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Directors Report of Anik Industries Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting Thirty Ninth Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2015.

FINANCIAL RESULTS

The Performance of the Company for the financial year ended on 31st March, 2015 is summarized below:

(Rs. in Lacs)

Particulars 2014-15 2013-14

Sales and other Income 1,49,763.91 1,50,478.11

Gross Profit 1,821.20 1,943.57

Depreciation 594.10 535.99

Profit before tax 1,227.10 1,407.58

Provision for Taxation for the year (232.00) (275.00)

Provision for Deferred Taxation for the year 35.77 (22.05)

Income tax for earlier years (net) - -

Profit after Taxation 1,030.87 1,110.52

Balance brought forward from previous year 14,199.16 13,088.64

Adjustment of Depreciation as per schedule (79.53) - II of the Companies Act, 2013

Amount Available for Appropriation 15,150.50 14,199.16

Transfer to General Reserve - -

Proposed Dividend on Equity Shares - -

Tax on Dividend - -

Surplus carried to Balance Sheet 15,150.50 14,199.16

DIVIDEND

Your Company is exploring new business opportunities and also planning for expansion of the existing businesses; therefore it is necessary to conserve the funds to meet these investment opportunities, which your Board believes would enhance the shareholders wealth in coming period. Thus, your Board has not recommended any dividend for the financial year 2014-15.

AMOUNT TRANSFERRED TO RESERVE

During the year, the Company has not transferred any amount in General Reserve.

OPERATIONS

During the year, Company achieved a turnover of Rs. 1,49,763 Lacs, which is almost at par with previous year figures. Due to increased interest cost, operating profit has decreased by around 6% at Rs. 1,821 Lacs and Net profit decreased by around 7% at Rs. 1,030 Lacs during the year under review. On the manufacturing front turnover increased by more than 14% and stood at Rs. 1,02,133 Lacs and manufacturing profit has also gone up by 68%.

Management of the Company under the direction of your Board of Director is continued in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means.

BUSINESS EXPANSION & DIVERSIFICATION

Dairy Business

During the year under review, the turnover of dairy business has increased by more than 14% as compared to previous year. Company's dairy plants at Dewas (M.P.), Bhopal (M.P.) and Etah (U.P.) are running successfully.

For future business prospects, your Company is continuously keeping eye on southern and eastern regions of India for setting up few more dairy plants to cover demands of these regions where we are sure that the products of the Company shall be welcomed being of high quality at competitive rates.

Mining Business

On the front of recently diversified business of mining, the year under review was not so productive due to introduction of Mines and Minerals (Development & Regulations) Amendment Act, 2015, according to which prospective license cases pending for execution of PL Agreement/ Mining Lease cases pending for approval of Ministry of Mines have become ineligible. Though your Company is contesting the same before the Court of Law but it may take long time whereby the mining activities related prospects have gone down. But your Company is optimistic for overcoming these hurdles.

Further, sincere efforts of your Company are continue to set up mineral based industry in Madhya Pradesh to use explored minerals from own mines in future.

Better profitability and turnover is expected from these activities in future.

Real Estate Business

The integrated township project 'Active Acres' at Kolkata launched few years back by M/s. Mahakosh Property Developers, a partnership firm wherein your Company is partner with major stake, is continuously getting good response from all segments of public even in the phase of recession period in the Real Estate Sector, where, out of completed 5 towers and 1 tower under construction, booking of about 90% of the residential units has been done and more than 400 families have started living in township, which is a good sign of your Company's reputation and sustainability which will result in good profits in the years to come.

DEPOSITS

The Company has not accepted any deposits from the public within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

SHARE CAPITAL

During the year under review, the Company has not raised any paid up share capital. The Paid up Equity Share Capital as at 31st March 2015 stood at Rs. 27,75,34,860/-. The Company has not issued shares with differential voting rights nor has granted any stock option or sweat equity shares. As on 31st March 2015, none of the Directors of the Company hold instruments convertible into equity shares of the Company.

INSURANCE

All properties and insurable interests of the Company including Building and Plant & Machinery have been adequately insured.

HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year. The Board wishes to place on record their sincere appreciation to the co-operation extended by all the employees in maintaining cordial relations.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

DIRECTORS' RESPONSIBILITIES STATEMENT

To the best of their knowledge and belief, your Directors make the following statements in terms of Section 134 (3) (c) read with Section 134 (5) of the Companies Act, 2013:

i) That in the preparation of the annual accounts for financial year ended 31st March, 2015; the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that 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 financial year and of the profit and loss of the Company for that period;

iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors have prepared the annual accounts on a going concern basis;

v) That the Directors have laid down internal financial controls, which are adequate and are operating effectively;

vi) That the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Kailash Chandra Shahra, Director of the Company retires by rotation in accordance with the provisions of the Articles of Association of the Company and being eligible offer himself for reappointment.

Mrs. Amrita Koolwal was appointed as an Additional Director by the Board of the Company with effect from 31st March, 2015 and holds office upto the date of this Annual General Meeting. Your Company has received a notice in writing proposing her candidature for the office of Independent Director. She qualifies to be an Independent Director pursuant to the provisions of Section 149(6) of the Companies Act, 2013.

During the year under review, the members approved the appointments of Mr. Hari Narayan Bhatnagar, Mr. Vijay Rathi, Mr. Kamal Kumar Gupta as Independent Directors who are not liable to retire by rotation.

