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Shilp Gravures Ltd.

BSE: 513709 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE960A01017
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(-2.78%)
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OPEN 169.95
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VOLUME 4386
52-Week high 180.00
52-Week low 75.40
P/E 14.00
Mkt Cap.(Rs cr) 100
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 169.95
CLOSE 167.05
VOLUME 4386
52-Week high 180.00
52-Week low 75.40
P/E 14.00
Mkt Cap.(Rs cr) 100
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Shilp Gravures Ltd. (SHILPGRAVURES) - Director Report

Company director report

To

The Members

Your Directors have pleasure in presenting the 22nd Annual Report on theworking of the Company together with the Audited Accounts of the Company for the yearended on 31st March 2015.

FINANCIAL HIGHLIGHTS

(a) Standalone Financial Results of Shilp Gravures Limited

(Rs. in Lacs)
Particulars For the year ended on 31st March 2015 For the year ended on 31st March 2014
Revenue from Operations and Other Income 5819.62 5438.93
Profit Before Depreciation and Amortisation expenses Finance Cost and Tax 1453.78 1504.31
Less: Depreciation and Amortisation expenses 623.98 646.31
Finance Cost 215.16 224.70
Profit before Tax 614.64 633.30
Less: Current tax expense for current year 165.19 163.69
Deferred tax (4.64) 46.68
Net Profit after Tax 454.09 422.93
Balance Brought Forward 2279.16 1967.56
Less Depreciation on transition to Schedule II of the Companies Act 2013 on tangible fixed assets with nil remaining useful life 64.55 -
Amount available for appropriations 2668.70 2390.49
Appropriation:
General Reserves 25.00 25.00
Proposed Dividend 73.80 73.80
Corporate Dividend Tax 14.76 12.54
Balance Carried to Balance Sheet 2555.15 2279.16

(b) Consolidated Financial Results of Shilp Gravures Limited its Subsidiary Companyand Joint Venture Company

(Rs. in Lacs)
Particulars For the year ended on 31st March 2015 For the year ended on 31st March 2014
Revenue from Operations and Other Income 6760.27 6092.13
Profit Before Depreciation and Amortisation expenses Finance Cost and Tax 1445.77 1367.41
Less: Depreciation and Amortisation expenses 654.04 660.42
Finance Cost 250.34 262.72
Profit before Tax 541.39 444.28
Less: Current tax expense for current year 164.86 164.39
Deferred tax (22.21) 64.02
Net Profit after Tax 398.74 215.87
Less: Minority Interest 19.60 (32.74)
Profit Attributable to Shareholders of the Company 379.14 248.61
Balance Brought Forward 2104.70 1967.43
Less Depreciation on transition to Schedule II of the Companies Act 2013 on tangible fixed assets with nil remaining useful life 65.17 -
Amount available for appropriations 2418.67 2216.04
Appropriation:
General Reserves 25.00 25.00
Proposed Dividend 73.80 73.80
Corporate Dividend Tax 14.76 12.54
Balance Carried to Balance Sheet 2305.09 2104.70

OPERATIONS & STATE OF AFFAIRS

The Operations during the year under review were satisfactory. Your Company hasachieved a gross turnover of ` 6143.36 Lacs from 5823.78 Lacs in the previous year. TheProfit after Tax has increased to ` 454.09 Lacs for the year under review as compared to `422.93 Lacs in the previous year. The earnings per share (EPS) of the company have alsoincreased to ` 7.38 per share during the year under review as against ` 6.88 per share inthe previous year.

DIVIDEND & RESERVES

In consideration to the stagnant performance of the Company for the financial year 201415 the Board of Directors ( the Board ) have decided to recommend a final dividend of `1.20/- per share being 12.00% (at par with the previous year) on the face value of ` 10/-per share on 6149800 Equity Shares of the Company to be appropriated from the profits ofthe Company for the financial year 2014 15. In compliance to the provisions of section 123(1) of the Companies Act 2013 the Company proposes to transfer a sum of ` 25.00 Lacs tothe General Reserve being 5.51% of the Current year s profit.

FIXED DEPOSITS

The Company has not accepted any public deposits and as such no amount on account ofprincipal or interest on public deposits was outstanding as on the date of the balancesheet.

DIRECTORS & KEY MANAGERIAL PERSONNEL

(a) Regularizing

Dr. Baldev Patel (DIN: 00107161)

Pursuant to the provisions of Section 161(1) of the Companies Act 2013 and theArticles of Association of the Company Dr. Baldev Patel who was appointed as anAdditional Director of the Company by the Board of Directors at their Meeting held on 3rdFebruary 2015 shall hold office upto the date of the ensuing Annual General Meeting. TheCompany has received a requisite notice in writing from a member proposing his appointmentas a Director. The Board of Directors recommends his appointment.

(b) Resignations

Mr. Vitthaldas Patel (DIN: 00126972)

During the year under review Mr. Vitthaldas Patel has resigned from the Chairmanshipand Directorship of the Company with effect from 31st March 2015 due to his otherpre-occupations. The Board placed on record its appreciation for the valuable guidance andcontribution to the board made by Mr. Patel during his tenure as Director of the Company.

Mr. Chandraprakash Devpura – Key Managerial Personnel

During the year under review Mr. Chandraprakash Devpura has resigned from the positionof Chief Financial Officer of the Company with effect from 28th February 2015.The Board has placed on record its appreciation for the valuable services rendered by him.

Mr. Pragnesh Darji – Key Managerial Personnel

During the year under review Mr. Pragnesh Darji (ACS 24382) has resigned from the postof Company Secretary with effect from 15th November 2014. The Board has placedon record its appreciation for the valuable services rendered by him.

(c) Retirement By Rotation

Mr. Nipam Shah (DIN: 00093697)

In accordance with the provisions of Section 152(6) and Articles of Association of theCompany Mr. Nipam Shah will retire by rotation at the ensuing Annual General Meeting ofthe Company and being eligible offer himself for re-appointment. The Board recommends hisre-appointment.

(d) Appointment

Ms. Gurnish Chhabda – Key Managerial Personnel

During the year under review Ms. Gurnish Chhabda (ACS 28103) was appointed by theBoard at its meeting held on 3rd February 2015 as the Whole-time CompanySecretary of the Company.

