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Directors Report of Camex Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in submitting their 26th Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2015

1. FINANCIAL RESULTS

The Company's financial performance for the year under review along with previous years figures are given hereunder:

Rs. in lacs

2014-15 2013-14

Revenue from Operations 14669.64 22137.52

Other Income 15.32 2.45

Total Income/ Revenues 14684.96 22139.97

EBIDTA 566.74 662.48

Less Depreciation 69.48 61.47

Finance Cost 304.77 315.76

Profit Before Exceptional Items 192.49 285.25

Exceptional Items (Net) 22.27 0.00

Profit Before Tax 214.76 285.25

Tax (Expenses ) Benefits 72.59 93.61

Profit After Tax 142.17 191.64

Add: Surplus brought forward from 427.28 345.36 previous year

Less: Depreciation on transition to schedule II of the Companies Act, 2013 0.00 0.00

Amount available for appropriation 569.45 537.00

Transfer to Capital Redemption Reserve 0.00 0.00

Transfer to General Reserve 50.00 50.00

Proposed Dividend 0.00 51.04

Corporate Dividend Tax 0.00 8.68

Surplus carried to Balance Sheet 519.45 427.28

2. TRANSFER TO RESERVE:

The Company proposes to transfer Rs. 50 lacs to the general reserve out of the amount available for appropriation and an amount of Rs. 92.17 lacs is proposed to be retained in the profit & loss account.

3. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Your Directors wish to present the details of Business operations done during the year under review:

During the year Company's turnover has been reduced of Rs. 14669.64 lacs as compared to last years' sales of Rs. 22137.52 lacs and profit of the current year also reduces to Rs. 142.70 lacs compared to profit of Rs. 191.64 lacs for the previous financial year. Your directors are hopeful of getting better results in the current financial year, however depreciation in the rupee as compared to US$ may have some effect on the Company's business.

Your directors believes that rising consumer spending will drive increased demand for organic colorants in textiles and plastics, while strong growth in global construction activity will boost demand in paints and coatings. Increases in value demand will reflect the growing importance of expensive, higher value dyes and pigments that meet increasingly stringent performance standards and preferences for more environmentally friendly products. Despite the healthy growth, even faster advances will be limited by a moderation in global vehicle production and slow growth in printing inks due to the challenges facing the print media industry

4. DIVIDEND

Company has not recommended dividend for the year 2014-15.

5. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statement relate on the date of this report

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

The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure...1....and is attached to this report.

7. INTERNAL FINANCIAL CONTROLS

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

8. RISK MANAGEMENT POLICY OF THE COMPANY

The Company has a structured risk management policy. The Risk management process is designed to safeguard the organization from various risks through adequate and timely actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are inventoried and integrated with the management process such that they receive the necessary consideration during decision making. It is dealt with in greater details in the management discussion and analysis section.

9. Details of deposit made by Company are given in the notes of financial statement during the period under review Company has not made any Investment or provided guarantee as provided under the provision of section 186 of the Companies Act, 2013.

10. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The Company's Policy relating to appointment of Directors, payment of Managerial remuneration, Directors' qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Annexure 2 and is attached to this report

11. ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, 2014 is furnished in Annexure 3 and is attached to this Report.

12. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW

Seven board meetings were held during the financial year under review. Details of the meetings of the board, please refer to the corporate governance report, which forms part of this report.

13. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submit its responsibility Statement:—

(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; and

(e) The directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively

(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.

14. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The company has one wholly own subsidiary name as Camex HK Limited in the Hongkong. Pursuant to provisions of Section 129(3) of the Act, a statement containing salient features of the financial statements of the Company's subsidiary in Form AOC-1 is attached to the financial statements of the Company.

15. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

16. DIRECTORS

Mr. Sandeep Mundra (DIN 01834571) and Mr. Mahaveerch and Chopra (DIN: 03988369) Directors retire by rotation at the forthcoming Annual General Meeting and being eligible, has offered themselves for reappointment.