The Board designated Mr. Suresh Chandra Shahra, Managing Director and Mr. Shailesh Kumath, Company Secretary as Key Managerial personnel of the Company and appointed Mr. Gautam Jain as Chief Financial Officer & Key Managerial Personnel of the Company w.e.f. 25.09.2014 under Section 203 of the Companies Act, 2013 and rules made there under.

During the year, declarations received from the Directors of the Company pursuant to Section 164 of the Companies Act, 2013. Board appraised the same and found that none of the director is disqualified holding office as director.

Details of the proposal for appointment/ re-appointment of Directors are mentioned in the Notice of the Annual General Meeting.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES

The Company has formed a wholly owned subsidiary on 11th December, 2014 in the name of Anik Dairy Private Limited and the same has been ceased to be subsidiary of Company w.e.f. 30.03.2015.

As on March 31,2015, the Company does not have any subsidiary or joint venture or associate Company.

NUMBER OF MEETINGS OF THE BOARD

The Board met 10 times during the financial year. The details of which are given in the Corporate Governance Report that forms part of this annual report. The intervening gap between any two Meetings was within the period prescribed under the Companies Act, 2013.

CODE OF CONDUCT

The Company has laid down a code of conduct for all Board members and Senior Management and Independent Directors of the Company. All the Board members including Independent Directors and Senior Management Personnel have affirmed compliance with the code of conduct. Declaration on adherence to the code of conduct is forming part of the Corporate Governance Report.

DECLARATION BY INDEPENDENT DIRECTORS

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Committees. The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Secretarial Department. The Directors expressed their satisfaction with the evaluation process.

None of Independent Directors are due for re-appointment.

FAMILIARIZATION PROGRAMME

Details of the programmes for familiarization of the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc. are available on the website of the Company at the link: http://anikgroup.com/Familiarisation%20Programme%20for%20Independent%20 Directors-Anik.pdf.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference to financial statements and during the year, no reportable material weaknesses in the design or operation were observed.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Your Company has not given any loans or guarantees or made investment beyond the limits mentioned under the provisions of Section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on arm's length basis and were in the ordinary course of the business. During the year, the Company had not entered into any contract/ arrangement/ transaction with related parties

which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company's website at the link: http://anikgroup.com/Related Party Policy-Anik.pdf.

MATERIAL CHANGES AND COMMITMENT BETWEEN THE DATE OF THE BOARD REPORT AND END OF FINANCIAL YEAR.

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate and the date of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/ OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, 2014, are given in the "Annexure A" forming part of this report.

PARTICULARS OF THE EMPLOYEES AND RELATED DISCLOSURES

None of the employee has received remuneration exceeding the limit as stated in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, are given in the "Annexure B" forming part of this report.

Further, none of directors is drawing any remuneration or commission from any subsidiary or associate companies.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

The policy on Directors' Appointment and Remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under sub-section (3) of Section 178 of the Companies Act, 2013, adopted by the Board, is appended as "Annexure C" forming part of this report.

AUDIT COMMITTEE

The details pertaining to composition of Audit Committee are included in the Corporate Governance Report, which forms part of this report. All the recommendations made by the Audit Committee were accepted by the Board.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Vigil Mechanism which also incorporates a Whistle Blower Policy in line with the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement to report genuine concerns or grievances. The Vigil Mechanism/ Whistle Blower Policy may be accessed on the Company's website i.e. www.anikgroup.com.

RISK MANAGEMENT

Pursuant to Section 134 (3) (n) of the Companies Act, 2013 & Clause 49 of the Listing Agreement, the Board of the Company has formed a Risk Management Committee to frame, implement and monitor the Risk Management Plan for the Company. The details of risk have been covered in the Management Discussion and Analysis Report forming part of the Boards report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has formed a CSR Committee comprising of Mr. Suresh Chandra Shahra as Chairman and Mr. Vijay Rathi and Mr. Hari Narayan Bhatnagar, as other members of the Committee.

The said Committee has developed a Policy on CSR , which has been approved by the Board of Directors. The CSR Policy may be accessed on the Company's website at the link http://anikgroup.com/images/Corporate%20Social%20Responsibility%20(CSR) %20Policy.pdf

The Annual Report on CSR activities is attached as "Annexure D" forming part of this report.

AUDITORS & AUDITORS REPORT

The Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retire at the forthcoming Annual General Meeting and are eligible for re-appointment. The Company has received a certificate from the auditors to the effect that if they are reappointed, it would be in accordance with the provisions of Section 141 of the Companies Act, 2013 and they are not disqualified for such appointment.

The notes referred to by the Auditors in their Report are self explanatory and hence do not require any explanation.

Further, there was no fraud in the Company, which was required to report by statutory auditors of the Company under sub-section (12) of Section 143 of Companies Act, 2013.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, the Company has appointed M/s Ajit Jain & Co., Practicing Company Secretaries to undertake the Secretarial Audit of the Company for the financial year 2014- 15. The Secretarial Audit Report for the financial year 2014-15 is annexed herewith as "Annexure E" forming part of this report.

There are no adverse comments, qualifications or reservations or adverse remarks in the Secretarial Audit Report.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulator or courts or tribunals impacting the going concern status of the Company and future operations.

EXTRACT OF ANNUAL RETURN

In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of the Annual Return in form MGT 9 is annexed herewith as "Annexure F" forming part of this report.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place an Anti harassment policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under the policy. There was no Complaint received from any employee during the financial year 2014-15 and hence no complaint is outstanding as on 31.03.2015 for redressal.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the employees of the Company for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continuous support given to the Company and their confidence in the management.

