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Directors Report of Alkali Metals Ltd.

Mar 31, 2014

The Share Holders,

ALKALI METALS LIMITED

Dear Members,

The Directors are pleased to submit the 46th Annual Report and Audited Accounts of the Company for the financial year ended 31st March 2014:

Financial Results

The performance of the company for the financial year ended 31st March 2014 is summarized as below:

(All figures in Rs.)

2013-14 2012-13

Net Turnover 660,457,295 619,209,388

Profit/(Loss) before finance charges, depreciation and 35,223,105 69,875,506 taxation

Less : Finance Charges 31,860,970 31,155,194

Depreciation and Amortization expense 35,179,787 34,808,665

Profit/(Loss) before tax (31,817,652) 3,911,647

Less: Exceptional items (128,753) --

Less : Current Year''s tax (MAT) -- 745,364

MAT Credit Entitlement -- (745,364)

Previous Years 32,555 336,908

Deferred tax (AS22) (12,100,481) (43,977,228)

Profit/(Loss) After tax (19,620,973) 47,551,966

Add: Balance Brought forward 88,249,253 52,531,650

Dividend on equity shares 10,182,506 10,182,506

Tax on Dividend 1,730,517 1,651,857

Transfer to General Reserve — --

Balance surplus carried to Balance Sheet 56,715,257 88,249,253

Performance

During the year the company''s Gross Sales has been Rs.699 Million as compared to Rs. 654 Million in 2012-13 registering growth of 7% over the previous year. Due to increase in Power cost and other overheads during the year, there is a net loss of Rs. 31.81 Million as compared to net profit of Rs. 3.91 Million in the previous year.

SIGNIFICANT ACHIEVEMENT

During this year also, your company earned Net foreign exchange surplus equivalent to Rs. 9.25 Crores as against Rs. 10.91 Crores for the previous year.

Dividend on Equity Shares

Keeping in view of the financial position and to augment the resources of the Company your Director not recommended any Dividend for the year under review.

Future Outlook

Due to commercialization of API manufacturing facility at the Visakhapatnam and some of the new products during the year, your Company expects a good growth in the sales in the current financial year.

Listing on Stock Exchanges

The securities of the company are continued to be listed on BSE and NSE. The listing fees for these stock exchanges to be paid for the current year.

Research & Development:

Your company has spent Rs. 1.04 Million during the financial year 2013-14 for achieving the objectives of new process development, technology development for the commercial production of pharma intermediates and agro based products. There are few R&D products which are in different stages of completion. Your company is putting continuous efforts to increase the cost efficiency through optimum material consumptions by improving the processes.

Directors

As per Articles and in accordance with the provisions of the Act, Smt. Y. Lalithya Poorna retire at the 46th AGM and are being eligible offer herself for reappointment. Sri. Y.V. Prashanth, Additional Director be and is hereby appointed as Director at the ensuing Annual General Meeting. All the Independent Directors Sri. Ch.S. Prasad, Sri. G. Jayaraman, Sri. P.C. Patnaik and Dr. J.S. Yadav were appointed as independent Directors at the ensuing Annual General Meeting for a period of 5 years. The brief particulars of all appointing/re-appointing Directors are furnished in the Corporate Governance Report.

Auditors

M/s. C K S Associates, Statutory Auditors retire at the ensuing Annual General Meeting and being eligible, offer themselves for appointment. The Board noted the Auditors Report and also letter received from them as per the provisions of the Companies Act 2013 and that they are not disqualified for such appointment be recommended for the appointment for a period of 5 years from the closure of ensuing annual general meeting to closure of the sixth consecutive Annual general meeting as per the provisions of Companies Act, 2013.

Directors Responsibility Statement

Directors confirm that in the preparation of Annual Accounts for the year ended 31st March 2014:

- All applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

- The Accounting policies framed in accordance with the guidelines of the ICAI have been applied

- Accounting policies have been selected and applied consistently and that the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the Loss of the Company for that period.

- Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- The Annual Accounts have been prepared on going concern basis.

