You are here » Home » Companies » Company Overview » National Plastic Technologies Ltd

National Plastic Technologies Ltd.

BSE: 531287 Sector: Industrials
NSE: N.A. ISIN Code: INE896D01017
BSE LIVE 09:22 | 22 Aug 34.00 -1.00
(-2.86%)
OPEN

34.00

HIGH

34.00

LOW

34.00

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 34.00
PREVIOUS CLOSE 35.00
VOLUME 1
52-Week high 58.00
52-Week low 33.20
P/E 30.09
Mkt Cap.(Rs cr) 21
Buy Price 34.00
Buy Qty 49.00
Sell Price 38.90
Sell Qty 200.00
OPEN 34.00
CLOSE 35.00
VOLUME 1
52-Week high 58.00
52-Week low 33.20
P/E 30.09
Mkt Cap.(Rs cr) 21
Buy Price 34.00
Buy Qty 49.00
Sell Price 38.90
Sell Qty 200.00

National Plastic Technologies Ltd. (NATIONALPLASTIC) - Director Report

Company director report

To

The Shareholders

The Directors hereby present the 2T Annual Report of the Company together with theaudited statement of accounts for the year ended 31 " March 2016.

1. Financial Results:

Particulars Year ended 31.3.2016 Year ended 31.3.2015
(Rs.in lakhs) (Rs.in lakhs)
Sales and other Income (Gross) 8148.50 8384.21
Profit before depreciation and Interest 601.20 711.87
Finance cost 260.76 347.96
Operating Profit / (Loss) 340.44 363.91
Depreciation 131.24 158.55
Profit / (Loss) before taxes 209.20 205.36
Provision for taxation 66.06 66.16
Profit / (Loss) after tax 140.14 139.20

2. Operations / Performance:

The Company's gross turnover & income during the year under review was Rs.814850lakhs as compared to Rs.8384.21 lakhs in the previous year.The above figures are inclusiveof job work income.The profit before tax during the current year is Rs.209.20 lacs asagainst Rs.205.36 lacs during the previous year.

3. Dividends:

Considering the need to conserve cashthe Board of Directors have not recommended anydividend for the financial year ended 31.03.2016.

4. Deposits:

The Company has not accepted any deposits from the public.

5. Directors & Key Managerial Persons: Independent Directors:

The Company had at its AGM held on 24 September 2014appointed Mr.SudhirK Patel andMr.Ajit Kumar Chordia as Independent Directors for a period of five year w.e.f.24thSeptember2014.The Independent Directors have acknowledged the terms of appointment.TheIndependent Directors have declared that they met all the criteria of independence asprovided under section 149(6) of the Companies Act2013 and SEBI (Listing Obligations andDisclosure Requirements) Regulations2015 ('Listing regulation').The independent Directorswere fully kept informed of the Company's activities in all its spheres.

Woman Director:

Smt Manju Parakh is a woman director liable to retire by rotation and beingeligibleoffers herself for reappointment.She is a non-executive non-independentDirector.The Company is in compliance with section 149 of the Companies Act2013 read withCompanies (Appointment and Qualification of Directors) rules2014 and the listingregulation w.r.t appointment of Woman Director.

Executive Directors:

Shri Sudershan Parakhwas reappointed as the Managing Director of the Company for aperiod of 3 years w.e.f1s' October2014 on the terms and conditions asrecommended by the Nomination and Remuneration Committee and approved by the Board at itsmeeting held on 14! n August2014 and the shareholders vide resolution passedby the shareholders at the AGM held on 24th September.2014.

Shri Alok Parakhwas reappointed as the Joint Managing Director of the Company for aperiod of 3 years w.e.f.1st October2013 on the terms and conditions as approved by theNomination and Remuneration Committee and approved by the Board at its meeting held on13st August2013 and the shareholders vide resolution passed by the shareholders at theAGM held on 23st September 2013. His term expires on 30.09.2016 and he is proposed to bereappointed of a period of 3 years w.e.f 01.10.2016 subject to the resolution passed atthe Annual General Meeting.

