Your Directors are pleased to present the 22nd Annual Report and the Audited Accountsof the Company for the year ended 31st March, 2013.
SUMMARISED FINANCIAL RESULTS
The Summarized Financial Results of the Company for the year ended 31st March, 2013were as follows.
|PARTICULARS ||2012-2013 ||2011-2012 |
| ||(Rs. in lacs) ||(Rs. in lacs) |
|Total Revenue ||11851.93 ||10424.96 |
|Gross Profit before Interest & Depreciation ||(1435.88) ||(464.86) |
|Less: Interest ||15.34 ||24.04 |
|Less: Depreciation ||456.25 ||449.49 |
|Net Profit/(Loss) for the Year ||(1907.47) ||(938.39) |
|Less: Provision for tax ||(588.88) ||(338.12) |
|Less: Previous Year Tax ||0.11 ||0.00 |
|Profit after Tax ||(1318.70) ||(600.27) |
|Add Balance Brought Forward from previous year ||298.68 ||898.95 |
|Balance available for appropriation ||(1020.02) ||298.68 |
|Transfer to Reserves ||NIL ||NIL |
|Surplus Carried to Balance Sheet ||(1020.02) ||298.68 |
In view of the continuous loss incurred during the financial year 2012-13 also, theBoard regrets and expresses their inability to declare any dividend for the currentfinancial year.
FY 2012-13 witnessed a severe slowdown in the Indian economy, which affected thepolyester as well as the nylon industry. Moreover, high consumer price inflation and weakrural consumption further squeezed demand, which has now faced a slowdown for twoconsecutive years. The year also saw a significant increase in polyester polymer andfilament yarn capacities, leading to weaker industry margins compared to the previousyear.
Your Directors hereby report that during the year under review, the gross turnover ofthe company was Rs. 11851.93 lacs for the year ended 31.03.2013 as compared to Rs.10424.96 lacs for the corresponding year ended on 31.03.2012. Accordingly looking at thepresent scenario, the company has temporarily suspended the manufacturing operations ofthe company from 9th March, 2013 as they felt that it was unviable for the company to doso. However the Board continuously reviews the present market scenario and is looking foran opportunity to start the operations again.
BOARD OF DIRECTORS
Pursuant to the provisions of Sections 255 and 256 of the Companies Act, 1956 and asper the provisions of Articles of Association of the Company, Shri Jivabhai Patel, ShriAnand Kumar Jain and Shri Siddharth Patel retire by rotation and being eligible offerthemselves for re-appointment. The board recommends reappointment of retiring directors.Details of the Directors seeking reappointment as required under Clause 49 (VI) of theListing Agreements are provided in Notice forming part of this Annual Report. None of theDirectors are disqualified under Section 274(1) (g) of the Companies Act, 1956.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 217(2AA) of the Companies Act, 1956, theBoard of Directors state that: (i) In preparation of the annual accounts for the financialyear ended 31 March, 2013, the applicable accounting standards have been followed alongwith proper explanations relating to material departures.
(ii) Directors have selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company as at 31 March 2013 and of the profit of theCompany for the year ended on that date.
(iii) Directors have taken proper and sufficient care 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; and
(iv) The Directors have prepared the annual accounts of the Company on a goingconcern basis.
As reported in the year 2012-2013 your Company continued to accept\renew deposits andmaintained a high standard of service. As on 31st March, 2013 there have been no defaultsin payment of Deposits and also no deposits remained unclaimed after maturity.
PARTICULARS OF EMPLOYEES
Particulars of employees required u/s 217(2A) of the Companies Act, 1956 read with theCompanies (Particulars of Employees) Rules, 1975, as amended, are not given, as none ofthe employee is qualified for such of the disclosure.
The properties and insurable assets and interests of your Company, like building, plantand machinery and stocks, among others, are adequately insured.
AUDITORS AND AUDITORS REPORT
M/s R. K. G. & Co., Chartered Accountants, 409, Ajanta Shopping & TextileArcade, Ring Road, Surat 395 002 will cease to hold the office at the conclusion ofthe ensuing Annual General Meeting and are recommended for the reappointment.
