Directors Report of Colinz Laboratories Ltd.

Mar 31, 2014

Dear Members,

The Directors have the pleasure in presenting their 28th Annual Report and audited Accounts of your Company, for the year ended 31st March, 2014.

FINANCIAL RESULTS :

2013-2014 2012-2013 (Rs. in Lacs) (Rs. in Lacs)

Earnings before Interest, Depreciation & Tax (EBITDA) 47.30 62.39

Less: Bank Charges and Interest 8.41 20.21

Depreciation 26.24 26.19

Profit before Taxation 12.65 15.99

Less/ (Add): Provision for Current Tax 2.29 2.97

Provision for Deferred Tax 3.71 5.04

Profit after Taxation 6.65 7.98

OPERATIONS :

1) During the year under review, the Government of India finally notified the Drugs Price Control Order 2013 in May-2013 regulating the Prices of 348 essential medicines covered under the National List of Essential Medicines. The order was made effective from 1st July 2013. like most of the Companies in Pharmaceutical Industry, your company was also affected by the DPCO 2013, since more than dozen of the companies products came under price control, with the reduction in prices ranging from 20% to 40%. Further the stockiest and retailers refused to lift the goods from all companies until

a) The new prices were announced

b) The Goods with new prices were supplied to them

Further stand taken by the stockiest of getting the old margins for newly covered price controlled items also affected the Sales during the year under review. Inspite of all these hurdles your Company maintained top line, though the bottom line was affected by the compressed margins.

The total revenues of the company stood at Rs.792 lacs compared to Rs.779 lacs of previous financial year, an increase of 2 %.

The earnings before Interest, Depreciation and tax, was also lower at Rs. 47.30 Lacs during the year under review compared to Rs. 62.39 Lacs in the previous year. The profit before tax was Rs. 12.65 Lacs , the net profit after providing for Income Tax and Deferred Tax Liability was Rs. 6.65 Lacs . Net profit would have been higher except for increase in the staff cost particularly incurred to retain the productive field staff and the increase in Material Cost.

DIVIDEND :

Your Directors are unable to recommend any dividend during the year under review, considering the small surplus available and with a view to conserve funds towards margin monies.

LISTING OF SHARES:

The shares of your Company are listed in Stock Exchange, Mumbai. Annual Listing Fees for the year 2013-14 has been paid on time.

PUBLIC DEPOSITS :

The Company has not invited / received any fixed deposits during the year.

DIRECTORS:

The Board consists of Executive and Non-Executive directors, including independent Directors, who have wide and varied experience in different disciplines of corporate functioning. In accordance with the provisions of Companies Act, 2013, as amended from time to time and Article of Association of the Company, Shri. A. Krishna Kumar who retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

COST AUDITORS''

Pursuant to the order issued by Central Government Under Section 233B of the Companies Act 1956,

The Board of Directors of your Company have appointed MR. K. R. Vaidyanathan Cost Accountants for conducting the Audit of Cost Accounting records maintained by the Company for its formulations.

DIRECTORS'' RESPONSIBILITY STATEMENT:

In terms of provisions of Section 217[2AA] of the Companies Act, 1956, your Directors confirm that:

I. In the preparation of the annual accounts, the applicable accounting standards have been followed, along-with proper explanation relating to material departures, wherever applicable.

II. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company, as at the end of the accounting year and of the profit of the company for that year;

III. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, as amended from time to time for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

IV. The Directors have prepared the annual accounts on a going concern basis.

PERSONNEL:

During the year under review, relations between the Employees and the Management remained cordial.

There are no employees falling within the provision of Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time.

CONSERVATION OF ENERGY:

Except for the consumption of Power (Electricity) the Company does not consume any other source of energy. Pharmaceutical company is not power intensive. Since it also involves multiple products, disclosure of consumption of power per unit of product is not meaningful.

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:

No imported technology is adapted by the Company. Continuous developmental efforts are made by our qualified and approved staff to formulate new products and innovation of existing products. Such efforts have benefited in improving the stability of our products and simplification of manufacturing procedures.

FOREIGN EXCHANGE:

During the year under review, Foreign exchange earned Rs.Nil,( Previous Year - Rs. NIL/-). Foreign exchange outgo was Rs. NIL, (Previous Year - NIL /-).

RESEARCH AND DEVELOPMENT:

Your Company has not incurred any expenditure on research and development other than the routine developmental work.

REPORT ON CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchange, the following form part of this Annual Report:

i) Management Discussion and Analysis.

ii) Report on Corporate Governance.

iii) Auditor''s Certificate regarding compliance of conditions of Corporate Governance.

OTHER MATTERS:

Your Company is not a polluting industry and the requirements of Pollution Control Board, if any, are met with.

AUDITORS:

M/s. S. V. Bhat & Co., Chartered Accountants, retire as auditors of the Company at the conclusion of the 28th Annual General Meeting and are eligible for reappointment.