Pursuant to provisions of Section 161(1) of the Companies Act, 2013, Mrs. Indra Singhvi (DIN:07054136) is appointed as an Additional Director (Woman) w.e.f. 12-01-2015 and she shall hold office only up to the date of this Annual General Meeting and being eligible, has offered herself for re-appointment as director is not liable to retire by rotation.

Further, Mr. Gaurav Chowdhary (DIN 03030914) and Dr. Ram Gopal Gupta (DIN 00247169) had resigned as Director of the Company w.e.f. 05/07/2014, and 17/01/2015 respectively.

CA. Anand Jain is appointed as Chief Financial Officer with effect from 02/03/2015.

17. DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 read with the rules framed thereunder

18. REPORTS ON MANAGEMENT DISCUSSION ANALYSIS AND CORPORATE GOVERNANCE

As required under the Listing Agreement with Stock Exchanges ("Listing Agreement"), management discussion and analysis and corporate governance report are annexed as Annexure 4 and Annexure 5 respectively to this Report.

19. SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Act, the Secretarial Audit Report for the Financial Year ended 31st March, 2015 given by Ravi Kapoor & Associates, Practicing Company Secretary is annexed as Annexure 6 to this Report.

20. STATUTORY AUDITORS

M/s Surana Maloo & Co , Chartered Accountant Ahmedabad were appointed as Statutory Auditors for a period of three years in the Annual General Meeting held on 16.09.2014 Their continuance of appointment and payment of remuneration are to be confirmed and approved in the ensuing Annual General Meeting. The Company has received a certificate from the above 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.

21. QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS

There was no qualifications, reservations or adverse remarks made by the either by the Auditors or by the Practicing Company Secretary in their respective reports.

22. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

The Audit Committee consists of the following members

1. Mr. Sunil Kothari

2. Mr. Chandra prakash Chopra

3. Mr..Sandeep Mundra

The above composition of the Audit Committee consists of independent Directors viz., Mr. Sunil Kothari and Mr. Sandeep Mundra who form the majority.

The Company has established a vigil mechanism and overseas through the committee, the genuine concerns expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of co employees and the Company.

23. Details of significant and material orders passed by the regulators or courts or tribunal impacting the going concern status and company's operations in future.

No such events occurred during the financial year 2014-15.

24. SHARES

a. BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

b. SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

c. BONUS SHARES

No Bonus Shares were issued during the year under review.

D. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

25. INSURANCE

The properties and insurable assets and interests of the Company, like building, plant and machinery and stocks, among others, are adequately insured.

26. PARTICULARS OF EMPLOYEES

The information required under section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed as Annexure 7.

27. CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

There were transaction with related parties as defined under Section 188 of the Companies Act, 2013. Kindly refer Form AOC-2 for further details in Annexure 8.

28. ANNUAL PERFORMANCE EVALUATION

In compliance with the provisions of the Act and Clause 49 of the Listing Agreement, the performance evaluation was carried out as under Board:

In accordance with the criteria suggested by The Nomination and Remuneration Committee, the Board of Directors evaluated the performance of the Board, having regard to various criteria such as Board composition, Board processes, Board dynamics etc. The Independent Directors, at their separate meetings, also evaluated the performance of the Board as a whole based on various criteria. The Board and the Independent Directors were of the unanimous view that performance of the Board of Directors as a whole was satisfactory.

Committees of the Board:

The performance of the Audit Committee, the Nomination and Remuneration Committee and the Stakeholders Relationship Committee was evaluated by the Board having regard to various criteria such as committee composition, committee, processes, committee dynamics etc. The Board was of the unanimous view that all the committees were performing their functions satisfactorily and according to the mandate prescribed by the Board under the regulatory requirements including the provisions of the Act, the Rules framed there under and the Listing Agreement

Individual Directors:

(a) Independent Directors:

In accordance with the criteria suggested by The Nomination and Remuneration Committee, the performance of each independent director was evaluated by the entire Board of Directors excluding the director being evaluated) on various parameters like engagement, leadership, analysis, decision making, communication, governance and interest of stakeholders. The Board was of the unanimous view that each independent director was a reputed professional and brought his/her rich experience to the deliberations of the Board. The Board also appreciated the contribution made by all the independent directors in guiding the management in achieving higher growth and concluded that continuance of each independent director on the Board will be in the interest of the Company.