(e) Declaration by Independent Directors

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet with the criteria of independence as prescribed both undersub-section (6) of Section 149 of the Companies Act 2013 and under Clause 49 of theListing Agreement with the Stock Exchanges.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirements under Section 134(3)(c) of the Companies Act 2013 theDirectors hereby state and confirm that:

a) in the preparation of annual accounts the applicable Accounting Standards have beenfollowed along with proper explanation relating to material departures;

b) the accounting policies have been applied consistently and reasonable and prudentestimates have been made so as to give a true and fair view of the state of affairs of theCompany at the end of the financial year 2014-2015 and the profit of the Company for thatperiod;

c) proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act 2013 for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

d) the Annual Accounts have been prepared on a going concern basis ;

e) the internal financial controls followed by the Company are adequate and has beenoperating effectively; and

f) proper systems have been devised to ensure compliance with the provisions of allapplicable laws and such systems are adequate and have been operating effectively.

AUDITORS AND COMMENTS ON AUDITORS REPORT

(a) Statutory Auditors

M/s. Deloitte Haskins & Sells (DHS) (ICAI firm Registration Number 117365W)Chartered Accountants (CAs) Ahmedabad were appointed as the Statutory Auditors of theCompany to hold office till the conclusion of the Annual General Meeting to be held in thecalendar year 2018. In terms of the first proviso to Section 139 of the Companies Act2013 and the Rules framed thereunder the appointment of the auditors shall be placed forratification at every Annual General Meeting. In this regard the Board based on therecommendation of the Audit Committee recommends the appointment of M/s. Deloitte Haskins& Sells DHS as statutory auditors of the Company for the financial year 2015 16.

The notes on the financial statement referred to in the Auditor s Report areself-explanatory and do not call for any further comments. The Auditors Report formingpart of this Annual Report does not contain any qualification reservation or adverseremark.

(b) Secretarial Auditors

The Board had appointed Mrs. Monica Kanuga Practicing Company Secretary Ahmedabad asthe Secretarial Auditors to conduct Secretarial Audit for the financial year 2014 15 underthe provisions of Section 204 of the Companies Act 2013.

The report of Secretarial Auditor is annexed to this report as Annexure - I. Theobservations made by the Auditor in the Report relates to the reporting/publishingrequirements. The Management submits that the lapses are purely out of inadvertence andunintentional. The Management undertakes to ensure complete compliance henceforth.

DISCLOSURES UNDER THE COMPANIES ACT 2013

(a) Extract of Annual Return

The details forming part of the extract of the Annual Return is annexed to this reportas Annexure II

(b) Number of Board Meetings

The Board of Directors met 4 (four) times during the year 2014 15. The details of theBoard Meetings and the attendance of the Directors are provided in the CorporateGovernance Report.

(c) Composition of Audit Committee

The Audit Committee comprises of Mr. Chinubhai Shah as the Chairman and Mr. ShaileshDesai and Mr. Ambar Patel as the Members of the Committee. More details on the committeeare given in the Corporate Governance Report. All the recommendations by the AuditCommittee were accepted by the Board.

(d) Particulars of Loans given Guarantees given Securities provided and Investmentsmade

During the year under review an investment of ` 7500000/- was made in acquiring the750000 Non-Cumulative Redeemable Preference Shares ( NCRPS ) of ` 10/- each of HMSURollers (India) Pvt. Ltd. (this investment falls under the provisions of Section 186 ofthe Companies Act 2013).

(e) Related Party Transactions

All the related party transactions entered by the Company during the financial yearwere on an arm s length basis and in compliance with the applicable provisions of the Actand the Listing Agreement. All the Related Party Transactions are presented before the

Audit Committee and the Board. Omnibus approval is obtained for the transactions whichare foreseen and repetitive in nature. A statement of all related party transactions ispresented before the Audit Committee on a quarterly basis specifying the nature valueand terms and conditions of the transactions. The statement is supported by thecertificate from the MD / CEO and the CFO.

The Policy on Related Party Transactions as approved by the Board is uploaded on theCompany s website www.shilpgravures.com. The web-link as required under the ListingAgreement is as under:

http://www.shilpgravures.com/pdf/Related%20Party%20Transaction%20Policy.pdf

During the year the Company had not entered into any materially significant relatedparty transactions which have potential conflict with the interest of the Company at largeand hence there is no information to be provided under section 134(3)(h) of the CompaniesAct 2013 read with Rule 8(2) of the Companies (Accounts) Rules 2014.

(f) Internal Control Systems

With the formalized systems and procedures the Company is able to continuously monitorthe efficacy of internal controls and to provide to the Audit Committee and the Board ofDirectors an independent objective and reasonable assurance on the adequacy andeffectiveness of the organization s risk management control and governance processes.

All significant audit observations and follow-up actions therein were reported to theAudit Committee. The Audit Committee also met the company s Statutory auditors toascertain their views on the financial statements including the financial reportingsystem compliance to Accounting policies and procedures the adequacy and effectivenessof the internal controls and systems followed by the Company.

(g) Vigil Mechanism / Whistle Blower

In pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013and Listing Agreements a Vigil Mechanism or Whistle Blower Policy for directors andemployees to report genuine concerns has been established. The same is also uploaded onthe website of the Company www.shilpgravures.com and can be accessed at the following weblink: .

http://www.shilpgravures.com/pdf/Whistle%20Blower%20Policy.pdf

(h) Performance Evaluation

In compliance with the Companies Act 2013 and Clause 49 of the Listing Agreement theperformance evaluation of the Board was carried out during the year under review. Moredetail on the same is given in the Corporate Governance Report.

(i) Material Changes

There have been no material changes and commitments affecting the financial position ofthe Company since the close of financial year March 31 2015. Further it is herebyconfirmed that there has been no change in the nature of business of the Company.

(j) CSR Policy

In compliance with requirements of Section 135 of the Companies Act 2013 the Companyhas laid down a CSR Policy. The composition of the Committee contents of CSR Policy andreport on CSR activities carried out during the financial year ended March 31 2015 in theformat prescribed under Rule 9 of the Companies (Accounts) Rules 2014 is annexed herewithas Annexure III.