Corporate Governance / MDA

Pursuant to Clause 49 of Listing agreement, your company has to mandatorily comply with the requirements of corporate governance. A separate section on corporate Governance and certificate from the Auditors of the Company regarding compliance of conditions of corporate governance form part of the Annual Report.

Conservation of Energy, Technology absorption, and Foreign Exchange

As required under 217 1(e) of the Companies Act 1956 read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, the particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo have been given in Annexure-II, which forms part of this report.

Industrial Safety and Environment Safety

Your Company continues to accord high priority on safety of all the personnel and mitigation of damage to properties of the Company. Company is maintaining high quality of safety measures and undertaken regular checks and reviews in consultation with risk management specialists and certain proactive actions taken to avoid accidents. Safety drills are conducted at regular intervals to train the workers and the employees to meet the exigencies of the accidents.

Environment

Members are aware that your Company has been accorded ISO 9001 and ISO 14001 reflecting its commitment to environment protection. Your Company is continuously putting efforts to maintain the Environment with International Standards and effluent treatment to mitigate the pollution. Company carries on extensive plantation and maintenance of trees around manufacturing plants for green belt development.

Particulars under 217(2A)

There are no employees, who are covered Under Section 217(2A) of the Companies Act, read with the provisions contained in Companies (Particulars of Employees) Rules, 1975, as amended to date.

Cost Audit:

Company is subjected to Cost Audit u/s 233B of the Companies Act 1956 with effect from FY 2012-13. Accordingly M/s. DZR & Co., Cost Accountants were appointed as the Cost Auditors for both the financial years 2012-13 and 2013-14. The Cost Audit Report for the Financial Year 2012-13 was taken on record by the Board of Directors in their meeting held on 30th July 2013 and was filed with Cost Audit Branch on 24th Sept 2013 while the due date for such filing was 27th Sept 2013.

The Cost Audit for the financial year 2013-14 is in progress and the necessary filings with the Central Government would be completed before the due date i.e., 27th Sept 2014.

The Government is yet to notify the mechanism of Cost Audit applicable for the Financial year 2014-15.

Industrial Relations:

The company enjoyed cordial relations with its employees at all levels. Your Directors record their appreciation of the support and co-operation of all employees, staff and workers and counts on them for the accelerated growth of the Company.

Acknowledgements:

Your Directors express their gratitude to all stakeholders, State Bank of India, Regulatory Authorities, Government of Andhra Pradesh, customers, business associates, dealers, from India and abroad, staff and workers for their continued support at all times and look forward to have the same in our future endeavors.

By order of the Board of Directors

Sd/- Sd/-

Y.S.R. VENKATA RAO DR. J.S. YADAV

Place: Hyderabad MANAGING DIRECTOR CHAIRMAN

Date: 19.04.2014 DIN: 00345524 DIN: 02014136


Mar 31, 2013

To The Share Holders of ALKALI METALS LIMITED

Dear Members,

The Directors are pleased to submit the 45th Annual Report and Audited Accounts of the Company for the financial year ended 31 March 2013:

Financial Results

The performance of the company for the financial year ended 31st March 2013 is summarized as below: (All figures in Rs.)

2012-13 2011-12

Net Turnover 619,164,935 592,542,156

Profit/(Loss) before finance charges, depreciation and 69,875,506 (61,159,486) taxation

Less : Finance Charges 31,155,194 38,549,948

Depreciation and Amortization expense 34,808,665 31,264,705

Profit/(Loss) before tax 3,911,647 (130,974,139)

Less : Current Year''s tax (MAT) 745,364 -

MAT Credit Entitlement (745,364) -

Previous Years 336,908 8,247,227

Deferred tax (AS22) (43,977,228) 24,234,253

Profit/(Loss) After tax 47,551,966 (163,455,619)

Add: Balance Brought forward 52,531,650 227,821,632

Dividend on equity shares 10,182,506 10,182,506

Tax on Dividend 1,651,857 1,651,857

Transfer to General Reserve - -

Balance surplus carried to Balance Sheet 88,249,253 52,531,650

Performance

During the year the company''s Gross Sales has been Rs. 654 Millions as compared to Rs. 621 Millions in 2011-12. The company has taken steps to bring the operational costs to optimum level, as a result, the Employees'' cost is reduced from previous year''s level of 12% to 11% and finance costs from 7% to 5%. These savings helped the company to meet the additional cost of power & fuel incurred due to frequent power cuts to the industries. In spite of these constraints, the company has recorded net profit of Rs. 4 millions.