For and on behalf of the Board of Directors MANISH SHAHRA Jt. Managing Director DIN: 00230392

For and on behalf of the Board of Directors

SURESH CHANDRA SHAHRA Managing Director DIN: 00062762

Place : Indore Dated: 14th August, 2015


Mar 31, 2014

Dear Shareholders,

The Directors have pleasure in presenting Thirty Eighth Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2014.

FINANCIAL RESULTS

The Performance of the Company for the financial year ended on 31st March, 2014 is summarized below:

(Rs in Lacs)

Particulars 2013-14 2012-13

Sales and other Income 1,50,478.11 1,30,412.83

Gross Profit 1,943.57 1,880.18

Depreciation 535.99 571.83

Profit before tax 1,407.58 1,308.35

Provision for Taxation for the year (275.00) (205.00)

Provision for Deferred Taxation for the year (22.05) (36.92)

Income tax for earlier years (net) - -

Profit after Taxation 1,110.52 1,066.43

Balance brought forward from previous year 13,088.64 12,022.21

Amount available for Appropriation 14,199.16 13,088.64

Transfer to General Reserve - - Proposed Dividend on Equity Shares - -

Tax on Dividend - -

Surplus carried to Balance Sheet 14,199.16 13,088.64

DIVIDEND

Your Company is exploring business opportunities for implementing the expansion plans of the existing businesses of milk & food processing as well as recently diversified mining and mineral based new projects; therefore it is necessary to conserve the funds to meet these investment opportunities, which your Board believes would enhance the shareholders wealth in coming period. Thus, your Board has not recommended any dividend for the financial year 2013-14.

OPERATIONS

During the year, Company achieved a turnover of Rs. 1,50,478 Lacs, which is increased by around 15% as compared to previous year. Operating profit has increased by around 3% at Rs. 1,943 Lacs and Net profit also increased by around 4% at Rs. 1,110 Lacs during the year under review. On the manufacturing front turnover increased by more than 18% and stood at Rs. 89,210 Lacs and manufacturing profit has also gone up by 21%.

Management of the Company under the direction of your Board of Directors is continued in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means.

BUSINESS EXPANSION & DIVERSIFICATION

Dairy Business

During the year under review, dairy business of your Company is increased by about 18% as compared to previous year. Company''s dairy plants at Dewas (M.P.), Bhopal (M.P.) and Etah (U.P.) are running successfully.

In addition to this, your Company is enthusiastically keeping a watch on the southern and the western regions of India for setting up few more dairy plants to cover these regions where we are sure that the products ofthe Company shall be taken hand to hand.

Mining Business

On the front of recently diversified business of mining, the year under review again remained productive as for few of the mines allotted to your Company, we are inching towards getting necessary permissions/ approvals and believe to start commercial activities in near future.

Further, sincere efforts of your Company are continue to set up mineral based industry in Madhya Pradesh to use explored minerals from own mines in future.

Better profitability and turnover is expected from these activities in future.

Real Estate Business

The integrated township project ''Active Acres'' at Kolkata launched few years back by M/s. Mahakosh Property Developers, a partnership wherein your Company is partner with major stake, is continuously getting good response from all segments of public even in the phase of slow down period in the Real Estate Sector, where, out of completed 4 towers and 1 tower under construction, booking of about 90% of the residential units has been done and more than 300 families have started living in township, which indicates your Company''s reputation and sustainability which will result in good profits in the years to come.

FOREIGN EXCHANGE EARNINGS

Your Company remains committed to enlarge foreign exchange earnings. During the year under review, your Company''s earnings from export of Agri-commodities on FOB basis were Rs. 9,952.99 Lacs.

Company is targeting other countries with additional dairy products and agri-commodities on opportunity basis to increase its foreign earnings.

PUBLIC DEPOSITS

The Company has not accepted any deposits from the public during the year under review.

INSURANCE

All properties and insurable interests of the Company including Building and Plant & Machinery have been adequately insured. PARTICULARS OF EMPLOYEES

None of the employees of the Company was drawing remuneration in excess of the limits prescribed under the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information as per section 217(1)(e) read with Companies (Disclosures of Particulars in the report of Board of Directors) Rules, 1988 are given in the Annexure ''A'' forming part of this Report.

HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year. The Board wishes to place on record their sincere appreciation to the co- operation extended by all the employees in maintaining cordial relations.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

DIRECTOR''S RESPONSIBILITY STATEMENT

The Company is in compliance with various accounting and financial reporting requirements in respect of the financial statement for the period under review. Pursuant to section 217(2AA) of the Companies Act, 1956, and in respect of the annual accounts for the period under review, the Director hereby confirms that:

a. In the preparation of the annual accounts, the applicable accounting standards had been followed.

b. Appropriate accounting policies have been selected and applied consistently and made judgments and estimates that 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 or loss of the Company for that period;

c. Proper and sufficient care for 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 have been taken to the best of their knowledge and ability.

d. The annual accounts have been prepared on a "going concern basis".

DIRECTORS

Mr. Kailash Chandra Shahra, Director of the Company retires by rotation in accordance with the provisions of the Articles of Association of the Company and being eligible offer himself for reappointment.

Pursuant to the provisions of Section 149 and other applicable provisions of the Companies Act, 2013, Mr. Vijay Rathi and Mr. Kamal Kumar Gupta are proposed to be appointed as Independent Directors of the Company for five consecutive years for a term upto 31st March, 2019. They qualify to be an Independent Director pursuant to the provisions of Section 149(6) of the Companies Act, 2013.