(k) Nomination and Remuneration Policy

The contents of Nomination and Remuneration Policy of the Company is prepared inaccordance with the provisions of Section 178 of the Companies Act 2013 and Clause 49(IV) of the Listing Agreement. The policy is devised by the Nomination & RemunerationCommittee and thereafter approved by the Board. More details on the same are provided inthe Corporate Governance Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As per the terms of Clause 49(VIII)(D) of the Listing Agreement entered into with theStock Exchange the Management Discussion and Analysis Report is presented in a separatesection forming part of the Annual Report.

CORPORATE GOVERNANCE REPORT

We comply with the Securities Exchange Board of India (SEBI s) guidelines on CorporateGovernance. We have documented our internal policies on Corporate Governance. A report onCorporate Governance along with the requisite certificate from the Auditors of the Companyin compliance of terms of the Corporate Governance pursuant to Clause 49 of the ListingAgreement entered into with the Stock Exchange is attached and forms part of this report.

PARTICULARS OF EMPLOYEES

The table containing the names and other particulars of employees in accordance withthe provisions of Section 197(12) of the Companies Act 2013 read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is appendedas Annexure IV to the Board s Report.

During the year under review there are no employees in respect of whom the informationas per Section 197 of the Companies Act 2013 read with Rule 5(2) and 5(3) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is requiredto be disclosed.

SUBSIDIARY ASSOCIATE AND JOINT VENTURE COMPANY AND ITS CONSOLIDATED FINANCIALSTATEMENT

The Company has one Subsidiary and one Joint Venture as on March 31 2015 by the nameof ReShilp Equipments (India) Private Limited and HMSU Equipments (India) Private Limited respectively. There has been no material change in the nature of the business of thesubsidiary. The Board of Directors of the Company regularly reviews the affairs of itsSubsidiary.

The Consolidated Financial Statements of the Company its subsidiary company and itsjoint venture company have been prepared in accordance with the relevant AccountingStandards and are provided in the Annual Report. A report on the performance and financialposition of each of the subsidiaries associates and joint venture companies as per theprovisions of the Companies Act 2013 is provided as Annexure A to the ConsolidatedFinancial Statement and hence not repeated here for the sake of brevity.

The Policy for determining material subsidiaries as approved by the Board is uploadedon the Company s website www.shilpgravures.com and can be accessed on the following weblink :

http://www.shilpgravures.com/pdf/Policy%20on%20Material%20Subsidiary.pdf

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

The information to be disclosed under Section 134(3)(m) of the Companies Act 2013 readwith Rule 8(3) of the Companies (Accounts) Rules 2014 is enclosed as Annexure - V to thisreport.

INSURANCE

All the insurable interests of the Company including Inventories Buildings Plant& Machinery and Liabilities under legislative enactments are adequately insured.

ACKNOWLEDMENTS

Your Directors express their appreciation for the continued co-operation support &assistance received from Auditors Bankers Statutory Authorities Customers VendorsConsultants as well as Shareholders during the year.

Your Directors also wish to place on record their appreciation for the dedicatedservices and contribution given by all the employees of the Company. Your Directorsgratefully acknowledge the trust and confidence and look forward for their continuedsupport in the future.

On the behalf of The Board of Directors
Place : Rakanpur Baldev Patel Ambar Patel
Date : 08.08.2015

(Chairman)

(Managing Director)

ANNEXURE I FORM No. MR - 3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2015

[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No. 9 of the Companies(Appointment and Remuneration Personnel) Rules 2014]

To

The Members Shilp Gravures Limited

778/6 Pramukh Industrial Estate Sola-Santej Road Village: Rakanpur Taluka : KalolDistrict : Gandhinagar - 382721

I have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Shilp Gravures Limited(hereinafter called the Company ). Secretarial Audit was conducted in a manner thatprovided me a reasonable basis for evaluating the corporate conducts/statutory compliancesand expressing my opinion thereon.

Management s Responsibility

Management is responsible for the maintenance of the Secretarial records and for thepreparation and filing of forms returns documents for compliances and to ensure thatthey are free from material non compliance whether due to fraud or error.

Secretarial Auditor s Responsibility

Secretarial Audit is a process of verification of records and documents on sample ortest basis. My responsibility is to express an opinion on the secretarial compliances ofcertain laws by the Company on the basis of my audit. The audit practices and processeshave been followed as deemed appropriate to provide reasonable assurance about thecorrectness of the records and the confirmation of compliance. My audit process hasinvolved verification of records and dependence on Management representation and myopinion is based thereupon.

Based on my verification of the Company s books papers minute books forms andreturns filed and other records maintained by the Company and also the informationprovided by the Company its officers agents and authorized representatives during theconduct of secretarial audit I hereby report that in my opinion the Company hasgenerally during the audit period covering the financial year ended on 31stMarch 2015 complied with the statutory provisions listed hereunder and also that theCompany has proper Board-processes and compliance-mechanism in place to the extent in themanner and subject to the reporting made hereinafter:

I have examined the books papers minute books forms and returns filed and otherrecords maintained by the Company for the financial year ended on 31st March2015 according to the provisions of:

(i) The Companies Act 2013 (the Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act 1956 ( SCRA ) and the rules madethereunder;

(iii) The Depositories Act 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act 1999 and the rules and regulations madethereunder to the extent of Foreign Direct Investment Overseas Direct Investment andExternal Commercial Borrowings;

(v) The following Regulations and Guidelines prescribed under the Securities andExchange Board of India Act 1992 ( SEBI Act ) :

a. The Securities and Exchange Board of India (Substantial Acquisition of Shares andTakeovers) Regulations 2011;

b. The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 1992;

c. The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009;

d. The Securities and Exchange Board of India (Registrars to an Issue and ShareTransfer Agents) Regulations 1993 regarding the Companies Act and dealing with client;

The Management has confirmed that no specific laws are applicable to the Company.

I have also examined compliance with applicable clauses of the Listing Agreementsentered into by the Company with BSE Limited.