Further, two new products have been commercialized during the year under review and their share to the total sales is 11 %.

Dividend on Equity Shares

Keeping in view the profitability and dividend track record of your company, your Directors are pleased to recommend dividend at Rs. 1/-per share on the paid-up equity capital of Rs.10/- subject to necessary approvals. The aggregate dividend payout for the year 2012-13 amounts to Rs.11,834,363/- including Dividend Tax.

Future Outlook

Due to commercialization of new products during the year and implementation of new market strategies, new tie-ups for the business, your Company expects a reasonable growth in the sales in the current financial year. Besides, the Industrial growth in India is poised for 7% per annum during the current financial year, your company expects higher demand for its products.

Listing on Stock Exchanges

The securities of the company are continued to be listed on BSE and NSE. The listing fees for these stock exchanges to be paid for the current year.

Research & Development:

Your company has spent Rs. 16 Millions during the financial year 2012-13 for achieving the objectives of new process development, technology development for the commercial production of pharma intermediates and agro based products. There are few R&D products which are in different stages of completion. Your company is putting continuous efforts to increase the cost efficiency through optimum material consumptions by improving the processes.

During the year, your company commercialized two new products which have been accepted by the customers and sizeable orders are expected for these products in the coming future.

Directors

As per Articles and in accordance with the provisions of the Act, Sri. P.C. Patnaik and Sri Ch.S. Prasad retire at the 45th AGM and are being eligible offer themselves for reappointment. The brief particulars of all retiring Directors are furnished in the Corporate Governance Report.

Auditors

M/s. C K S Associates, Statutory Auditors retire at the ensuing Annual General Meeting and being eligible, offer themselves for appointment. The Board noted the Auditors Report and also letter received from them as per 224(1B) of the Companies Act 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act.

Directors Responsibility Statement

Directors confirm that in the preparation of Annual Accounts for the year ended 31st March 2013:

- All applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

- The Accounting policies framed in accordance with the guidelines of the ICAI have been applied

- Accounting policies have been selected and applied consistently and that the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the Loss of the Company for that period.

- Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- The Annual Accounts have been prepared on going concern basis.

Corporate Governance / MDA

Pursuant to Clause 49 of Listing agreement, your company has to mandatorily comply with the requirements of corporate governance. A separate section on corporate Governance and certificate from the Auditors of the Company regarding compliance of conditions of corporate governance form part of the Annual Report.

Conservation of Energy, Technology absorption, and Foreign Exchange

As required under 217 1(e) of the Companies Act 1956 read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, the particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo have been given in Annexure-II, which forms part of this report.

Industrial Safety and Environment Safety

Your Company continues to accord high priority on safety of all the personnel and mitigation of damage to equipment in all the plants. A thorough review of all the safety measures at regular intervals in all the plants is undertaken in consultation with risk management specialists and certain proactive actions taken to avoid accidents. Safety drills are conducted at regular intervals to train the workers and the employees to meet the exigencies of the accidents.

Environment

Members are aware that your Company has been accorded ISO 9001 and ISO 14001 reflecting its commitment to environment protection. Your Company is continuously putting efforts to maintain the Environment with International Standards. Company carries on extensive plantation and maintenance of trees around manufacturing plants for green belt development.

Particulars under 217(2A)

As required by the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees)Rules 1975 as amended is furnished here under.

Name Qualification Date of Designation joining

Sri. Y.S.R. B.E.(Mech) 01.07.1991 Managing Venkata Rao F.I.E. Director

Name Previous Remuneration Experience Age employer Commission

Sri Y S R Venkata Rao -- 40 years 62 Rs. 2.1 Million p.a.

