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Directors Report of Concord Drugs Ltd.

Mar 31, 2014

Dear Members,

We have pleasure in presenting the Nineteenth Annual report together with Audited accounts for the year ended 31st March, 2014.

(Rupees in Lakhs)

Particulars 2013-2014 2012-2013

Income 3395.20 2806.73

Expenditure 3364.61 2698.60

Profit before Tax 42.84 108.13

Provision for Taxation 8.96 4.01

Net Profit after Tax 33.87 104.12

PERFORMANCE REVIEW:

The Company has recorded a turnover of Rs. 3395.20 Lakhs and a profit of Rs. 33.87 Lakhs in the current year against the turnover of Rs. 2806.73 Lakhs and a profit of Rs. 104.12 Lakhs in the previous financial year ending 31.03.2013.

The Company has been continuously working on quality up gradation and austerity measures for achieving efficient running of the organization.

OPERATIONS:

The performance of the company during the year under review has been satisfactory. The company is making all its efforts to get further orders apart from the existing one.

DIVIDEND:

Keeping the Company''s expansion and growth plans in mind, your Directors have decided not to recommend dividend for the year.

TRANSFER TO RESERVES:

During the year,

PUBLIC DEPOSITS:

Your Company has not accepted any deposits falling within the meaning of Sec.58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposits) Rules, during the financial year under review.

LISTING:

The Company''s present Equity shares are listed on Ahmedabad Stock Exchange, Pune Stock Exchange and Madras Stock Exchange.

CAPITAL OF THE COMPANY:

Authorized Share capital of the company stands at Rs.11,00,00,000/- (Rupees Eleven Crores Only) divided in to 1,10,00,000 equity shares of Rs.10/- each and Paid up capital of the company is Rs. 7,24,37,500/- divided in to 72,43,750 equity shares of Rs.10/- each.

SUBSIDIARY COMPANY:

Your Company does not have any subsidiary.

INSURANCE:

The company''s properties have been adequately insured against major risks. All the insurable interests of your Company including inventories, buildings, plant and machinery, stock and liabilities under legislative enactments are adequately insured.

MANAGEMENT DISCUSSION AND ANALYSIS:

A detailed review of operations, performance and future outlook of your Company and its businesses is given in the Management Discussion and Analysis, which forms part of this Report.

DIRECTORS:

The Board of Directors of the Company has decided to adopt the provisions with respect to appointment and tenure of Independent Directors which is consistent with the Companies Act, 2013 and the Listing Agreement. With the changes in the Companies Act, the Company would not have any upper age limit of retirement of Independent Directors from the Board and their appointment and tenure will be governed by the provisions of Companies Act, 2013. In line with the requirements of the Companies Act, 2013, it is therefore proposed to appoint existing independent directors, as Independent Directors on the Board of the Company for a term up to five consecutive years. A brief profile of proposed Independent Directors, including nature of their expertise, is provided in this Annual Report.

Notices have been received from Members proposing candidature of the Directors namely P. Venkatram Reddy and Mr. Movidi Eswar Rao for the office of Independent Directors of the Company. In the opinion of the Board, they fulfil the conditions specified in the Companies Act, 2013 and the Rules made there under for appointment as Independent Directors of the Company. A copy of the draft Letter of Appointment for Independent Directors, setting out terms and conditions of their appointment, is available for inspection at the Registered Office of the Company.

Mr. K. Ramachandra Reddy will retire by rotation at the ensuing Annual General Meeting in terms of Section 152 and any other applicable provisions of the Companies Act, 2013 and being eligible offers himself for re-appointment.

During the year, Mr. U. Satish Kumar resigned from the board w.e.f. 14.01.2014. The Board placed on record its sincere appreciations for the valuable services rendered by him during his tenure as Director of the Company.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Sec.217 (2AA) of the Companies Act, 1956 the Board of Directors of your Company hereby certifies and confirms that:

i. In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii. The Directors have selected such accounting policies and applied them consistently and made judgment 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;

iii. 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 have prepared the Annual accounts on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUT GO:

The required information as per Sec.217 (1) (e) of the Companies Act 1956 is provided hereunder:

A. Conservation of Energy

Adequate measures have been taken to reduce energy consumption, wherever possible. Total energy consumption and energy consumption per unit of production is not applicable as company is not included in the industries specified in the schedule.