Mr. Hari Narayan Bhatnagar was appointed as an Additional Director by the Board of the Company with effect from 09th November, 2013 and holds office upto the date of this Annual General Meeting. Your Company has received a notice in writing from a member proposing his candidature for the office of Independent Directors. He qualifies to be an Independent Director pursuant to the provisions of Section 149(6) of the Companies Act, 2013.

Details of the proposal for appointment/ re-appointment of Directors are mentioned in the Notice ofthe Annual General Meeting. AUDITORS & AUDITORS'' REPORT

The Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retire at the forthcoming Annual General Meeting and are eligible for re-appointment. The notes referred to by the Auditors in their Report are self explanatory and hence do not require any explanation.

COST AUDIT

Pursuant to the circular dated 24th January, 2012 of the Ministry of Corporate Affairs, your Company has appointed M/s K.G. Goyal & Co., Cost Accountants, (Firm Registration No. 000017) as Cost Auditor of the year 2013-14, with the consent of the Central Government, for the audit of cost accounts maintained by the Company.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the employees of the Company for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continuous support given to the Company and their confidence in the management.

For and on behalf of the Board of Directors

SURESH CHANDRA SHAHRA Managing Director DIN: 00062762

For and on behalf of the Board of Directors

ASHOK KUMAR TRIVEDI Whole-time Director DIN: 00350507

Place : Indore Dated: 14th August, 2014


Mar 31, 2013

Dear Shareholders,

The Directors have pleasure in presenting the Thirty Seventh Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS

The Performance of the Company for the financial year ended on 31st March, 2013 is summarized below:

(Rs.in Lacs) Particulars 2012-13 2011-12

Sales and other Income 1,30,412.83 1,65,869.42

Gross Profit 1,880.18 2,175.53

Depreciation 571.83 564.09

Profit before tax 1,308.35 1,611.44

Provision for Taxation for the year (205.00) (220.00)

Provision for Deferred Taxation for the year (36.92) (59.29)

Income tax for earlier years (net) (7.77)

Profit after Taxation 1,066.43 1,324.38

Balance brought forward from previous year 12,022.21 10,697.83

Amount Available for Appropriation 13,088.64 12,022.21

Transfer to General Reserve Proposed Dividend on Equity Shares Tax on Dividend

Surplus carried to Balance Sheet 13,088.64 12,022.21

DIVIDEND

Your Company is exploring business opportunities for implementing the expansion plans of the existing businesses of milk & food processing as well as recently diversified mining and mineral based new projects; therefore it is necessary to conserve the funds to meet these investment opportunities, which your Board believes would enhance the shareholders wealth in coming period. Thus, your Board has not recommended any dividend for the financial year 2012-13.

OPERATIONS

During the year, Company achieved a turnover of Rs. 1,30,412 Lacs, which is decreased by around 21% as compared to previous year. Operating profit has decreased by around 13% and stood at Rs. 1,880 Lacs and net profit also decreased by around 19% and stood at Rs. 1,066 Lacs during the year under review. The same is due to lower turnover in trading business to avoid unforeseen losses on account of high volatility in commodity prices and high upward fluctuation in US Dollar against Indian Rupee. However on the manufacturing front the turnover increased by more than 16% and stood at Rs. 75,199 Lacs, but manufacturing profit has gone down by 23% due to increased cost of raw milk

Management of the Company under the direction of your Board of Director is continued in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means

BUSINESS EXPANSION & DIVERSIFICATION

Dairy Business

During the year under review, your Company has increased its dairy business turnover by about 16% as compared to previous year. Your Company has started concentrating more on supplying hygienic quality liquid milk in pouches and in line with the same in 2012 it has successfully launched liquid milk in tetra pack with longer shelf life. Similarly to cater Central India with hygienic packed milk, Company has started its operation in Raipur, (Chhattisgarh). To cover more part of the urban area of North India, it has proposed to set up a new dairy plant at Etah (UP) for supply of pouch milk and better quality milk power. The said plant is expected to come in operation by April, 2014.

In addition to this, your Company is enthusiastically keeping a watch on the southern and the eastern regions of India for setting up few more dairy plants to cover these regions where we are sure that the products of the Company shall be taken hand to hand.

Mining Business

On the Front of recently diversified business of mining, the year under review again remained productive as few of mines allotted to your Company are marching ahead towards getting necessary approvals/permissions coming closure to start commercial production in the short span of time.

Further, sincere efforts of your Company are continue to set up mineral based Industry in Madhya Pradesh to use explored minerals from its own mines in future.

Better profitability and turnover is expected from these activities in future.

Real Estate Business

The integrated township project ''Active Acres'' at Kolkata launched few years back by M/s. Mahakosh Property Developers, a partnership firm wherein your Company is partner with major stake, is continuously getting good response from all segments of public even in the phase of recession period in the Real Estate Sector, where, out of completed 4 towers and 1 tower under construction, booking of about 75% of the residential units has been done and more than 100 families have started living in township, which is a good sign of your Company''s reputation and sustainability which will result in good profits in the years to come.

FOREIGN EXCHANGE EARNINGS

Your Company remains committed to enlarge foreign exchange earnings. During the year under review, your Company''s earnings from export on FOB basis were Rs. 8,927.26 lacs.

Company is targeting other countries with additional dairy products and agri-commodities on opportunity basis to increase its foreign earnings.

PUBLIC DEPOSITS

The Company has not accepted any deposits from the public during the year under review.