Industrial Relations:

The company enjoyed cordial relations with its employees at all levels. Your Directors record their appreciation of the support and co-operation of all employees, staff and workers and counts on them for the accelerated growth of the Company.

Acknowledgements:

Your Directors express their gratitude to all stakeholders, State Bank of India, Regulatory Authorities, Government of Andhra Pradesh, customers, business associates, dealers, from India and abroad, staff and workers for their continued support at all times and look forward to have the same in our future endeavors.

By order of the Board of Directors

Sd/- Sd/-

Place: Hyderabad Y.S.R. VENKATA RAO DR. J.S. YADAV

Date: 08.04.2013 MANAGING DIRECTOR CHAIRMAN


Mar 31, 2012

To The Share Holders of ALKALI METALS LIMITED

The Directors are pleased to submit the 44th Annual Report and Audited Accounts of the Company for the financial year ended 31 March 2012:

Financial Results

The performance of the company for the financial year ended 31st March 2012 is summarized as below:

(All figures in Rs)

2011-12 2010-11

Net Turnover 592,542,156 656,026,855

Profit/(Loss) before finance charges, depreciation and (61,159,486) 80,763,135 taxation

Less : Finance Charges 38,549,948 24,924,536

Depreciation and Amortization expense 31,264,705 26,117,538

Profit/(Loss) before tax (130,974,139) 29,721,061

Less : Current Year's tax -- 6,400,000

Previous Years 8,247,227 -

_MAT Credit Entitlement -- (19,737,813)

Deferred tax (AS22) 24,234,253 11,871,434

Profit/(Loss) After tax (163,455,619) 31,187,440

Add: Balance Brought forward 227,821,632 223,290,746

Dividend on equity shares 10,182,506 20,365,012

Tax on Dividend 1,651,857 3,319,436

Transfer to general reserve -- 2,972,106

Balance surplus carried to Balance Sheet 52,531,650 227,821,632

Performance

During the year the company's Gross Sales has been Rs 621 Million as compared to Rs 678 Million in 2010-11. In spite of low industrial growth in India and global Economy slowdown, your company could achieve the maximum of projected sales turnover during the year. However, due to increase of Raw material prices and other overheads, there is a loss of Rs 163 Million during the year as compared to the Net profit of Rs 31 Million in the previous financial year.

Your Directors are taking all steps to reduce the costs and improve the margins to the extent possible. Due to commercialization of two new products and cost reduction, your Directors are confident to improve the profitability in the coming years.

Dividend on Equity Shares

Keeping in view of the Dividend track record of your company, your Directors are pleased to recommend dividend at Rs 1/-per share on the paid-up equity capital of Rs 10/- subject to necessary approvals. The aggregate dividend payout for the year 2011-12 amounts to Rs 11,834,363/- including Dividend Tax.

Future

Due to commercialization of new products during the year and implementation of new market strategies, your Company expects a reasonable growth in the sales in the current financial year. Besides, the Industrial growth in India is poised for 9% per annum during the current financial year because of which your company expects higher demand for its products. Further, the Global economy is also on the road of recovery which may contribute the increased demand for company's Exports.

Listing on Stock Exchanges

The securities of the company are continued to be listed on BSE and NSE. The listing fees for these stock exchanges have been paid for the current year.

Research & Development:

Your company has spent Rs 20.16 Million during the financial year 2011-12 for achieving the objectives of new process development, technology development for the commercial production of pharma intermediates and agro based products. During the year, some projects started in earlier years have been successfully completed and the remaining projects are in different stages of completion. Your company is putting continuous efforts to increase the cost efficiency through optimum material consumptions by improving the processes.

During the year, your company commercialized two new products which have been accepted by the customers and sizeable orders are expected for these products in the coming future.

Utilization of IPO Funds

All the Stakeholders are aware that the Company has collected Rs 262.65 Million through IPO process during October 2008 and stipulated Rs 387.37 Million for setting up of API plant at JN Pharma City, Visakhapatnam and so far spentRs 297.18 Million.

Directors

As per Articles and in accordance with the provisions of the Act, Smt. Y. Lalithya Poorna and Dr. J.S. Yadav retire at the 44th AGM and are being eligible offer themselves for re- appointment.