ACKNOWLEDGEMENT:

Your Directors would like to acknowledge the co-operation they received during the year under review from Bankers, Distributors as well as from various Government Departments and also the investing public. We would also like to place on record our profound admiration and sincere appreciation of the hard work put in by the members of the staff and workmen. We are grateful to you, for the confidence and faith you have reposed in us.

For and on behalf of the Board

Dr. L. S. Mani Chairman & Managing Director Mumbai, 15th May, 2014

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Mar 31, 2010

The Directors have the pleasure in presenting their 24th Annual Report and audited Accounts of your Company, for the year ended 31st March, 2010.

FINANCIAL RESULTS:

2009-2010 2008-2009

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

Earnings before Interest, Depreciation & Tax (EBITDA) 49.99 56.29

Less: Bank Charges and Interest 17.68 23.86

Depreciation 25.70 26.24

Profit before Taxation 6.61 6.19

Less/ (Add): Provision for Current Tax 0.96 0.59

Provision for Deferred Tax (2.81) 3.28

Fringe Benefit Tax - 1.32

Profit after Taxation 8.46 1.00



OPERATIONS:



During the year under review, the total revenues of the company stood at Rs.566.00 lacs compared to 549.00 lacs. The Profit before Tax was Rs. 6.61 lacs.The net Profit after providing for income tax and Deferred Tax was Rs.8.46 lacs. The earnings before Interest, Depreciation and tax was lower at 49.99 lacs during the year under review compared to Rs. 56.29 in the previous due to increase in the employee cost, particularly incurred to retain the productive field staff.

DIVIDEND:

Your Directors are unable to recommend any dividend during the year under review, considering the small surplus available and with a view to conserve funds towards margin monies.

LISTING OF SHARES:

The shares of your Company are listed in Stock Exchange, Mumbai. Annual Listing Fees for the year 2010-11 has been paid on time.

PUBLIC DEPOSITS:

The Company has not invited / received any fixed deposits during the year.

DIRECTORS:

The Board consists of Executive and Non-Executive directors, including independent Directors, who have wide and varied experience in different disciplines of corporate functioning. In accordance with the provisions of Companies Act, 1956, and Article of Association of the Company, Shri Krishnakumar Attrassary retires by rotation at the ensuring Annual General Meeting and being eligible offers himself for re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT:

In terms of provisions of Section 217[2AA] of the Companies Act, 1956, your Directors confirm that:

I. In the preparation of the annual accounts, the applicable accounting standards have been followed, along-with proper explanation relating to material departures, wherever applicable.

II. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company, as at the end of the accounting year and of the profit of the company for that year;

III. The Directors had 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 have prepared the annual accounts on a going concern basis.

PERSONNEL:

During the year under review, relations between the Employees and the Management remained cordial.

Particulars of employees as required under Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time are not applicable to your Company as there were no employees whose remuneration is in excess of limits prescribed.

CONSERVATION OF ENERGY:

Except for the consumption of Power (Electricity) the Company does not consume any other source of energy. Pharmaceutical company is not power intensive. Since it also involves multiple products, disclosure of consumption of power per unit of product is not meaningful.

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:

No imported technology is adapted by the Company. Continuous developmental efforts are made by our qualified and approved staff to formulate new products and innovation of existing products. Such efforts have benefited in improving the stability of our products and simplification of manufacturing procedures.

FOREIGN EXCHANGE:

During the year under review, Foreign exchange earned Rs.Nil,( Previous Year - Rs. NIL/-). Foreign exchange outgo was Rs. NIL, (Previous Year - Rs. 1,17,024/-).

RESEARCH AND DEVELOPMENT:

Your Company has not incurred any expenditure on research and development other than the routine developmental work.

REPORT ON CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchange, the following form part of this Annual

Report:

i) Management Discussion and Analysis.

ii) Report on Corporate Governance.

iii) Auditors Certificate regarding compliance of conditions of Corporate Governance.

OTHER MATTERS:

Your Company is not a polluting industry and the requirements of Pollution Control Board, if any, are met with.

AUDITORS:

M/s. S. V. Bhat & Co., Chartered Accountants, retire as auditors of the Company at the conclusion of the 24th Annual General Meeting and are eligible for reappointment.

ACKNOWLEDGEMENT:

Your Directors would like to acknowledge the co-operation they received during the year under review from Bankers, Distributors as well as from various Government Departments and also the investing public. We would also like to place on record our profound admiration and sincere appreciation of the hard work put in by the members of the staff and workmen. We are grateful to you, for the confidence and faith you have reposed in us.

For and on behalf of the Board.

