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Directors Report of Avanti Feeds Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their 22nd Annual Report together with the Audited Financial Statements of your Company and its subsidiary for the year ended 31st March, 2015.

1. Financial summary or highlights:

The summarized standalone and consolidated results of your Company and its subsidiary are given in the table below:

(Rs. in Lacs) Particulars Standalone

31/03/2015 31/03/2014

Total Income 1,78,527.80 1,13,528.81

Profit/(loss) before Interest,

Depreciation & Tax (PBITDA) 19,039.35 11,421.59

Finance Charges 175.00 349.96

Depreciation 879.67 553.74

Provision for Income Tax

(including for earlier years) 6,326.82 3,542.89

Net Profit/(Loss) After Tax 11,657.86 6,975.00

Profit/(Loss) brought forward

from previous year 10,395.51 5,728.35

Profit/(Loss) carried to Balance Sheet 17,847.03 10,409.34

Particulars Financial Year ended

Consolidated

Total Income 31/03/2015 31/03/2014

Profit/(loss) before Interest, 1,78,527.80 1,13,528.81

Depreciation & Tax (PBITDA)

Finance Charges 18,973.70 11,488.06

Depreciation 175.00 349.96

Provision for Income Tax 879.67 553.74

(including for earlier years)

Net Profit/(Loss) After Tax 6,326.82 3,542.89

Profit/(Loss) brought forward 11,592.21 7,041.47

from previous year

Profit/(Loss) carried to Balance Sheet 10,720.81 5,987.19

18,106.68 10,734.65

2. Summary of Operations & State of Company's affairs:

The Profit for the year under consideration i.e. 2014-15, before depreciation, finance charges and tax is Rs.19,039.35 lacs as compared to a profit of Rs. 11,421.59 lacs in the previous financial year. The Profit for the year after tax is Rs. 11,657.86 lacs as against a Profit of Rs. 6,975.00 lacs during the previous financial year.

For the fifth consecutive year there was overall increase in the shrimp culture both in terms of water spread area and stocking density, mainly because of success of Vannamei shrimp culture. Your directors are glad to inform that your Company's Shrimp Feed sales grew by 56% in quantitative terms. Your Company's high quality of shrimp feed and technical support to the farmers by educating them with best culture practices has made our feed one of the most preferred feed by the farmers. The year 2014-15 ended with shrimp feed sales at 2,33,489 MT, an increase of 83,598 MT as compared to previous financial year .

The shrimp processing and export division sales recorded export of 3,409 MT as against 3,289 MT in the previous year. During the year US authorities started checking each container exported to their country for presence of antibiotic residues. Because of stringent checking there were inordinate delays in clearing of the goods with additional expenditure to the exporters. Due to this, your Company could not show improvement in its operations in this division.

The four wind mills of your Company located in Karnataka State with a total capacity of 3.2 MW have generated 55.41 lakh units as against 62.39 lakh units in the previous year. The fall in generation is due to reduced wind velocity during the year. The power generated during the year was sold to Karnataka Power Transmission Corporation Limited under PPA.

No material changes and commitments have occurred after the close of the financial year till the date of this report which effect the financial position of the Company.

During the year under review, there is no change in nature of the business of the Company. The affairs of the Company are conducted in accordance with the accepted business practices and within the purview of the applicable legislations.

3. Share Capital:

As on 31st March, 2015, the issued, subscribed and paid up share capital of your Company stood at Rs.9,08,30,420./-, comprising 90,83,042 equity shares of Rs.10/- each.

4. Dividend:

Your Directors have recommended a dividend of Rs.27.50 ps per equity share of Rs.10/- each fully paid up, for the Financial Year 2014-15. The dividend if declared by the Members at the 22 nd Annual General Meeting to be held on 8th August, 2015, will be paid on or before 23 rd August, 2015.

5. Reserves:

The Company proposes to transfer Rs.1200 lakhs to the General Reserve out of the Profits available for appropriation.

6. Composition of the Board and details of Board meetings:

Sl Name Designation No

1 Sri A. Indra Kumar Chairman & Managing Director

2 Sri C. Ramachandra Rao Joint Managing Director, Company Secretary & Chief Financial Officer

3 Sri N. Ram Prasad Director

4 Sri A.V. Achar Independent Director

5 Sri B.V. Kumar Independent Director

6 Sri M.S.P Rao Independent Director

7 Sri K. Ramamohana Rao Independent Director

8 Sri N.V. D.S. Raju Independent Director (from 11.3.2015)

9 Smt. K. Kiranmayee Independent Director (from 11.3.2015)

10 Sri Bunluesak Sorajjakit Director

11 Sri Wai Yat Paco Lee Director

12 Sri J.S.V Prasad, IAS Nominee Director (Nominee of [from 15.12.2014] Andhra Pradesh Industrial Development Corporation Ltd)

13 Smt. Anita Rajendra,IAS Nominee Director (Nominee of (upto 15.10.2014) Andhra Pradesh Industrial Corporation Limited)

6.1 Number of Board Meetings:

During the year 2014-15, Four Board meetings were held. The details are as under:

Sl Date of the meeting No. of Directors attended No the meeting

1 30.05.2014 6

2 02.08.2014 9

3 08.11.2014 7

4 31.01.2015 8

6.2 Committees of the Board:

The details of the Committees of the Board viz., Audit Committee, Nomination and Remuneration Committee Stakeholders Relationship Committee and Share Transfer Committee are reported in the Report on Corporate Governance which forms part of the Board's Report.

6.3 Meeting of Independent Directors:

The details on the separate meeting of the Independent Directors is reported in the Report on Corporate Governance which forms part of the Board's Report.

6.4 Familiarization Programme for Independent Directors:

The details of the familiarization programme for the Independent Directors is reported in the Report on Corporate Governance which is attached to the Board's Report.

7 . Changes in Directors and Key Managerial Personnel:

During the year under review, Andhra Pradesh Industrial Development Corporation Limited has withdrawn the nomination of Smt. Anita Rajendra IAS on 15.10.2014 and appointed Sri J.S. V Prasad, IAS on 15.12.2014. The Board placed on record its appreciation for the contribution and guidence provided by Smt. Anita Rajendra, IAS during her tenure as director.

