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Directors Report of Bloom Industries Ltd.

Mar 31, 2014

The Members,

The Directors have great pleasure in presenting the Twenty Fifth Annual Report and the Audited Statements of Accounts of the Company for the year ended 31 st March, 2014.

FINANCIAL RESULTS:

PARTICULARS 2013-2014 2012-2013

Income from operation 25,83,256 2,440,805

Other Income 29,08,560 31,41,035

Profit before Depreciation and Exceptional Items 25,88,794 27,85,632

Less: Depreciation 19,16,109 19,25,422

Add/(Less): Exceptional items 4,219 -

Profit/(Loss) before Tax 6,68,466 8,60,210

Less: Provision for Taxation 1,27,376 1,64,000

Profit/ (Loss) after Tax 5,41,090 6,96,210

Less: Earlier Year - - Adjustment

Net Profit/(Loss) 5,41,090 6,96,210

Add: Balance of Profit brought forward from previous year (78,70,921) (85,67,131)

Balance Carried to Balance Sheet (73,29,831) (78,70,921)

REVIEW OF OPERATIONS

During the year under review, the total income was Rs. 54,91,816 as against the income of Rs. 55,81,840 of the previous year. The Company earned net profit of Rs. 5,41,090 as against Rs. 6.96,210 in the previous year 2012-2013.

DIVIDEND

In view of accumulated brought forward losses, the Board of Directors does not recommend any Dividend.

DIRECTORS

In accordance with the provisions of the Companies act, 1956, and the Company''s Articles of Association, Mr. Sharad Kumar Gupta retires by rotation and being eligible offer himself for re-appointment. Your Board of Directors recommends his re-appointment. Shri Rajesh Kumar Nagori, Shri Rohit G. Lohia, and Shri Vinod Kumar Jakhoria Independent Directors of the Company are proposed to be appointed as Independents Directors of the Company to hold office for 5 (five) consecutive years with effect from August 25th, 2014 upto August 24th, 2019.

DIRECTORS RESPONSIBILITY STATEMENT

As required under Section 217(2AA) of the Companies Act, 1956 with respect to the Director''s Responsibility Statement, it is hereby confirmed:

I) That in preparation of Annual Accounts for the Year ended 31st March, 2014, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

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 state of affairs of the Company for a period under review.

iii) That to the best of their knowledge and information they have taken proper and sufficient care for the maintenance of adequate Accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

iv) That the Directors have prepared the Annual Accounts for the financial Year ending 31st March, 2014 on a going concern basis.

Audit Committee

The Audit Committee comprises of:

Sr.No. Name Designation

1 Mr. Rajesh Kumar Nagori Independent Director (Chairman of the Committee)

2 Mr. Vinod Kumar Jakhoria Non Executive Independent Director

3 Mr. Rohit Lohia Non Executive-Independent Director

Stakeholders Relationship Committee:

The Board has rechristened Shareholders''/Investors Grievance Committee as Stakeholders Relationship Committee in accordance with the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement. The terms of reference of the shareholders''/investors Grievance Committee was conferred on the Stakeholders Relationship Committee

Sr. No. Name Designation

1 Shri Rajesh Kumar Nagori Chairman

2 Shri Vinod Kumar Jakhoria Member

3 Shri Rohit Lohia Member

Corporate Governance

The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. In Compliance with Clause 49 of the Listing Agreement with the Stock Exchange, a detailed Corporate Governance Report forms part of the Annual Report.

The requisite certificate from the Practicing Company Secretary, confirming compliance with the conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of this report

Auditors And Auditors''Report

M/s Sarda Soni & Associates, Chartered Accountants, Statutory Auditors of the Company, hold office till the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment.

The Audit Committee recommends the re-appointment of M/s Sarda Soni & Associates Chartered Accountants, as Statutory Auditors of the Company.

The Company has received letter from them to the effect that their re-appointment, if made, would be within the prescribed limits under Section 141 (3)(g) of the Companies Act, 2013 and that they are not disqualified for re- appointment.

The Notes on Financial Statements referred to in the Auditors'' Report are self-explanatory and do not call for any further comments

Deposits

The Company did not invite / accept any Fixed Deposits from the public during the year under report.

PERSONNEL

None of the Employees of the Companies are in receipt of Remuneration in excess of the limits prescribed under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CODE OF CONDUCT

The Board of Directors has approved "Code of Conduct for the Board of Directors" in compliance with amended Clause 49 of Listing Agreement.

EMPLOYEES RELATIONS

The relation between the Employees and Management continue to be good and cordial.

ACKNOWLEDGEMENTS

The Directors have pleasure to place on record their appreciation for the valuable co-operation and assistance by the Company''s Bankers, Financial Institutions, Associates, Investors and Employees.