During the period under review provisions of the following regulations were notapplicable to the Company:

(i) The Securities and Exchange Board of India (Employee Stock Option Scheme andEmployee Stock Purchase Scheme) Guidelines 1999; (ii) The Securities and Exchange Boardof India (Issue and Listing of Debt Securities) Regulations 2008; (iii) The Securitiesand Exchange Board of India (Delisting of Equity Shares) Regulations 2009; (iv) TheSecurities and Exchange Board of India (Buyback of Securities) Regulations 1998; and (v)Secretarial Standards issued by The Institute of Company Secretaries of India.

During the period under review the Company has generally complied with the applicableprovisions of the Act Rules Regulations Guidelines Standards etc. mentioned abovesubject to the following observations:

(i) The prior intimation of at least 2 working days to be provided to the Exchange asper Clause 19(a) of the Listing Agreement for the Board Meeting held on 1st ofMay 2014 where the proposal for recommendation of dividend was considered was notprovided.

(ii) The Public Notice to be published in English and Vernacular Newspaper for the dateand purpose of Board Meeting in which financial results are to be considered as requiredunder Clause 41(iii)(b) was not published.

(iii) The continual disclosures required under Clause 8(3) of the Securities andExchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations 1997were not made.

(iv) The Advertisement as required under Rule 20(3)(v) of the Companies (Management andAdministration) Rules 2014 was not published.

(v) Though the windows were closed for trading before the Board meetings thecommunication to the Stock Exchange was not made.

I further report that:

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors. The 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 Meetings agenda anddetailed notes on agenda were sent at least seven days in advance and a system exists forseeking and obtaining further information and clarifications on the agenda items beforethe meetings and for meaningful participation at the meeting.

All decisions at the meeting of the Board of Directors / Committees of the Board weretaken unanimously as recorded in the minutes of the meetings and no dissenting views havebeen recorded.

I 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 laws rules regulations and guidelines.

I further report that during the audit period there were no specific events / actionshaving a major bearing on the Company s affairs in pursuance of the above referred lawsrules regulations and guidelines.

Signature : Sd/-
Name of PCS : Monica Kanuga
Place : Ahmedabad FCS No. : 3868
Date : 7th August 2015 C P No. : 2125

ANNEXURE II Form MGT 9

EXTRACT OF ANNUAL RETURN

As on the Financial Year ended on 31st March 2015

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1) of the Companies(Management and Administration) Rules 2014]

I. REGISTRATION AND OTHER DETAILS

1. CIN : L27100GJ1993PLC020552
2. Registration Date : 29th October 1993
3. Name of the Company : Shilp Gravures Limited
4. Category / Sub-Category of the Company : Company limited by shares
5. Address of the Registered office and contact details : 778/6 Pramukh Industrial Estate Sola Santej Road Village Rakanpur Tal. Kalol Dist. Gandhinagar 382 721
6. Whether Listed Company : Yes
7. Name Address and contact details of : Sharepro Services (India) Pvt. Ltd.
Registrar and Transfer Agents if any: 416- 420 4th Floor Devnandan MallOpp. Sanyas Ashram Ellisbridge Ahmedabad 380 006 Phone: 079 - 26582381 to 84

II. PRINCIPAL BUSINESS ACTIVITY OF THE COMPANY

All the Business activities contributing 10% of more of the total Turnover of theCompany shall be stated:

Sr. No. Name of Description of main products / services NIC Code of Product / Service % of total turnover of the Company
1 Engraved Copper Rollers 29294 95.02%
2 Printing Plates 29294 04.98%
Total 100.00%

III. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. No. Name of the Company CIN/GLN Holding / Subsidiary / Associate Company Applicable Section
1 HMSU ROLLERS (INDIA) PRIVATE LIMITED 778/6 U29130GJ2012PTC068828 Associate Company Section 2(6)
Pramukh Industrial Estate Sola-Santej Road Village-Rakanpur Kalol Gujarat-382721
2. RESHILP EQUIPMENTS (INDIA) PRIVATE LIMITED U29100GJ2011PTC065234 Subsidiary Company Section 2(87)
3-4 Raghuvir Industrial Estate Nr. Kothari Cross Road Tal.: Kalol Village : Santej Gujarat-382721

IV. SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)

i) Category wise Shareholding

Category of Shareholders No of Shares held at the beginning of the year No of Shares held at the end of the year % Change during the year
Demat Physical Total % of Total Shares Demat Physical Total % of Total Shares
A. Promoters
(1) Indian
i) Individual / HUF 1894858 - 1894858 30.81 1935665 4000 1939665 31.53 0.72
ii) Central Govt. - - - - - - - - -
iii) State Govt. (s) - - - - - - - - -
iv) Bodies Corporate - - - - - - - - -
v) Banks / FI(s) - - - - - - - - -
vi) Any other - - - - - - - - -
Sub Total (A)(1) 1894858 - 1894858 30.81 1935665 4000 1939665 31.53 0.72
(2) Foreign
i) NRIs Individuals 1756478 - 1756478 28.56 1756478 - 1756478 28.56 -
ii) Other Individuals - - - - - - - - -
iii) Bodies Corporate - - - - - - - - -
iv) Banks/ FI (s) - - - - - - - - -
v) Any other - - - - - - - - -
Sub Total (A)(2) 1756478 - 1756478 28.56 1756478 - 1756478 28.56 -
TOTAL Shareholding of Promoter (A) = (A)(1) + (A)(2) 3651336 - 3651336 59.37 3692143 4000 3696143 60.08 0.71
B. Public Shareholding
1. Institutions
i) Mutual Funds - - - - - - - - -
ii) Banks / FI (s) - - - - - - - - -
iii) Central Govt. - - - - - - - - -
iv) State Govt. (s) - - - - - - - - -
v) Venture Capital Funds - - - - - - - - -
vi) Insurance Companies - - - - - - - - -
vii) FIIs - - - - - - - - -
viii) Foreign Venture Capital Funds - - - - - - - - -
ix) Others (specify) - - - - - - - - -
Sub Total (B)(1) - - - - - - - - -
2. Non - Institutions
i) Bodies Corporate
a) Indian 96002 10400 106402 1.73 162717 10400 173117 2.82 1.09
b) Overseas - - - - - - - - -
ii) Individuals
a) Individual shareholders holding nominal share capital upto ` 1 Lacs 1019316 296810 1316126 21.40 1036052 285300 1321352 21.49 0.09
b) Individual shareholders holding nominal share capital in excess of ` 1 Lacs 686793 20000 706793 11.49 631580 20000 651580 10.59 -0.9
c) Others (specify)
NRI (Repatriation) 57009 233200 290209 4.72 63614 233200 296814 4.83 0.11
NRI (Non- Repatriation) 2574 - 2574 0.04 2090 - 2090 0.03 -0.01
Independent Directors & Relatives 74377 - 74377 1.21 2000 - 2000 0.02 -1.19
Shares in transit 1358 - 1358 0.02 6704 - 6704 0.11 0.09
Others 625 - 625 0.01 - - - -
Sub Total (B)(2) 1938054 560410 2498464 40.63 1904757 548900 2453657 39.87 -0.76
TOTAL Shareholding of Promoter (B) = (B)(1) + (B)(2) 1938054 560410 2498464 40.63 1904757 548900 2453657 39.87 -0.76
C. Shares held by Custodian for GDRs & ADRs - - - - - - - - -
GRAND TOTAL(A + B + C) 5589390 560410 6149800 100.00 5596900 552900 6149800 100.00 -