The Board appointed Sri N.V.D.S. Raju and Smt. K. Kiranmayee as additional directors who would also be Independent Directors with effect from 11.3.2015, subject to approval of members.

The above additional Directors will hold office pursuant to Section 161 (1) of the Companies Act, 2013 upto the date of ensuing Annual General Meeting. The Company has received notices in writing from members along with deposit of requisite amount under Section 160 of the Companies Act, 2013 proposing the candidatures of Sri. N.V.D.S. Raju and Smt. K. Kiranmayee for the office of Directors.

In the opinion of the Board Sri. N.V.D.S.Raju and Smt. K.Kiranmayee fulfil the conditions for appointments as Independent Directors as specified under the Companies Act, 2013 and Listing Agreement. Sri. N.V.D.S.Raju and Smt. K. Kiranmayee are independent of management. The resolutions for the appointment of above individuals as Independent Directors w.e.f. 11th March, 2015 are proposed for consideration and approval by the members at the ensuing AGM.

In terms of Article 105 and 106 of the Articles of Association of the Company Mr.Bunluesak Sorajjakit and Mr.Wai Yat Paco Lee retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment . The resolution to that effect are prepared for consideration and approval by the members at the ensuing AGM.

Mr. C. Ramachandra Rao, Joint Managing Director and Company Secretary is the Chief Financial Officer with effect from 01.10.2014.

8. Change of Registered Office:

The members of the Company approved the Shifting of Registered Office from Hyderabad, Telangana State to Visakhapatnam, Andhra Pradesh, by alteration of the situation clause of the Memorandum of Association of the Company, by way Special Resolution through Postal Ballot on 31.07.2014. The Company submitted Petition to Regional Director, South East Region (SER), Ministry of Corporate Affairs (MCA), Hyderabad for confirmation of alteration of Memorandum of Association. The Regional Director, SER, MCA , Hyderabad vide his order dated 30.10.2014 confirmed the alteration of situation clause of the Memorandum of Association as approved by the Members. The order of the Regional Director was filed with the Registrar of Companies and the order was registered by Registrar of Companies, Hyderabad on 05.12.2014.

The Registered Office of the Company is situated at Plot No.3, House No.3, Baymount, Rushikonda, Visakhapatnam-530045, Andhra Pradesh. The Corporate Office of the Company is situated at No.G-2, Concorde Apartments, 6.3.658, Somajiguda, Hyderabad.500 082, Telangana State.

9. Listing at National Stock Exchange:

The Company's shares were listed at Bombay Stock Exchange and Madras Stock Exchange. By virtue of listing at Madras Stock Exchange the shares of the Company are traded under "permitted to trade category" at National Stock Exchange(NSE). NSE vide their circular dated 06.01.2015 had withdrawn the permission to trade the shares due to de-recognition of Madras Stock Exchange by Securities and Exchange Board of India. The Company applied for Listing of equity shares with NSE, Mumbai and the NSE approved the listing and admitted dealings in equity shares w.e.f. 15.4.2015. Consequently, the equity shares of the Company are listed and traded presently at Bombay Stock Exchange and National Stock Exchange.

10. Change of address of Registrars and Transfer Agents to the new premises:

The Registrars and Transfer Agents i.e. Karvy Computershare Private Limited shifted their office to the new premises at Hyderabad with effect from 01.04.2015. The new address of the Registrars and Transfer agents is as under:

Karvy Computershare Private Limited

Karvy Selenium Tower-B, Plot No. 31 & 32, Financial District, Gachibowli, Nanakramguda, Serilingampally Hyderabad 500 008, India Phone No.: 040-67162222 Fax: 040-23001153 Email id: einward@ris@ karvy.com Website: www.karvycomputershare.com

11. Extract of Annual Return:

Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, extract of annual return enclosed at Annexure-1.

12. Directors' Responsibility Statement:

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your Directors confirm that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the directors had 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 the financial year and of the Profit and Loss of the Company for that period;

(c) the directors had 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;

(d) the directors had prepared the annual accounts on a going concern basis;

(e) the directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

13. Internal financial controls:

The internal financial controls with reference to the Financial Statements for the year ended 31st March, 2015 commensurate with the size and nature of business of the Company.

The measures implemented for internal financial controls include Multiple authority levels for approval of expenditures, budgetary controls, concurrent internal audit etc.

14. Declaration by Independent Directors:

Sri A.V Achar, Sri B.V. Kumar, Sri M.S.P Rao, Sri K. Ramamohana Rao, Sri N.V.D.S. Raju and Smt. K. Kiranmayee are Independent Directors on the Board of your Company. In the opinion of the Board and as confirmed by these Directors, they fulfil the conditions specified in section 149(6) of the Act and the Rules made thereunder about their status as Independent Directors of the Company.

15. Policy on directors' appointments and Remuneration including Criteria for determining qualifications, positive attributes etc. :

The details of Policy on directors appointment and Remuneration (i.e. Nomination and Remuneration Policy), criteria for determining qualifications, positive attributes, independence of directors are included in Report on Corporate Governance forming part of the Board's Report.

Further, the information about the elements of remuneration package of individual directors is provided in the extract of the Annual Return in Form MGT-9 enclosed at Annexed-1 of Board's Report.

16. Statutory Auditors, their Report and Notes to Financial Statements:

At the 21st Annual General Meeting of the Company held on 2nd August, 2014, M/s. Karvy & Company, Chartered Accountants Hyderabad have been appointed as Statutory Auditors of the Company for a period of three years i.e. (2014-15,2015-16 and 2016-17). The ratification of appointment M/s Karvy & Company, Chartered Accountants as Statutory Auditors for the year 2015-16 is proposed at the ensuing AGM.

Further, the report of the Statutory Auditors along with notes to Schedules are annexed to this report.