INSURANCE

All properties and insurable interests of the Company including Building and Plant & Machinery have been adequately insured.

PARTICULARS OF EMPLOYEES

None of the employees of the Company was drawing remuneration in excess of the limits prescribed under the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information as per section 217(1)(e) read with Companies (Disclosures of Particulars in the report of Board of Directors) Rules, 1988 are given in the Annexure ''A'' forming part of this Report.

HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year. The Board wishes to place on record their sincere appreciation to the co- operation extended by all the employees in maintaining cordial relations.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

DIRECTOR''S RESPONSIBILITY STATEMENT

The Company is in compliance with various accounting and financial reporting requirements in respect of the financial statement for the period under review. Pursuant to section 217(2AA) of the Companies Act, 1956 and in respect of the annual accounts for the period under review, the Director hereby confirms that:

a. In the preparation of the annual accounts, the applicable accounting standards had been followed.

b. Appropriate accounting policies have been selected and applied consistently and made judgments and estimates that 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 or loss of the Company for that period;

c. Proper and sufficient care for 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 have been taken to the best of their knowledge and ability.

d. The annual accounts have been prepared on a "going concern basis".

DIRECTORS

Mr. Vijay Rathi, Director of the Company retires by rotation in accordance with the provisions of the Articles of Association of the Company and being eligible offer himself for reappointment.

The Board of Directors at their meeting held on 06th June, 2013 reappointed Mr. Suresh Chandra Shahra as Managing Director of the Company for a period of 5 years with effect from 1st August, 2013. The Board of Directors recommends his re-appointment.

AUDITORS & AUDITORS REPORT

The Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retire at the forthcoming Annual General Meeting and are eligible for re-appointment. The notes referred to by the Auditors in their Report are self explanatory and hence do not require any explanation.

COST AUDIT

Pursuant to the circular dated 24th January, 2012 of the Ministry of Corporate Affairs, your Company has appointed M/s K.G. Goyal & Co., Cost Accountants, (Firm Registration no. 00017) as Cost Auditor for the year 2012-13, with the consent of the Central Government, for the audit of cost accounts maintained by the Company.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the employees of the Company for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continuous support given to the Company and their confidence in the management.

For and on behalf of the Board of Directors

For and on behalf of the Board of Directors

MANISH SHAHRA SURESH CHANDRA SHAHRA

Jt. Managing Director Managing Director

Place : Indore

Dated: 31st August, 2013


Mar 31, 2012

The Directors have pleasure in presenting Thirty Sixth Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2012.

FINANCIAL RESULTS

The Performance of the Company for the financial year ended on 31 March, 2012 is summarized below:

(Rs. in Lacs)

Particulars 2011-12 2010-11

Sales and other Income 1,65,869.42 1,30,830.07

Gross Profit 2,175.53 2,123.60

Depreciation 564.09 495.77

Profit before tax 1,611.44 1,627.83

Provision for Taxation for the year (220.00) (410.00)

Provision for Deferred Taxation for the year (59.29) (136.44)

Income tax for earlier years (net) (7.77) (72.19)

Profit after Taxation 1,324.38 1,009.20

Balance brought forward from previous year 10,697.83 9,688.63

Amount Available for Appropriation 12,022.21 10,697.83

Transfer to General Reserve Proposed Dividend on Equity Shares Tax on Dividend Surplus carried to Balance Sheet 12,022.21 10,697.83

DIVIDEND

Your Company is exploring business opportunities for implementing the expansion plans of the existing businesses and few years back has diversified in mining and mineral based new projects which requires substantial capital investment, therefore it is necessary to conserve the funds to meet these investment opportunities, which your Board believes would enhance the shareholders wealth in the long term. Thus, your Board has not recommended any dividend for the financial year 2011-12.

OPERATIONS

The overall performance of the Company showed remarkable improvement as compared to the previous year. The Company achieved turnover & other income of Rs. 1,65,869.42 Lacs with around 27% growth as compared to previous year however due to increased cost of raw material and other variable costs of Operating profit has increased only by 2.45% at Rs. 2,175.53 Lacs and Net profit increased handsomely by 31.23% at Rs. 1,324.38 Lacs during the year under review.

Management of the Company under the direction of your Board of Directors is continued in achieving the targets of cutting down the cost of operations and getting efficiency in this areaby using better & alternated resources/means.

BUSINESS EXPANSION & DIVERSIFICATION

Mining Business

On the front of newly diversified business of mining the year under review has remained productive one wherein after getting final approval of Ministry of Mines, Government of India for earlier recommended mining concessions, your Company has aggressively applied for various procedural formalities which includes prospecting work of allotted area, application before Ministry of Environment & Forest, submission of draft mining plan to Indian Bureau of Mines and various other field work formalities, however start of functioning from allotted mines needs to comply with various lengthy procedural formalities but

with our sincere and aggressive efforts towards these we expect to complete all the formalities in a further period of one year from the date hereof.

Further your Company is also very enthusiastic to set up mineral based industry in Madhya Pradesh to process minerals to be explored from its own mines. Land has been indentifiedattwo locations and project work shall startinnear future.

Better profitability and turnover is expected from these activities in future.