ii) Shareholding of Promoters

Details of shareholding of Promoters and Promoter's group

Sr. No. Shareholders Name Shareholding at the beginning of the year Shareholding at the end of the year % Change during the year
No. of Shares % of total Shares of the Company % of total Shares Pledged / encumbered to total Shares No. of Shares % of total Shares of of the Company % of total Shares Pledged / encumbered to total Shares
1. Patel Vithaldas Hemdas 765756 12.45 0.00 765756 12.45 0.00 0.00
2. Hiraben Vithaldas Patel 584314 9.50 0.00 584314 9.50 0.00 0.00
3. Hiraben Vithaldas Patel /Vithaldas Hemdas Patel 382262 6.22 0.00 382262 6.22 0.00 0.00
4. Roshan Harshvadan Shah / Aarti Roshan Shah 287685 4.68 0.00 313404 5.10 0.00 0.42
5. Atul Manilal Vinchhi / Renuka A. Vinchhi 289364 4.71 0.00 289364 4.71 0.00 0.00
6. Ambar Jayantilal Patel / Amita A. Patel 243910 3.97 0.00 243910 3.97 0.00 0.00
7. Narendra Ramkrishna Patil / Chhaya N. Patil 182500 2.97 0.00 182500 2.97 0.00 0.00
8. Gajanan Vamanrao Bhavsar / Sangita G. Bhavsar 180700 2.94 0.00 180700 2.94 0.00 0.00
9. Gajanan Vamanrao Bhavsar 128710 2.09 0.00 128710 2.09 0.00 0.00
10. Amita Ambarbhai Patel / Ambar J. Patel 76290 1.24 0.00 76290 1.24 0.00 0.00
11. Chhaya Narendra Patil / Narendra R. Patil 75000 1.22 0.00 75000 1.22 0.00 0.00
12. Renuka Atul Vinchhi / Atul M. Vinchhi 61754 1.00 0.00 72088 1.17 0.00 0.17
13. Siddharth Narendra Patil 54200 0.88 0.00 54200 0.88 0.00 0.00
14. Deval Ambarbhai Patel / Amita Ambar Patel 53981 0.88 0.00 53981 0.88 0.00 0.00
15. Siddharth Narendra Patil 51500 0.84 0.00 51500 0.84 0.00 0.00
16. Narendra R. Patil (HUF) 46300 0.75 0.00 46300 0.75 0.00 0.00
17. Priyanka Gajanan Bhavsar 36455 0.59 0.00 36455 0.59 0.00 0.00
18. Rachit Gajanan Bhavsar / Gajanan V. Bhavsar 26502 0.43 0.00 26502 0.43 0.00 0.00
19. Vithaldas Hemdas Patel / Hiraben Vithaldas Patel 24146 0.39 0.00 24146 0.39 0.00 0.00
20. Neil Roshan Shah /Roshan Harshvadan Shah 22981 0.37 0.00 22981 0.37 0.00 0.00
21. Sangita Gajanan Bhavsar / Gajanan V. Bhavsar 21671 0.35 0.00 21671 0.35 0.00 0.00
22. Sangita Gajanan Bhavsar / Gajanan V. Bhavsar 16900 0.27 0.00 16900 0.27 0.00 0.00
23. Sundeep Harshvadan Shah / Shefali Sundeep Shah 13400 0.22 0.00 13400 0.22 0.00 0.00
24. Aarti Roshan Shah 0 0.00 0.00 11155 0.18 0.00 0.18
25. Kumudben H. Shah / Sundeep H. Shah 7000 0.11 0.00 7000 0.11 0.00 0.00
26. Satish V. Patil 6200 0.10 0.00 6200 0.10 0.00 0.00
27. Ambar Jayantilal Patel (HUF) 901 0.01 0.00 901 0.01 0.00 0.00
28. Bhanumatiben Jayantilal Patel / Ambar J. Patel 2309 0.04 0.00 2309 0.04 0.00 0.00
29. Ravindra Ramkrishna Patil / Sunanda R. Patil 1300 0.02 0.00 1300 0.02 0.00 0.00
30. Sumit Patil 1000 0.02 0.00 1000 0.02 0.00 0.00
31. Amisha Jayprakash Patel / Jayprakash Patel 925 0.02 0.00 925 0.02 0.00 0.00
32. Sangita Gajanan Bhavsar 870 0.01 0.00 870 0.01 0.00 0.00
33. Jayprakash Gordhandas Patel / Ulca Jayprakash Patel 700 0.01 0.00 700 0.01 0.00 0.00
34. Anal Jayprakash Patel / Ulca Jayprakash Patel 650 0.01 0.00 650 0.01 0.00 0.00
35. Ulca Jayprakash Patel 500 0.01 0.00 500 0.01 0.00 0.00
36. Aditya Jayprakash Patel / Jayprakash Patel 299 0.00 0.00 299 0.00 0.00 0.00