6 Nomination and Remuneration Policy:

The Nomination and Remuneration Committee of Directors (NRC) reviews the composition ofthe Boardto ensure that there is an appropriate mix of abilitiesexperience and diversityto serve the interest of all shareholders and the Company.During the yearin accordancewith the requirements under Section 178 of the Act2013 and Listing AgreementThe NRCgoverns the terms of nomination and appointment and remuneration of DirectorsKeyManagerial Personnel and Senior Management of the Company.As and when a vacancy arises oris expectedthe NRC will identifyascertain the integrityqualificationappropriateexpertise and experience of potential candidateshaving regard to the skills that thecandidate will bring to the Board/Companyand the balance of skills added to that of whichthe existing members hold.The NRC will review the profile and other aspects of the personand the most suitable person is recommended for appointment by the Board or is recommendedto shareholders for their election.The NRC has discretion to decide whetherqualificationexpertise and experience possessed by a person are sufficient/ satisfactoryfor the concerned position.NRC will ensure that any person who is appointed or continuesin employment of the Company as Directors shall comply with the conditions as laid outunder Part I of Schedule V to the Companies Act2013.NRC will ensure that appointment ofIndependent Directors of the Company will be made in accordance with the provisions ofSection 149 read with Schedule IV of the Companies Act2013 and Listing Regulation.

7. Directors' Responsibility Statement:

In accordance with the provisions of Section 134(5) of the Companies Act2013yourDirectors confirm:

1. That in the preparation of the annual accounts for the year ended 31s1March2016the applicable accounting standards have been followed by your Company andthere were no material departures.

2 That the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit or loss of the Company forthat period.

3. That the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act2013for safeguarding the assets of the Company and for preventing and detecting fraud andotherirregularities.

4. That the Directors have prepared the annual accounts for the year ended 31stMarch2016 on a going concern basis.

5. That 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

6. The Directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.

8 Particulars of Employees & Directors Remuneration & Related Disclosures:

The information required pursuant to Section 197 read with Rule 5 of The Companies(Appointment and Remuneration of Managerial Personnel) Rules2014 in respect of employeesof the Companyforms part of this report as ’Annexure’.Howeveras permitted interms of Section 136 of the Actthis Annual Report is being sent to all the members andothers entitled theretoexcluding the said annexure.Members who are interested inobtaining these particulars may write to the Company Secretary at the Registered Office ofthe Company.The aforesaid annexure is also available for inspection by members at theRegistered Office of the Company21 days before the Annual General Meeting and upto thedate of Annual General Meeting during business hours on working days.

9 Financial Performance & position of Subsidiaries & Associate Companies:

The Company does not have any Subsidiary or Associate Company and hence disclosureabout subsidiary and associate company does notarise.

10 Consolidated Financial Statement:

The company does not have any Subsidiary/ Associate and preparation of ConsolidatedFinancial Statements does not arise.

11 Information Under Section 134(3)(m) of the Companies Act2013 is furnished below:

A. Conservation of Energy:

1. Change of circuitry in the machines developed in house to reduce power consumption.

2. Power saving equipments have been installed on machines and there has beenconsiderable reduction in power consumption

3. Heater insulation jackets have been provided on the machines to prevent the energylosses.

4. Timers have been installed to reduce the idle running of the motors preventingenergy losses.

5. Natural lighting is being used in plants to avoid usage of industrial lamps in theday.

6. APFC Panels have been installed in ail plants to maintain power factorthus ensuringefficient energy management.

B. Technology Absorption:

Not applicable.