B. Technology Absorption

1. Research and Development (R&D) : Nil

2. Technology absorption, adoption and innovation : Nil

PARTICULARS OF EMPLOYEES:

There is no employee who is falling under section 217 (2A). Therefore, the disclosures required to be made under section 217 (2A) of the Companies Act, 1956 and the rules made there under are not applicable.

CODE OF CONDUCT:

The Code has been circulated to all the members of the Board and Senior Management and the compliance of the same has been affirmed by them. A declaration signed by the Managing Director is given in Annexure.

AUDITORS:

M/s. M M Reddy & Co., Chartered Accountants, Statutory Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, have expressed their willingness for re-appointment. Your directors propose the appointment of M/s. M M Reddy & Co., Chartered Accountants, as statutory auditors to hold office until the conclusion of the next Annual General Meeting of the company.

CORPORATE GOVERNANCE:

As a listed company, necessary measures have been taken to comply with the listing agreements of Stock Exchanges. A report on Corporate Governance, along with a certificate of compliance from the Auditors, forms part of this Report as Annexure.

ACKNOWLEDGEMENTS:

Your directors would like to express their grateful appreciation for assistance and co-operation received from clients, banks, investors, Government, other statutory authorities and all others associated with the company. Your directors also wish to place on record their deep sense of appreciation for the excellent contribution made by the employees at all levels, which enabled the company to achieve sustained growth in the operational performance during the year under review.

For and on behalf of the Board of Concord Drugs Limited

Sd/- S. Nagi Reddy Place: Hyderabad Managing Director Date: 14.08.2014 DIN: 01764665


Mar 31, 2013

Dear Members,

The Directors have pleasure in presenting the Eighteenth Annual report together with Audited accounts for the year ended 31st March, 2013.

FINANCIAL RESULTS:

(Rupees in Lakhs)

Particulars 2012-13 2011-12

Income 2806.73 2770.15

Expenditure 2698.60 2551.62

Profit before Tax 108.13 218.53

Provision for Taxation 4.01 59.06

Net Profit after Tax 104.12 159.47

PERFORMANCE REVIEW:

The Company has recorded a turnover of Rs. 2806.73 Lakhs and the profit of Rs. 104.12Lakhs in the current year against the turnover of Rs. 2770.15 Lakhs and profit of Rs. 159.47 Lakhs in the previous financial year ending 31.03.2012.

The Company has been continuously working on quality up gradation and austerity measures for achieving efficient running of the organization.

DIVIDEND:

Keeping the Company''s expansion and growth plans in mind, your Directors have decided not to recommend dividend for the year.

PUBLIC DEPOSITS:

Your Company has not accepted any deposits falling within the meaning of Sec.58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposits) Rules, during the financial year under review.

LISTING:

The Company''s present Equity shares are listed on Ahmedabad Stock Exchange, Pune Stock Exchange and Madras Stock Exchange.

CAPITAL OF THE COMPANY:

Authorized Share capital of the company stands at Rs.11,00,00,000/-( Rupees Eleven Crores Only) divided in to 110,00,000 equity shares of Rs.10/- each and Paid up capital of the company is Rs. 7,24,37,500 /- (Rupees Seven Crores Twenty four Lakhs Thirty seven Thousand and five hundred only) divided in to 72,43,750 equity shares of Rs.10/- each.

SUBSIDIARY COMPANY:

Your Company does not have any subsidiary.

INSURANCE:

The company''s properties have been adequately insured against major risks. All the insurable interests of your Company including inventories, buildings, plant and machinery, stock and liabilities under legislative enactments are adequately insured.

MANAGEMENT DISCUSSION AND ANALYSIS:

A detailed review of operations, performance and future outlook of your Company and its businesses is given in the Management Discussion and Analysis, which forms part of this Report.

