Mar 31, 2015
Dear Members,
The Directors are pleased to present the 23rd Annual Report and the
company's audited accounts for the financial year ended 31st March,
2015.
FINANCIAL HIGHLIGHTS
The Company,s financial perfarmance for the year ended on 31st March,
2015 is summarized below:
(Amt.in Rs,)
Particular 2014-15 2013-14
Revenue from Operations 19277.61 38,161.96
Earnings Before Interest &
Depreciation & Tax (EBIDTA) 663.09 791.36
Less: Financial Costs 414.22 409.45
Profit Before Depreciation 248.88 381.91
Less: Depreciation And
Amortization Expenses 133.24 156.24
Profit Before Tax (PBT) 115.63 225.67
Less:
(a) Current Tax 27.63 67.24
(b) Deferred Tax -13.06 8.67
Profit After Tax (PAT) 101.07 149.76
Add: Profit Brought Forward 895.83 746.07
Add: Transferred during the year -71.56 -
Profit Available for Appropriation 925.34 895.83
BUSINESS PERFORMANCE
During the year under review, your Company has recorded total revenue
of Rs,192.91 crores. The consolidated revenue from operations of the
Company for the year ended 31st March, 2015 was down due to sharp
increase in all overhead expenses and in the cost of raw material and
in turn the cost of finished goods remained almost the same resulting
into fall in the operating profit.
2014 the extract of the annual return is annexed as Form No. MGT-9 with
this report.
Governance of this Annual Report.
DIRECTOR'S RESPONSIBILITY STATEMENT
Pursuant to section 134 (5) of the Companies Act, 2013, the Directors
confirm that:-
(i) In the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are no material
departures.
(ii) They have, in the selection of the accounting policies, consulted
the statutory auditors and have 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 of the Company for that period.
(iii) They have taken proper and sufficient care, to the best of their
knowledge and ability, 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) They have prepared the annual accounts on a going concern basis.
(v) The Directors have laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and are operating effectively.
(vi) The Directors have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems are
adequate and operating effectively.
VIGIL MECHANISM/ WHISTLE BLOWER POLICY
The Company has a vigil Mechanism named Vigil Mechanism/ Whistle Blower
Policy to deal with instances of fraud and mismanagement, if any.
FAMILIARISATION PROGRAMME
The company has a Familiarization Programme which deals with
familiarizing the independent directors with the company, their roles,
rights, responsibilities in the company, nature of the industry in
which the company operates, business model of the company, etc.,
through various programmes.
The we blink to visit the policy on the company's website is
http://www.divyajyoti.net/Policies.html
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with
the requirements of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition And Redressal) Act, 2013.
An Internal Complaints Committee (ICC) has been set up to redress
complaints received regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees) are covered under this
policy.
No complaints pertaining to sexual harassment were received during FY
2014-2015.
AUDIT COMMITTEE
The Audit Committee comprises Independent Directors namely Mr.
Shriniwas Soni (Chairman), Mr. Gopal Nyati and Mr. Sudarshan Shastri
as other members. All the recommendations made by the Audit Committee
were accepted by the Board.
AUDITORS AND AUDITORS' REPORT
M/s Dafria & Co., Chartered Accountants, Statutory Auditors of the
Company, holds office till the conclusion of the ensuing Annual General
Meeting and is eligible for re-appointment.
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 they are not
disqualified for re-appointment.
The Notes on the Financial Statements referred to in the Auditors'
Report are self-explanatory and do not call for any further comments.
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEE GIVEN AND
SECURITIES PROVIDED
Particulars of loans given, investments made, guarantees given and
securities provided along with the purpose for which the loan or
guarantee or security is proposed to be utilized by the recipient are
provided.
DIVIDEND
The Company intends to retain internal accruals to maintain the
liquidity and for funding growth to generate a good return for
shareholders. The Board of Directors has decided not to declare
dividend for the year ended 2015.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars relating to energy conservation , Technology
absorption, foreign exchange earnings and outgo, as required to be
disclosed under Section 134(3) (m) of the Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014 and forming part of the Director's
Report.
I. CONSERVATION OF ENERGY
The Company has been laying emphasis on the conservation of energy and
taking several measures like effective control on utilization of energy
and regular monitoring of its consumption etc. The adoption of these
measures to conserve energy has resulted in saving of the same.
II. TECHNOLOGY ABSORPTION
(A) Research & Development
1. The Company is not carrying any R&D in special area but is
continuously engaged in improvement of Plant and Machinery to conserve
energy for better working results.
2. Benefits derived as a result of the above R&D: N.A.
3. Future Plan of Action : At the moment , the company has no special
areas to carry R&D.
4. Expenditure on R&D.: N.A.
(B) Technology Absorption, Adaption and Innovation
1. The technology is innovated on the basis of experience gained in
the working of the plant.
2. However, it is not possible to evaluate the exact cost reduction
and production improvement.
3. We do not have any improved technology and hence, the details
required to be given for imported technology is not applicable.
