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Directors Report of Aditya Ispat Ltd.

Mar 31, 2014

Dear Members,

The Directors take pleasure in presenting the Twenty Third Annual Report on the affairs of the Company for the financial year 2013-2014 together with the Audited Financial Statements and Report of the Auditors thereon.

BUSINESS PERFORMANCE:

Financial Results: The overall performance of the Company for the financial year 2013-14 is summarized as under:

(Rs. in Lakhs)

S. Particulars 2013-2014 2012-2013 No.

1. Sales (Gross) 3277.43 2184.55

Less : Excise Duty 209.33 204.26

Sales (Net) 3068.10 1980.29

2. Other Income 2.82 1.71

Total Revenue 3070.92 1982.01

3. Gross Profit before Interest, Depreciation, & taxation 148.66 114.18

4. Interest/Financial Charges 87.34 65.71

5. Depreciation 20.80 14.70

6. Profit before tax 40.52 33.77

Less: Provision for current tax 0.43 8.49

Less : Provision for Deferred Tax 12.46 2.07

Net Profit(loss) after tax 27.63 23.21

Add: Balance from previous year 137.04 113.83

Surplus carried to Balance Sheet 164.67 137.04

BUSINESS REVIEW

During the year 2013-14, the Company has posted a gross turnover of Rs 3277.43 lakhs as against Rs. 2184.55 lakhs in the previous year and has earned a net profit of Rs.40.52 Lakhs before tax compared to previous year''s profit of Rs 33.77 Lakhs. There is an improvement in profitability due to increase in turnover and on account of cost effective means adapted by the management for production. However on account of inadequate profits, the Board has not recommended any dividend nor any transfer to reserves.

FUTURE OUTLOOK:

Financial Year 2013-14 has been a challenging year with subdued economic growth, as a result of higher inflation, higher interest rates, lower industrial growth and lower investments in the country, along with the poor condition of the global economy. However, the Indian economy is expected to perform comparatively well in the coming years. With a stable government at the centre, significant policy changes are anticipated in the near future.

The government focus on infrastructure development, more foreign direct investment inflow and more transparency in governance is likely to significantly increase the business confidence in the country.The automotive / industrial segment, it is expected to grow by 4% to 5% in Financial year 2014-2015.

FINANCIAL RESOURCES

The company has arrangements with its Banker to cash credit limits of Rs 700 Lakhs to meets its working capital requirements. This will help Company to boost its turnover in the coming years.

DIRECTORS:

Mr.Swami S.B.Das, retire by rotation and being eligible, offers himself for reappointment as non -retiring Independent Director for a period of five years. As per Section 149(4) of the Companies Act, 2013, the independent directors of the Company are being appointed to hold office as independent directors for a period of five years with effect from the 23rd Annual General Meeting.

Mrs Usha Chachan and Mr S.K.Kabra have been appointed as Additional Directors by the Board on 26th August,2014, to hold office until the conclusion of the ensuing Annual General Meeting.

Brief particulars and expertise of these directors and their other directorships and committee memberships have been given in the annexure to the Notice of the Annual General Meeting in accordance with the requirements of listing agreement with Stock Exchanges.

DIRECTORS'' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217(2AA) of the Companies Act,1956, your Directors state:

1. That the accounting standards to the extent applicable to the Company have been followed in the preparation of the annual accounts and there are no material departures

2. That the accounting policies selected by the Board for the purpose of preparation and presentation of the financial statements have been and are being applied consistently and reasonable and prudent judgments and estimates (wherever applicable) have been made for the said purpose, so as to give a true and fair view of the affairs of the Company as at the end of the financial year under review and of the profit and loss for the said year.

3. That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of your company and for preventing and detecting fraud and other irregularities.

4. That the annual Accounts have been prepared on a going concern basis.

AUDITORS:

Statutory Auditors

M/s. Dagliya & Co, Chartered Accountants, Secunderabad, the Auditors of the company retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The Board recommends their reappointment for next 3 years as per the new Companies (Audit and Auditors) Rules, 2014.

Cost Auditors

Your Company had appointed M/s Sagar & Associates, Cost Accountant, Hyderabad, as Cost Auditor, with the approval of the Central Government, for audit of cost records maintained by the Company for the financial year ended 31st March, 2014. The due date for filing the Cost Audit Reports is 30th September, 2014.