DIRECTORS:

In accordance with the Companies Act, 1956 read with Articles of Association of the company the Director namely Mr. U. Satish Kumar retires by rotation and is eligible for re-appointment. Your Board recommends the re appointment of the Director mentioned above in the best interests of the company.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Sec.217 (2AA) of the Companies Act, 1956 the Board of Directors of your Company hereby certifies and confirms that:

i. In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii. The Directors have selected such accounting policies and applied them consistently and made judgment 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;

iii. 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 have prepared the Annual accounts on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUT GO:

The required information as per Sec.217 (1) (e) of the Companies Act 1956 is provided hereunder:

A. Conservation of Energy

Adequate measures have been taken to reduce energy consumption. wherever possible. Total energy consumption and energy consumption per unit of production is not applicable as company is not included in the industries specified in the schedule.

B. Technology Absorption

1. Research and Development (R&D) : Nil

2. Technology absorption, adoption and innovation : Nil

PARTICULARS OF EMPLOYEES:

There is no employee who is falling under section 217 (2A). Therefore, the disclosures required to be made under section 217 (2A) of the Companies Act, 1956 and the rules made there under are not applicable.

CODE OF CONDUCT:

The Code has been circulated to all the members of the Board and Senior Management and the compliance of the same has been affirmed by them. A declaration signed by the Managing Director is given in Annexure.

AUDITORS:

M/s. M M Reddy & Co., Chartered Accountants, statutory auditors of the company retire at the ensuing Annual General Meeting and being eligible, have expressed their willingness for re-appointment. Your directors propose the appointment of M/s. M M Reddy & Co., Chartered Accountants, as statutory auditors to hold office until the conclusion of the next Annual General Meeting of the company.

CORPORATE GOVERNANCE:

As a listed company, necessary measures have been taken to comply with the listing agreements of Stock Exchanges. A report on Corporate Governance, along with a certificate of compliance from the Auditors, forms part of this Report as Annexure.

ACKNOWLEDGEMENTS:

Your directors would like to express their grateful appreciation for assistance and co-operation received from clients, banks, investors, Government, other statutory authorities and all others associated with the company. Your directors also wish to place on record their deep sense of appreciation for the excellent contribution made by the employees at all levels, which enabled the company to achieve sustained growth in the operational performance during the year under review.

DECLARATION BY MANAGING DIRECTOR OF AFFIRMATION BY DIRECTORS AND SENIOR MANAGEMENT PERSONNEL OF COMPLIANCE WITH THE CODE OF CONDUCT:

The shareholders

I, S. Nagi Reddy, Managing Director of the Company do hereby declare that the directors and senior management of the Company have exercised their authority and powers and discharged their duties and functions in accordance with the requirements of the code of conduct as prescribed by the company and have adhered to the provisions of the same.

For and on behalf of the Board of Concord Drugs Limited

Sd/- Place: Hyderabad S. Nagi Reddy Date: 14.08.2013 Managing Director DIN: 01764665


Mar 31, 2012

Dear Members,

The Directors have pleasure in presenting the Seventeenth Annual report together with Audited accounts for the year ended 31st March, 2012

PROJECT IMPLEMENTATION:

The Company has recorded a turnover of Rs.2770.15 Lakhs in the current year against the turnover of Rs.2422.74 lakhs in the previous financial year ending 31.03.2012. The company has earned net profit after tax of Rs. 159.46 lakhs against the profit of Rs. 162.90 lakhs in the previous year.

FINANCIAL RESULTS:

(Rs. In Lacs)

Description 2011-12 2010-11

Gross Income 2770.15 2422.74

Total Expenditure 2551.62 2209.77

Profit before Depreciation & Interest 317.82 273.44

Less: Interest & Fin. Charges 39.42 17.77

Less: Depreciation 59.87 42.69

Less: Provision for Tax including Deferred Tax 59.06 50.07

Net Profit 159.46 162.90

DIVIDEND:

Your Directors do not recommend any Dividend for the current Financial Year- 2011-12.

SOCIAL RESPONSIBILITY

At Concord, we view Social Responsibility as a true effort to influence society in a manner that earns the trust and respect of stakeholders and society. We believe that economic performance and social responsibility can go hand in hand, when there is a genuine consideration of our impact on the communities and the environment in which we live and work. Your company has made contributions to various charities like schools for education, health centres' and old age homes etc during the year.