Real Estate Business

The integrated township project named 'Active Acres' at Kolkata launched few years back by Mahakosh Property Developers a partnership wherein your Company is a partner with major stake is continued to acknowledge great response from all segments which can be seen in the form of encouraging bookings even in the tight phase in the Real Estate Sector, which is a good sign of your Company's reputation and sustainability which will result in good profits in the years to come. Further the Company has also been allotted land by the Maharashtra Industrial Development Corporation at Butibori Industrial Area in Nagpur and also acquired land near to Kolkata Leather Complex, KITP, Gangapur, West Bengal where also your Company is keen to set up an IT project under oneofits sole proprietary concern M/s Ruchi Infosystems.

New Dairy Plant

A new Milk processing plant with capacity to produce 30 Tons Milk Powder per day by processing 4 Lacs litres per day commissioned at Dewas (MP) is running successfully. This plant has provided great opportunities of exports available in Milk Powder business to your Company after recently lifting of ban on skimmed milk powder by the Govt. of India, resulting in good profits inthe yearstocome.

Your Company is also planningtosetup anew dairy plant at Etah for better quality ofmilk powder to cater northern and north-east part of the Country.This plant is expected to be operational by April 2013.

In addition tothis, your Companyis enthusiastically keepingawatch on the southern and the eastern regionsofIndia for setting up few more dairy plants tocover these regions whereweare sure that the productsofthe Company shallbetaken hand tohand.

FOREIGN EXCHANGE EARNINGS

Your Company remains committed toenlarge foreign exchange earnings. During the year under review, your Company's earnings from exportofAgri-commodities onFOB basis were Rs. 8,922.57 lacs.

Company is targeting other countries with additional dairy products and agri-commodities on opportunity basis to increase its foreign earnings.

PUBLICDEPOSITS

The Company has not accepted any deposits from the public during the year under review.

INSURANCE

All properties and insurable interestsofthe Company including Building and Plant & Machinery have been adequately insured.

PARTICULARS OF EMPLOYEES

None of the employees of the Company was drawing remuneration in excess of the limits prescribed under the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information as per section 217(1)(e) read with Companies (Disclosures of Particulars in the report of Board of Directors) Rules, 1988 are given intheAnnexure 'A' forming part ofthis Report.

HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year.The Board wishesto placeonrecord their sincere appreciation tothe co- operation extended byall the employees inmaintaining cordial relations.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors' certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

DIRECTOR'S RESPONSIBILITY STATEMENT

The Company is in compliance with various accounting and financial reporting requirements in respect of the financial statement for the period under review. Pursuant to section 217(2AA) of the Companies Act, 1956, and in respect of the annual accounts for the period under review, the Directors hereby confirm that:

a. In the preparation of the annual accounts, the applicable accounting standards had been followed.

b. Appropriate accounting policies have been selected and applied consistently and made judgments and estimates that 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 or loss of the Company for that period;

c. Proper and sufficient care for 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 have been taken to the best of their knowledge and ability.

d. The annual accounts have been prepared on a "going concern basis".

DIRECTORS

Mr. Kailash Chandra Shahra and Mr. Kamal Kumar Gupta, Directors of the Company retires by rotation in accordance with the provisions of the Articles of Association of the Company and being eligible offer themselves for reappointment.

Mr. Praveen Sethia has resigned from the Directorship of the Company on 19.04.2011. Mr. PD. Nagar has resigned from the Directorship of the Company on 01.01.2012. The Board appreciates the valuable services rendered by Mr. Praveen Sethia and Mr. P.D. Nagar during their association with your Company.

The Members of the Company in the Annual General Meeting held on 30.09.2011 reappointed Mr. Manish Shahra as the Joint Managing Director of the Company for a period of 5 years with effect from 1 July, 2011 and Mr. Ashok Trivedi as the Whole-time Director of the Company for aperiod of 5 years with effect from 1 April, 2011.

Mr. Vijay Rathi was appointed as an Additional Director of the Company w.e.f 02.04.2012 and who holds office upto the ensuing Annual General Meeting. The Company has received a notice u/s 257 of the Companies Act, 1956 together with the requisite deposit from a shareholder and proposes to appoint him as a Director of the Company liable to retire by rotation.

AUDITORS & AUDITORS REPORT

The Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retire at the forthcoming Annual General Meeting and are eligible for re-appointment. The notes referred to by the Auditors in their Report are self explanatory and hence do not require any explanation.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the employees of the Company for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continuous support given to the Company and their confidence in the management.

For and on behalf of the Board of Directors For and on behalf of the Board of Directors

(MANISH SHAHRA) (SURESH CHANDRA SHAHRA)

Jt. Managing Director Managing Director

Place : Indore

Dated : 3rd September, 2012


Mar 31, 2011

Dear Shareholders,

The Directors have pleasure in presenting Thirty Fifth Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2011.

FINANCIAL RESULTS

The Performance of the Company for the financial year ended on 31st March, 2011 is summarized below:

(Rs.in Lacs)

Particulars 2010-11 2009-10

Sales and other Income 1,27,883.01 1,22,327.59

Gross Profit 2,123.60 1,908.18

Depreciation 495.77 387.83

Profit before tax 1,627.83 1,520.36

Provision for Taxation for the year (410.00) (360.00)

Provision for Deferred Taxation for the year (136.44) (50.67)

Income tax for earlier years (net) (72.19) (3.63)

Profit after Taxation 1,009.20 1,106.06

Balance brought forward from previous year9,688.63 9,276.75

Amount Available for Appropriation 10,697.83 10,382.81

Transfer to General Reserve -- 500.00

Proposed Dividend on Equity Shares -- 166.52

Tax on Dividend -- 27.66

Surplus carried to Balance Sheet 10,697.83 9,688.63

DIVIDEND

Your Company is exploring business opportunities for implementing the expansion plans of the existing businesses and recently diversified mining and mineral based new projects by itself and through its associates, therefore it is necessary to conserve the funds to meet these investment opportunities, which your Board believes would enhance the shareholders' wealth in the long term. Thus, your Board has not recommended any dividend for the financial year 2010-11.