Dr. L. S. Mani

Chairman & Managing Director

Mumbai, 29th May, 2010

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Mar 31, 2009

The Directors have the pleasure in presenting their 23rd Annual Report and audited Accounts of your Company, for the year ended 31st March, 2009

FINANCIAL RESULTS : 2008-2009 2007-2008 (Rs in Lacs) (Rs in Lacs)

Profit before Interest and Depreciation 56.29 54.70

Less: Bank Charges and Interest 23.86 28.53 Depreciation 26.24 23.95

Profit before Taxation 6.19 2.22

Less/(Add): Provision for Current Income Tax 0.59 0.23

Provision for Deferred Tax 3.28 (5.85)

Provision for Fringe Benefit Tax 1.32 1.25

Profit after Taxation 1.00 6.59



OPERATIONS:

During the year under review, the turnover of the company was Rs549 lacs compared to Rs 561 lacs in the previous year The Profit before Tax wasRs619 lacs and the net Profit after provision for income Tax, provision for FBT and provision for Deferred Tax was Rsl lac ,

The year 2008-09, saw the worst global financial and economic crisis almost after 60 years The crisis had a severe knock-on effect on developed as well as emerging economies This caused too much damage to Indian economy also, compared to the stellar economic performance of the immediate past years The degree of crisis was so severe that we saw some of the worlds largest financial institutions collapsed and the governments of some wealthiest nations in the world have resorted to extensive bail outs and rescue packages It brought about the beginning of a cyclical down turn in Indias economy and GDP growth, which was 9% during 2007-08, compared to a growth of mere 58% in the third quarter of 2008-09 Apart from the above, there was an impact of sharp increase in the raw material prices of all imported bulk drugs and intermediaries going into the manufacture of bulk drugs, due to the government imposed shut down of plants in China, due to Olympic games in the first half of the year under review This has affected the margins of your Company apart from the abrupt depreciation of Indian Rupee visavis other currencies, due to reversal of capital flow with investors across the world withdrawing their investment in India, to survive the severe crises in developed economies

Considering the credit crises, lower consumer spending, reduction in corporate revenues and profits, lay offs, job cuts across the sectors, across the globe including in India your Company was able to fair reasonably well during the year under review in spite of higher provision for depreciation and deferred tax

DIVIDEND:

Your Directors are unable to recommend any dividend during the year under review, considering the small surplus available and with a view to conserve funds towards margin monies

LISTING OF SHARES:

The shares of your Company are listed in Bombay Stock Exchange, Mumbai Annual Listing Fees for the year 2009- 10 has been paid on time

PUBLIC DEPOSITS:

The Company has not invited / received any fixed deposits during the year

DIRECTORS:

At the forthcoming Annual General Meeting MrVasant KBhat retires by rotation and is eligible for reappointment Your Directors regret to inform the untimely demise of Mr Michael DSouza; Advocate, on 30112008 Your Directors express their gratitude to the invaluable service rendered by Late Mr Michael DSouza during his tenure as Director

Your Directors appointed Mr Krishnakumar Attrassary as Additional Director (Independent) under section 260 of the Companies Act, 1956 to fill the casual vacancy created on account of demise of Mr Michael DSouza, who will hold office till the conclusion of the 23rd Annual General Meeting

DIRECTORS RESPONSIBILITY STATEMENT:

In terms of provisions of Section 21712AA of the Companies Act, 1956, your Directors confirm that:

I In the preparation of the annual accounts the applicable accounting standards have been followed, along with proper explanation relating to material departures, wherever applicable

II The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company, as at the end of the accounting year and of the profit of the company for that year;

III The Directors had 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 have prepared the annual accounts on a going concern basis

PERSONNEL:

During the year under review, relations between the Employees and the Management remained cordial Particulars of employees as required under Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time are not applicable to your Company as there were no employees whose remuneration is in excess of limits prescribed

CONSERVATION OF ENERGY:

Except for the consumption of Power (Electricity) the Company does not consume any other source of energy Pharmaceutical company is not power intensive Since it also involves multiple products, disclosure of consumption of power per unit of product is not meaningful

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:

No imported technology is adapted by the Company Continuous developmental efforts are made by our qualified and approved staff to formulate new products and innovation of existing products Such efforts have benefited in improving the stability of our products and simplification of manufacturing procedures

FOREIGN EXCHANGE:

During the year under review Foreign exchange earned RsNil,( Previous Year- Rs NIL/-) Foreign exchange outgo was Rs 1,17,024/-( Previous Year-Rs NIL/-)

RESEARCH AND DEVELOPMENT:

Your Company has not incurred any expenditure on research and development other than the routine developmental work

REPORT ON CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchange, the following form part of this Annual Report:

i) Management Discussion and Analysis

ii) Report on Corporate Governance

iii) Auditors Certificate regarding compliance of conditions of Corporate Governance

OTHER MATTERS:

Your Company is not a polluting industry and the requirements of Pollution Control Board, if any, are met with

AUDITORS:

M/s S V Bhat & Co, Chartered Accountants, retire as auditors of the Company at the conclusion of the 23rd , Annual General Meeting and are eligible for reappointment

ACKNOWLEDGEMENT:

Your Directors would like to acknowledge the co-operation they received during the year under review from Bankers, Distributors as well as from various Government Departments and also the investing public We would also like to place on record our profound admiration and sincere appreciation of the hard work put in by the members of the staff and workmen We are grateful to you, for the confidence and faith you have reposed in us:

For and on behalf of the Board Dr L S Mani Chairman & Managing Director Mumbai, 30th June, 2009