Your Directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels who, through their competence and hard work, have established Company to achieve better performance andlook forward to their support in future as well.

Energy conservation, technology absorption and foreign exchange earnings and outgo

The Particulars with respect to energy conservation, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 and forming part of the Directors'' Report for the year ended 31 st March, 2014 are annexed to this report.

(A) POWER AND FUEL CONSUMPTION

Electricity at factory 2013-14 2012-13

Purchase Unit (KWH) 78,088 63,785 units

Total Amount Rs. 6,37,899/- Rs. 5,50,943/-

Rate/Unit Rs.8.17 Rs.8.64

(B) TECHNOLOGY ABSORPTION

No Research and Development work has been carried out by the Company and therefore, there is no expenditure on this head, or any benefit accrued from it.

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange Earning during the year is Rs.NIL and Outgo Rs. NIL.

By Order of the Board of Directors

Kamal Kumar Chaudhary Chairman Place: Mumbai Date : 28/5/2014

Registered Office:

C-23/2,M.I.D.C, Taloja-410208 Dist.Raigad, Maharashtra


Mar 31, 2013

To, The Members,

The Directors have great pleasure in presenting the twenty Fourth Annual Report and the Audited Statements of Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS :

PARTICULARS 2012-2013 2011-2012

Profit before Depreciation and Exceptional Items 27,85,632 54,33,506

Less: Depreciation 19,25,422 19,07,578

Add/(Less): Exceptional items (13,80,699)

Profit/ (Loss) before Tax 8,60,210 21,45,229

Less: Provision for Taxation 1,64,000 4,09,000

Profit/(Loss) after Tax 6,96,210 17,36,229

Less: Earlier Year

Adjustment

Net Profit (Loss) 6,96,210 17,36,229

Add: Balance of Profit brought forward from previous year (85,67,131) (1,03,360)

Balance Carried to Balance Sheet (78,70,921) (85,67,131)



REVIEW OF OPERATIONS

During the year under review, the total income from operation was Rs. 55.82 Lacs as against the income of Rs.88.35 Lacs of the previous year. The Company earned net profit of Rs.6.96 Lacs as against Rs. 17.36 Lacs in the previous year 2011 -2012.

DIVIDEND

in view of accumulated brought forward losses, the Board of Directors does not recommend any Dividend.

PUBLIC DEPOSITS

The Company has not invited any deposits from the Public.

DIRECTORS

In accordance with the provisions of the Companies act, 1956, and the Company''s Articles of Association, Mr. Ashish Chaudhary retires by rotation and being eligible offer himself for re-appointment. Your Board of Directors recommends their re-appointment.

Mr. Rajesh Kumar Nagori retires by rotation and being eligible offer himself for re-appointment. Your Board of Directors recommends their re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT

As required under Section 217(2AA) of the Companies Act, 1956 with respect to the Director''s Responsibility Statement, it is hereby confirmed:

i) That in preparation of Annual Accounts for the Year ended 31s'' March, 2013, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

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 state of affairs of the Company for a period under review.

iii) That to the best of their knowledge and information they have taken proper and sufficient care for the maintenance of adequate Accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

iv) That the Directors have prepared the Annual Accounts for the financial Year ending 31s'' March, 2013 on a going concern basis.

PERSONNEL

None of the Employees of the Companies are in receipt of Remuneration in excess of the limits prescribed under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE

A separate Report on the compliance with Clause 49 of the Listing Agreement with the Stock Exchange on Corporate Governance and Auditors Certificate on its compliance forms part of this Report.

AUDITORS

The Auditors M/s. Sarda Soni Associates, Chartered Accountants, Statutory Auditors of the Company retires at the conclusion of the ensuing Annual General Meeting and expresses their willingness to continue, if so appointed.

CODEOFCONDUCT

The Board of Directors has approved "Code of Conduct for the Board of Directors" in compliance with amended Clause 49 of Listing Agreement.

EMPLOYEES RELATIONS

The relation between the Employees and Management continue to be good and cordial.

ACKNOWLEDGEMENTS:

The Directors have pleasure to place on record their appreciation for the valuable co-operation and assistance by the Company''s Bankers, Financial Institutions, Associates, Investors and Employees.

Your Directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels who, through their competence and hard work, have established Company to achieve better performance and look forward to their support in future as well.