iii) Change in Promoters Shareholding

Sr. No. Name of the Shareholder

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of Shares % of total Shares of the Company No. of Shares % of total Shares of the Company
1. Roshan Harshvadan Shah / Aarti Roshan Shah
At the beginning of the year 287685 4.68 287685 4.68
Acquired from market 25719 0.42 313404 5.10
At the end of the year - - 313404 5.10
2. Renuka Atul Vinchhi / Atul M. Vinchhi
At the beginning of the year 61754 1.00 61754 1.00
Acquired from market 10334 0.17 72088 1.17
At the end of the year - - 72088 1.17
3. Aarti Roshan Shah
At the beginning of the year 0 0.00 0 0.00
Acquired from market 11155 0.18 11155 0.18
At the end of the year - - 11155 0.18

iv) Shareholding pattern of top ten shareholders (other than Directors/ promoters andholders of GDRs and ADRs)

Sr. No. For each of the Top 10 Shareholders

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of Shares % of total Shares of the Company No. of Shares % of total Shares of the Company
1. Vithaldas Hemdas Patel
At the beginning of the year 765756 12.45 765756 12.45
Change during the year - - - -
At the end of the year - - 765756 12.45
2. Hiraben Vithaldas Patel
At the beginning of the year 584314 9.50 584314 9.50
Change during the year - - - -
At the end of the year - - 584314 9.50
3. Hiraben Vithaldas Patel /Vithaldas Hemdas Patel
At the beginning of the year 382262 6.22 382262 6.22
Change during the year - - - -
At the end of the year - - 382262 6.22
4. Roshan Harshvadan Shah / Aarti Roshan Shah
At the beginning of the year 287685 4.68 287685 4.68
Purchased during the year 25719 0.42 313404 5.10
At the end of the year - - 313404 5.10
5. Atul Manilal Vinchhi / Renuka A. Vinchhi
At the beginning of the year 289364 4.71 289364 4.71
Change during the year - - - -
At the end of the year - - 289364 4.71
6. Ambar Jayantilal Patel / Amita A. Patel
At the beginning of the year 243910 3.97 243910 3.97
Change during the year - - - -
At the end of the year - - 243910 3.97
7. Narendra Ramkrishna Patil / Chhaya N. Patil
At the beginning of the year 182500 2.97 182500 2.97
Change during the year - - - -
At the end of the year - - 182500 2.97
8. Gajanan Vamanrao Bhavsar / Sangita G. Bhavsar
At the beginning of the year 180700 2.94 180700 2.94
Change during the year - - - -
At the end of the year - - 180700 2.94
9. Gajanan Vamanrao Bhavsar
At the beginning of the year 128710 2.09 128710 2.09
Change during the year - - - -
At the end of the year - - 128710 2.09
10. Anil Kumar Goel
At the beginning of the year 110000 1.79 110000 1.79
Change during the year - - - -
At the end of the year - - 110000 1.79

v) Shareholding of Directors and Key Managerial Personnel

Sr. No. For each of the Directors and KMP

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of Shares % of total Shares of the Company No. of Shares % of total Shares of the Company
1. Ambar Jayantilal Patel
At the beginning of the year 243910 3.97 243910 3.97
Change during the year - - - -
At the end of the year - - 243910 3.97
2. Vithaldas Hemdas Patel
At the beginning of the year 765756 12.45 765756 12.45
Change during the year - - - -
At the end of the year - - 765756 12.45
3. Roshan Harshvadan Shah
At the beginning of the year 287685 4.68 287685 4.68
Change during the year 25719 0.42 313404 5.10
At the end of the year - - 313404 5.10
4. Gajanan Vamanrao Bhavsar
At the beginning of the year 128710 2.09 128710 2.09
Change during the year - - - -
At the end of the year - - 128710 2.09
5. Shailesh Chimanlal Desai
At the beginning of the year 1000 0.01 1000 0.01
Change during the year - - - -
At the end of the year - - 1000 0.01
6. Jainand Gajanand Vyas
At the beginning of the year 1000 0.01 1000 0.01
Change during the year - - - -
At the end of the year - - 1000 0.01

Directors / Key Managerial Personnel held Directorship / employment respectivelyfor part of the year

The shares held by Directors are held in joint names

The following Directors / Key Managerial Personnel (KMP) did not hold anyshares during the year:

Mrs. Monica Kanuga

Mr. Nipam Shah

Dr. Navin Patel

Mr. Pragnesh Darji KMP

Ms. Gurnish Chhabda KMP

Mr. Chinubhai Shah

Mr. Rajendra Shah

Dr. Baldev Patel

Mr. Chandraprakash Devpura KMP

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding / accrued but not due forpayment

(Rs. in Lacs)
Particulars

Secured Loans excluding Deposits

Unsecured Loans

Deposits Total Indebtedness
Long Term Short Term Long Term Short Term
Indebtedness at the beginning of the financial year
i) Principal Amount 778.25 653.56 145.73 0.00 0.00 1577.54
ii) Interest due but not paid 0.00 0.00 0.00 0.00 0.00 0.00
iii) Interest accrued but not due 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL ( i + ii + iii) 778.25 653.56 145.73 0.00 0.00 1577.54
Change in Indebtedness during the financial year
Addition 0.00 186.62 0.00 0.00 0.00 186.62
Reduction 344.02 0.00 145.73 0.00 0.00 489.75
Net Change 344.02 186.62 145.73 0.00 0.00 -303.13
Indebtedness at the end of the financial year
iv) Principal Amount 434.23 840.18 0.00 0.00 0.00 1274.41
v) Interest due but not paid 0.00 0.00 0.00 0.00 0.00 0.00
vi) Interest accrued but not due 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL ( i + ii + iii) 434.23 840.18 0.00 0.00 0.00 1274.41

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director/ Whole Time Directors and / or Manager