LISTING :

The shares of your company are listed on Mumbai and Kolkata Stock Exchanges.

PARTICULARS OF EMPLOYEES U/S 217(2A) OF THE COMPANIES ACT, 1956:

There was no person employed by the company during the year who was in receipt of remuneration in excess of limits prescribed under Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS:

During the year under review, the company has not accepted any deposits under Section 58A of the Companies Act 1956 read with Companies ( Acceptance of Deposits) Rules, 1975.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information regarding Energy Conservation, Technology Absorption, Foreign Exchange Earnings and outgo in accordance with Section 217 (1)(e) of the Companies Act, 1956 read with Companies ( Disclosure of particulars in the report of Board of Directors) Rules 1988, forming part of the Directors Report for the year ended 31st March, 2014 are as follows:

1. Conservation of Energy: The Company''s operations require low energy consumption. Adequate measures are taken to conserve energy wherever possible. The details required are attached herewith.

2. Technology Absorption:

a. Research & Development There is no specific Research and Development activity carried out by the Company during the year.

b. Technology Absorption NIL

3. Foreign Exchange Earning and Outgo NIL

CORPORATE GOVERNANCE:

The company has implemented the Code for Corporate Governance as stipulated under the revised Clause 49 of the Listing Agreement. A separate report on Corporate Governance is annexed to this report.

CODE OF CONDUCT

The Company has adopted a uniform Code of Conduct for Directors and Senior Management and above Officers level to ensure ethical standards and ensure compliance to the laid down standards.

DEMATERIALISATION OF SHARES:

M/s. X.L Softech Services Limited, Hyderabad were appointed as Depository Registrars for dematerialization of shares as well for transfer of physical shares were entrusted to them.

The ISIN of dematerialized share of the Company allotted by NSDL and CDSL is "INE570B01012."

ACKNOWLEDGEMENTS:

The Board takes this opportunity to express its deep gratitude for the continued co-operation and support received from its Bankers, State and Central Governments, the customers, share holders, business associates and employees during the year under review.

Specific acknowledgement is also made for the confidence and understanding shown by the Members in the Company.

On behalf of the Board of Directors

Place: Hyderabad. Sd/- Date : 26.08.2014 S.B CHACHAN CHAIRMAN & MANAGING DIRECTOR


Mar 31, 2013

To The Members of Aditya Ispat Limited, Hyderabad

The Directors take pleasure in presenting the Twenty Second Annual Report on the affairs of the Company for the financial year 2012-2013 together with the Audited Financial Statements and Report of the Auditors thereon.

BUSINESS PERFORMANCE:

Financial Results:

The overall performance of the Company for the financial year 2012-13 is summarized as under:

(Rs. in Lakhs)

S.No. Particulars 2012-2013 2011-2012

1. Sales ( Gross) 2184.55 1815.00

Less : Excise Duty 204.26 133.42

Sales ( Net) 1980.29 1681.58

2. Other Income 1.71 1.56

Total Revenue 1982.01 1683.14

3. Gross Profit before Interest, Depreciation, & taxation 114.18 106.84

4. Interest/Financial Charges 65.71 59.52

5. Depreciation 14.70 15.29

6. Profit before tax 33.77 32.03

Less: Provision for current tax 8.49 8.60

Less : Provision for Deferred Tax 2.07 1.28

Net Profit(loss) after tax 23.21 22.15

Add: Balance from previous year 113.83 91.68

Surplus carried to Balance Sheet 137.04 113.83

BUSINESS REVIEW

During the year 2012-13, the Company has posted a turnover of Rs 2184.55 lakhs as against Rs. 1815.00 lakhs in the previous year and has earned a net profit of Rs. 33.77 Lakhs before tax compared to previous year''s profit of Rs. 32.03 lakhs.. There is an improvement in profitability due to increase in turnover and on account of cost effective means adapted by the management for production. However on account of inadequate profits, the Board has not recommended any dividend nor any transfer to reserves.