(b) Non-Independent Directors:

The performance of each of the non-independent directors (including the chair person) was evaluated by the Independent Directors at their separate meeting. Further, their performance was also evaluated by the Board of Directors. The various criteria considered for the purpose of evaluation included leadership, engagement, transparency, analysis, decision making, functional knowledge, governance and interest of stakeholders. The Independent Directors and the Board were of the unanimous view that each of the non-independent directors was providing good business and people leadership

29. ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companies activities during the year under review. Your Directors also acknowledges gratefully the shareholders for their support and confidence reposed on your Company.

For and on behalf of the Board of Directors SD/ Place : Ahmedabad Chandra prakash Chopra Date :30th May, 2015 Chairman & Managing Director DIN: 00375421




Mar 31, 2014

Dear Members,

We have pleasure in presenting the 25th Annual General Meeting of the Company along with the audited statements of Accounts for the year ended 31st March, 2014.

Financial Performance Rs. in lacs

Financial Results 2013-14 2012-13

Profit before Financial Expenses, Depreciation & Taxation 662.47 595.32

Financial Expenses 315.75 305.45

Profit Before Depreciation & Taxation 346.72 289.87

Depreciation 61.47 54.15

Profit Before Taxation 285.25 235.72

Provision for Taxation including Deferred Tax 93.61 73.59

Net Profit After Tax 191.64 162.13

OPERATIONS

During the year Company has achieved turnover of Rs. 22137.52 lacs, as compared to last year sales of Rs. 20276.00 Lacs and profit of the current year also increased to Rs. 191.64 Lacs compared to profit of Rs. 162.13 Lacs for the previous financial year. Your directors are hopeful of getting better results in the current financial year, however depreciation in the rupee as compared to US$ may have some effect on the Company''s business.

Dividend

Your directors recommended a dividend of Rs. 0.50 per share on the paid up equity share capital of Rs. 10,20,87,000/-. The total outgo towards dividend would be Rs. 51,04,350/-. (excluding dividend tax)

Deposits

The Company has not accepted Deposits from the public within the meaning of Section 58A of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 in the current year.

Insurance

Adequate insurance cover has been taken for both the movable and the immovable properties of the company including Buildings, Plant & Machineries, and Stocks etc.

Directors

At the ensuing Annual General Meeting Mr. Jitendta Chopra and Mr. Chandraprakash Chopra, who retires by rotation and being eligible to offers themselves for re-appointment.

In terms of Sections 149, 152, Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014, the Independent Directors can hold office for a term of upto five (5) consecutive years on the Board of Directors of your Company and are not liable to retire by rotation. Accordingly, it is proposed to appoint Dr. Ram Gopal Gupta and Mr. Sandeep Mundra as Independent Directors of your Company up to 5 (five) consecutive years from the date of this Annual General Meeting. Mr. Gauravkumar Chowdhary have resigned from the office of Directorship due to personal reason. In terms of provisions of Section 161 of the Companies Act, 2013, Mr. Sunil Kothari was appointed as an Additional Director of the Company and being eligible to offer himself for reappointment.

There being no other changes in directorship of the Company during the year under review.

Directors Responsibility Statement

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, which requires company to give a Directors Responsibility Statement, your directors hereby confirm -

That in preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departure.

That Company has selected Mercantile 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 or loss of the company for that period.

That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for the safeguarding the assets of the company and for preventing and detecting fraud and other regulations.

That the directors have prepared the Annual accounts on a going concern basis for the year ending on 31st March, 2014.

Auditors

M/s. Surana Maloo & Co., Chartered Accountants, who are the statutory auditors of the Company, hold office till the conclusion of the forthcoming AGM and are eligible for re-appointment. Pursuant to the provisions of section 139 of the Companies Act, 2013 and the Rules framed there under, it is proposed to appoint M/s. Surana Maloo & Co., as statutory auditors of the Company from the conclusion of the forthcoming AGM till the conclusion of the Twenty Eighth AGM to be held in the year 2017, subject to ratification of their appointment at every AGM.