INVESTOR SERVICE

Your Company's share registry operations (physical as well as electronic form of holdings) will continue with Aarthi Consultants Private Limted, Registrars and Transfer Agents. They can be contacted at 1-2-285, Domalguda, Hyderabad- 500 081 (Phone Nos. 040-27638111, 27634445 E-mail: info@aarthiconsultancy.com for any query relating to Shares. The shares of the Company are listed on Madras Stock Exchange (MSE),Pune Stock Exchange (pSe) and Ahmedabad Stock Exchange (ASE).

PUBLIC DEPOSITS

During the year under review, the Company has not accepted any deposits from the public within the meaning of sections 58A and 58AA of the Companies Act, 1956 read with the Companies (Acceptance of deposits) Rules, 1975.

DIRECTORS RESPONSIBILITY STATEMENT

Your Directors confirm:

(a) That in preparation of the annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material department.

(b) That 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 affairs of the company at the end of the financial year ended on 31st March 2012 and of the profit of the company for that year.

(c) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records for the year ended 31st March 2012 in accordance with the provisions of the companies Act, 1956 for safe guarding the assets of the company and for prevention and detection of fraud and other irregularities.

(d) That the Directors had prepared the Annual Accounts on an ongoing basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUT GO

The required information as per Sec.217 (1) (e) of the Companies Act 1956 is provided hereunder:

A. Conservation of Energy

Adequate measures have been taken to reduce energy consumption, wherever possible. Total energy consumption and energy consumption per unit of production is not applicable as company is not included in the industries specified in the schedule.

B. Technology Absorption

1. Research and Development (R&D) : Nil

2. Technology absorption, adoption and innovation : Nil

C. Foreign Exchange Earnings and Out Go

Foreign Exchange Earnings : Nil

Foreign Exchange Outgo : Nil

PARTICULARS OF EMPLOYEES:

None of the employees are in receipt of remuneration exceeding the limit and whose particulars are required to be given as prescribed under Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

DIRECTORS:

Mr.M. Eswar Rao is retiring by rotation and has expressed his willingness for reappointment. Your Directors recommend for re-appointment.

AUDITORS:

M/s. M M REDDY & CO., Chartered Accountants, Hyderabad, the Company's Auditors retire at the conclusion of this Annual General Meeting and are eligible for re-appointment. Your Directors recommend their re-appointment.

REPORT ON CORPORATE GOVERNANCE:

As a listed company, necessary measures have been taken to comply with the listing agreements of Stock Exchanges. A report on Corporate Governance, along with a certificate of compliance from the Auditors, is attached elsewhere in the annual report.

LISTING :

The Company's present Equity shares are listed on Ahmedabad Stock Exchange, Pune Stock Exchange and Madras Stock Exchange.

ACKNOWLEDGEMENTS:

Your directors would like to express their grateful appreciation for assistance and co-operation received from clients, banks, investors, Government, other statutory authorities and all others associated with the company. Your directors also wish to place on record their deep sense of appreciation for the excellent contribution made by the employees at all levels, which enabled the company to achieve sustained growth in the operational performance during the year under review.

Declaration by Managing Director of affirmation by Directors and senior Management personnel of compliance with the code of conduct

The shareholders

I, S.Nagi Reddy, Managing Director of the Company do hereby declare that the directors and senior management of the Company have exercised their authority and powers and discharged their duties and functions in accordance with the requirements of the code of conduct as prescribed by the company and have adhered to the provisions of the same.

For and on behalf of the Board of Concord Drugs Limited

Sd/- Place: Hyderabad. S. Nagi Reddy Date : 01.09.2012 Managing Director


Mar 31, 2011

Dear Members,

The Directors have pleasure in presenting the Sixteenth Annual report together with Audited accounts for the year ended 31st March, 2011.

PROJECT IMPLEMENTATION:

During the year under review the company achieved the Sales turnover of Rs. 2412.83 Lakhs and the Job Works income of Rs.9.90 Lakhs and arrived Gross profit of Rs.212.97 Lakhs and arrived Net Profit of Rs. 162.90 Lakhs and paid an amount of Rs. 55.37 Lakhs towards Income tax.