1. Earnings
The Company has directly exported Lecithin for FOB value $ 3,38,737.00
amounting Rs, 2,08,40,268.00 and Soya Fatty Acid for $ 50,155.00
amounting to Rs, 30,49,513.00 during the year.
2. Out Go
Value of CIF Imports Nil
Expenditure in Foreign Currency Nil
IV. ENVIRONMENT PROTECTION
The Company has implemented for disposal of effluents an E.T.P. system
at its Solvent Extraction & Refinery Plant.
PUBLIC DEPOSITS
The Company has not invited/accepted public deposit within the meaning
of section 73 of the Companies Act, 2013 and rules made there under,
during the year under review.
DIVYAJYOTI DIRECTORS
In accordance with provisions of the Companies Act, 2013 and Article of
Association of the Company, Mr.Girdhari Lal Nyati Director of the
Company, retires by rotation and being eligible offer himself for
re-appointment & the Declaration has been received from him certifying
that he meets with criteria of Director as prescribed.
Also, during the period under review, Mrs. Babita Nyati was appointed
as Non- Executive Director (Woman Director) of the company. Mr. Vitihal
Das Rathi and Mr. Johnney Paul were appointed as Independent Directors
of the company.
All the Independent Directors qualify all the requirements of
sub-section (6) of section 149 of the Companies Act, 2013 and Listing
Agreement & shall abide the code of Independent Directors.
REPORT ON CORPORATE GOVERNANCE
The Report on Corporate Governance as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges in India forms part of this
Annual Report.
The requisite certificate from the Auditors of the Company confirming
compliance with the conditions of corporate governance as stipulated
under the aforesaid Clause 49 is attached to the Report on corporate
governance.
MANAGEMENT'S DISCUSSION AND ANALYSIS
Management's Discussion and Analysis Report for the year under review,
as stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India is presented in a separate section and forming part
of the Annual Report.
LISTING OF SECURITIES
The Equity Shares of the Company are listed at Bombay Stock Exchange &
Madhya Pradesh Stock Exchange Limited, Indore (Since Madhya Pradesh
Stock Exchange Limited have closed their activities hence Annual
Listing Fees has not been deposit). The Company had duly paid the
listing fees to the Bombay Stock Exchange for the financial year
2015-16.
DEMAT STATUS
The Company's shares are presently held in both electronic and physical
modes.
SECRETARIAL AUDITOR
The Board has appointed M/s. M. Maheshwari & Associates., Practicing
Company Secretary, to conduct Secretarial Audit for the financial year
2015-2016. The Secretarial Audit Report for the financial year ended
31st March, 2015 is annexed here with marked as Form No. MR- 3 to this
Report. The Secretarial Audit Report does not contain any
qualification, reservation or adverse remark.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
In terms of the provisions of Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, a statement showing the names and
other particulars of the employees drawing remuneration in excess of
the limits set out in the said rules are provided in the Annual Report.
Disclosures pertaining to remunerati on and other details as required
under Section 197(12) of the Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are
provided in the Annual Report.
COST AUDITORS
M/s. G K Gupta & Co., Cost Accountant were appointed as Cost Auditors
for auditing the cost records of your Company for the financial year
2014-15 by the Board of Directors on a consolidated remuneration of Rs.
18,000/- only, the remuneration was recommended by the Audit Committee
of the Company. Further, the remuneration proposed to be paid to them
for the financial year 2015-16 requires ratification of the
shareholders of the Company and in views of the same the proposal for
the ratification of appointment and remuneration have been included in
the Notice of Annual General Meeting for your approval.
ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the financial institutions,
banks, government authorities, customers, vendors and members during
the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the committed services by the
Company's executives, staff and workers On behalf of the Board of
Directors
By Order of the Board of Directors
Place: Indore
Date: August 5, 2015 Gopal Nyati
Executive Director
Mar 31, 2014
Dear Members,
The Directors are pleased to present the 22nd Annual Report and the
Company''s audited accounts for the financial year ended 31st March,
2014.
FINANCIAL HIGHLIGHTS
The Company''s financial performance for the year ended on 31st March,
2014 is summarized below:
(Rs. in Lacs)
Particular 2013-14 2012-13
Revenue from Operations 38,161.96 39,228.39
Add: Other Income 18.98 44.14
Total Revenue 38,180.93 39,272.53
Earnings Before Interest & Depreciation
& Tax (EBIDTA) 791.36 864.23
Less: Financial Costs 409.45 496.89
Profit Before Depreciation 381.91 367.34
Less: Depreciation And Amortisation
Expenses 156.24 161.77
Profit Before Tax (PBT) 225.67 205.57
Less:
(a) Current Tax 67.24 47.48
(b) Deferred Tax 8.67 15.81
Profit After Tax (PAT) 149.76 142.28
Add: Profit Brought Forward 746.07 600.31
Add: Transferred during the year - 3.49
Profit Available for Appropriation 895.83 746.07
DIVIDEND
The Company intends to retain internal accruals to maintain the
liquidity and for funding growth to generate a good return for
shareholders. The Board of Directors has decided not to declare
dividend for the year ended 2014.
