To the members
The directors submit annual report of S.S. Organics Limited along with the auditedfinancial statement for the year ended March 312018.
1. Financial Results:
|Particulars || |
| ||2017-18 ||2016-17 |
|1 Gross Income ||142304284 ||87722389 |
|2 Less: Expenditure ||168669076 ||129975173 |
|3 Less: Interest & Finance Charges ||9030276 ||5978041 |
|4 Less: Depreciation ||9401642 ||9008184 |
|5 Profit before tax/ Loss (1-2-3-4) ||(44796709) ||(57239009) |
|6 Less: Current Tax || |
|7 Less: Deferred Tax ||484121 ||851091 |
|8 Profit available for appropriations/Loss (5-7) ||(45280830) ||(58090101) |
|9 Profit brought forward/Loss ||(375796553) ||(317706452) |
|10 Balance carried forward/Loss ||(421077383) ||(375796553) |
2. Review Of Performance and State of Company affairs:
The Promoters have already brought about Rs. 1552.91 Lacs (Rs. 678.25 lacs during 2012to 2014 Rs. 456.60 lacs in the year 2014-15 Rs. 301.07 lacs in the year 2015-16 Rs.94.42 lacs in the year 2016-17 and Rs. 22.57 lacs in the year 2017-18).
The Management is working on improving the financial position and is confident aboutthe future growth of the Company.
Your Directors did not recommend any dividend for the year 2017-18.
4. Transfer To Reserves:
Your Company has not transferred any amount to the general reserve.
Dr. Sumanth Simha Vankineni retiring director at the ensuing 25th AGM and beingeligible offer himself for reappointment. None of the independent directors will retireat the ensuing AGM of the Company.
6. Deposits from the Public:
The Company has not accepted any deposits which cover under the Section 73 of theCompanies Act 2013.
7. Particulars of Loans Guarantees or investments:
Loans guarantees and investments covered under section 186 of the Companies Act 2013from part of the notes to the financial statements provided in this Annual Report.
8. Particulars of Contracts or arrangement made with related parties:
No contracts or arrangement made with related parties during the year as per theSection 188(1) of the Companies Act 2013.
9. Material changes and commitment affecting financial position between the end of thefinancial year and date of report:
There is no material changes and commitment affecting financial position between theend of the financial year 2017-18.
10. Directors Responsibility Statement:
Pursuant to Section 134(5) of the Companies Act 2013 the Board of Directors to thebest of their Knowledge and ability confirm that:
i. In the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;
11. They have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the company at the end of the financial year and of the profitand loss of the company for that period.
iii. They havejptaken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities.
iv. They have prepared the annual accounts on a going concern;
v. They have laid down internal financial controls to be followed by the company andthat such internal financial controls are adequate and were operating effectively;
vi. They have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.
Based on the framework of internal financial controls and compliance systemsestablished and maintained by the Company work performed by the internal statutory andsecretarial auditors and external consultants and the reviews performed by management andthe relevant board committees including the audit committee the board is of the opinionthat the Company's internal financial controls were adequate and effective during thefinancial year 201718.
11. Number of meetings of the Board:
The Board met Five times during the Financial Year 201718 viz. on 30th May 2017 10thAugust 2017 05th September 2017 14th November 2017 and 14th February 2018. Themaximum interval between any two meetings did not exceed 120 days.
12. Declaration by independent directors:
The Company has received necessary declaration from each independent director undersection 149(7) of the Companies Act 2013. That he meets the criteria of independence laiddown in Section 149(6) of the Companies Act 2013.
13. Board Evaluation:
As required under the provisions of Schedule IV of the Companies Act 2013 theperformance evaluation of independent directors has been done by the entire Board ofDirectors excluding the director being evaluated. The evaluation of all the directors andthe Board as a whole was conducted based on the criteria and framework adopted by theBoard. The Board approved the evaluation results as collated by the nomination andremuneration committee.
None of the independent directors are due for reappointment
14. Policy on director's appointment and remuneration and other details.
The Company's policy on director's appointment and remuneration and other mattersprovided in Section 178(3) of the Act has been disclosed in the corporate governancereport which forms part of the director's report.
15. Internal financial control systems and their adequacy.'
The Internal Financial Control systems is explained in Management Discussion Analysis.