17. Secretarial audit:

In terms of Section 204 of the Companies Act 2013 and the Rules made thereunder, M/s.V. Bhaskara Rao & Co., Hyderabad Practicing Company Secretary has been appointed as Secretarial Auditor of the Company for the year 2014-15, on a remuneration of Rs.1,00,000/- plus service tax as applicable and reimbursement of actual travel and out of pocket expenses. The report of the Secretarial Auditors is annexed to this Report.

18. Internal audit:

In terms of Sec.138 of the Companies Act, 2013 and the relevant Rules, the Company appointed Smt. Santhilatha, Chartered Accountant, an employee of the Company as Internal Auditor. The Internal Auditor directly reports to the Audit Committee.

19. Explanations on qualifications made by the Auditors:

There were no qualifications, reservations or adverse remarks or disclaimers made by (i) Statutory Auditors i.e. Karvy & Co., Chartered Accountants, Hyderabad, in their report and (ii) V Bhaskara Rao & Co., Practising Company Secretaries, Hyderabad in their Secretarial Audit Report.

20. Particulars of Loans, Guarantees or Investments:

The details of the Loans, Guarantees and Investments as on 31.03.2015 are as under :

a) Loans : NIL

b) Guarantees : NIL

c) Investments : The details of the investments as on 31.03.2015 are given at Note No.12 & 15 of

Notes to financial statements.

21. Particulars of contracts or arrangements with Related Parties:

The Company formulated the Policy on dealing with Related Party Transactions. The details of the policy are reported in the Report on Corporate Governance which forms part of this Report.

The details of contacts or arrangements with related parties made by the Company during the year 2014-15 is enclosed at Annexure-2 in form AOC-2.

22. Details of Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

(a) Conservation of Energy:

(i) the steps taken or impact on conservation of energy

Implemented programme for recording power consumption of individual machines and corrective action is taken wherever excess consumption is noticed.

VFD are installed at pallet mills in all the units of the Company. Potential changing of power connectivity at Unit -II from 11 kv to 33 kv completed.

CFL lights are replaced with LED lights.

(ii) the steps taken by the Company for utilizing alternate sources of energy

Solar lights are installed on trail basis in Gujarat plant.

(iii) the capital investment on energy conservation equipments

Rs. 79.70 lacs

(b) Technology absorption : Not Applicable

(c) Foreign Exchange Earnings and Outgo:

During the year under review, the total Foreign Exchange outgo was Rs.5,632.59 lacs and the total Foreign Exchange earned was Rs. 24,433.44 lacs.

23. Risk Management Policy:

In terms of the requirement of Section 134(3)(n) of the Companies Act 2013, the Company has developed and implemented the Risk Management Policy. Audit Committee and the Board reviews the same periodically. The details of the Policy are reported in the Report on Corporate Governance which forms part of the Board's Report.

24. Corporate Social Responsibility Committee:

The Corporate Social Responsibility (CSR) Committee constituted by the Board comprises following Members. Composition:

Sl. Name Designation Chairman/ Members No.

1 Sri A. Indra Kumar Chairman & Chairman Managing Director

2 Sri C. Ramachandra Rao Joint Managing Member & Director, Company Compliance Secretary & CFO Officer

3 Sri N. Ram Prasad Non-Executive Non-Independent Director Member

4 Sri A.V Achar Independent Member Director

5 Sri B.V. Kumar Independent Member Director

24.1 Terms of Reference:

The Committee is primarily responsible for formulating and recommending to the Board of Directors a Corporate Social Responsibility (CSR) Policy and monitoring the same from time to time, amount of expenditure to be incurred on the activities pertaining to CSR and monitoring CSR activities.

24.2 CSR Policy:

The CSR Committee has formulated and recommended to the Board, a CSR Policy indicating the activities to be undertaken by the Company, which has been approved by the Board. During the year 2014-15, a meeting of the Corporate Social Responsibility Committee was held on 31.1.2015.

As per the Sec.135(5), an amount of 2 percent of the average net Profits of the Company made during the three immediately preceding financial years which works out to Rs.135.86 lacs is to be spent towards Corporate Social Responsibility Activities. The Company has spent Rs.72.18 lacs towards the CSR activities in the financial year 2014-15. The details on CSR Policy developed and implemented by the Company is enclosed at Annexure-3 of Board's Report.

The Company is in the process of identifying suitable project(s) under CSR activity, as such the required amount could not be spent.

25. Manner in which formal annual evaluation has been made by the Board of its own performance and that of its Committees and Individual Directors:

Pursuant to the provisions of the Companies Act 2013 and Clause 49 of the Listing Agreement, the Board has carried out evaluation of (i) its own performance, (ii) the directors individually and (iii) working of its Committees. The manner in which the evaluation was carried out is reported in the Report on Corporate Governance forming part of this Report.

26. Statement containing salient features of financial statements of subsidiaries:

Pursuant to sub-section (3) of section 129 of the Act, the statement containing the salient features of the financial statements of Company's subsidiary and associate companies is enclosed at Annexure-4 of Board's Report.

The policy for determining material subsidiaries as approved, may be accessed at the Company's website: http://www.avantifeeds.com/Policies/ Policy%20on%20Material%20subsidiaries.pdf.

26.1 Report on the performance of Subsidiaries, Joint Ventures and associates:

The report on the business of the Subsidiary, Joint Venture and Associate companies as on 31.03.2015 is as follows:

26.2 Subsidiary:

Svimsan Imports and Exports Private Limited : No business activity.

26.3 Joint Ventures :

During the year under review there were no Joint Ventures.

26.4 Associate Companies:

1. Srivathsa Power Projects Private Limited:

The Company has a 17.2 MW gas based independent power project located at Razole, East Godavari District of Andhra Pradesh. Avanti Feeds Limited holds 49.99% of equity shares of the Company. The unit is not in operation since July, 2014, as gas supplies are stopped by Gas Authority of India Limited (GAIL) due to blast in their gas supply pipeline. The GAIL informed that they will be completing the laying of new pipeline by June, 2015 and gas supplies may resume from September, 2015. During the year 2014-15, the Company reported a turnover of Rs.436.53 lacs and a loss of Rs.164.53 lacs after charging interest and depreciation.