Comment on Auditors'' Report

There is no adverse comment in the Auditors'' Report which requires any further explanation under Section 217 (3) of the Companies Act, 1956.

Particulars of Employees and Others

The Company does not have any employee receiving remuneration of Rs. 5,00,000/- per month or Rs. 60,00,000/- per annum and therefore no particulars are required to be furnished under Section 217 (2A) of the Companies Act, 1956

Information on Energy Conservation, Technology Absorption and Foreign Exchange Earnings

Particulars regarding conservation of energy, Technology up gradation, and Foreign Exchange Earnings and Outgo, pursuant to Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 are given in the enclosure and form part of the Report.

Subsidiary Companies

During the year under review, Camex HK Limited was incorporated as subsidiary of the Camex Limited. Since there were business transaction in Camex HK Limited during the current financial year accordingly the Company has consolidated the financial statements with its foreign subsidiary company.

Corporate Goverance

Pursuant to Clause 49 of the Listing Agreement with Bombay Stock Exchange Limited (BSE), Corporate Governance Report, Chairman''s and Auditors Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report

Appreciation

The Company places on record its deep appreciation for all those who are associated with the Company and have continued their support towards the growth and stability of the company.

For and on behalf of the Board of Directors SD/ Place : Ahmedabad Chandraprakash Chopra Date :5th July, 2014 Chairman & Managing Director DIN: 00375421


Mar 31, 2013

Dear Members,

The have pleasure in presenting the 24th Annual General Meeting of the Company along with the audited statements of Accounts for the year ended 31st March, 2013.

Financial Performance Rs. in lacs

Financial Results 2012-13 2011-12

Profit before Financial Expenses, Depreciation & Taxation 594.99 459.60

Financial Expenses '' 305.45 212.71

Profit Before Depreciation & Taxation 289.54 246.89

Depreciation 54.15 44.86

Profit Before Taxation 235.39 202.03

Provision for Taxation including Deferred Tax 73.26 66.61

Net Profit After Tax 162.13 135.40

OPERATIONS

During the year Company has achieved turnover of Rs. 20276.00 Lacs, as compared to last years'' sales of Rs. 14616.76 Lacs and profit of the current year also increased to Rs. 162.12 Lacs compared to profit of Rs. 135.40 Lacs for the previous financial year. Your directors are hopeful of getting better results in the current financial year, however depreciation in the rupee as compared to US$ may have some effect on the Company''s business.

Dividend

Your directors recommended a dividend of Rs. 0.50 per share on the paid up equity share capital of Rs. 7,40,87,000/-. The total outgo towards dividend would be Rs. 37,04,350/-. (excluding dividend tax)

Deposits

The Company has not accepted Deposits from the public within the meaning of Section 58A of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 in the current year.

Insurance

Adequate insurance cover has been taken for both the movable and the immovable properties of the company including Buildings, Plant & Machineries, and Stocks etc.

Directors

At the ensuing Annual General Meeting Mr. Chandraprakash Chopra and Mr. Mahavirchand Chopra, who retires by rotation and being eligible for offers themselves for reappointment. During the year Mr. Rahul Chopra, Mr. Sandeepkumar Mundra and Mr. Jitendra Chopra were appointed as an additional directors of the Company. However Mr. Rahul Chopra, Mr. Devenra Chopra and Mr. Indramal Nagori have resigned from the office of Directorship due to personal reason. There being no other changes in directorship of the Company during the year under review.

Directors Responsibility Statement

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, which requires company to give a Directors Responsibility Statement, your directors hereby confirm -

That in preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departure.

That Company has selected Mercantile 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 or loss of the company for that period.

That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for the safeguarding the assets of the company and for preventing and detecting fraud and other regulations.

That the directors have prepared the Annual accounts on a going concern basis for the year endinq on 31s* March, 2013.