OPERATIONS

The overall performance of the Company showed significant improvement as compared to the previous year. The Company achieved turnover of Rs. 1,27,883.01 Lacs with around 4.5% growth as compared to previous year. Operating profit has increased by 11.27% at Rs. 2,123.60 Lacs but Net Profit decreased by 8.76% at Rs. 1,009.20 Lacs during the year under review.

Management of the Company under the direction of your Board of Directors is continued in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means.

BUSINESS EXPANSION & DIVERSIFICA TION

Mining Business

On the front of recently diversified business of mining, the year under review has remained very productive as apart from getting final approval of Ministry of Mines, Government of India for earlier recommended mining concessions at Miragpur (M.P.) & Mahadulla (Mh.), your Company also got approval of one more Manganese mine at Nandia Loharpura (M.P.). Functioning from the aforesaid allotted Manganese mines can be started only after clearing various procedural formalities and grant of relevant permissions & approvals. However, we expect to complete all the formalities within a span of next one year from the date hereof.

Further your Company is also very keen to set up mineral based industry in Madhya Pradesh to process minerals to be explored from its own mines. Land has been identified at two locations and project work shall start in near future.

Better profitability and turnover is expected from these activities in future.

Real Estate Business

The integrated township project 'Active Acres' at Kolkata launched in 2008 by Mahakosh Property Developers, a partnership wherein your company is a major partner is continuously getting good response from all segments of society being offered at very competitive rates at the best location. Overwhelming response of the project is a good sign of your Company's reputation and sustainability which will result in ample profits in the years to come. Further the Company has also been allotted land by the Maharashtra Industrial Development Corporation at Butibori Industrial Area in Nagpur and also acquired land near to Kolkata at Kolkata Leather Complex, KITP, Gangapur, West Bengal where also your Company is keen to set up an IT project under one of its sole proprietary concern M/s. Ruchi Infosystems.

New Dairy Plant

A new Milk Processing plant with capacity to produce 30 Tons Milk Powder per day by processing 4 Lacs liters per day has been commissioned successfully at Dewas (M.P.) with total investment of around Rs. 22 crores. The commercial production from the said plant is being taken successfully. This plant provides great opportunities of exports available in Milk Powder business to your Company resulting in good profits in the years to come.

In addition to that your Company is enthusiastically eying the southern and the eastern region of the India for setting up few more dairy plants to cover these regions where we are sure that the products of the Company shall be taken hand to hand.

FOREIGN EXCHANGE EARNINGS

Your company remains committed to enlarge foreign exchange earnings. During the year under review, your company's earnings from export of goods on FOB basis was Rs. 4,556.79 lacs earned through export of Agri-Commodities.

Company is targeting other countries with additional dairy products and agri-commodities on opportunity basis to increase its foreign earnings.

PUBLIC DEPOSITS

The Company has not accepted any deposits from the public during the year under review.

INSURANCE

All properties and insurable interests of the Company including Building and Plant & Machinery have been adequately insured.

PARTICULARS OF EMPLOYEES

None of the employees of the Company was drawing remuneration in excess of the limits prescribed under the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information as per section 217(1)(e) read with Companies (Disclosures of Particulars in the report of Board of Directors) Rules, 1988 are given in the Annexure 'A' forming part of this Report.

HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year. The Board wishes to place on record their sincere appreciation to the co- operation extended by all employees in maintaining cordial relations.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors' certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

DIRECTOR'S RESPONSIBILITY STATEMENT

The Company is in compliance with various accounting and financial reporting requirements in respect of the financial statement for the period under review. Pursuant to section 217(2AA) of the Companies Act, 1956, and in respect of the annual accounts for the period under review, the Director hereby confirms that:

a. In the preparation of the annual accounts, the applicable accounting standards had been followed.

b. Appropriate accounting policies have been selected and applied consistently and made judgments and estimates that 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 or loss of the Company for that period;

c. Proper and sufficient care for 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 have been taken to the best of their knowledge and ability.

d. The annual accounts have been prepared on a "going concern basis";

DIRECTORS

Mr. Ashok Mehta, Director of the Company retires by rotation in accordance with the provisions of the Articles of Association of the Company and being eligible offer themselves for reappointment.

Mr. Praveen Sethia who was appointed as Director of the Company w.e.f. 01.07.2010, has resigned from the Directorship of the Company on 19.04.2011. Mr. Deepakk Goyal has resigned from the Directorship of the Company on 07.02.2011. Mr. Shashi Kumar has resigned on 08.05.2010 and Mr. Surpalsinh Jhala has resigned on 10.07.2010. The Board appreciates the valuable services rendered by Mr. Praveen Sethia, Mr. Deepakk Goyal, Mr. Shashi Kumar and Mr. Surpalsinh Jhala during their association with your Company.

The Board of Directors at their meeting held on 15th June, 2011 reappointed Mr. Manish Shahra as the Joint Managing Director of the Company for a period of 5 years with effect from 1st July, 2011 and Mr. Ashok Trivedi as the Whole-time Director of the Company for a period of 5 years with effect from 1st April, 2011. Your Company recommends their re-appointment.