2. Patikari Power Private Limited:

The Company has a 16 MW Hydel Power Project in Himachal Pradesh. Avanti Feeds Limited holds 25.88% of equity shares of the Company. During the year 2014-15, the Company generated 62.85 lacs saleable energy units, yielding a gross sales income of Rs.1414.22 lacs and a net profit of Rs.86.61 lacs after charging interest, depreciation and tax.

26.5 Names of companies which have become or ceased to be subsidiaries, joint ventures or associate companies:

During the year under review, there were no companies which have become or ceased to be Subsidiaries, Joint Ventures or associate companies.

27. Deposits:

(a) Accepted during the year - NIL

(b) Remained unpaid or unclaimed as at the end of the year- NIL

(c) Whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and total amount involved

(i) At the beginning of the year - NIL

(ii) Maximum during the year- NIL

(iii) At the end of the year- NIL

27.1 Details of Deposits which are not in compliance with the requirements of Chapter V of Companies Act, 2013:

The Company has not accepted any deposits from the public and as such there were no deposits which are not in compliance with the requirements of Chapter V of the Companies Act 2013.

28. Significant and material orders passed by the regulators:

None of the orders passed by Court or Tribunal has impact on the going concern status of the Company or significant impact on Company's operations.

29. Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Company has in place an Anti Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The following is a summary of sexual harassment complaints received and disposed off during the year 2014-15:

No of complaints received: Nil.

No of complaints disposed off: Nil.

30. Corporate Governance:

As a listed Company, necessary measures are taken to comply with the Listing Agreement with the Stock Exchanges. Report on the Corporate Governance together with a certificate on compliance of Corporate Governance by Independent Auditors forms part of this Report.

31. Management Discussion & Analysis:

Management Discussion and Analysis Report is annexed which forms part of this Report.

32. Whistle Blower Policy:

The Company established Whistle Blower Policy for directors and employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the Company's code of conduct or ethics policy. The details are reported in the Report on Corporate Governance which forms part of this Report.

33. Remuneration of Directors:

The details of the remuneration paid to Sri A. Indra Kumar, Chairman and Managing Director and Sri C. Ramachandra Rao, Joint Managing Director are as under: (Rs. in Lacs)

A. Indra Kumar C. Ramachandra Rao

Pay 137.09 96.00

Exgratia 17.14 12.00

Perks 2.21 -

PF. Contribution 10.28 7.20

Super Annuation 11.04 9.25

Commission on Profits 786.16 589.62

Total : 963.92 714.07

34. Human Resources :

Your Company treats its human resources as one of its most important assets. Your Company continuously invests in attracting, retaining and development of talent on an ongoing basis. Your Company's thrust is on the promotion of talent internally through job rotation and job enlargement.

35. Particulars of Employees :

The statement containing particulars of employees as required under section 197(12) of Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 indicating (i) the ratio of remuneration of each director to the median employees remuneration and other details and (ii) statement showing the details of employees who are in receipt of remuneration of Rs.5,00,000 or more are given in the Annexure-5 forming part of this report.

Acknowledgments :

Your Directors take this opportunity to express their deep and sincere gratitude and appreciation for co-operation extended by the Governmental Agencies, Shareholders and Banks from time to time. Your Directors also place on record their appreciation for the contributions made by the employees through their dedication, hard work and commitment. Your Directors also convey thanks and appreciation to the valued customers and dealers for their continued patronage.

For and on behalf of the Board Avanti Feeds Limited

A. Indra Kumar DIN - 00190168 Date : 09.05.2015 Chairman & Managing Director Place : Hyderabad


Mar 31, 2013

To The Shareholders,

The Directors have immense pleasure in presenting their Twentieth Annual Report together with the Audited Accounts for the financial year ended 31st March, 2013. Your company has achieved highest ever turnover of Rs. 64,803.77 lacs and before tax profit of Rs. 4,414.81 lacs and profit after tax of Rs. 3,019.15 lacs for the year.

FINANCIAL PERFORMANCE:

(Rs. in Lacs)

2012-13 2011-12

Profit/(Loss) before Interest, Depreciation & Tax 5,250.52 4,717.86

Interest 337.33 314.44

Depreciation 498.38 400.42

Profit/(Loss) before Tax 4,414.81 4003.00

Provision for Income Tax &

Deferred Tax 1,395.66 1,195.98

Profit/(Loss) after Tax 3,019.15 2,807.02

Add: Balance brought

forward from Previous year 3,749.94 1,929.10

Profit/(Loss) available for

appropriation 6,769.09 4,736.12

APPROPRIATION:

Proposed Dividend on

equity shares 590.40 590.40

Corporate Dividend Tax 100.34 95.78

Transfer to General Reserve 350.00 300.00

Surplus carried to Balance

Sheet 5,728.35 3,749.94

OPERATIONS :

Income 65,061.82 39,676.76

Profit/(Loss) before Tax 4,414.81 4,003.00

FEED DIVISION :

Production (MTs) Shrimp Feed 1,05,422 59,230

Fish Feed 402 3,589

Sales (MTs) Shrimp Feed 1,02,988 59,838

Fish Feed 405 3,647

PROCESSING DIVISION :

Production (MTs) 2713 1,966

Export Sales :

Direct (MTs) 2551 2,102

The profit for the year under consideration i.e. 2012-13, before depreciation, interest and tax is Rs. 5,250.52 lacs as compared to a profit of Rs.4,717.86 lacs in the previous financial year. The profit for the year after tax is Rs.3,019.15 lacs as against a profit of Rs.2,807.02 lacs during the previous financial year.