Auditors

The Auditors M/s. Surana Maloo & Co., Chartered Accountants retire at the ensuing Annual General Meeting and offer themselves for reappointment. The Auditors have confirmed that if appointed their appointment would be within the limit stated in Section 224 of the Companies Act, 1956

Comment on Auditors'' Report

There is no adverse comment in the Auditors'' Report which requires any further explanation under Section 217 (3) of the Companies Act, 1956.

Particulars of Employees and Others

The Company does not have any employee receiving remuneration of Rs. 5,00,000/- per month or Rs. 60,00,000/- per annum and therefore no particulars are required to be furnished under Section 217 (2A) of the Companies Act, 1956

Cost Auditor

As per the requirements of the central government and pursuant to the provisions of the section 233 B of the Companies Act, 1956 the audit of the cost accounts relating to the product "Dyes" is being carried out every year. The Company has appointed Shri Uttam Bhandari as cost auditor for the year 2012-13 from 01.04.2012 - 31.03.2013.

Subsidiary Companies

During the year under review, Camex HK Limited is incorporated as subsidiary of the Camex Limited. There was no business transaction in Camex HK Limited during the current financial year accordingly the Company has not consolidated the financial statements with its foreign subsidiary Company.

Appreciation

The Company places on record its deep appreciation for all those who are associated with the Company and have continued their support towards the growth and stability of the Company.

For and on behalf of the

Board of Directors

SD/

Place : Ahmedabad Chandraprakash Chopra

Date : 22nd May, 2013 Chairman & Managing Director


Mar 31, 2012

The have pleasure in presenting the 23rd Annual General Meeting of the Company along with the audited statements of Accounts for the year ended 31st March, 2012.

Financial Performance (Rs. in lacs)

Financial Results 2011-12 2010-11

Profit before Financial Expenses, Depreciation, & Taxation 459.60 443.27

Financial Expenses 212.71 179.00 Profit Before Depreciation & Taxation 246.89 264.27

Depreciation 44.86 44.84

Profit Before Taxation 202.03 219.43

Provision for Taxation including Deferred Tax 66.61 74.73

Net Profit After Tax 135.40 144.70

Operations

During the year the sales of the Company amounted to Rs. 14601.63 Lacs, which is lower than last years' sales of Rs. 15954.9.3 Lacs and profit of the current year stands at Rs. 135.42 Lacs against Rs. 144.70 Lacs for the previous year. In spite of the depreciating rupee and overall economic scenario your directors along with their team would put their best efforts to give better results in the current financial year

Dividend

Your directors recommended a dividend of Rs. 0.50 per share on the paid up equity share capital of Rs. 7,40,87,000/-. The total outgo towards dividend would be Rs. 37,04,350/-. (excluding dividend tax)

Deposits

The Company has not accepted Deposits from the public within the meaning of Section 58A of the Companies Act, 1956 and. the Companies (Acceptance of Deposits) Rules, 1975 in the current year.

Insurance

Adequate insurance cover has been taken for both the movable and the immovable properties of the company including Buildings, Plant & Machineries, and Stocks etc.

Directors

At the ensuing Annual General Meeting Mr. Devendrakumar Chopra and Dr.Ram Gopal Gupta ,who retires by rotation and being eligible for offers themselves for reappointment. There being no other changes in directorship of the Company during the year under review.

Directors Responsibility Statement

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, which requires company to give a Directors Responsibility Statement, your directors hereby confirm

That in preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departure.

That Company has selected Mercantile 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 or loss of the company for that period.

That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for the safeguarding the assets of the company and for preventing and detecting fraud and other regulations.

That the directors have prepared the Annual accounts on a going concern basis for the year ending on 31st Match, 2612.

Auditors

The Auditors M/s. Surana Maloo & Co., Chartered Accountants retire at the ensuing Annual General Meeting and offer themselves for reappointment, The Auditors have confirmed that if appointed their appointment would be within the limit stated in Section 224 of the Companies Act, 1956

Comment on Auditors' Report

There is no adverse comment in the Auditors' Report which requires any further explanation under Section 217 (3) of the Companies Act, 1956.

