of power are stillprevalent. Unless the financial condition of the state power supply companies areimproved there may be more interruption due to unwillingness of the private powerproduction to supply power to state owned companies.

Company is taking steps to buy power directly from private power producers through thededicated feeders.

6) Chinese Factor

Chinese economy is projected to slow down further and due to higher productioncapacities in our product lines the Chinese companies are increasingly entering theexport markets like Middle East Africa and India. Chinese Government is funding theinfrastructure projects in these countries and the Chinese companies are preferred for allsupplies over other countries. Export from India to Middle East has decreased considerablydue to this Chinese factor in all areas.

Company will maintain the market share with shorter deliveries due to the increasedproduction capacities and introduction of new product design and new products.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

A Board level Committee of CSR has been constituted and the Board has adopted a CSRPolicy as recommended by the Committee.

The Annual Report on the Company’s CSR activities is furnished in Annexure 2and attached to this report annuaL return

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule12 of the Companies (Management and administration) Rules 2014 is furnished in Annexure3 and is attached to this Report.

LEGAL COMPLIANCE

There were no significant and material orders passed by the regulators or courts or thegoing concern status and company’s operations in future.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND

The Company has unclaimed dividend amounting to Rs 6304442/-

No amount is required to be transferred to Investor Education and Protection Fund forthis financial year.

deposits

The Company has neither accepted nor renewed any deposits during the financial year.

PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Act read with rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are givenbelow:

(i) & (ii) The ratio of the remuneration of each Director to the median and meanremuneration of the employees of the company financialyear and the percentage increase inremuneration of each for the director Officer Chief Executive Officer Company Secretaryor Manager if any in the Chief Financial financial year:

Name of Directors/Key Management Personnel ratio to Median Remuneration (times) % Increase / Decrease in Remuneration
Mr A V Palaniswamy Managing Director 37.87 84.62
Mr M Loganathan 0.36 58.62
Mr R Alagar 2.37 93.55
Mrs A Panath Anitha 3.95 19.14
Mr J Saravanan (Chief Financial Officer) 8.66 8.93
Mr S Aravinthan (Company Secretary) 7.03 9.19

iii) The percentage increase in the median remuneration of employees in the financial

iv) The number of permanent employees on the rolls of the Company : 76

v) Explanation on the relationship between average increase in remuneration and companyperformance:

On an average employees received an increase of 4% during the financial year 2015remuneration components include a fair proportion of fixed and variable pay. The increasein remuneration is in line with the market. In order to ensure that remuneration reflectsCompany performance the performance pay is also linked to organization performance apartfrom an individual’s performance.

vi) Comparison of the remuneration of the key managerial personnel against theperformance of the Company:

Aggregate remuneration of key managerial personnel (KMP) in FY16 3644700
Revenue 521858665
Remuneration of KMPs (as % of revenue) 0.70
Profit before Tax (PBT) 111027428
Remuneration of KMP (as % of PBT) 3.28

vii) Variations in the market capitalisation of the Company price earnings ratio as atthe closing date of the current financial year and previous financial year:

(In Lacs)

Particulars As at 31.03.2016 As at 31.03.2015 % Increase
Closing price of share at BSE (Rs.) 72.45 74.90 (3.271)
Market Capitalisation (Rs.) 6027.84 6231.68 (3.271)
Price Earnings ratio 8.159 12.04 (32.24)
Net worth 1958.43 1820.06 7.60

viii) Average percentile increase already made in the salaries of employees other thanthe managerial personnel in the last financial year and its comparison with the percentileincrease in the managerial remuneration and justification thereof and point out if thereare any exceptional circumstances for increase in the managerial remuneration:

The average increase in salaries of employees other than managerial personnel in2015-16 was 4%. Percentage increase in the managerial remuneration for the year was 50%.

ix) Comparison of the each remuneration of the Key Managerial Personnel against theperformance of the company:

Mr. a V Palaniswamy Managing Director Ms. a Panatha anitha Whole Time Director Mr. J Saravanan Chief Financial Officer Mr. S Aravinthan Company Secretary
Remuneration in FY16 2400000 250200 549000 445500
Revenue 521858665 521858665 521858665 521858665
Remuneration as % of 0.46 0.05 0.11 0.09
Revenue
Profit before Tax (PBT) 111027428 111027428 111027428 111027428
Remuneration (as % of PBT) 2.16 0.23 0.49 0.40

x) The key parameters for any variable component of remuneration availed by thedirectors: Not applicable.

xi) The ratio of the remuneration of the highest paid director to that of the employeeswho are not directors but receive remuneration in excess of the highest paid directorduring the year; and Not applicable. per the remuneration policy of the company.

xii) Affirmation

The Company affirms that remuneration is as per the remuneration policy of the Company.