For the third consecutive year, there was an overall increase in the shrimp culture both in terms of water spread area and stocking density of shrimp culture mainly because of success of Vannamei shrimp culture many farmers converted from Black Tiger shrimp cultivation to Vannamei shrimp cultivation. Remunerative international prices for shrimps has also encouraged new farmers in taking up the shrimp cultivation. Your directors are glad to inform that your company''s Shrimp Feed sales grew by 72%. Your Company''s high quality of shrimp feed and technical support to the farmers by educating them with best culture practices has made our feed one of the most preferred by the farmers. The year 2012-13 ended with shrimp feed sales at 1,02,988 MT, an increase of 43,150 MT as compared to previous financial year .

The shrimp processing and export division sales recorded export of 2551 MT as against 2102 MT in the previous year, registering an increase of 21%. During the first quarter of the year under consideration, renovation of processing plant was undertaken and higher capacity IQF machine was installed and commissioned.

The four windmills of your Company located in Karnataka State with a total capacity of 3.2 MW have generated 62.14 lac units as against 64.65 lac units generated during the previous year and power generated was sold to Karnataka Power Transmission Corporation Limited under PPA.

DIVIDEND:

Your Directors are pleased to recommend a dividend of Re.6.50 per equity share of Rs.10/- each for the financial year 2012-13 aggregating to Rs.590.40 lacs on 90,83,042 equity shares. The dividend if approved at the ensuing Annual General Meeting, will be paid to those shareholders whose name appears on the register of members of the Company on 22nd of July,2013.

CONSOLIDATED FINANCIAL STATEMENTS:

In accordance with the Accounting Standard AS-21 on Consolidated Financial Statements read with Accounting Standard AS-23 on Accounting for Investments in Associates and AS-27 on Financial Reporting of Interest in Joint Ventures, the audited Consolidated Financial Statements are provided in the Annual Report.

SUBSIDIARIES:

In accordance with the general circular No.2/2011 and Notification No. 51/12/2007-CL-III issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, Profit and Loss Account and other documents of the subsidiary company is not attached with the Balance Sheet of the Company. The Company will make available the Annual Accounts of the subsidiary company and the related detailed information to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary company will also be kept open for inspection at the Registered Office of the Company. The Consolidated Financial Statements presented by the Company include the financial results of its subsidiary company.

DIRECTORS:

During the year under review, Mrs. C. Mariamma, nominee of APIDC was appointed as a Director in place of Mr. M. Venkateswara Rao on 18.08.2012 as per APIDC''s letter dt.16/17.08.2012. Subsequently Mrs. Anita Rajendra, IAS was appointed as a Director in place of Mrs. C. Mariamma on 25.05.2013 as per APIDC''s letter dt. 10.05.2013.

In terms of Article 105 and 106 of the Articles of Association of the Company, Mr. M.S.P. Rao and Mr. K.Ramamohana Rao retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. Ordinary resolutions to that effect is propounded for the consideration and passing by the shareholders in ensuing AGM.

AUDITORS:

The Auditors M/s. Karvy & Co., Chartered Accountants will retire at the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment. Members are requested to consider their reappointment for the financial year ending 31st March, 2014 on a remuneration to be decided by the Board of Directors.

COST AUDIT:

In pursuance of Section 233(B) of the Companies Act and Notification dated 3rd June, 2011 of Ministry of Corporate Affairs, the Board of Directors have appointed M/s Sagar Associates, Chartered Accountants, Hyderabad to certify the compliance report in respect of the cost records for the year 2011-12. The cost Audit compliance report for the year ended 31st Mach, 2012 duly certified by the cost accountant was filed with the Central Government within the stipulated time. The cost auditors (represented by Sri E. Vidyasagar) attended the Audit Committee Meeting where cost audit compliance report was discussed.

The Board of Directors appointed M/s Sagar Associates, Cost Accountants, Hyderabad as Cost auditors to carry out the Audit of cost accounts of the company for the year 2012-13. The due date for filing the Cost Audit Report for the financial year 2012-13 is September, 30, 2013.

PARTICULARS OF EMPLOYEES:

A statement containing the particulars of employees as required under section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 is furnished in Annexure - 1.

CONSERVATION OF ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:

The details regarding conservation of energy, research and development, technology absorption, foreign earnings and outgo are furnished at Annexure - 2 pursuant to the provisions of Sec.217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Directors) Rules, 1998.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Your Directors hereby confirm and declare that:

(a) in the preparation of Annual Accounts, the applicable accounting standards have been followed;

(b) the accounting policies are consistently applied and reasonable, prudent judgments and estimates are made 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 Profits of the Company for that period ;

(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities ;

(d) the Directors have prepared the Annual Accounts on a going concern basis.

CORPORATE GOVERNANCE:

As a listed company, necessary measures are taken to comply with the Listing Agreement with the Stock Exchanges, report on the Corporate Governance together with a certificate of compliance from the Auditors, forms part of this report.

ACKNOWLEDGEMENTS:

Your Directors are pleased to place on record their gratitude and appreciation for co-operation extended by the Governmental Agencies, Shareholders and Banks from time to time. Your directors also place on record their appreciation for the contributions made by the employees through their dedication, hard work and commitment.Your Directors also convey thanks and appreciation to the valued customers and dealers for their continued patronage.

for and on behalf of the Board

Place: Hyderabad A. Indra Kumar C. Ramachandra Rao

Date : 25.05.2013 Managing Director Joint Managing Director &

Company Secretary


Mar 31, 2012

The Directors have immense pleasure in presenting Company's Nineteenth Annual Report together with the Audited Accounts for the financial year ended 31st March, 2012. Your company has achieved highest ever turnover of Rs. 39,341.48 lacs and before tax profit at Rs. 4,003.00 lacs and profit after tax at Rs.2,807.02 lacs for the year.