FUTURE OUTLOOK:

Indian Steel demand growth is expected to remain subdued due to slow down in investments and delayed start-up of industrial projects. However, the automotive / industrial segment, it is expected to grow by 11 to 13% in Financial year 2013-2014. As per world steel forecasts, steel demand in India should grow up by 6.9% in 2013 and the growth should accelerate to 9.4% in 2014.

Your Company has registered increase in sales Turnover as well as Profitability during the year under review. The company is making all efforts to improve the quality of its products, sales network and profitability

FINANCIAL RESOURCES

The company has arrangements with its Banker for cash credit limits of Rs 600 lacs to meets its working capital requirements.

DIRECTORS:

Shri Sanjay Solanki, retires by rotation and being eligible offers himself for re-appointment. The Board recommends his reappointment.

DIRECTORS'' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217(2AA) of the Companies Act,1956, your Directors state:

1. That the accounting standards to the extent applicable to the Company have been followed in the preparation of the annual accounts and there are no material departures

2. That the accounting policies selected by the Board for the purpose of preparation and presentation of the financial statements have been and are being applied consistently and reasonable and prudent judgments and estimates (wherever applicable) have been made for the said purpose, so as to give a true and fair view of the affairs of the Company as at the end of the financial year under review and of the profit and loss for the said year.

3. That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of your company and for preventing and detecting fraud and other irregularities.

4. That the annual Accounts have been prepared on a going concern basis.

AUDITORS:

Statutory Auditors

M/s. Dagliya & Co, Chartered Accountants, Secunderabad, the Auditors of the company retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The Board recommends their reappointment.

Cost Auditors

Your Company had reappointed M/s Sagar & Associates, Cost Accountant, Hyderabad, as Cost Auditor, with the approval of the Central Government, for audit of cost records maintained by the Company for the financial year ended 31st March, 2013. The report of the Cost Auditor for the Financial Year ended 31st March 2013 is under finalization and will be filed with the MCA within the prescribed period.

LISTING :

The shares of your company are listed on Mumbai and Kolkata Stock Exchanges.

PARTICULARS OF EMPLOYEES U/S 217(2A) OF THE COMPANIES ACT, 1956:

There are no employees whose particulars are required to be disclosed pursuant to the provisions of Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS:

During the year under review, the company has not accepted any deposits under Section 58A of the Companies Act 1956 read with Companies ( Acceptance of Deposits) Rules, 1975.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information regarding Energy Conservation, Technology Absorption, Foreign Exchange Earnings and outgo in accordance with Section 217 (1)(e) of the Companies Act, 1956 read with Companies ( Disclosure of particulars in the report of Board of Directors) Rules 1988, forming part of the Directors Report for the year ended 31st March, 2013 are as follows:

Conservation of Energy: The company''s operations require low energy consumption. Adequate measures are taken to conserve energy wherever possible. The details required are attached herewith.

Technology Absorption:

a. Research & Development There is no specific Research and Development activity carried out by the Company during the year.

b. Technology Absorption NIL

3. Foreign Exchange Earning and Outgo NIL

CORPORATE GOVERNANCE:

The company has implemented the Code for Corporate Governance as stipulated under the revised Clause 49 of the Listing Agreement. A separate report on Corporate Governance is annexed to this report.

CODE OF CONDUCT

The Company has adopted a uniform Code of Conduct for Directors and Senior Management and above Officers level to ensure ethical standards and ensure compliance to the laid down standards.

DEMATERIALISATION OF SHARES:

M/s. X.L Softech Services Limited, Hyderabad were appointed as Depository Registrars for dematerialization of shares as well for transfer of physical shares were entrusted to them.

The ISIN of dematerialized share of the Company allotted by NSDL and CDSL is "INE570B01012."

ACKNOWLEDGEMENTS:

The Board takes this opportunity to express its deep gratitude for the continued co-operation and support received from its Bankers, State and Central Governments, the customers, share holders, business associates and employees during the year under review.

On behalf of the Board of Directors

Place: Hyderabad. Sd/-

Date : 31.08.2013 S.B CHACHAN

CHAIRMAN & MANAGING DIRECTOR


Mar 31, 2012

To The Members of Aditya Ispat Limited, Hyderabad

The Directors take pleasure in presenting the Twenty First Annual Report on the affairs of the Company for the financial year 2011-2012 together with the Audited Financial Statements and Report of the Auditors thereon.