(Amount in Rs.)
Sr. No. Particulars of Remuneration

Name of MD / WTD/Manager

Total Amount
Ambar Patel Roshan Shah Gajanan Bhavsar
1 Gross Salary

i

i

i

a) Salary as per provisions contained in Section 17(1) of the Income Tax Act 1961 5092905.00 4284531.00 4284531.00 13661967.00
b) Value of perquisites u/s 17(2) of the Income Tax Act 1961 - - - -
c) Profits in lieu of salary u/s 17(3) of the Income Tax Act 1961 - - - -
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission - - - -
- As % of profit - - - -
- Others specify - - - -
5. Others please specify - - - -
TOTAL (A) 5092905.00 4284531.00 4284531.00 13661967.00
Ceiling as per Act *

i. The period for the payment of remuneration to the Directors is 1st Julyto 30th June while the disclosure of the remuneration paid is 1stApril to 31st March; hence the figures are derived proportionately.

ii. * The Central Government has granted a ceiling of ` 42 Lacs and ` 48Lacs for a period from 1st July 2013 to 30th June 2014 and 1stJuly 2014 to 30th June 2015 respectively for the aforesaid MD / WTD.

B. Remuneration to other Directors

(Amount in Rs.)
Sr. No. Particulars of Remuneration Name of Directors Total Amount
Chinubhai Shah Shailesh Desai Nipam Shah Navin Patel Jainand Vyas Rajendra Shah Monica Kanuga
1 Independent Directors
- Fees for attending Board & Committee Meetings 140000 150000 60000 65000 60000 40000 - 515000
- Commission 0 0 0 0 0 0 - 0
- Others pleaseSpecify 0 0 0 0 0 0 - 0
TOTAL (1) 140000 150000 60000 65000 60000 40000 - 515000
2. Other Non Executive Directors
- Fees for attending Board & Committee Meetings - - - - - - 30000 30000
- Commission - - - - - - 0 0
- Others pleaseSpecify - - - - - - 0 0
TOTAL (2) - - - - - - 30000 30000
TOTAL B = (1) + (2) 140000 150000 60000 65000 60000 40000 30000 545000
TOTAL Managerial Remuneration - - - - - - - 545000
Overall ceiling as per the Act - - - - - - - -

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/ MANAGER/ WTD (Amount in `)

Sr. No. Particulars of Remuneration

Key Managerial Personnel

TOTAL

Company Secretary

CFO
1 Gross Salary Pragnesh Darji Gurnish Chhabda Chandraprakash Devpura
- i - ii - iii
a) Salary as per provisions contained in Section 17(1) of the Income Tax Act 1961 293775.00 74299.00 922084.00 1290158.00
b) Value of perquisites u/s 17(2) of the Income Tax Act 1961 - - - -
c) Profits in lieu of salary u/s 17(3) of the Income Tax Act 1961 - - - -
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission
- As % of profit - - - -
- Others specify - - - -
5. Others please specify - - - -
TOTAL 293775.00 74299.00 922084.00 1290158.00

i. For the period commencing from 1st April 2014 to 15thNovember 2014 (i.e.) 7.5 months period

ii. For the period commencing from 19th January 2015 to 31stMarch 2015 (i.e.) 2.5 months period approximately.

iii. For the period commencing from 1st April 2014 to 28thFebruary 2015 (i.e.) 11 months period

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES:

Type Section of the Companies Act Brief Description Details of Penalty / Punishment / Compounding fees imposed Authority (RD / NCLT / Court) Appeal made if any give details
A. Company
Penalty
Punishment None
Compounding
B. Directors
Penalty
Punishment None
Compounding
C. Other Officers in Default
Penalty
Punishment None
Compounding

ANNEXURE III

Annual Report on Corporate Social Responsibility (CSR) activities for the financialyear 2014 - 2015

1. A brief outline of the Company’s CSR Policy including overview ofprojects or programs proposed to be undertaken and a reference to the web-link to the CSRPolicy and projects or programs:

The Company s CSR Policy encompasses the Company s philosophy for delineating itsresponsibility as a Corporate Citizen and lays down the guidelines and mechanism forundertaking socially useful programmes for welfare & sustainable development of thecommunity at large and is thereby titled as the SGL CSR Policy .

The objective of the SGL CSR Policy is to directly or indirectly take up the programmesthat benefit the communities in and around its work centre over a period of time inenhancing the quality of life & economic well-being of the local populance.

The Company s CSR Policy provides for carrying out the CSR activities in the areas of:Education Health Care Environment Rural Development Social and Women Empowerment Sports& Culture / Heritage Infrastructure by way of donation to a reliable and respectablecorpus trust society or institution or organisation.

The Policy on CSR as approved by the Board is uploaded on the Company s websitewww.shilpgravures.com and can be accessed at the following web link:

http://www.shilpgravures.com/pdf/CSR%20Policy.pdf

2. The Composition of CSR Committee:

Mr. Nipam Shah - Chairman
Mr. Ambar Patel - Member
Mr. Shailesh Desai - Member

 

3. Average Net Profit of the Company for last three Financial Years

:

Rs. 641.96 Lacs
4. Prescribed CSR Expenditure (2% of the amount mentioned in 3 above)

:

Rs. 12.84 Lacs
5. Details of CSR spent during the Financial Year

:

(a) Total amount spent for the Financial Year : Rs. 16.00 Lacs
(b) Amount Unspent if any : Nil

(c) Manner in which the amount spent during the Financial Year is detailed below:

Sr. No. CSR Project or activity identified Sector in which the project is covered Projects or Programs (1) Local area or other (2) Specify the state and district where the projects or programs were undertaken Amount outlay (budget) project or programs wise (3 in Lacs) Amount spent on the projects or programs subheads (1) Direct expenditure on projects or programs (2) Overheads (3 in Lacs) Cumulative expenditure up to the reporting period (3 in Lacs) Amount spent: Direct or through implementing agency
1. Aastha Welfare Charitable Trust for welfare of the mentally challenged. Social Empowerment Local areas 5.00 5.00 5.00 Through Implementing Agency - Aastha Welfare Charitable Trust for welfare of the mentally challenged.
2. Sheth Shree Nathalal Nagardas Sarvajanik Hospital and Smt. Santokben Girdharlal Maternity Home Health care Local areas 11.00 11.00 11.00 Through Implementing Agency - Sheth Shree Nathalal Nagardas Sarvajanik Hospital and Smt. Santokben Girdharlal Maternity Home