The Company has recorded a turnover of Rs. 2459.88 Lakhs in the current year against the turnover of Rs. 995.20 lakhs in the previous financial year ending 31.03.10. The Company has earned net profit of Rs. 162.90 lakhs against the profit of Rs.38.33 lakhs in the previous year.

FINANCIAL RESULTS: (Rs. In Lacs)

Description 2010-11 2009-10

Gross Income 2459.88 995.20

Total Expenditure 2186.43 872.03

Profit before Depreciation & Interest 273.44 123.17

Less: Interest & Fin. Charges 17.77 12.96

Less: Depreciation 42.69 39.55

Less: Provision for Tax including Deferred Tax 7.62 (32.59) Net Profit 162.90 84.31

DIVIDEND:

Your Directors do not recommend any Dividend for the current Financial Year- 2010-11.

PUBLIC DEPOSITS:

Your Company has not accepted any deposits during the year under review.

DIRECTORS:

During the year Mr. S. Koni Reddy and Mr. U. Satish was appointed as additional director on the Board of the Company w.e.f. 10.06.2011.

Mr. K. Ramachandra Reddy is retiring by rotation and has expressed his willingness for reappointment.

PREFERENTIAL ALLOTMENT:

The Company has allotted 16,33,750 equity shares of Rs.10/- each on 05.04.2011 to Promoters and others on preferential basis, The Company has obtained listing approval and submitted the Corporate Action forms to NSDL and CDSL and approval for the same is awaited.

PAID UP CAPITAL:

The Paid up Capital of the Company stands at Rs. 5,61,00,000 divided into 56,10,000 equity shares of Rs. 10 each.

DIRECTORS RESPONSIBILITY STATEMENT

Your Directors confirm:

(a) That in preparation of the annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material department.

(b) That 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 affairs of the company at the end of the financial year ended on 31st March 2011 and of the profit of the company for that year.

(c) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records for the year ended 31st March 2011 in accordance with the provisions of the companies Act, 1956 for safe guarding the assets of the company and for prevention and detection of fraud and other irregularities.

(d) That the Directors had prepared the Annual Accounts on an ongoing basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUT GO

The required information as per Sec.217 (1) (e) of the Companies Act 1956 is provided hereunder:

A. Conservation of Energy

Adequate measures have been taken to reduce energy consumption, wherever possible. Total energy consumption and energy consumption per unit of production is not applicable as company is not included in the industries specified in the schedule.

B. Technology Absorption

1. Research and Development (R&D) : : Nil

2. Technology absorption, adoption and innovation : Nil

PARTICULARS OF EMPLOYEES:

None of the employees are in receipt of remuneration exceeding the limit and whose particulars are required to be given as prescribed under Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

AUDITORS:

M/s. M. M. Reddy & Co., Chartered Accountants, Hyderabad, the Company''s Auditors retire at the conclusion of this Annual General Meeting and are eligible for re-appointment. Your Directors recommend their appointment.

REPORT ON CORPORATE GOVERNANCE:

As a listed company, necessary measures have been taken to comply with the listing agreements of Stock Exchanges. A report on Corporate Governance, along with a certificate of compliance from the Auditors, is attached elsewhere in the annual report.

LISTING:

The Company''s present Equity shares are listed on Ahmedabad Stock Exchange, Pune Stock Exchange and Madras Stock Exchange.

ACKNOWLEDGEMENTS:

Your directors would like to express their grateful appreciation for assistance and co-operation received from clients, banks, investors, Government, other statutory authorities and all others associated with the company. Your directors also wish to place on record their deep sense of appreciation for the excellent contribution made by the employees at all levels, which enabled the company to achieve sustained growth in the operational performance during the year under review.

Declaration by Managing Director of affirmation by Directors and senior Management personnel of compliance with the code of conduct

The shareholders

I, S.Nagi Reddy, Managing Director of the Company do hereby declare that the directors and senior management of the Company have exercised their authority and powers and discharged their duties and functions in accordance with the requirements of the code of conduct as prescribed by the company and have adhered to the provisions of the same.

For and on behalf of the Board of Concord Drugs Limited

Sd/- Place: Hyderabad S. Nagi Reddy Date: 16.06.2011 Managing Director

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