The brief particulars of all retiring Directors as well as newly elected Director are furnished in the Corporate Governance Report.

Auditors

M/s. C K S Associates, Statutory Auditors retire at the ensuing Annual General Meeting and being eligible, offer themselves for appointment. The Board noted the Auditors Report and also letter received from them as per 224(1B) of the Companies Act 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act.

Directors Responsibility Statement

Directors confirm that in the preparation of Annual Accounts for the year ended 31st March 2012:

- All applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

- The Accounting policies framed in accordance with the guidelines of the ICAI have been applied

- Accounting policies have been selected and applied consistently and that the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the Loss of the Company for that period.

- Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- The Annual Accounts have been prepared on going concern basis.

Corporate Governance / MDA

Pursuant to Clause 49 of Listing agreement, your company has to mandatorily comply with the requirements of corporate governance. A separate section on corporate Governance and certificate from the Auditors of the Company regarding compliance of conditions of corporate governance form part of the Annual Report.

Conservation of Energy, Technology absorption, and Foreign Exchange

As required under 217 1(e) of the Companies Act 1956 read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, the particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo have been given in Annexure-II, which forms part of this report.

Industrial Safety and Environment Safety

Your Company continues to accord high priority to all safety of all the personnel and mitigation of damage to equipment in all the plants. A thorough review of all the safety measures in all the plants is undertaken in consultation with risk management specialists and certain proactive actions taken to avoid accidents. Safety drills are conducted at regular intervals to train the workers and the employees to meet the exigencies of the accidents.

Environment

Members are aware that your Company has been accorded ISO 9001 and ISO 14001 reflecting its commitment to environment protection. Further, extensive plantation and maintenance of trees around manufacturing plants is undertaken for green belt development.

Particulars under 217(2A)

As required by the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975 as amended is furnished here under.

Date of Previous Remuneration Name Qualifi cation Design ation Experi ence Age joining employeer commission

Sri. Y.S.R. B.E. (Mech) 01.07. 1991 Managing - 39 years 61 1.73 Venkata Rao F.I.E. Director Million p.a.

Industrial Relations:

The company enjoyed cordial relations with its employees at all levels. Your Directors record their appreciation of the support and co-operation of all employees, staff and workers and counts on them for the accelerated growth of the Company.

Acknowledgements:

Your Directors express their gratitude to all stakeholders, State Bank of India, Regulatory Authorities, Government of Andhra Pradesh, customers, business associates, dealers, from India and abroad, staff and workers for their continued support at all times and look forward to have the same in our future endeavors.

By order of the Board of Directors

Sd/- Sd/-

Y.S.R. VENKATA RAO DR. J.S. YADAV

Date : 21.05.2012 MANAGING DIRECTOR CHAIRMAN

Place: Hyderabad


Mar 31, 2011

Dear Members,

The Directors are pleased to submit the 43rd Annual Report and Audited Accounts of the Company for the financial year ended 31st March 2011:

Financial Results

The performance of the company for the financial year ended 31st March 2011 is summarized as below: (Rs.)

2010-11 2009-10

Gross Turnover 691,470,810 604,093,374

Profit before finance charges, depreciation and taxation 80,763,135 121,691,827

Less : Finance Charges 24,924,536 7,054,071

Depreciation 26,117,538 19,166,546

Profit before tax 29,721,061 95,471,210

Less : Current Year's tax 6,400,000 16,300,000

Previous Years - 4,042,722

MAT Credit Entitlement (19,737,813) -

Deferred tax (AS22) 11,871,434 9,722,022

Profit After tax 31,187,440 65,406,466

Add: Balance Brought forward 223,290,746 215,536,372

Dividend on equity shares 20,365,012 40,730,024

Tax on Dividend 3,319,436 6,922,068

Transfer to general reserve 2,972,106 10,000,000

Balance surplus carried to Balance Sheet 227,821,632 223,290,746

Performance

During the year the company's sales / turnover for the year ended March 2011, has been satisfactory. Although the gross income has gone up but due to all-round escalation of costs and stiff competition in the market, the company has made a profit before taxes of Rs. 297.21 Lakhs when compared to last year's profit before taxes of Rs 954.71 Lakhs.