BUSINESS PERFORMANCE:

Financial Results:

The overall performance of the Company for the financial year 2011-12 is summarized as under:

( Rs. in Lakhs)

S.No. Particulars 2011-2012 2010-2011

1. Sales ( Gross) 1815.00 1441.50

Less : Excise Duty 133.42 111.10

Sales ( Net) 1681.58 1330.40

2. Other Income 1.56 1.36

Total Revenue 1683.14 1331.76

3. Gross Profit before Finance Costs, Depreciation, & taxation 106.84 82.80

4. Financial Costs 59.52 38.96

5. Depreciation 15.29 12.97

6. Profit before tax 32.03 30.87

Less: Provision for current tax 8.60 4.96

Less : Provision for Deferred Tax 1.28 4.63

Net Profit(loss) after tax 22.15 21.28

Add: Balance from previous year 91.68 70.4

Surplus carried to Balance Sheet 113.83 91.68

BUSINESS REVIEW

During the year 2011-12, the Company has posted a turnover of Rs. 1815.01 lakhs as against Rs. 1441.50 lakhs in the previous year and has earned net profit of Rs. 32.03 lakhs before tax compared to previous year's profit of Rs. 30.87 lakhs. There is an improvement in profitability due to increase in turnover and on account of cost effective means adapted by the management for production. However on account of inadequate profits, the Board has not recommended any dividend nor any transfer to reserves.

FUTURE OUTLOOK:

Indian Steel demand growth is expected to remain subdued due to slowdown in investments and delayed start-up of industrial projects. However,the automotive/industrial segment, it is expected to grow by 11-13% in Financial year 2012-13. As per world steel forecasts, steel demand in India should grow up by 6.9% in 2012 and the growth should accelerate to 9.4% in 2013.

Your Company has registered increase in sales Turnover as well as Profitability during the year under review. The company is making all efforts to improve the quality of its products, sales network and profitability

FINANCIAL RESOURCES

The company has made arrangements with its Banker to enhance cash credit limit from Rs. 400 lacs to Rs. 600 lacs to meet its working capital requirements. This will help Company to boosts its turnover in the coming years.

DIRECTORS:

Shri H.M.Duggar retires by rotation and being eligible offers himself for reappointment. The Board recommends his reappointment.

DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217(2AA) of the Companies Act,1956, your Directors state:

1. That the accounting standards to the extent applicable to the Company have been followed in the preparation of the annual accounts and there are no material departures

2. That the accounting policies selected by the Board for the purpose of preparation and presentation of the financial statements have been and are being applied consistently and reasonable and prudent judgments and estimates (wherever applicable) have been made for the said purpose, so as to give a true and fair view of the affairs of the Company as at the end of the financial year under review and of the profit and loss for the said year.

3. That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of your company and for preventing and detecting fraud and other irregularities.

4. That the annual Accounts have been prepared on a going concern basis.

AUDITORS:

Statutory Auditors

M/s. Dagliya & Co, Chartered Accountants, Secunderabad, the Auditors of the company retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The Board recommends their reappointment.

Cost Auditors

Your Company have appointed M/s Sagar & Associates, Cost Accountants, Hyderabad, as Cost Auditor, with the approval of the Central Government, for audit of cost records maintained by the Company for the financial year ended 31st March, 2012. The due date for filing the Cost Audit Reports is 30th September, 2012.

LISTING :

The shares of your company are listed on Mumbai and Kolkata Stock Exchanges.

PARTICULARS OF EMPLOYEES U/S 217(2A) OF THE COMPANIES ACT, 1956:

There are no employees whose particulars are required to be disclosed pursuant to the provisions of Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS:

During the year under review, the company has not accepted any deposits under Section 58A of the Companies Act 1956 read with Companies ( Acceptance of Deposits) Rules, 1975.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information regarding Energy Conservation, Technology Absorption, Foreign Exchange Earnings and outgo in accordance with Section 217 (1)(e) of the Companies Act, 1956 read with Companies ( Disclosure of particulars in the report of Board of Directors) Rules 1988, forming part of the Directors Report for the year ended 31st March, 2012 are as follows:

1. Conservation of Energy: The company's operations require low energy consumption. Adequate measures are taken to conserve energy wherever possible. The details required are attached herewith.