FINANCIALPERFORMANCE:

(Rs. in Lacs)

2011-12 2010-11

Profit/(Loss) before Interest, Depreciation & Tax 4,810.32 1,238.59

Interest 406.90 439.22

Depreciation 400.42 288.23

Profit/(Loss) before Tax 4,003.00 511.14

Provision for Income Tax & Deferred Tax 1,195.98 169.34

Profit/(Loss) after Tax 2,807.02 341.80

Add: Balance brought forward from Previous year 1,929.10 1,682.73

Profit/(Loss) available for appropriation 4,736.12 2,024.53

APPROPRIATION:

Proposed Dividend on equity shares 590.40 80.00

Corporate Dividend Tax 95.78 12.98

Transfer to General Reserve 300.00 30.00

Surplus carried to Balance Sheet 3,749.94 1,901.55

OPERATIONS :

Income 39,676.76 21,169.66

Profit/(Loss) before Tax 4,003.00 511.14

FEEDDIVISION :

Production (Mts)

Shrimp Feed 59,229.65 27,033.37

Fish Feed 3,589.05 10,097.80

Sales (Mts)

Shrimp Feed 59,837.64 26,641.73

Fish Feed 3,646.95 10,066.95

PROCESSING DIVISION :

Production (MTs) 1,966.44 1,449.90

Export Sales :

Direct (MTs) 2,101.93 1,327.00

The profit for the year under consideration i.e. 2011-12, before depreciation, finance charges and tax is Rs.4,810.32 lacs as compared to a profit of Rs. 1,238.59 lacs in the previous financial year. The profit for the year after tax is Rs. 2,807.02 lacs as against a profit of Rs.341.80 lacs during the previous financial year.

For the second consecutive year there was overall increase in the shrimp culture both in terms of water spread area and density of culture by around 25% mainly because of success of Vannamei shrimp culture many farmers converted from Black Tiger shrimp cultivation to Vannamei shrimp cultivation The improvement in the international prices for shrimps has also encouraged new farmers in taking up the shrimp cultivation. Your directors are glad to inform you that as against the estimated shrimp culture growth of 25%, your company's Shrimp Feed sales grew by 125%. Your Company's high quality of shrimp feed and technical support to the farmers by educating them with best culture practices, has made our feed the most preferred by the farmers. The year 2011-12 ended with shrimp feed sales at 59,838 MT, an increase of 33,196 MT as compared to previous financial year.

The shrimp processing and export division sales recorded export of 2,102 MT, an increase of 775 MT as compared to previous financial year. The demand for shrimp in international markets is slowly improving with slow and steady economic recovery in USA.

The four windmills of your company located in Karnataka State with a total capacity of 3.2 MW have generated 64.65 lac units and power generated was sold to Bengalore Electricity Supply Company Limited under PPA.

AMALGAMATION OF AVANTI THAI AQUA FEEDS PRIVATE LIMITED WITH THE COMPANY

Your Directors are happy to inform you that the amalgamation process of Avanti Thai Aqua Feeds Private Limited (a subsidary), with the Company, for which shareholders gave their unanimous approval at the EGM held on 21st January 2012 has been completed with the Hon'ble High Court of Andhra Pradesh approving the scheme and subsequent effect of the amalgamation by ROC in their records.

DIVIDEND:

Your Directors are pleased to recommend dividend of Re.6.50 per equity share of Rs.10/- each for the financial year 2011-12 aggregating to Rs.590.40 lacs on 90,83,042 equity shares. The dividend if approved at the ensuing Annual General Meeting, will be paid to those shareholders whose name appear on the register of members of the Company on 13th August 2012.

CONSOLIDATEDFINANCIALSTATEMENTS:

In accordance with the Accounting Standard AS-21 on Consolidated Financial Statements, the audited Consolidated Financial Statements are provided in the Annual Report.

SUBSIDIARIES:

In accordance with the general circular No.2/2011 and Notification No. 51/12/2007-CL-III issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, statement of Profit and Loss and other documents of the subsidiary company is not attached with the Balance Sheet of the Company. The Company will make available the Annual Accounts of the subsidiary company and the related detailed information to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary company will also be kept open for inspection at the Registered Office of the Company. The Consolidated Financial Statements presented by the Company include the financial results of its subsidiary company.

DIRECTORS:

In terms of Article 105 and 106 of the Articles of Association of the Company, Mr. B.V.Kumar and Mr. A.V Achar retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. An ordinary resolution to that effect is propounded for the consideration and passing by the shareholders in ensuing AGM.

Board of Directors in their meeting held on 14.07.2012 appointed Mr. Wai Yat Paco Lee as an Additional Director, a nominee of Thai Union Frozen Products PCL. Mr. Wai Yat Paco Lee was also a director in the amalgamated company M/S Avanti Thai Aqua Feeds Private Limited. As per the provisions of the Section 260 of the Companies Act, 1956 he holds office up to the date of ensuing Annual General Meeting. An ordinary resolution for his appointment as Director of the Company is propounded for the consideration and passing by the Shareholders in the ensuing AGM.

AUDITORS:

The Auditors M/s. Karvy & Co., Chartered Accountants will retire at the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment. Members are requested to consider their reappointment for the financial year ending 31st March, 2013 on remuneration to be decided by the Board of Directors.

COST AUDIT:

Complying with the provisions of Section 233 (B) of the Companies Act, 1956 and Ministry of Corporate Affairs Notification dated 3rd June, 2011, the Board of Directors have appointed M/S Sagar & Associates,

Cost Accountants, Hyderabad to carry out Audit of the Cost Accounts Of the Processing and Export Division of the Company for the year 2012-13 and the cost audit report will be submitted to the Ministry of Corporate Affairs, Government of India.

PARTICULARS OF EMPLOYEES:

A statement containing the particulars of employees as required under section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 is furnished in Annexure -1.

CONSERVATION OF ENERGY, TECHNOLOGYAND FOREIGN EXCHANGE:

The details regarding conservation of energy, research and development, technology absorption, foreign earnings and outgo are furnished at Annexure - 2 pursuant to the provisions of Sec.217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Directors) Rules, 1998.

DIRECTORS' RESPONSIBILITY STATEMENT:

Your Directors hereby confirm and declare that:

(a) in the preparation of Annual Accounts, the applicable accounting standards have been followed ;

(b) the accounting policies are consistently applied and reasonable, Prudent judgments and estimates are made 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 Profits of the Company for that period ;

(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

the Directors have prepared the Annual Accounts on a going concern basis.