Your Directors are taking all steps to reduce the costs and improve the margins to the extent possible. Your Directors are confident to improve the profitability in the coming years.

Dividend on Equity Shares

Considering performance and profitability of your company during the year and keeping in view the ongoing Capital works and growth trajectory, your Directors are pleased to recommend dividend at Rs.2/- per share on the paid-up equity capital subject to necessary approvals. The aggregate dividend payout for the year 2010-11 amounts to Rs.23,684,448/- including Dividend Tax.

Future

Even though the sales in the last six months were not satisfactory due to severe competition and low margins, your Company can foresee a good momentum in sales in the current financial year as the new facility at Visakhapatnam put into operation, and arrangements with strategic manufacturers of new range of products is in advanced stage to increase the volume and profitability of the Company. Apart from this our R&D has been fully strengthened to meet the future and current market trends and convert the opportunities into reality for higher scale of Commercial production and profitability. Thus the Company is exploring all the possibilities to acquire the know how from other strategic manufacturers to combine our best efforts for all- round growth and create better wealth for the Shareholders.

Listing on Stock Exchanges

The securities of the company are continued to be listed on BSE and NSE. The listing fees for these stock exchanges have been paid for the current year.

Research & Development:

Your Company has been identifying new products through R&D wing constantly. R&D Specialists are being associated to develop costomotised products for testing and commercialization which are going to yield good financial support to the Company's turnover and which are of paramount importance because of improved outcomes and achievements. We are confident of maintaining our consistency in quality and going forward to introduce more and more new diversified products and delivery mechanism to counter the competitors and expect sustained growth and increase our market share in near future. Thus the Company is trying its best to put into use its scientific excellence and expertise in marketing new products in India and abroad.

Utilization of IPO Funds

All the Stakeholders are aware that the Company has collected Rs.262.65 Millions through IPO process during October 2008 and stipulated Rs.387.37 Millions for setting up of API plant at JN Pharma City, Visakhapatnam and so far spent Rs. 265.89 Millions.

Directors

As per Articles and in accordance with the provisions of the Act, Sri. Ch.S. Prasad and Sri. G. Jayaraman retire at the 43rd AGM and are being eligible offer themselves for re- appointment.

Sri. R.C. Sohni was co-opted as Additional Director and is proposed to be elected as Director who retires by rotation at the ensuing Annual General Meeting.

The brief particulars of all retiring Directors as well as newly elected Director are furnished in the Corporate Governance Report.

Auditors

M/s. C K S Associates, Statutory Auditors retire at the ensuing Annual General Meeting and being eligible, offer themselves for appointment. The Board noted the Auditors Report and also letter received from them as per 224(1B) of the Companies Act 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act.

Directors Responsibility Statement

Directors confirm that in the preparation of Annual Accounts for the year ended 31st March 2011:

- All applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

- The Accounting policies framed in accordance with the guidelines of the ICAI have been applied

- Accounting policies have been selected and applied consistently and that the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period.

- Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- The Annual Accounts have been prepared on going concern basis.

Corporate Governance / MDA

Pursuant to Clause 49 of Listing agreement, your company has to mandatorily comply with the requirements of corporate governance. A separate section on corporate Governance and certificate from the Auditors of the Company regarding compliance of conditions of corporate governance form part of the Annual Report.

Conservation of Energy, Technology absorption, and Foreign Exchange

As required under 217 1(e) of the Companies Act 1956 read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, the particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo have been given in Annexure-II, which forms part of this report.

Industrial Safety and Environment

Safety

Your Company continues to accord high priority to all safety of all the personnel and mitigation of damage to equipment in all the plants. A thorough review of all the safety measures in all the plants is undertaken in consultation with risk management specialists and certain proactive actions taken to avoid accidents. Safety drills are conducted at regular intervals to train the workers and the employees to meet the exigencies of the accidents.