PARTICULARS OF CONSERVATION OF ENERG., TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars with respect to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo pursuant to Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 and under Section 217(1 )(e) of the Companies Act, 1956 is set out here under:

(A) POWER AND FUEL CONSUMPTION

Electricity at factory 2012-13 2011-12

Purchase Unit (KWH) 63,785 Units 68,761 units

Total Amount Rs. 5,50,943/- Rs. 5,02,604/-

Rate/ Unit Rs. 8.64 Rs.7.31

(B) TECHNOLOGY ABSORPTION

No Research and Development work has been carried out by the Company and therefore, there is no expenditure on this head, or any benefit accrued from it.

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange Earning during the year is Rs. NIL and Outgo Rs. NIL.

REGISTRAR & SHARE TRANSFER AGENT

M/s. Purva Sharegistry (India) Private Limited 9, Shiv ShaktfTndustrial Estate Ground Floor, Sitaram Mill Compound J.R.BorichaMarg, LowerParel, Mumbai-400011

Registered Office: By Orderofthe Board of Directors

C-23/2,M.I.D.C,

Taloja-410208

Dist. Raigad,

Maharashtra Kamal Kumar Chaudhary

Chairman

Date: 30/05/2013


Mar 31, 2010

The Directors have great pleasure in presenting the twenty first Annual Report and the Audited Statements of Accounts of the Company for the year ended 31st March, 2010

FINANCIAL RESULTS :

PARTICULARS 2009-2010 2008-2009

Profit before Depreciation and

Exceptional Items 56,87,187 45,30,935

Less: Depreciation 17,71,332 15,96,679

Add/(Less): Exceptional items (1,85,958) -

Profit/ (Loss) before Tax 37,29,897 29,34,256

Less: Provision for Taxation 5,93,760 3,30,554

Profit/(Loss) after Tax 31,36,137 26,03,702

Less: Earlier Year Adjustment - 40,619

Add: Balance of Profit brought

forward from previous year (1,47,39,253) (1,73,02,336)

Balance Carried to Balance Sheet (1.16,03,116) (1,47,39,253)



REVIEW OF OPERATIONS

During the year under review, the total income from operation was Rs.85.34 Lacs as against the income of Rs.141.82 Lacs of the previous year. The Company earned net profit of Rs.31.36 Lacs as against Rs.25.63 Lacs in the previous year2008-2009.

DIVIDEND

In view of accumulated brought forward losses, the Board of Directors does not recommend any Dividend.

PUBLIC DEPOSITS

The Company has so far not invited any deposits from the Public.

DIRECTORS

Mr. Vimal Sharma, Director of the Company retires by rotation but has not offered himself for reappointment. Accordingly he will cease to be Director of the Company w.e.f. 24-09-2010.

The Company has received a Notice under Section 257 of the Companies Act, 1956 from a Shareholder signifying his intention to propose appointment of Mr. Vinod Kumar Jakhoria as Director of the Company at a forthcoming Annual General Meeting.

The Company has received a Notice under Section 257 of the Companies Act, 1956 from a Shareholder signifying his intention to propose appointment of Mr. Rohit Lohia as Director of the Company at a forthcoming Annual General Meeting.

DIRECTORS RESPONSIBILITY STATEMENT

As required under Section 217(2AA) of the Companies Act, 1956 with respect to the Directors Responsibility Statement, it is hereby confirmed:

i) That in preparation of Annual Accounts for the Year ended 31" March, 2010, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

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 state of affairs of the company for a period under review.

iii) That to the best of their knowledge and information they have taken proper and sufficient care for the maintenance of adequate Accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

iv) That the Directors have prepared the Annual Accounts for the financial Year ending 31" March, 2010 on a going concern.

PERSONNEL

None of the Employees of the Companies are in receipt of Remuneration in excess of the limits prescribed under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE

A separate Report on the compliance with Clause 49 of the Listing Agreement with the Stock Exchange on Corporate Governance and Auditors Certificate on its compliance forms part of this Report.

DEMATERIALISATION OF SECURITIES

The Company Dematerialized of Security 33,75,700 Shares out of 47,06,000 till 31" March, 2010 (71.73%)withCDSLbearing lSIN No.lNE373E01015.

AUDITORS

The Auditors M/s. Jangid & Associates, Chartered Accountants, Statutory Auditors of the Company retires at the conclusion of the ensuing Annual General Meeting and expresses their willingness to continue, if so appointed.

CODE OF CONDUCT

The Board of Directors has approved "Code of Conduct for the Board of Directors" in compliance with amended Clause 49 of Listing Agreement.

EMPLOYEES RELATION

The relation between the Employees and Management continue to be good and cordial.

ACKNOWLEDGEMENTS:

The Directors have pleasure to place on record their appreciation for the valuable co-operation and assistance by the Companys Bankers, Financial Institutions, Associates, Investors and Employees.

