KOSIAN INDUSTRIES LIMITED
ANNUAL REPORT 2011-2012
Your Directors here by present the Twenty Second Annual Report on business
and operations of the Company together with the Audited statements of
Accounts for the financial year ended on 31st March 2012.
During the year under review due to sluggish market condition and financial
crisis company faces huge set back. So company not in position to generate
any revenue from the operation but due to some fixed cost company posted
Net Loss of Rs. 6,19,952/-.
The management has taken measures as part of its continuous improvements to
strengthen operations and viability.
Your Directors have not declared any dividend during the year under review
due to loss incurred.
The Company has not accepted any deposit from the public pursuant to the
provisions of Section 58A of the Companies Act, 1956.
Mr. Ketanbhai D. Sorathiya Director of the Company is retires by rotation
at the ensuing Annual General Meeting and being eligible, offer himself for
AUDITORS AND AUDITORS' REPORT:
M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of
the Company, hold office until the conclusion of the ensuing Annual General
Meeting and are eligible for re-appointment.
The observations made by the Auditors' in their Auditors' Report and the
Notes on Accounts referred to in the Auditors' Report are self-explanatory
and do not call for any further comments.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis forms part of the Annual Report to the
shareholders and it includes discussion on matters as required under the
provisions of Clause 49 of the listing agreement forming part of this
report is annexed herewith. The Audit Committee of the Company has
regularly reviewed internal Control System of the company.
PARTICULARS OF EMPLOYEES:
The statement showing particulars of employees under section 217(2A) of the
Companies Act, 1956, read with the companies (Particulars of Employees)
Rules, 1975, as amended, is not required to be given as there were no
employees coming within the purview of this section.
CORPORATE GOVERNANCE REPORT:
Your Company perceives Corporate Governance as an endeavor for transparency
and a wholehearted approach towards continuous enhancement of shareholders'
value. Your Company has been complying with the conditions of Corporate
Governance as stipulated in Clause 49 of the Listing Agreement. Further,
the Board of Directors of your Company constituted a Committee known as
Corporate Governance Committee, which recommends the best practices in the
A separate report on Corporate Governance along with Auditors' Certificate
on compliance with the Corporate Governance norms and stipulated in Clause
49 of the Listing Agreement, forming part of this report is annexed
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS
The details of conservation of energy, technology absorption etc. as
required to be given under Section 217(1)(e) of the Companies Act 1956, are
not applicable to our Company, as our Company has not carried out in the
The foreign exchange earning on account of the operation of the Company
during the year was Rs. Nil.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956,
the Directors of your Company confirm that:-
i) In the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
ii) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that were reasonable and
prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit or loss of the
Company for that period;
iii) The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of the
company and for preventing and detecting fraud and other irregularities;
iv) Directors have prepared the accounts on a 'going concern basis'.
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the Banks, Government
Authorities, Customers, and Shareholders during the year. Your directors
also wish to take on record their deep sense of appreciation for the
committed services of the employees at all levels, which has made our
Company successful in the business.
For and on Behalf of the Board
For, KOSIAN INDUSTRIES LIMITED
PLACE: MUMBAI (ANAND PARDESHI)
DATE : 03.08.2012 CHAIRMAN
Annexure to Director's Report:
MANAGEMENT DISCUSSION AND ANALYSIS
The company is confident in spite of the possible recessionary conditions
in the industry it will perform better in view of the strong fundamentals
of the Indian companies and hope to improve its Turnover.
Internal Controls Systems and their adequacy:
The company has adequate internal control systems to ensure operational
efficiency, protection and conservation of resources, accuracy and
promptness in financial reporting and compliance of law and regulations.
The internal control system is supported by the internal audit process. The
Internal Auditor reviews and ensures that the audit observations are acted
upon. The Audit Committee of the Board reviews the Internal Audit reports
and the adequacy and effectiveness of internal controls.
The relationship with the employees continues to be cordial. The Company
recognizes the importance and contribution of its employees for its growth
and development and constantly endeavors to train nurture and groom its
people The Company puts emphasis on attracting and retaining the right
talent. The company places emphasis on training and development of
employees at all levels and has introduced methods and practices for Human
Statements in this Management Discussion and Analysis describing the
company's objectives, projections, estimates and expectations may be
forward looking statement within the meaning of applicable laws and
regulations. Actual results might differ materially from those either
expressed or implied.