Environment

Members are aware that your Company has been accorded ISO 9001 and ISO 14001 reflecting its commitment to environment protection. Further, extensive plantation of trees around manufacturing plants is undertaken for green belt development.

Particulars under 217(2A)

As required by the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees)Rules 1975 as amended is furnished here under.

Name Qualification Date of Designation Previous joining employer

Sri.Y.S.R. B.E.(Mech) 01.07.1991 Managing - Venkata Rao F.I.E. Director

Remuneration Name Experience Age / commission

Sri.Y.S.R. 38 years 60 Rs.2.20 Venkata Rao Millions

Industrial Relations:

The company enjoyed cordial relations with its employees at all levels. Your Directors record their appreciation of the support and co-operation of all employees, staff and workers and counts on them for the accelerated growth of the Company.

Acknowledgements:

Your Directors express their gratitude to all stakeholders, State Bank of India, Regulatory Authorities, Government of Andhra Pradesh, customers, business associates, dealers, from India and abroad, staff and workers for their continued support at all times and look forward to have the same in our future endeavors.

By order of the Board of Directors

Sd/- Sd/- Y.S.R. VENKATA RAO Dr. J.S. YADAV MANAGING DIRECTOR CHAIRMAN

Place: Hyderabad Date : 23.05.2011


Mar 31, 2010

Sad demise of Our Founder Chairman:

March 301 2010 is a very sad day for all of our members as our founder promoter Chairman Dr.Y.V.S.S. Murty passed away after a brief illness. It is indeed a great loss to our industry in particular as well to chemical industry in general. He embarked on setting up this industry at a time industrialisation in the country was at a very nascent stage and against all odds he successfully steered our Company for 42 long years and the fruits of his hard work are being now enjoyed by the current team of management, staff, workers and share holders. He was deeply committed to industry, technology, self dependence and had enlarged vision for growth of our industry. Due to his untiring efforts, the industry is recognised world over as a strong technology oriented company.

Board is pleased to submit their Report and Audited Accounts of the Company for the financial year ended 31st March 2010:

Financial Results:

The performance of the company for the financial year ended 31st March 2010 is summarized as below:

(Rs.)

2009-10 2008-09

Gross Turnover 604,093,374 685,379,336

Profit before finance charges, depreciation and taxation 121,691,827 129,964,407

Less: Finance Charges 7,054,071 12,749,155

Depreciation 19,166,546 18,500,511

Profit before tax 95,471,210 98,714,741

Less:Current years tax 16,300,000 11,200,000

Previous Years 4,042,722 __

Deferred tax (AS22) 9,722,022 (250,000)

Profit After tax 65,406,466 87,764,741

Add: Balance Brought forward 215,536,372 192,362,383

Dividend on equity shares 40,730,024 40,730,024

Tax on Dividend 6,922,068 6,922,068

Transfer to general reserve 10,000,000 10,000,000

Bonus issue -- 6,938,660

Balance surplus carried to Balance Sheet 223,290,746 215,536,372

Dividend on equity shares :

During the financial year 2009-10, considering reasonable performance of your company and your Directors are pleased to recommend dividend at Rs. 4/- per share (@ 40%) on the paid-up equity capital subject to necessary approvals. The aggregate dividend payout for the year 2009- 10 amounts to Rs 476.52 Lakhs including Dividend Tax.

Review of operations :

During the year the companys sales / turnover for the year ended March 2010, has been satisfactory although the gross income has gone down due to all-round escalation of costs and stiff competition in the market. The company has a profit before taxes of Rs 954.71 Lakhs when compared to last years profit before taxes of Rs 987.14 Lakhs.

Future :

Even though the sales in the first six months of the financial year were down due to severe recession in the industry, the next six months saw good momentum and pick up in the sales. Your company has been able to successfully come out of the slumber due to large basket of products, which are developed in house.

With the new facility at Visakhapatnam put into operation, additional value added products can be brought into fold, thus increasing the top and bottom lines of the company. Already certain high valued intermediates which are developed in R&D, are being scaled up for commercial production, thus future looks bright and hopeful.

Stock Exchanges:

The securities of the company are Listed on BSE and NSE. The listing fees for these stock exchanges have been paid for the current year.

