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Vipras Corporation Ltd.

BSE: 522106 Sector: Engineering
NSE: N.A. ISIN Code: N.A.
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Vipras Corporation Ltd. (VIPRASCORPN) - Director Report

Company director report

VIPRAS CORPORATION LIMITED ANNUAL REPORT 2003-2004 DIRECTOR'S REPORT To, THE MEMBERS OF VIPRAS CORPORATION LIMITED. Your Directors are pleased to present this Sixteenth Annual Report and Audited Statement of Accounts of the Company for the period ended 31st March, 2004. FINANCIAL RESULTS: YEAR ENDED YEAR ENDED March, 2004 March, 2003 Rs. Rs. Profit/(Loss) before Depreciation & Interest 49,55,352 (90,40,669) Less: Interest 9,71,60,775 9,34,64,495 Operating Profit/(Loss) (9,22,05,423) (10,25.05,164) Less: Depreciation 52,06,446 51,88,137 Net Profit/(Loss) before Taxation (9,74,11,869) (10,76,93,301) Add: Balance brought forward from last year (73,53,76,634) (62,79,188) Profit/(Loss) available for Appropriations (83,27,88,503) (3,55,99,489) APPROPRIATIONS: Adjustment pertaining to Previous Year (4,34,254) (2,22,855) Balance Carried Forward (83,32,22,757) (73,53,76,634) REVIEW OF OPERATIONS: Non availability of working capital has forced company to carry out conversion only and thus the company is not able to improve performance. MANAGEMENT DISCUSSION AND ANALYSIS: As per the requirement of Clause 49 of Listing Agreements with the Stock Exchange the Management Discussion and Analysis of the events that have taken place and condition prevailed during the period under review are elucidated in Annexure-I to this Report. CORPORATE GOVERNANCE: A report on Corporate Governance as per the requirement of Clause 49 of the Listing Agreement is annexed to this Report as Annexure-II. STATUS OF BIFR PROCEEDINGS: The Company submitted its draft Revival plan to the Operating Agency and the same is being finalised. Two Banks have applied to BIFR for permission U/S. 22(1) of SICA for taking recovery proceedings against the Company. INSURANCE: The Company's Fixed Assets are adequately insured against various risks. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS & OUTGO: Particulars required to be disclosed under the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1988 are given in the Annexure-III to this Report. PARTICULARS OF EMPLOYEES: Particulars of employees covered by the provisions contained under Section 217(2A) of the Companies Act 1956 read with the Companies (Particulars of Employees) Rules, 1975 requisite information is not applicable. PERSONNEL: Employee relations at all levels continue to remain cordial. DIRECTORS: Shri Ashish Himatial Goradia & Shri Rajiv Himatlal Goradia retire by rotation, at the forth coming Annual General Meeting of the Company and being eligible, offer himself for reappointment. DIRECTORS' RESPONSIBILITY STATEMENT: Pursuant to the requirement under section 217(2AA) of the Companies Act 1956, with respect to Director's Responsibility statement is hereby confirmed: (i) That in the preparation of the accounts for the financial year ended on 31st March, 2004, the applicable Accounting Standards had been followed along with proper explanation relating to material departures. (ii) That the Directors have selected such Accounting Policies and applied them consistently and made judgement and estimates that are reasonable and prudent so as to the True and Fair view of the state of the affairs of the company at end of the financial year and of the loss of the Company for the year under review. (iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. (iv) That the Directors have prepared the accounts for the financial year ended 31st March. 