C. Foreign Exchange Earnings and Outgo:

31.3.2016 31.3.2015
(Rs.in lakhs) (Rs.in lakhs)
Earnings - -
Expenditure 19.14 8.84

12. Auditors: Statutory Auditors:

The existing statutory AuditorsM/s C.A.Patel & PatelChartered Accountants haveresigned as the auditors of the Company.The Audit Committee has considered thequalifications and experience of the proposed auditors and has recommended theirappointment.The Board of Directors has also considered the matter and recommends thepassing of the Special Resolution appointing M/s C.A.Patel & SanklechaCharteredAccountantsas statutory auditors in place of M/s C.A.Patel & Patel at the ensuingAGM.The consent of the proposed auditors together with a certificate that theappointmentif madeshall be in accordance with the conditions specified in Rule 4 of theCompanies (Audit and Auditors) Rules2014 has been received.The report of the statutoryAuditors for the year 2015 -16 does not contain any qualificationreservation or otheradverse remarks.

Cost Audit:

Since the business activities do not fall under the scope of cost auditthe company hasnot appointed cost auditor.

Secretarial Auditors:

As required under Section 204 of the Companies Act2013the Company is required toappoint a Secretarial Auditor for auditing secretarial and related records of theCompany.AccordinglyM/s.BP & Associates have been appointed as Secretarialauditors.The secretarial audit report is attached along with the annual report for theyear 2015-16.The secretarial audit report does not contain any qualificationreservationor other major adverse remarks.The board has taken note that the provisions of variousstatutes have been generally complied and minor deviations have been duly complied.

13. Corporate Governance

The Company has been practicing the principles of good corporate governance and laysemphasis on transparencyaccountability and integrity.

14.Performance Evaluation of the Board:

Pursuant to the provisions of the Companies Act2013 and Clause 49 of the ListingAgreementthe Board has carried out the annual performance evaluation of its ownperformancethe Directors individually as well as the evaluation of the working of itsBoard Committees.The Directors expressed their satisfaction with the evaluation process.

15. Other Disclosures: Annual Return:

Extract of Annual Return in the prescribed form is given as Annexure II to thisreportin terms of the requirement of Section 134(3)(a) of Companies Act2013 read withCompanies (Accounts) rules. 2014.

Corporate Social Responsibility:

The mandatory provisions under section 135 of the Companies Act2013 is not applicableto the Company.

16. Acknowledgement:

Your Directors place on record their appreciation of the co-operation and supportextended by the customerssuppliersemployees and assistance received from BankersLocalBodies and other Government authorities.

On behalf of the Board
For National Plastic Technologies Ltd.
Place: Chennai Sd /- Sd/-
Date: 05-08-2016 Managing Director Director

Form NoAOC-2

(Pursuant to clause (h) of sub-section (3)of section 134 ofthe Act and Rule 8(2) of theCompanies (Accounts) Rules2014)

Form for disclosure of particulars of contracts/arrangements entered into by thecompany with related parties referred to in sub-section (1) of section 188 ofthe CompaniesAct2013 including certain arms length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm's length basis: NotApplicable

(a) Name(s) ofthe related party and nature of relationship

(b) Nature of contracts/arrangements/transactions

(c) Duration of the contracts/arrangements/transactions

(d) Salient terms of the contracts or arrangements or transactions including thevalueif any

(e) Justification for entering into such contracts or arrangements or transactions

(f) date(s) of approval by the Board

(g)Amount paid as advancesif any:

(h) Date on which the special resolution was passed in general meeting as requiredunder first proviso to section 188.

2. Details of material contracts or arrangement or transactions at arm's length basis:

(a) Name of the related party National Polyplast (India) Ltd.
(b) Nature of relationship Group Company
(c) Duration of Contract/arrangements 2015-16
(d) Date(s) of approval by the Boardif any 10.02.16

 

Nature of contracts / arranqements Goods/ Services Salient terms Amount of Contract (Rs.in lacs)
Lease rent received Letting out of Property At market price 53.70
Sale of Goods Plastic Components At market price 68.21
Purchase of Goods Plastic Components At market price 26.18
Receiving services Job worketc At market price 84.55

 

(a) Name of the related party National Autoplast
(b) Nature of relationship Group firm
(c) Duration of Contract/arrangements 2015-16
(d) Date(s) of approval by the Boardif any 10.2.2016