Your Directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels who, through their competence and hard work, have established Company to achieve better performance and look forward to their support in future as well.

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

The particulars with respect to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo pursuant to Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 and under Section 217(1 )(e) of the Companies Act, 1956 is set out here under:

(A) POWER AND FUEL CONSUMPTION

Electricity at factory

Purchase Unit (KWH) 55,205 Units

Total Amount Rs. 4,03,086/-

Rate/Unit Rs.7.30

IB) TECHNOLOGY ABSORPTION

No Research and Development work has been carried out by the Company and therefore, there is no expenditure on this head, or any benefit accrued from it.

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange Earning during the year is Rs. NIL and Outgo Rs. NIL.



Registered Office: By Order of the Board of Directors

C-23/2,M.I.D.C,

Taloja-410208

Dist. Raigad,

Maharashtra Kamal Kumar Chaudhary

Chairman

Date: 23/08/2010








Mar 31, 2009

The Directors have pleasure in p resenting the TWENTEETH ANNUAL REPORT and the Audited statements of Accounts of the Company for the year ended 31st March, 2009.

FINANCIAL RESULTS Year ended Year ended 31st March,2009 31st March, 2008 Rupees Rupees

Profit before Depreciation and Exceptional Items 45,30,935 1,15,30,862

Less: Depreciation 15,96,679 15,87,101

Add/(Less): Exceptional Items -- (77,309)

Profit(Loss) before Tax 29,34,256 98,66,452

Less: Provision for Taxation 3,30,554 10,40,563

Profit/(Loss) after tax 26,03,702 88,25,889

Less: Earlier year adjustment 40,619 1,64,258

Add: Balance of Profit brought forward from previous year (1,73,02,336) (2,59,63,967)

Balance carried to Balance Sheet (1,47,39,253) (1,73,02,336)

REVIEW OF OPERATIONS

During the year under review, the total income from operation is Rs 141 82 Lacs as against the Income of Rs. 137,04 Lacs of the previous year.

DIVIDEND:

In view of accumulated brought forward loss, the Board of directors does not recommend any dividend.

FINANCE

The Authorised Share Capital of the Company is Rs.550.00 Lacs and Paid-up Share Capital is Rs 470.60 Lacs.

PUBLIC DEPOSITS

The Company has so far not invited any deposits from the public.

DIRECTORS

The Board at present comprises of Mr. Kamal Kumar Chaudhary, Mr Ashish Chaudhary, Mr Sharad Kumar Gupta, Mr. Vimal Sharma and Mr. Rajesh Kumar Nagoh all are having vast business experience.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors state:

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

(ii) That the Directors have selected such accounting policies and applied them consistently and made judgements 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 ended 31st March, 2009 and of the profit or loss of the Company for that financial year.

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

(iv) The Directors had prepared the Annual Accounts on a going concern basis.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS ANDOUTGO

The particulars with respect to Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo pursuant to Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 and under section 217(1) (e)ofthe Companies Act, 1956 is set out hereunder.

(A) POWER AND FUELCONSUMPTION

Electricity at Factroy:

Purchase Unit (KWH) 60,685 Units

TotalAmount Rs. 3,93,992/-

Rate/Unit Rs. 6.49

(B)TECHNOLOGY ABSORPTION

No research and development work has been carried out by the company and therefore, there is no expenditure on this head, or any benefit accrued from it.

(C) FOREIGN EXCHANGE EARNING AND OUTGO

The foreign exchange earning during the year is Rs. NIL and outgo Rs. NIL

PERSONNEL,

None of the employees of the Companies are in receipt of remuneration in excess of the limits prescribed under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE.

A separate report on the compliance with Clause 49 of the Listing Agreement with the Stock Exchange on Corporate Governance and the Auditors Certificate on its compliance forms part of this Report.

DEMATERIALISATION OF SECURITIES

The Company Dematerialized of Security 33,75,700 Shares out of 47,06,000 Shares till 31st March, 2009 (71.73%) with CDSLbearing ISIN No: INE 373E01015.

AUDITORS

M/s. Jangid & Associates, Chartered Accountants retire as Auditors of the Company at the conclusion of the ensuing Annual General Meeting and, being eligible, have offered themselves for re-appointment.

EMPLOYEES RELATIONS

The relations between the employees and management continue to be good and cordial.

ACKNOWLEDGEMENTS

The Directors have pleasure to place on record their appreciation for the valuable co-operation and assistance by the Companys Bankers, Financial Institutions, Associates, Investors and Employees.

FOR AND ON BEHALF OF THE BOARD

Place: Mumbai

Date : July 30, 2009 KAMAL KUMAR CHAUDHARY

CHAIRMAN

 
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