Commercial Production from Unit III, Parawada, Visakhapatnam:

The Board is pleased to inform all the shareholders that the Commercial production from Unit III, Parawada, Visakhapatnam has begun with effect from 16th March 2010 and started exporting from this unit also.

Research & Development:

As research and developmental efforts are continuous for sustained growth and development of any Industry, your Board is constantly endeavoring and monitoring to strengthen the R&D wing, which is the back bone for the Companys future products. Efforts are being made to scale up the products from pilot scale to commercial level for the products which have high value addition to the profitability level. With this philosophy, the Company during the year has further strengthened the human resources by recruiting technically competent and qualified personnel to man the programmes identified by the specialists in the respective areas of concentration.

Utilization of IPO Funds:

All the Stakeholders are aware that the Company has collected Rs.262.65 Millions through IPO process during October 2008 and stipulated Rs.387.37 Millions for setting up of API plant at JN Pharma City, Parawada, Visakhapatnam and so far spent Rs 210.41 Millions. The Company has commenced its Commercial Production with effect from 16th March 2010.

Directors:

As per Articles and in accordance with the provisions of the Act, Dr. J.S. Yadav and Sri. P.C. Patnaik retire at the 42nd AGM and are being eligible offer themselves for re-appointment.

Sri. Y.S.R. Venkata Rao, Managing Director is proposed for re-appointment at the ensuing Annual General Meeting.

Smt. Y. Lalithya Poorna was co-opted as Additional Director and is proposed to be elected as Director who retires by rotation at the ensuing Annual General Meeting.

The brief particulars of all retiring Directors as well as newly elected Director and the Managing Director are furnished in the Corporate Governance Report.

Auditors:

M/s. C K S Associates, Statutory Auditors retire at the ensuing Annual General Meeting and being eligible, offer themselves for appointment. The Board noted the Auditors Report and also letter received from them as per 224(1B) of the Companies Act 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the companies Act.

Directors Responsibility Statement:

Directors confirm that in the preparation of Annual Accounts for the year ended 31st March 2010:

- All applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

- The Accounting policies framed in accordance with the guidelines of the ICAI have been applied

- Accounting policies have been selected and applied consistently and that the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period.

- Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- The Annual Accounts have been prepared on going concern basis.

Corporate Governance/MDA:

A Report on Corporate Governance together with Management discussion and Analysis Report along with Certificate from the Auditors of the Company regarding compliance with Clause 49 of Listing agreement are annexed.

Conservation of energy, Technology absorption, and Foreign Exchange:

As required under 217 1(e) of the Companies Act 1956 read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, the particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo have been given in Annexure-II, which forms part of this report.

Industrial Safety and Environment:

The Company endeavors to protect the environment in all its activities as a social responsibility. safety drills are conducted at regular intervals to train the workers and the employees to meet the exigencies of the accidents.

The environmental Management system adopted by the Company at its plants is Certified as per International Standard ISO 9001 and ISO 14001. Further, extensive plantation of trees around manufacturing plants is undertaken for green belt development.

Particulars under 217(2A):

Details of Persons who are in receipt of remuneration as specified U/s 217 (2A) of the

Companies Act, 1956.

Date of Name Qualification joining Designation

Y.S.R. B.E. 01.07.1991 Managing Venkata (Mech.) Director Rao F.I.E

Name Previous Remuneration employer Experience Age / commission

Y.S.R. 37yrs 59 Rs.30.62 Venkata lakhs p.a. Rao

Industrial Relations:

The company enjoyed cordial relations with its employees at all levels. Your Directors record their appreciation of the support and co-operation of all employees, staff and workers and counts on them for the accelerated growth of the Company.

Acknowledgements:

Your Directors express their gratitude to all stakeholders, State Bank of India, Regulatory Authorities, Government of Andhra Pradesh, customers, business associates, dealers, from India and abroad, staff and workers for their continued support and confidence reposed on the management.

By order of the Board of Directors

Sd/- Dr. J.S. YADAV CHAIRMAN Place: Hyderabad Date: 27.05.2010

 
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