2. Technology Absorption:

a. Research & Development There is no specific Research and Development activity carried out by the Company during the year.

b. Technology Absorption NIL

3. Foreign Exchange Earning and Outgo NIL

CORPORATE GOVERNANCE:

The company has implemented the Code for Corporate Governance as stipulated under the revised Clause 49 of the Listing Agreement. A separate report on Corporate Governance is annexed to this report.

CODE OF CONDUCT

The Company has adopted a uniform Code of Conduct for Directors and Senior Management and above Officers level to ensure ethical standards and ensure compliance to the laid down standards.

DEMATERIALISATION OF SHARES:

M/s. X.L Softech Services Limited, Hyderabad were appointed as Depository Registrars for dematerialization of shares as well for transfer of physical shares were entrusted to them.

The ISIN of dematerialized share of the Company allotted by NSDL and CDSL is "INE570B01012."

ACKNOWLEDGEMENTS:

The Board takes this opportunity to express its deep gratitude for the continued co-operation and support received from its Bankers, State and Central Governments, the customers, share holders, business associates and employees during the year under review.

On behalf of the Board of Directors Sd/-

S.B CHACHAN CHAIRMAN & MANAGING DIRECTOR

Place: Hyderabad. Date : 31st August, 2012


Mar 31, 2011

The Members of Aditya Ispat Limited,

Hyderabad

The Directors take pleasure in presenting the Twentieth Annual Report on the affairs of the Company for the financial year 2010-2011 together with the Audited Financial Statements and Report of the Auditors thereon.

BUSINESS PERFORMANCE:

Financial Results:

The overall performance of the Company for the financial year 2010-11 is summarized as under:

( Rs. in Lakhs)

S.No. Particulars 2010-2011 2009-2010

1. Sales ( Gross) 1441.50 1156.30

Less: Excise Duty 111.10 66.85

Sales ( Net) 1330.40 1089.45

2. Other Income 1.36 1.19

Total Revenue 1331.76 1090.64

3. Gross Profit before Interest, Depreciation, & taxation 82.80 48.94

4. Interest/Financial Charges 38.96 15.60

5. Depreciation 12.97 11.20

6. Profit before tax 30.87 22.14

Less: Provision for current tax 5.72 5.69

Less : Provision for Deferred Tax 4.63 1.20

Less :Taxation adjustment for 0.02 (0.01) earlier years

Add : Mat Credit Entitlement Account 0.78 -

Net Profit(loss) after tax 21.28 15.26

Add: Balance from previous year 70.40 55.14

Surplus carried to Balance Sheet 91.68 70.40

BUSINESS REVIEW

During the year 2010-11, the Company has posted a turnover of Rs 1441.50 lakhs as against Rs. 1156.30lakhs in the previous year and has earned a net profit before tax of Rs30.87 lakhs compared to previous year’s profit of Rs.22.14 lakhs.. There is an improvement in profitability due to increased sales and a marginal cost effective means of production. Due to the inadequate profits, the Board has not recommended any dividend nor any transfer to reserves.

FUTURE OUTLOOK:

Steel Market is facing a demand crunch due to recessionary trends started.However, due to increased Govt. spending in infrastructure and Capital Projects as well as improvement in automobile sector, the demand for Bright Steel Bars is bound to pick-up gradually.

Your Company has registered increase in sales Turnover as well as Profitability during the year under review. The company is making all efforts to improve the quality of its products, sales network and profitability

FINANCIAL RESOURCES

The company has made preferential issue of convertible warrants amounting to Rs.25 lakhs (excluding Premium) to the promoter group to meet the working capital requirements and proposes to further make a Preferential issue of convertible warrants amounting to Rs.25 lakhs (excluding Premium if any) to meet the working capital requirements. The Board has placed relevant resolution before the members in this regard.

DIRECTORS:

Shri Swamy S.B.Das retires by rotation and being eligible offers himself for reappointment. The Board recommends his reappointment.