Particulars of Employees and Others

The Company does not have any employee receiving remuneration of Rs. 5,00,000/- per month or Rs. 60,00,000/- per annum and therefore no particulars are required to be furnished under Section 217 (2A) of the Companies Act, 1956

Information on Energy Conservation, Technology Absorption and Foreign Exchange Earnings

Particulars regarding conservation of energy, Technology up gradation, and Foreign Exchange Earnings and Outgo, pursuant to Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 are given in the enclosure and form part of the Report.

Cost Auditors

As per the requirements of the central government and pursuant to the provisions of the section 233 B of the Companies Act, 1956 the audit of the cost accounts relating to the product "Dyes" is being carried out every year. The company has appointed Shri Uttam Bahndari as cost auditor for the year 2011-12

Appreciation

The Company places on record its deep appreciation for all those who are associated with the Company and have continued their support towards the growth and stability of the company.

Place : Ahmadabad For the on behalf of the

Date : 16th May, 2012 Board of Directors

SD/-

Shri Chandrprakash Chopra

Chairman & Managing Director


Mar 31, 2010

We have pleasure in presenting the 21st Annual General Meeting of the Company along with the audited statements of Accounts for the year ended 31st March, 2010.

Financial Performance

(Rs. in Lacs)

Financial Results 2009-10 2008-09

Profit before Financial Expenses, Depreciation, & Taxation 278.10 234.51

Financial Expenses 128.68 90.29

Profit Before Depreciation & Taxation1 49.41 144.22

Depreciation 43.46 34.96

Profit Before Taxation 105.95 109.26

Provision for Taxation including Deferred Tax 30.46 37.14

Net Profit After Tax 75.49 72.11

Operations

During the year the sales of the company amounted to Rs.11347.60 Lacs has increased as compared to last years sales of Rs. 8765.01 Lacs i.e. sales has increased by 29.46 % and profit of the current year has also increased to Rs. 75.49 Lacs compared to profit of Rs. 72.11 Lacs for the previous financial year. Your directors are hopeful of getting better results in the current financial year.

Dividend

Board considers it appropriate to reserve the funds for internal funding and therefore are not proposing dividend for the current year.

Deposits

The company has not accepted Deposits from the public within the meaning of Section 58 A of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 in the current year.

Insurance

Adequate insurance cover has been taken for both the movable and the immovable properties of the company including Buildings, Plant & Machineries, and Stocks etc.

Directors

At the ensuing Annual General Meeting Mr. Chandraprakash Chopra and Mr. Mahavirchand Chopra, who retires toy rotation and being eligible for reappointment, offers themselves for reappointment.

During the year Mr. Sandeep Mundra has resigned from the directorship of the Company and Mr. Gaurav Chowdhary is appointed as an additional director of the company.

There being no other changes in Directorship of the company during the year under review.

Directors Responsibility Statement

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, which requires company to give a Directors Responsibility Statement, your directors hereby confirm -

That in preparation of annual accounts, the applicable accounting standards had been followed along with proper explanatory notes/statements relating to material departure.

That Company has selected Mercantile system of accounting policies and applied it consistently since beginning 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.

That the directors had taken proper and sufficient care for the maintenance of adequate accounting books and records in accordance with the provisions of this Act for the safeguarding the assets of the company and for preventing and detecting fraud and other irregulations.

That the annual accounts had been prepared on a going concern basis for the year ending on 31s1 March, 2010.

Auditors

The Auditors M/s. Surana Maloo & Co., Chartered Accountants retire at the ensuing Annual General Meeting and offer themselves for reappointment. The Auditors have confirmed that if appointed their appointment would be with in the limit stated in Section 224 of the Companies Act, 1956

Comment on Auditors Report

There is no adverse comment in the Auditors Report which requires any further explanation under Section 217 (3) of the Companies Act, 1956.

Particulars of Employees and Others

The Company does not have any employee receiving remuneration of Rs. 2,00,000/- & more per month i.e. Rs. 24,00,000/- per annum and there fore, no particulars are required to be furnished under Section 217 (2A) of the Companies Act, 1956.