6. In case of Company has failed to spend the 2% of the average net profit ofthe last three Financial Year or any part thereof the Company shall provide the reasonsfor not spending the amount in its Board Report: Not Applicable

7. A responsibility statement of the CSR Committee that the implementation andmonitoring of CSR policy is in compliance with CSR activities and Policy of the Company:

Mr. Ambar Patel Mr. Nipam Shah
Managing Director Chairman CSR Committee

ANNEXURE IV

Information required under the provisions of Section 197 of the Companies Act 2013read with Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014:-

Disclosure no. 1

Variations in the market capitalization : Rs. 851.75 Lacs
Price Earnings Ratio as at the closing date of current financial year : 6.17
Price Earnings Ratio as at the closing date of previous financial year : 4.60
Percentage increase over decrease in the market quotations of the shares of the Company in comparison to the rate at which company came out with the last public offer : 127.5%

Disclosure no. 2

Ratio of the Remuneration of each Director to the median remuneration of the employeesof the Company for the financial year

Mr. Ambar Patel : 1 : 0.0500
Mr. Roshan Shah : 1 : 0.0476
Mr. Gajanan Bhavsar : 1 : 0.0476
Mr. Vithaldas Patel : 1 : 0.1667

Disclosure no. 3

Percentage increase in the Remuneration of each Director Chief Financial OfficerChief Executive Officer Company Secretary or Manager if any in the financial year

Name of the KMP : % increase
Mr. Ambar Patel Managing Director : 15.00%
Mr. Roshan Shah Wholetime Director : 15.00%
Mr. Gajanan Bhavsar Wholetime Director : 15.00%
Mr. Vithaldas Patel Non-Executive Director(fixed remuneration for a term of three years) : -
Mr. Pragnesh Darji Company Secretary : 18.00%
Mr. Chandraprakash Devpura Chief Financial Officer : 14.00%
Ms. Gurnish Chhabda Company Secretary(appointed with effect from 19/01/2015) : Not Applicable

Disclosure no. 4

Percentage increase in the median remuneration of the employees in the financial year : 11.95%
No. of permanent employees on the rolls of the Company : 203 employees
Explanation on the relationship between average increase in remuneration and company performance : The overall increase in the remuneration 12.5 % against the increase in the turnover of the company of Rs. 319.58 lacs for the financial year 2014-15
Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company : Increase in remuneration of KMP 15% against the increase in revenue of the company of Rs. 380.68 Lacs for the financial year 2014-15
Average percentile increase already made in the salaries of the employees other than the Managerial Personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof : 10.00%(Non-Managerial Personnel) 15.00%(Key Managerial Personnel)
Key parameters for any variable components of remuneration availed by the directors : Company PerformancePeriodical ReviewsSkills and Competence
Ratio of the Remuneration of the highest paid Director to that of the employees who are not Directors but receive remuneration in excess of the highest paid director during the year : None

 

On the behalf of The Board of Directors
Place : Rakanpur Baldev Patel Ambar Patel
Date : 08.08.2015 (Chairman)

(Managing Director)

ANNEXURE V

Information under Section 134(3)(m) of the Companies Act 2013 read with Rule 8(3) ofthe Companies (Accounts) Rules 2014 for the year ended on 31st March 2015:

(A) Conservation of Energy

(i) The steps taken or impact on conservation of energy:

a. Plating bath pumps flow controlled up to desired level by changing VFD settings.

Saving per pump 0.1 units per hrs.
0.1x24 Hrs = 2.4 units per day
2.4x26 days = 62.4 units per month
62.4x12 months = 748.8 units per year
748.8x 58 nos. of pumps = 43430.4 units per year
43430.4x`7.5 = 325728 ` per year saving

b. Auto timer & VFD installed in AHU 2nos.

Saving 59.2 units per day
59.2x 26 days = 1539.2 units per month
1539.2x12 month = 18470.4 units per year
18470.4x 7.5 = 138528 ` per month saving

c. Atomization of chrome area exhaust blowers

Saving 17.6 units per day
17.6x26 days = 457.6 units per month
457.6x12 month = 5491.2 units per year
5491.2x 7.5 = 41184 ` per month saving

d. Replaced CFL lights by LED lights at different areas

Saving 2.24 units per day
2.24x26 days = 58.24 units per month
58.24x12 month = 698.8 units per year
698.8x 7.5 = 5241 ` per month saving

(ii) The steps taken by the Company for utilizing alternate sources of energy: None

(iii) The capital investment on energy conservation equipments: None

(iv) Total energy consumption during the year:-

Particulars/ Period Current Year April 2014 to March 2015 Previous Year April 2013 to March 2014
Lacs Units (KWH) Amt. in Rs. Rs. Per Unit Lacs Units (KWH) Amt. in Rs. Rs. Per Unit
(a) Electricity
Purchased 4139640 31254261 7.55 3957370 27647170 6.98
Own Generation 3595505 25250727 6.66 3531528 24299210 6.27
(b) Diesel for DG Sets* 25600 Ltr 1721727 2.48Ltr/Kwh 45600 Ltr 2829210 2.41Ltr/Kwh

* Note: For —F.Y.2014-15—63710 Units Generated at the Cost of Rs.1721727 (25600 Ltrs Diesel) For— F.Y.2013-14- 110140Units Generated at the Cost of Rs.2829210 (45600 Ltrs Diesel)

The Company continues to give due priority to conservation of energy on continuousbasis.

(B) Technology Absorption

(i) The efforts made towards technology absorption: None

(ii) The benefits derived like product improvement cost reduction product developmentor import substitution: None

(iii) In case of imported technology (imported during the last three years reckonedfrom the beginning of the financial year): None

(iv) The expenditure incurred on Research and Development: During the year underreview no new specific Research & Development activities were carried out.

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO:

Particulars regarding Foreign Exchange Earnings and Outgo appear in Note 39 & 40 inthe Notes to Financial Statements.

On the behalf of The Board of Directors
Place : Rakanpur Baldev Patel Ambar Patel
Date : 08.08.2015 (Chairman)

(Managing Director)