16. Audit Committee:
Your company has constituted the Audit Committee within the provisions laid down inSection 177(2) of Companies Act 2013 and read with the regulation 18 of SEBI (LODR)2015.
17. Extract of Annual Return:
In accordance with Section 134(3)(a) of the Companies Act 2013 an extract of theannual return in the prescribed format in appended as Annexure I.
i. The Statutory Auditors of the Company M/S. Gowri Shankar & AssociatesChartered Accountants (Firm Registration No.015625S) Hyderabad who were to appointed asthe Statutory Auditors of the Company till the conclusion of 29th Annual General Meeting.
ii. N. Vanitha of M/s. P.S. Rao & Associates Practicing Company Secretaries wasappointed to conduct the secretarial audit of the Company for the Financial Year 2017-18as required under Section 204 of the Companies Act 2013 and Rules thereunder. TheSecretarial Audit Report for FY 2017-18 forms part of the Annual Report as Annexure II tothe Board's Report.
19. Particulars of Employees:
The information required under section 197 of the Act read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are givenbelow:
a.The ratio of the remuneration of each director to the median remuneration of theemployees of the Company for the Financial Year:
|Directors ||Ration to median remuneration |
|V.N. Sunanda Reddy ||14.25 Times |
|Sai Sudhakar Vankineni ||12.85 Times |
The Company has not paid any remuneration to the non-executive directors of the Companyfor the Financial Year 201718."
b. The percentage increase in remuneration of each director Chief Executive OfficerChief Financial Officer Company Secretary in the Financial Year:"
During the Financial Year 2017-18 there is no increase in the remuneration of eachdirector chief executive officer chief financial officer company secretary of theCompany."
c. The Percentage increase in the median remuneration of employees in the FinancialYear: 14.25%
d. The number of permanent employees on the rolls of Company: 65.
e. The explanation on the relationship between average increase in remuneration andCompany Performance:
On an average employees at factory received an annual increase of Rs. 3921/-. Theindividual increments varied from Rs. 1000/-to Rs. 15000/- based on individualperformance.
f. Comparison of the remuneration of the Key Managerial Personnel against theperformance of the Company:
|Aggregate remuneration of Key Managerial Personnel (KMP) in FY 2017-18 ||Rs. 4753064 |
|Total Revenue ||Rs. 142304284 |
|Remuneration of KMP's (as % of Revenue) ||3.34% |
|Profit Before Tax (PBT) ||Rs.(44796709) |
|Remuneration of KMP (as % of PBT) ||-10.61% |
g. Comparison of each remuneration of the Key Managerial Personnel against theperformance of the Company:
|Particulars ||Mr. V.N. Sunanda Reddy Managing Director ||Dr. Sai Sudhakar Vankineni Executive Director ||Miss. Amreen Gulnaz Company Secretary and Compliance Officer |
|Remuneration in FY 2017-2018. ||2400000 ||2160000 ||193064 |
|Revenue (Rs.) || ||142304284 || |
|Remuneration as % of revenue ||1.69 ||1.52 ||0.14 |
|Profit Before Tax (PBT) || ||(44796709) || |
|Remuneration (as % of PBT) ||-5.36 ||-4.82 ||-0.43 |
h. The Ratio of the remuneration of the highest paid director to that of the employeeswho are not directors but receive remuneration in excess of the highest paid directorduring the year: None.
i. Affirmation that the remuneration is as per the remuneration policy of the Company:
The Company affirms remuneration is as per the remuneration policy of the Company.
20. Conservation of energy research and development technology absorption foreignexchange earnings and outgo.
The particulars as prescribed under Sub-Section (3)(m) of Section 134 of the CompaniesAct 2013 read with the Companies (Accounts) Rules 2014 are enclosed as Annexure III tothe Board's Report.
Your Directors wish to express their gratitude to the central and state governmentinvestors analysts financial institutions banks business associates and customers themedical profession distributors and suppliers for their whole-hearted support. Yourdirectors commend all the employees of your company for their continued dedicationsignificant contributions hard work and commitment.
| ||For and on behalf of the Board |
| ||For S.S. Organics Limited |
| ||Sd/- |
| ||V.N. Sunanda Reddy |
| ||Chairman and Managing Director |
| ||(DIN : 00058317) |
|Place: Hyderabad. || |
|Date: 14th August 2018 || |