The Company has received a certificate from the retiring auditors to the effect thatthe appointment if made, will be in accordance with the limits specified in section 224(1B) of the Companies Act, 1956. Based on the recommendations of the Audit Committee, theBoard of the directors of the company proposes the re-appointment of M/s R. K. G. &Co., Chartered Accountants.
Notes forming part of the accounts, which are specifically referred to by the Auditorsin their report are self-explanatory and therefore, do not call for any further comments.
As per the requirement of the Central Government and pursuant to the provisions ofSection 233B of the Companies Act, 1956, the audit of the cost accounts relating totextiles is being carried out every year. The Central Government has approved theappointment of M/s M Goyal & Co, Cost Accountants having firm registration No.00051/07/2008 as Cost Auditors for conducting cost audit for the financial year 2011-12.The cost audit report in respect of financial year 2012-13 will be filed on or before thedue date. The cost audit report for the Financial Year 2011-12 which was due to be filedwith the Ministry of Corporate Affairs on 28th February, 2013 was filed on 25th February2013.
CASH FLOW ANALYSIS
The Cash Flow statement for the year ended on 31st March, 2013, in terms of Clause 32of the Listing Agreement entered by the Company with the Stock Exchanges where the sharesof the Company are listed forms part of the Annual Report.
Information required u/s 217(1)(e) of the Companies Act, 1956 read with Companies(Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 relating toconservation of energy, technology absorption are as per the Annexure forming part of thisReport.
SAFETY HEALTH & ENVIRONMENT
Your company is committed to being proactive to Safety, Health and Environment.Continued safety awareness was maintained through several activities such as training,competitions, awards, etc. where there is high worker participation.
Your Company has ensured eco-friendly disposal of various hazardous waste at thedesignated disposal site recognized by Pollution Control Board. In addition, the Companyhas complied with the environmental norms.
Your Company complies with all the mandatory requirements pertaining to CorporateGovernance, in terms of clause 49 of the Listing Agreement with the Stock Exchanges. Areport on Corporate Governance as stipulated under Clause 49 of the Listing Agreement withthe stock exchanges, forms part of the annual report.
A separate section on Corporate Governance containing all the information as mandatedby the Listing Agreement is attached herewith and forms a part of this report.
Certificate from the Practicing Company Secretary of your Company regarding compliancewith the conditions of Corporate Governance as stipulated in Clause 49 of the ListingAgreement with the Stock Exchange is attached herewith and forms a part of the CorporateGovernance report.
MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and Analysis on matters relating to business performance, asstipulated in Clause 49 of the listing agreement with the stock exchanges, is given as aseparate statement in the Annual Report.
Your Directors place on record their appreciation for the continued support andco-operation received from customers, suppliers, dealers, banks and governmentauthorities. The Board also, expresses its appreciation for the understanding and supportextended by the shareholders and employees of the Company.
| ||For and on behalf of the Board || |
|Place : Palsana ||Ashok Kumar Jain ||Jivabhai A. Patel |
|Date : 31st May, 2013 ||Managing Director ||Director |
ANNEXURE TO DIRECTORS REPORT
Form for disclosure of particulars with respect to Conservation of Energy
|A) ENERGY CONSUMPTION ||2011-12 ||2012-13 |
|1. (a) Electricity: || || |
|Electric Units Purchased ||29,45,790 ||52,19,352 |
|Total Amount (Rs.) ||2,06,97,748 ||3,92,88,865 |
|Average rate/unit (Rs.) ||7.03 ||7.53 |
|(b) Natural Gas Consumed || || |
|Purchase Unit (Scm) ||36,21,243 ||30,85,537 |
|Amount Paid ||8,56,46,037 ||9,20,69,009 |
|Average rate/unit (Rs.) ||23.65 ||29.84 |
B) DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION, RESEARCH ANDDEVELOPMENT
|1. Specifies areas in which R&D carried by the Company : ||Nil |
|2. Future plan of action : ||Not Specified |
|3. Expenditure on R&D : ||Nil |
Technology absorption, adoption and innovation:
1. Efforts, in brief, made towards technology absorption, adoption and innovation. Noexpenditure during the current year.
2. Benefits derived as a result of the above efforts, e.g. product improvement; costreduction, product development, import substitution etc.
3. Particulars of Imported Technology Not applicable