DIRECTORS’ RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217(2AA) of the Companies Act,1956, your Directors state:

1. That the accounting standards to the extent applicable to the Company have been followed in the preparation of the annual accounts and there are no material departures

2. That the accounting policies selected by the Board for the purpose of preparation and presentation of the financial statements have been and are being applied consistently and reasonable and prudent judgments and estimates (wherever applicable) have been made for the said purpose, so as to give a true and fair view of the affairs of the Company as at the end of the financial year under review and of the profit and loss for the said year.

3. That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of your company and for preventing and detecting fraud and other irregularities.

4. That the annual Accounts have been prepared on a going concern basis.

AUDITORS:

M/s. Dagliya & Co, Chartered Accountants, Secunderabad, the Auditors of the company retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The Board recommends their reappointment.

Comment on Auditors Observation:-

The observations of the Auditors read with the Notes on Accounts are self explanatory and do not require any comments from the Directors.

LISTING :

The shares of your company are listed on Mumbai and Kolkata Stock Exchanges.

PARTICULARS OF EMPLOYEES U/S 217(2A) OF THE COMPANIES ACT, 1956:

There are no employees whose particulars are required to be disclosed pursuant to the provisions of Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS:

During the year under review, the company has not accepted any deposits under Section 58A of the Companies Act 1956 read with Companies ( Acceptance of Deposits) Rules, 1975.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information regarding Energy Conservation, Technology Absorption, Foreign Exchange Earnings and outgo in accordance with Section 217 (1)(e) of the Companies Act, 1956 read with Companies ( Disclosure of particulars in the report of Board of Directors) Rules 1988, forming part of the Directors Report for the year ended 31st March, 2011 are as follows:

Conservation of Energy: The company’s operations require low energy consumption. Adequate measures are taken to conserve energy wherever possible. The details required are attached herewith.

Technology Absorption:

a. Research & Development There is no specific Research and Development activity carried out by the Company during the year.

b. Technology Absorption NIL

c. Foreign Exchange Earning and Outgo NIL

CORPORATE GOVERNANCE:

The company has implemented the Code for Corporate Governance as stipulated under the revised Clause 49 of the Listing Agreement. A separate report on Corporate Governance is annexed to this report.

CODE OF CONDUCT

The Company has adopted a uniform Code of Conduct for Directors and Senior Management and above Officers level to ensure ethical standards and ensure compliance to the laid down standards.

DEMATERIALISATION OF SHARES:

M/s. X.L Softech Services Limited, Hyderabad were appointed as Depository Registrars for dematerialization of shares and for physical shares also the transfer work was entrusted to them.

The ISIN of dematerialized share of the Company allotted by NSDL and CDSL is “INE570B01012.”

ACKNOWLEDGEMENTS:

The Board takes this opportunity to express its deep gratitude for the continued co-operation and support received from its Bankers, State and Central Governments, the customers, share holders, business associates and employees during the year under review.

On behalf of the Board of Directors Sd/- S.B CHACHAN CHAIRMAN & MANAGING DIRECTOR

Place: Hyderabad. Date : 30.08.2011


Mar 31, 2010

The Directors take pleasure in presenting the Nineteenth Annual Report on the affairs of the Company for the financial year 2009-2010 together with the Audited Financial Statements and Report of the Auditors thereon.

BUSINESS PERFORMANCE:

Financial Results:

The overall performance of the Company for the financial year 2009-10 is summarized as under:

( Rs. in Lakhs)

S. No. Particulars 2009-2010 2008-2009

1. Sales ( Gross) 1156.31 1051.86

Less : Excise Duty 66.85 98.97

Sales ( Net) 1089.45 952.89

2. Other Income 2.87 7.63

Total Revenue 1092.32 960.52

3. Gross Profit before Interest,

Depreciation, & taxation 48.94 42.05

4. Interest/Financial Charges 15.60 12.85

5. Depreciation 11.20 9.80

6. Profit before tax 22.14 19.40

Less: Provision for current tax 5.69 5.59

Less : Provision for Deferred Tax 1.20 (1.33)

Less Taxation adjustment for earlier years (0.01) (0.01)

Net Profit(loss) after tax 15.26 15.15

Add: Balance from previous year 55.14 39.99

Surplus carried to Balance Sheet 70.40 55.14

BUSINESS REVIEW

During the year under consideration your company has posted a turnover of Rs 1156.31 lakhs as against earlier years turnover of Rs. 1051.86 lakhs and has earned a net profit of Rs 22.14 lakhs compared to previous years profit of Rs. 19.40 lakhs.. There is an improvement in profitability and turnover during the year under consideration. Due to inadequate profits, the Board has not recommended any dividend nor any transfer to reserves.