Information on Energy Conservation, Technology Absorption and Foreign Exchange Earnings

Particulars regarding conservation of energy, Technology up gradation, and Foreign Exchange Earnings and Outgo, pursuant to Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 are given in the enclosure and form part of the Directors Report.

Appreciation

The company places on record its deep appreciation for all those who are associated with the company and have continued their support towards the growth and stability of the company.

Place : Ahmedabad For and on behalf of the

Date : 31st May, 2010 Board of Directors



SD/-

Chandra Prakash Chopra

Chairman & Managing Director


Mar 31, 2002

We have pleasure in presenting the 13th Annual. Report of the Company alongwith the audited statements of Accounts for the year ended 31st March, 2002.

FINANCIAL PERFORMANCE :

FINANCIAL RESULTS 2001-2002 2000-2001

(Rs. in lacs) (Rs. in Lacs)

OPERATING PROFITS BEFORE 66.86 32.19 FINANCIAL EXPENSES & DEPRECIATION

FINANCIAL EXPENSES 12.83 12.59

DEPRECIATION 16.87 14.66

PROVISION FOR TAXATION 15.93 NIL

NET PROFIT (LOSS) 21.25 4.94

OPERATIONS :

During the year the turnover from manufacturing activity of the Company was Rs. 600.02 lacs as compared to last year of Rs. 383.44 lacs, showing growth of 56.48%. Company has also started trading activity during the year and achieved a turnover of Rs. 503.21 lacs from the said activity. Profit for the year increased from Rs. 4.94 Lacs to Rs. 21.25 Lacs. Your directors are hopeful for achieving more better results in the coming year.

DIVIDEND

PREFERENCE SHARES :

The Board has declared dividend on 2,50,000 Redeemable Cumulative Preference Shares @ 6% for the period 26th May, 2001 to 31st March, 2002.

ORDINARY SHARES :

In view of the uncertainty in the market and therefore to conserve resources, your directors have thought it advisable to reinvest profits earned in the Business and hence does not recommend any dividend for the year under review. DEPOSITS :

The Company has not accepted any Deposits from the public within the meaning of Section 58A of the Companies Act, 1956 and Rules made thereunder.

INSURANCE

Adequate Insurance cover has been taken for properties of the Company including Buildings, Plant & Machineries, Stocks etc.

DIRECTORS :

At the ensuing Annual General Meeting Shri Chandraprakash Chopra will retire by rotation and being eligible for offers himself for reappointment.

DIRECTORS REPONSIBILITY STATEMENT :

Pursuant to the requirement under section 217(2AA) of the Companies Act, 1956, which requires company to give a Directors Responsibility statement, your directors hereby confirm -

That in preparation of annual accounts, the applicable accounting standards had been followed alongwith proper explanation relating to material departure.

That Company has selected Mercantile 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 and of the profit or loss of the company for that period.

That the directors has taken proper and sufficient care for the maintainance of adequate accounting records in accordance with the provisions of this Act for the safeguarding of the assets of the company and for preventing and detecting fraud and other irregulations.

That the Directors had prepared the annual accounts on a going concern basis.

AUDITORS :

The Auditors M/s Parikh & Majmudar, Chartered Accountants retire and offer themselves for reappointment.

COMMENT ON AUDITORS REPORT

The notes to the Accounts referred to in the Auditors Report are self-explanatory and therefore do not call for any further explanation under Section 217(3) of the Companies Act, 1956

PARTICULARS OF EMPLOYEES AND OTHERS

The Company does not have any employee receiving remuneration of Rs. 200000/- per month or Rs. 2400000/- per annum and therefore, no particulars are required to be furnished under section 217(2A) of the Companies Act, 1956.

INFORMATION ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGH EXCHANGE EARNING

Particulars regarding conservation of energy, Technology upgradation and Foreign Exchange earnings and outgo, pursuant to Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 are given in the enclosure and form part of the report.

APPRECIATION

The company places on record its deep appreciation for all those who have been associated with the company and have continued their support towards the growth and stability of the company.

For & on behalf of the Board of Directors

Chandraprakash Chopra Chairman

Place : Ankleshwar Date : 26th June, 2002

 
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