Mr. Kamal Kumar Gupta was appointed as Additional Director of the Company w.e.f. 10.08.2011 and who holds office upto the ensuing Annual General Meeting. The Company has received a notice u/s 257 of the Companies Act, 1956 together with the requisite deposit from a shareholder and proposes to appoint him as a Director of the Company liable to retire by rotation.

AUDITORS & AUDITORS REPORT

The Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retire at the forthcoming Annual General Meeting and are eligible for re-appointment. The notes referred to by the Auditors in their Report are self explanatory and hence do not require any explanation.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the Company's employees for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continues support given by them to the Company and their confidence in the management.

For and on behalf of the Board of Directors

(MANISH SHAHRA) (SURESH CHANDRA SHAHRA)

Jt. Managing Director Managing Director

Place : Indore

Dated: 3rd September, 2011


Mar 31, 2010

The Directors have pleasure in presenting Thirty Fourth Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31 st March, 2010.

Financial Results

The Performance of the Company for the Financial Year ended on 31 st March, 2010 is summarized below:



(Rs.in Lacs)

Particulars 2009-10 2008-09

Sales and other Income 1,22,327.59 1,02,097.75

Gross Profit 1,908.18 1,799.76

Depreciation 387.83 354.49

Profit for the year 1,520.36 1,445.27

Profit before tax 1,520.36 1,445.27

Provision for Taxation for the year (360.00) (400.00)

Provision for Fringe Benefit Tax - (19.00)

Provision for Deferred Taxation for the year (50.67) (120.70)

Income Tax for earlier years (net) (3.63) 173.23

Profit after Taxation 1,106.06 1,078.80

Balance brought forward from previous year 9,276.75 8,419.74

Amount Available for Appropriation 10,382.81 9,498.54

Transfer to General Reserve 500.00 26.97

Proposed Dividend on Equity Shares 166.52 166.52

Tax on Dividend 27.66 28.30

Surplus carried to Balance Sheet 9,688.63 9,276.75





DIVIDEND

Your Directors are pleased to recommend Dividend of 6% (Rs 0.60/- per equity share) for the year ended 31st March, 2010 on Equity Share Capital of Rs. 27.75 Cr. involving an outgo of Rs. 166.52 Lacs. Additionally, Dividend Distribution Tax will involve an outlay of Rs. 27.66 Lacs.

OPERATIONS

The overall performance of the Company showed significant improvement as compared to the previous year. The Company has achieved turnover of Rs. 1,223 Crores with around 20% growth as compared to previous year. Operating Profit & Net profit also increased by 6% at Rs. 1,908.18 Lacs by 2.5% at Rs. 1,106.06 Lacs respectively during the year under review.

Management of the Company under the direction of your Board of Directors is continues in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means.

BUSINESS EXPANSION & DIVERSIFICATION

MINING BUSINESS

On the front of recently diversified business of mining the year under review has remained very fruitful and two Mining Concessions have been allotted to your Company in which the First is as Mining Lease at Miragpur Dist. Balaghat (MP) and the Second as Prospecting License at Mahadula (Mahashtra). We expect to start functioning after various procedural formalities and permissions are granted. Based on sound financial background and captive usage of minerals in the industry being projected by the Company, we expect to get allotment of Manganese Ore mines at other places also.

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 or loss of the Company for that period;

c. Proper and sufficient care for 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 have been taken to the best of their knowledge and ability.

d. The annual accounts have been prepared on a "Going Concern Basis".

DIRECTORS

Mr. Kailash Chandra Shahra and Mr. P.D. Nagar, Directors of the Company retire by rotation in accordance with the provisions of the Articles of Association of the Company and being eligible offer themselves for reappointment.

Mr. Shashi Kumar and Mr. Surpalsinh Jhala have been appointed as Additional Directors of the Company w.e.f 19.02.2010. Mr. Ashok Phadnis has resigned from the Directorship of the Company on 10.03.2010. Due to adverse health conditions Mr. Shashi Kumar and Mr. Supralsinh Jhala have resigned from the Directorship on 08.05.2010 and 10.07.2010 respectively. The Board appreciates the valuable services rendered by Mr. Shashi Kumar, Mr. Surpalsinh Jhala and Mr. Ashok Phadnis during their association with your Company.

Mr Praveen Sethia was appointed as Additional Director of the Company w.e.f. 01.07.2010 and who holds office upto the ensuing Anneal General Meeting. The Company has received a Notice u/s 257 of the Companies Act, 1956 together with the requisite deposit from a shareholder and proposes to appoint him as a Director of the Company liable to retire by rotation.

AUDITORS & AUDITORS REPORT

Thi1 Auditors M/s. Ashok Khasgiwala & Co., Chartered Accountants, retires at the forthcoming Annual General Meeting and is eligible for re-appointment. The notes referred to by the Auditors in their Report are self explanatory and hence do not require any explanation.

SUBSIDIARY COMPANIES:

The Company had following subsidiaries as on 31 st March, 2010:

1. Anik Energy Pvt. Ltd.

2. Anik Ferro-Alloys Pvt. Ltd.

However due to no business activity in both the subsidiary companies during the Financial Year 2009-10 the financial results of both the companies have not been consolidated.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the Companys employees for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continuous support given by them to the Company and their confidence in the management.



For and on behalf of the Board of Directors For and on behalf of the Board of Directors

(MANISH SHAHRA) (SURESH CHANDRA SHAHRA)

Jt. Managing Director Managing Director



Dated: 3rd September, 2010 Place : Indore

 
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