FUTURE OUTLOOK:

Following the worst global economic recession of two years, the world seems to be regaining economic stability. The growth rate of developing world viz. China, India and Brazil have registered higher levels of economic growth with robust domestic market. The demand of steel in automotive products, engineering products, building construction and infrastructure projects has already started picking up. Therefore the companys product Bright Steel Bars will be in good demand.

FINANCIAL RESOURCES

The company has made an arrangement with its Banker to enhance cash credit limits from Rs.150 lacs to Rs. 400 lacs to meet its working capital requirements. This will help company to achieve higher turnover in the coming years.

DIRECTORS:

Mr. Sanjay Solanki, retires by rotation and being eligible offers himself for reappointment. The Board recommends his reappointment.

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 217(2AA) of the Companies Act,1956, your Directors state:

1. That the accounting standards to the extent applicable to the company have been followed in the preparation of the annual accounts and there are no material departures

2. That the accounting policies selected by the Board for the purpose of preparation and presentation of the financial statements have been and are being applied consistently and reasonable and prudent judgments and estimates (wherever applicable) have been made for the said purpose, so as to give a true and fair view of the affairs of the company as at the end of the financial year under review and of the profit and loss for the said year.

3. That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of your company and for preventing and detecting fraud and other irregularities.

4. That the annual Accounts have been prepared on a going concern basis.

AUDITORS:

M/s. Dagliya & Co, Chartered Accountants, Secunderabad, the Auditors of the company retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The Board recommends their reappointment.

Comment on Auditors Observation:

The observations of the Auditors read with the Notes on Accounts are self explanatory and do not require any comments from the Directors.

LISTING :

The shares of your company are listed on Mumbai and Kolkata Stock Exchanges.

PARTICULARS OF EMPLOYEES U/S 217(2A) OF THE COMPANIES ACT, 1956:

There are no employees whose particulars are required to be disclosed pursuant to the provisions of Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS:

During the year under review, the company has not accepted any deposits under Section 58A of the Companies Act 1956 read with Companies ( Acceptance of Deposits) Rules, 1975.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information regarding Energy Conservation, Technology Absorption, Foreign Exchange Earnings and outgo in accordance with Section 217 (1)(e) of the Companies Act, 1956 read with Companies ( Disclosure of particulars in the report of Board of Directors) Rules 1988, forming part of the Directors Report for the year ended 31st March, 2010 are as follows:

Conservation of Energy: The companys operations require low energy consumption. Adequate measures are taken to conserve energy wherever possible. The details required are attached herewith.

Technology Absorption:

a. Research & Development There is no specific Research and Development

activity carried out by the Company during the year.

b. Technology Absorption NIL

Foreign Exchange :

Earnings and Outgo NIL

CORPORATE GOVERNANCE:

The company has implemented the Code for Corporate Governance as stipulated under the revised Clause 49 of the Listing Agreement. A separate report on Corporate Governance is annexed to this report.

CODE OF CONDUCT

The company has adopted a uniform code of conduct for directors and senior management and above officers level to ensure ethical standards and ensure compliance to the laid down standards.

DEMATERIALISATION OF SHARES:

M/s. X.L Softech Services Limited, Hyderabad were appointed as Depository Registrars for dematerialization of shares as well for transfer of physical shares also.

The ISIN of dematerialized share of the Company allotted by NSDL and CDSL is "INE570B01012."

ACKNOWLEDGEMENTS:

The Board takes this opportunity to express its deep gratitude for the continued co-operation and support received from its Bankers, State and Central Governments, the customers, share holders, business associates and employees during the year under review.

On behalf of the Board of Directors

Place: Hyderabad.

Date : 31.08.2010 S.B CHACHAN

CHAIRMAN & MANAGING DIRECTOR

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