 

Nature of contracts/arrangements Goods/ Services Salient terms Amount of Contract (Rs.in lacs)
Sale of goods Plastic components At market price 33.84
Purchase of goods Plastic components At market price 2.84
Receiving service Job worketc At market rates 23.38
Rendering service Job worketc. At market rates 18.58

 

(a) Name of the related party Mr.Sudershan Parakh
(b) Nature of relationship Managing Director
(c) Duration of Contract/arrangements 2015-16
(d) Date(s) of approval by the Boardif any 10.02.2016

 

Nature of contracts/arrangements Goods/ Services Salient terms Amount of Contract (Rs.in lacs)
Interest on unsecured loans NA Interest at market rates 4.59
Receiving service Lease rent charges At market rates 1.20

 

(a) Name of the related party Mrs.Manju Parakh
(b) Nature of relationship Director
(c) Duration of 2015-16
Contract / arranqements
(d) Date(s) of approval by the 10.02.2016
Boardif any

 

Nature of contracts/arrangements Goods/ Services Salient terms Amount of Contract (Rs.in lacs)
Interest on unsecured loans NA Interest at market rates 11.49

 

(a) Name of the related party Mr.Alok Parakh
(b) Nature of relationship Joint Managing Director
(c) Duration of Contract/arrangements 2015-16
(d) Date(s) of approval by the Boardif any 10.02.2016

 

Nature of contracts/arrangements Goods/ Services Salient terms Amount of Contract (Rs.in lacs)
Interest on unsecured NA Interest at market 10.38
loans rates

 

(a) Name of the related party Mr.Arihant Parakh
(b) Nature of relationship Relative
(c) Duration of 2015-16
Contract/arrangements
(d) Date(s) of approval by the 10.02.2016
Boardif any

 

Nature of contracts/arrangements Goods/ Services Salient terms Amount of Contract (Rs.in lacs)
Interest on unsecured loans NA Interest at market rates 0.93

 

(a) Name of the related party Late Mr.Bachhraj Parakh
(b) Nature of relationship Relative
(c) Duration of 2015-16
Contract/arrangements
(d) Date(s) of approval by the 10.02.2016
Boardif any

 

Nature of contracts/arrangements Goods/ Services Salient terms

Amount of Contract (Rs.in lacs)

Receiving Service Lease rent At market rates

0.60

On behalf of the Board
For National Plastic Technologies Ltd.
Place: Chennai Sd /- Sd/-
Date: 05-08-2016 Managing Director Director

Form No.MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2016

[Pursuant to section 204(1) of the Companies Act2013 and rule No.9 of the Companies(Appointment and Remuneration Personnel) Rules2014]

T

The Members

NATIONAL PLASTIC TECHNOLOGIES LIMITED

44PANTHEON ROAD

THIRU COMPLEX2nd FLOOR

CHENNAITAMILNADU - 600008

We have conducted the secretarial audit ofthe compliance of applicable statutoryprovisions and the adherence to good corporate practices by NATIONAL PLASTIC TECHNOLOGIESLIMITED.(Hereinafter called: 'the Company").Secretarial Audit wasconducted in a manner that provided by us a reasonable basis for evaluating the corporateconducts/statutory compliances and expressing my opinion thereon.

Based on my verification ofthe NATIONAL PLASTIC TECHNOLOGIES LIMITED’Sbookspapersminute booksforms and returns filed and other records maintained by thecompany and also the information provided by the Companyits officersagents andauthorized representatives during the conduct of secretarial auditI hereby report that inmy opinionthe company hasduring the audit period covering the financial year ended on31" March 2016 complied with the statutory provisions listed hereunder and also thatthe Company has proper Board processes and compliance mechanism in place to the extentinthe manner and subject to the reporting made hereinafter:

We have examined the bookspapersminute booksforms and returns filed and otherrecords maintained by NATIONAL PLASTIC TECHNOLOGIES LIMITEDfor the financial year endedon 31 st March2016 according to the provisions of:

(i) The Companies Act2013 (the Act) and the rules made there under;

(ii)The Depositories Act1996 and the Regulations and Bye-laws framed thereunder

(iii) Foreign Exchange Management Act1999 and the rules and regulations madethereunder to the extent of Foreign Direct InvestmentOverseas Direct Investment andExternal Commercial Borrowings;

(iv) The following Regulations and Guidelines prescribed under the Securities andExchange Board of India Act1992 ('SEBIAct'):

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares andTakeovers) Regulations2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations1992;

(c) The Securities and Exchange Board of India (Registrars to an Issue and ShareTransfer

Agents) Regulations1993.

(d) The Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations2015.

(v) The payment of Gratuity act 1972;

(vi) The Payment of BonusAct1965;

(vii) The Payment of Wages Act1936;

(viii) The Employees Provident Funds and Miscellaneous Provisions Act1952;

(ix)The Employees' State Insurance Act1948;

(x) The Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal)Act2013.

We have reviewed the systems and mechanisms established by the Company for ensuringcompliances under various Acts and based on the information and explanation provided to usby the management and officers of the Company and also on verification of compliancereports taken on record by the Board of Directors of the Companywe report that adequatesystems are in place to monitor and ensure compliance of fiscal laws as mentioned above.

We have also examined compliance with the applicable clauses of the following:

(I) Secretarial Standards issued by The Institute of Company Secretaries of India havebeen generally complied with except minor deviation observed during the audit;

(ii) The Listing Agreements entered into by the Company with Stock Exchange.

During the period under review there were no events which required specific complianceof the provisions of

(i) The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations2009:

(ii) The Securities and Exchange Board of India (Issue and Listing of Debt Securities)Regulations2008.

(iii) The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations2009;

(iv) The Securities and Exchange Board of India (Buyback of Securities)Regulations1998;

(v) The Securities Contracts (Regulation) Act1956 ('SCRA') and the rules madethereunder;

(vi) The Securities and Exchange Board of India (Employee Stock Option Scheme andEmployee Stock Purchase Scheme) Guidelines1999;

During the period under review the Company has complied with the provisions of theActRulesRegulationsGuidelinesStandardsetc.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance ofExecutive DirectorsNon-Executive Directors and Independent DirectorsThe changes in thecomposition of the Board of Directors that took place during the period under review werecarried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetingsagenda anddetailed notes on agenda were sent at least seven days in advanceand a system exists forseeking and obtaining further information and clarifications on the agenda items beforethe meeting and for meaningful participation at the meeting.

We further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensure compliancewith applicable lawsrulesregulations and guidelines.

For BP & Associates
Company Secretaries
S.Bhaskar
Partner
M No: 10798 Date: 30.05.2016
CP No: 8315 Place: Chennai

ANNEXURE-A

TO

The Members

NATIONAL PLASTIC TECHNOLOGIES LIMITED

Our Report of even date is to be read along with this letter.

1. Maintenance of Secretarial record is the responsibility of the management of thecompany.Our responsibility is to express an opinion on these secretarial records based onour audit.

2. We have followed the audit practices and process as were appropriate to obtainreasonable assurance about the correctness ofthe contents ofthe secretarial records.Theverification was done on test basis to ensure that correct facts are reflected inSecretarial records.We believe that the process and practices we followed provide areasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records andbooks of accounts ofthe Company.

4. Wherever required I have obtained the Management representation about the complianceof lawsrules and regulations and happening of events etc.

5. The compliance ofthe provisions of corporate and other applicablelawsrulesregulations and standards is the responsibility ofthe management.Ourexamination was limited to the verification of procedures on test basis.

6. The Secretarial Audit report is neither an assurance as to the future viability ofthe company nor of the efficacy or effectiveness which the management has conducted theaffairs ofthe company.

For BP & Associates
Company Secretaries
S.Bhaskar
Partner
M No: 10798 Date: 30.05.2016
CP No: 8315 Place: Chennai