2004 on a 'Going Concern' basis. AUDITORS: The Present Auditors M/s. V.P. Mehta & Company, Chartered Accountants, will be retiring at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. AUDITOR'S REMARKS: The Auditors have drawn your attention to specific points in their report. The corresponding notes in schedule T are self explanatory. PUBLIC DEPOSITS: Your Company has not accepted any deposits from the public during the year. ACKNOWLEDGEMENTS: Your Directors wish to record their sincere appreciation to the Financial Institutions, Banks for the financial support and Co-operation, extended from time to tune. Your Directors also wish to place on record their gratitude to various Central and State Government Authorities and the Technical Collaborator for their co-operation extended by them to the Company from time to time. By Order of the Board Place: MUMBAI Dated: 25th August, 2004 MANAGING DIRECTOR ANNEXURE-I TO THE DIRECTORS REPORT MANAGEMENT DISCUSSION AND ANALYSIS: INDUSTRY STRUCTURE & DEVELOPMENT: Forging industry went through bad patch during 1997 to 2001 resulting in a pile up of losses that has necessitated a downsizing of operations and gradual optimization/reduction of excess manpower at all levels. OUTLOOK: The company is declared as a Sick company by BIFR. The draft revival plan has been submitted and is pending finalisation. The company being sick is unable to get working capital support and due to lack of working capital finance, the company is rot able to improve its own production. Presently the company is engaged in doing jobwork for other companies. RISKS & CONCERNS: The economic improvement and industrial growth are playing their positive role. However soaring steel prices is a matter of concern for the forging industry, unless the whole or part of it is passed on to the customer. HUMAN RESOURCES/INDUSTRIAL RELATIONS: Human resources are the most valuable assets of any company. Our company encourages initiative and recognises and rewards excellence in performances. Labour relations with the management are cordial. There have been no strikes or lockouts in the factory. The company provides reasonably good working environment in the factory RELATION WITH SUPPLIERS/CONSUMERS/OTHERS: Almost all the main departments like production, purchases, sales, banking and administration are personally under the supervision of the directors which reduces the chance of loopholes or extravagant expenses. As there is personal involvement, the directors of the company are in personal touch with the customer and suppliers and there is one to one relations with them. INTERNAL CONTROL: Since all the major departments are directly managed by the directors, the control is fairly good. However efforts are being made to further improve the internal control of the company. For & on Behalf of the Board of Directors Mumbai Pranay Goradia Date: 25-8-2004 Managing Director ANNEXURE-III TO THE DIRECTORS REPORT Disclosure as per the Companies (Disclosure of particulars on the Report of Board of Directors) Rules, 1988: (1) Conservation of Energy: (1) During the year, energy conservation measures were continued and effective measures have been taken to minimize the loss of energy as far as possible. (2) Power and Fuel Consumption: Unit Total Amount Average Rate/Unit Rs. Rs. Curr- Pre- Curr- Pre- Curr- Pre- ent vious ent vious ent vious Year Year Year Year Year Year ended ended ended ended ended ended 31-3- 31-3- 31-3- 31-3- 31-3- 31-3- 2004 03 2004 03 2004 03 1. Electricity: (a) Purchased 728060 715300 3564806 5346049 4.90 7.47 (b) Own Generation: * Through Diesel generator - - - (units per ltr of diesel) Coal - - - - - - 3. Furnace Oil 273705 658818 3895043 8150068 1423 1237 4. Others - - - - - - (3) Consumption per Unit of Production: Current Year Previous Year ended 31-3- ended 31-3- 2004 2003 Production in M.T. 2695.51 867.926 Electricity, Purchased (in units) 270 824 Own generation (Through Diesel Generators) - (in ltrs) Furnace Oil in ltrs 101.54 759 (4) Technology Absorption: I. Research and Development (R & D): (a) The Company has not specifically carried out any Research and Development during the Year. II. Technology absorption adoption & innovations: Our emphasis has always been on adoption of the latest developments in forging technology and usage of better quality and cost effective raw materials. Our quest for achieving international quality standards in forgings is an ongoing and continuous process. We have not imported any technology during the period. (5) Foreign Exchange earnings and out go: 31-3-2004 31-3-2003 Rs. Rs. Foreign Exchange Earnings - - Foreign Exchange Outgo: Purchase of Stores - 55040 Purchase of Raw Material - 427944 Purchase of Capital Goods 533105 - For & on behalf of Board of Director Mumbai Pranay Goradia Date: 25-8-2004 Managing Director