The information required under Section 197 of the Act read with Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2015 are givenbelow:

During the period under review there was no employee drawing remuneration in excess ofthe limits prescribed under Section 197 of the Companies Act 2013 and Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014.

STATUTORY AUDITORS

M/s Krishaan & Co. Chartered Accountants Chennai were appointed as StatutoryAuditors of the Company from the conclusion of the Annual General Meeting held on14.08.2015 until the conclusion of forth Annual General Meeting to be held after thatmeeting. The Company has received a certificate from the above Auditors to the effect thatif they are reappointed it would be in accordance with the provisions of Section 141 ofthe Companies Act 2013.

Their continuance of appointment and payment of remuneration are to be confirmed andapproved in the ensuing Annual General Meeting.

SECRETARIAL AUDIT REPORT

Pursuant to the requirements of the Companies Act 2013 the Company has appointed Mr MR L Narasimha B.com FCS Practicing Company Secretary (Cop No: 799) as the SecretarialAuditor for the financial year 2016 whose report on 28th May 2016 is attached separatelyto this report.

ANNEXURE 4.

EXPLANATION OR COMMENTS ON QUALIFICATIONS RESERVATIONS OR ADVERSE REMARKS ORDISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

remarks made either by the Auditors or by the There were no qualifications PracticingCompany Secretary in their respective reports.

Board Meetings

i. Board of directors

a) Composition of Board of Directors:
Executive Promoter Director 1
Executive Non-Promoter Director 1
Non-Executive Independent Director 2

b) Non-Executive Directors Compensation

There are no pecuniary relationship/transactions with the Non-Executive Directorsvis--vis the Company.

c) Board Meetings

Dates of Board meetings are fixed in advance and agenda papers are circulated todirectors seven days before the meeting

d) Number of Board meetings conducted on the year under review

The Company had five Board meetings during the financial year under review as on 29.

14.08.2015 13.11.2015 12.02.2016 and 16.03.2016. The AGM was held on 14.08.2015.

e) Attendance of Board of Directors at Board Meetings and AGM are:

Name of the Directors No of Board Meetings attended Last AGM Present/Absent
1 Mr. A. V. Palaniswamy 5 Present
2 Mr. M. Loganathan 5 Present
3 Mr. R. Alagar 5 Present
4 Mrs. A. Panath Anitha 5 Present

COMMITTEES OF THE BOARD

(A) AUDIT COMMITTEE:

(i) Composition

The Audit Committee of the Board comprises three directors namely M. R. AlagarChairman Mr A.V. Palaniswamy and Mr. M. Loganathan members. The composition of AuditCommittee meets the requirement of Section 177 of the Companies Act 2013

Members of the Audit Committee have requisite financial and management expertise

(ii) Terms of reference

Recommendation for appointment remuneration and term of appointment of theauditors of the Company.

• Discussion and review of periodic audit reports and discussion with externalAuditors about the scope of audit including the observations of Auditors.

• Review and monitor the auditor’s independence and performance

• Approving Internal Audit Plans and reviewing efficacy of the function.

• Overseeing Financial Reporting Process

• Reviewing periodic financial results financial statements and auditors’report thereon.

• Approval or modification of transaction of the company with related parties

• Scrutiny of inter-corporate loans and investments

• Evaluation of internal financial controls and risk management systems.

• Valuation of undertakings or assets of the Company.

(iii) Attendance

The committee met 4 times during the period on the following dates: 29.05.201514.08.2015 13.11.2015 and 12.02.2016

The Statutory Auditors Internal Auditor and the Chief Financial Officer are invited toattend and participate at meetings of the Committee.