CORPORATE GOVERNANCE:

As a listed company, necessary measures are taken to comply with the Listing Agreement with the Stock Exchanges, report on the Corporate Governance together with a certificate of compliance from the Auditors, forms part of this report.

ACKNOWLEDGEMENTS:

Your Directors are pleased to place on record their gratitude and appreciation for co-operation extended by the Governmental Agencies, Shareholders and Banks from time to time. Your directors also place on record their appreciation for the contributions made by the employees through their dedication, hard work and commitment. Your Directors also convey thanks and appreciation to the valued customers and dealers for their continued patronage.

for and on behalf of the Board

Place: Hyderabad A. Indra Kumar C. Ramachandra Rao

Date : 14.07.2012 Managing Director Joint Managing Director & Company Secretary


Mar 31, 2011

The Shareholders,

The Directors have pleasure in presenting their Eighteenth Annual Report together with the Audited Accounts for the financial year ended 31st March, 2011.

FINANCIAL PERFORMANCE:

(Rs. in Lacs)

2010-11 2009-10 Profit/(Loss) before Interest, Depreciation & Tax 1,238.58 363.47

Interest 439.22 312.74

Depreciation 288.22 278.27

Profit/(Loss) before Tax 511.14 (227.54)

Provision for Income Tax & Deferred Tax 169.34 (108.82)

Profit/(Loss) after Tax 341.80 (119.52) Add: Balance brought forward from Previous year 1,682.73 1,802.25

Profit/(Loss) available for appropriation 2,024.53 1,682.73

APPROPRIATION:

Proposed Dividend on equity shares 80.00 -

Corporate Dividend Tax 12.98 -

Transfer to General Reserve 30.00 -

Surplus carried to Balance Sheet 1,901.55 1,682.73

OPERATIONS :

Income 21,169.66 10,222.59

Profit/(Loss) before Tax 511.14 (227.54)

FEED DIVISION : Production (Mts)

Shrimp Feed 27,033.37 10,390.70

Fish Feed 10,097.80 5,538.55

Sales (Mts)

Shrimp Feed 26,641.73 10,474.68

Fish Feed 10,066.95 5,508.75

PROCESSING DIVISION :

Production (Mts) 1,449.90 963.99

Export Sales :

Direct (MTs) 1,327.00 935.92

The profit for the year under consideration i.e. 2010-11, before depreciation, finance charges and tax is Rs.1238.58 lacs as compared to a profit of Rs. 363.47 lacs in the previous financial year. The profit for the year after tax is Rs. 341.80 lacs as against a Loss of Rs.119.52 lacs during the previous financial year.

The Shrimp Feed sales increased by 16,167 MT as compared to previous financial year. The sale of Fish Feed also increased by 4,559 MT as compared to previous year. There is overall recovery in the shrimp culture because of farmers going for Vanamei culture and also the culture area has increased as compared to previous year.

The shrimp processing and export division sales also recorded increase of 391 MT as compared to previous financial year. The demand for shrimp in international markets has increased with the wearing off of recessionary pressures. However, the margins are still under pressure.

The four windmills in Karnataka State with a total capacity of 3.2 MW have generated 51.11 lacs units and power generated was sold to Karnataka Power Transmission Corporation Limited under PPA.

DIVIDEND

Your Directors are pleased to recommend dividend of Re.1/- per equity share of Rs.10/- each for the financial year 2010-11 aggregating to Rs. 80 lacs on 80,00,000 equity shares. The dividend if approved at the ensuing Annual General Meeting, will be paid to those shareholders whose name appear on the register of members of the Company on 29th of July, 2011.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standard AS-21 on Consolidated Financial Statements read with Accounting Standard AS-23 on Accounting for Investments in Associates and AS-27 on Financial Reporting of Interest in Joint Ventures, the audited Consolidated Financial Statements are provided in the Annual Report.

SUBSIDIARIES

In accordance with the general circular issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, Profit and Loss Account and other documents of the subsidiary companies are not being attached with the Balance Sheet of the Company. The Company will make available the Annual Accounts of the subsidiary companies and the related detailed information to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary companies will also be kept open for inspection at the Registered Office of the Company. The Consolidated Financial Statements presented by the Company include the financial results of its subsidiary companies.

Details of major subsidiaries of the Company are covered in Management's Discussion and Analysis Report forming part of the Annual Report.

DIRECTORS

In terms of Article 105 and 106 of the Articles of Association of the Company Mr. N. Ram Prasad and Mr. K. Rama Mohan Rao retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. An ordinary resolution to that effect is propounded for the consideration and passing by the shareholders in ensuing AGM.

AUDITORS

The Auditors M/s. Karvy & Co., Chartered Accountants will retire at the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment. Members are requested to consider their reappointment for the financial year ending 31st March, 2012 on remuneration to be decided by the Board of Directors.

PARTICULARS OF EMPLOYEES

A statement containing the particulars of employees as required under section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 is furnished in Annexure - 1.

SHRIMP FEED PLANT IN GUJARAT

As discussed in previous Annual Report, your company is setting up a shrimp feed manufacturing plant at Village Balda, Dist. Valead in Gujarat State with Thai Union Frozen Products Public Co. Limited., Thailand (TUF) in 51:49 equity participation. The major part of project work is completed and it is expected to start commercial production by mid July'11, two months ahead of the completion as envisaged while commencing the project work. All the necessary statutory approvals for the project are obtained.

CONSERVATION OF ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE

The details regarding conservation of energy, research and development, technology absorption, foreign earnings and outgo are furnished at Annexure - 2 pursuant to the provisions of Sec.217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Directors) Rules, 1998.

DIRECTORS' RESPONSIBILITY STATEMENT

Your Directors hereby confirm and declare that:

(a) in the preparation of Annual Accounts, the applicable accounting standards have been followed;

(b) the accounting policies are consistently applied and reasonable, prudent judgements and estimates are made 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 profits of the Company for that period ;

(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities ;

(d) the Directors have prepared the Annual Accounts on a going concern basis.

CORPORATE GOVERNANCE:

As a listed company, necessary measures are taken to comply with the Listing Agreement with the Stock Exchanges. A report on the Corporate Governance together with a certificate of compliance from the Auditors, forms part of this report.

ACKNOWLEDGEMENTS:

Your Directors are pleased to place on record their gratitude and appreciation for co-operation extended by the Governmental Agencies, Shareholders and Banks from time to time. Your directors also place on record their appreciation for the contributions made by the employees through their dedication, hard work and committment. Your Directors also convey thanks and appreciation to the valued customers and dealers for their continued patronage.

for and on behalf of the Board

A. Indra Kumar C. Ramachandra Rao Managing Director Joint Managing Director & Company Secretary

Place: Hyderabad Date : 21.05.2011


Mar 31, 2010

The Directors have pleasure in presenting their Seventeenth Annual Report together with the Audited Accounts for the financial year ended 31st March,2010.

FINANCIAL PERFORMANCE:

(Rs. in Lakhs) 2009-2010 2008-2009

Profit/(Loss) before Interest,

Depreciation & Tax 363.47 (46.52)

Interest 312.74 709.14

Depreciation 278.27 334.15

ProfitALoss) before Tax (227.54) (996.78)

Provision for Income Tax & Deferred Tax Credit 108.02 293.78

ProfitALoss) after Tax (119.52) (703.00)

Add: Balance brought forward from Previous year 1,802.25 2,505.25 Profit & Loss) available for appropriation & carried 1,682.73 1,802.25 to Balance Sheet

OPERATIONS :

Income 10,222.59 7,358.87

Profit & Loss before Tax (227.54) (996.78)

FEED DIVISION :

Production (MTs)

Shrimp Feed 10,390.70 9,168.56

Fish Feed 5,538.55 4,813.60

Sales (MTs)

Shrimp Feed 10,474.68 9,155.30

Fish Feed 5,508.75 4,895.65

PROCESSING DIVISION :

Production (MTs) 963.99 669.60

Export Sales :

Direct (MTs) 935.93 757.76

The profit for the year under consideration i.e. 2009-10, before depreciation, finance charges and tax is Rs.363.47 lakhs as compared to a Loss of Rs. 46.52 lakhs in the previous financial year. The loss for the year after tax is Rs.119.52 lakhs as against a Loss of Rs.703 lakhs during the previous financial year.

The Shrimp Feed sales marginally increased by 1319 MT as compared to previous financial year. The sale of Fish Feed also marginally increased by 613 MT as compared to previous year. There are signs of recovery in the shrimp culture and there is small increase in culture area as compared to previous year. Also in the current year company sold more premium feed as compared to previous year.

The shrimp processing and export division sales also recorded increase of 1 78 MT as compared to previous financial year. As the effects of recession are wearing off, the international market is improving and as a first sign the imports of shrimp by USA & Europe are increasing, however, the margins are still under pressure.

The four windmills in Karnataka State with a total capacity of 3.2 MW are generated 62.07 lac units and power generated was sold to Karnataka Power Transmission Corporation Limited under PPA.

DIVIDEND:

Your Directors are not recommending any dividend for the year keeping in view the loss suffered by the company during the year.

DIRECTORS:

In terms of Article 105 and 106 of the Articles of Association of the Company Mr.A.V.Achar and Mr.M.S.P. Rao retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. An ordinary resolution to that effect is propounded for the consideration and passing by the shareholders in ensuing AGM.

AUDITORS:

The Auditors M/s. Karvy & Co., Chartered Accountants will retire at the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment. Members are requested to consider their reappointment for the financial year ending 31st March, 2011 on remuneration to be decided by the Board of Directors.

PARTICULARS OF EMPLOYEES:

A statement containing the particulars of employees as required under section 21 7 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 is furnished in Annexure - 1.

SHRIMP FEED PLANT IN GUJARAT

As discussed in the previous year Annual Report, your company has invested in Avanti Thai Aqua Feeds (P) Limited, a special purpose vehicle to set up a shrimp feed manufacturing plant in Gujarat along with Thai Union Frozen Products Public Co Ltd., Thailand (TUF) in 50:50 equity participation. The land for the proposed plant has already been acquired at Village Balda, Dist. Valsad and the legal procedures for conversion of land to industrial usage and other statutory approvals are in progress and the project implementation work is planned to commence in July10 and finish by September11.

HATCHERY FOR VANNAMEI

In the previous year Annual Report it was intimated to you that your Company has planned to invest in a Joint Venture company with Mr.Anil George, a well known hatchery owner & operator in the ratio of 51:49 to set up a Vannamei shrimp hatchery for which TUF would extend technical support. The venture could not progress as there was shortage of good seed in international market. It is planned to start the hatchery in the current year and the first batch of seed will arrive in September10.

CONSERVATION OF ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:

The details regarding conservation of energy, research and development, technology absorption, foreign earnings and outgo are furnished at Annexure - 2 pursuant to the provisions of Sec.21 7 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Directors) Rules, 1998.

DIRECTORS RESPONSIBILITY STATEMENT:

Your Directors hereby confirm and declare that:

(a) in the preparation of Annual Accounts, the applicable accounting standards have been followed ;

(b) the accounting policies are consistently applied and reasonable, prudent judgements and estimates are made 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 Losses of the Company for that period ;

(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1 956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities ;

(d) the Directors have prepared the Annual Accounts on a going concern basis.

CORPORATE GOVERNANCE:

As a listed company, necessary measures are taken to comply with the Listing Agreement with the Stock Exchanges a report on the Corporate Governance together with a certificate of compliance from the Auditors, forms part of this report.

ACKNOWLEDGEMENTS:

Your Directors are pleased to place on record their gratitude and appreciation for co-operation extended by the Governmental Agencies, Financial Institutions, Shareholders and Banks from time to time. Your Directors also convey thanks and appreciation to the valued customers and dealers for their continued patronage.

For and on behalf of the Board

Place: Hyderabad A.Indra Kumar

Date : 27.05.2010 Managing Director



 
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