VIGIL MECHANISM

The Company has established a vigil mechanism and overseas through the committee thegenuine concerns expressed by the employees and other Directors. The Company has alsoprovided adequate safeguards against victimization of employees and Directors who expresstheir concerns. The Company has also provided direct access to the chairman of the AuditCommittee on reporting issues concerning the interests of co employees and the Company.

(B) SHAREHOLDERS RELATIONSHIP COMMITTEE

The Shareholders / Investors Grievances Committee have been reconstituted asShareholders Relationship Committee in line with Section 178 (5) of the Companies Act2013 and are headed by Mr M Loganathan Non-Executive Director.

The Committee monitors re-dressal of complaints received from shareholders/investorswith respect to transfer of shares non-receipt of dividend non-receipt of Annual Reportetc. The Committee also take note on number of transfers processed issue of fresh sharecertificates dematerialization of share certificates report about top shareholdersshare holding pattern etc.

There were no complaints received for this financial year. No instrument of transferswas pending on 31st March 2016.

All the communication received from shareholders was satisfactorily complied withwithin the stipulated time.

During the year the Committee was met 10 times.

S Aravinthan Company Secretary is the Compliance Officer.

The Company has appointed M/s. SKDC Consultants Limited Coimbatore as Share TransferAgent.

Transfer/transmissions issue of duplicate certificates etc as well as requests forde-materialization are approved/ confirmed as the case may be within the prescribedperiod through the above Share Transfer Agent. No valid transfer request remained pendingfor transfer to the transferees as on 31.03.2016.

(C) NOMINATION AND REMUNERATION COMMITTEE

The Company has a Remuneration Committee consists of Mr R Alagar Independent DirectorM Loganathan Independent Director and Mr A V Palaniswamy Non-Independent Director asmembers. Functions of the remuneration committee are

1) Level and composition of remuneration which is reasonable and attractive to retainand motivate quality directors

2) Monitoring the performance and remuneration of the directors key managerialpersonnel and other employees of the Company.

The Remuneration of Whole Time Director is determined by the Remuneration Committeeconsists of only Non-Executive Directors. The recommendation of the remuneration committeeare considered and approved by the Board subject to the approval of the Shareholders.

The company has not paid any remuneration to any of its Non Executive Directors exceptthe Sitting Fees for attending the meetings of the Board of Directors and Audit Committee

CORPORATE GOVERNANCE

SEBI relaxed the applicability of Corporate Governance for certain companies (companieshaving paid up equity share capital not exceeding 10 crores and net worth not exceeding 25crores as on the last day of the previous financial year) by SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015. The equity share capital of the company is8.32 crores and net worth is 19.58 crores and as such Corporate Governance Report has notbeen submitted along with the Board Report.

The Board of Directors assuring that the Corporate Governance as stipulated in theCompanies Act 2013 have been fully complied with.

CONSERVATION OF ENERGY

a) On the assumption that power cut will be lifted and that power interruptions will besubstantially reduced the company is proposing to replace the existing power intensiveless efficient machines with newer CNC machines.

b) Continuous melting operation will reduce the existing power consumption per ton ofmetal considerably.

c) The molding operation will be continuous and this will reduce power consumption perton of castings..

TECHNOLOGY ABSORPTION

Company has developed the fittings for 2" and under pipe sizes and will be thesecond company in the world to produce and market in Ductile Iron.

Company has developed several items in Stainless Steel products for railway brakesystems and water treatment plants.

Grooved products are being re-designed to reduce material content and minimizeprocessing periods.

FOREIGN EXCHANGE EARNINGS AND OUTGO

Foreign exchange inflow (actual) : Rs. 419055528/-
Foreign exchange used (actual) : Rs. 10047048/-

INDUSTRIAL RELATIONS

Relationship with the employees/labour was cordial during the year under review.

acknowledgement

Your Directors take this opportunity to thank M/s. Bank of India for the supportextended during the period. Your Directors also wish to thank all the suppliersemployees Government Departments/Agencies and others for their valuable contribution andassistance during the year.

FOR AND ON BEHALF OF THE BOARD

Place : Coimbatore Sd/- a.V. PaLanisWaMy Sd/- M. Loganathan
Date : 28.05.2016 DIN No. 01817391 DIN No. 01936839
Managing Director Director