PUBLIC DEPOSITS
The Company had not accepted any deposit from public during the year
ended on 31st March, 2014, pursuant to the provisions of Section 73 of
the Companies Act, 2013.
BUSINESS PERFORMANCE
During the year under review, your Company has recorded total revenue
of Rs. 381.81 crores.
DIRECTORS
In accordance with provisions of the Companies Act, 2013 and Article of
Association of the Company, Mr. Sudarshan Shastri Director of the
Company, retires by rotation and being eligible offer himself for
re-appointment & the Declaration has been received from him certifying
that he meets with criteria of Independent Director as prescribed.
AUDITORS AND AUDITORS'' REPORT
M/s Dafria & Co., Chartered Accountants, Statutory Auditors of the
Company, holds office till the conclusion of the ensuing
Annual General Meeting and is eligible for re-appointment.
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 they are not
disqualified for re-appointment.
The Notes on the Financial Statements referred to in the Auditors''
Report are self-explanatory and do not call for any further comments.
COST AUDITORS
The Company has appointed M/s G K Gupta & Co. as a cost auditor for
conducting the audit of cost records of the Company for the financial
year 2013-14.
REPORT ON CORPORATE GOVERNANCE
The Report on Corporate Governance as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges in India forms part of this
Annual Report.
The requisite certificate from the Auditors of the Company confirming
compliance with the conditions of corporate governance as stipulated
under the aforesaid Clause 49 is attached to the Report on corporate
governance.
LISTING OF SECURITIES
The Equity Shares of the Company are listed at Bombay Stock Exchange &
Madhya Pradesh Stock Exchange Limited, Indore. The Company had duly
paid the listing fees to the aforesaid Stock Exchanges for the
financial year 2014-15.
MANAGEMENT''S DISCUSSION AND ANALYSIS
Management''s Discussion and Analysis Report for the year under review,
as stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India is presented in a separate section and forming part
of the Annual Report.
PARTICULARS OF EMPLOYEES
There was no employee in the Company who was employed throughout the
financial year or for part of the financial year was in receipt of
remuneration whose particulars if so employed, are required to be
included in the report of Directors in accordance with the provisions
of Sections 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 as amended.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, it is
hereby confirmed that:
1. In the preparation of the annual accounts for the year ended 31st
March, 2014, the applicable accounting standards read with requirements
set out under Schedule VI to the Companies Act, 1956, have been
followed and there are no material departures from the same.
2. The Directors have selected such accounting policies 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 March 31,2014 and of the profit of the Company for
the year ended on that date;
3. The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in the 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
4. The Directors have prepared the annual accounts of the Company on a
''going concern'' basis.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars relating 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 raed with
the Companies (Disclosure of particulars in the report of Board of
Directors) Rules, 1988 and forming part of the Director''s Report.
I. CONSERVATION OF ENERGY
The Company has been laying emphasis on the conservation of energy and
taking several measures like effective control on utilization of energy
and regular monitoring of its consumption etc. The adoption of these
measures to conserve energy has resulted in saving of the same.
II. TECHNOLOGY ABSORPTION
(A) Research & Development
1. The Company is not carrying any R&D in special area but is
continuously engaged in improvement of Plant and Machinery to conserve
energy for better working results.
2. Benefits derived as a result of the above R&D: N.A.
3. Future Plan of Action : At the moment , the company has no special
areas to carry R&D.
4. Expenditure on R&D.: N.A.
(B) Technology Absorption, Adaption and Innovation
1. The technology is innovated on the basis of experience gained in
the working of the plant.
2. However, it is not possible to evaluate the exact cost reduction
and production improvement.
3. We do not have any improved technology and hence, the details
required to be given for imported technology is not applicable.
III. FOREIGN EXCHANGE EARNING & OUTGO
The Company has already established an export market for its products
and has been taking keen interest for developing new export market for
its products and to increase exports.
1. Earnings
The Company has directly exported Lecithin for $ 10,38,793.00 amounting
Rs. 6,22,47,289.00 and Soya Fatty Acid for $ 2,24,690.70 amounting to
Rs.1,37,25,058.00 during the year.
2. Out Go
Value of CIF Imports Nil
Expenditure in Foreign Currency Nil
IV. ENVIRONMENT PROTECTION
The Company has implemented for disposal of effluents an E.T.P. system
at its Solvent Extraction & Refinery Plant.
ACKNOWLEDGEMENT
Your Directors wish to place on record their thanks and gratitude to
various Government Authorities for their co-operation and providing
different approvals, Bankers of the Company for the financial
facilities and support extended, Overseas traders, customers, retailers
and other associated with the company as its trading partners for their
continued support & trust and the shareholders of the company for their
confidence in the company.
The Directors also sincerely appreciate and thank the employees of the
Company at all levels for their valuable contribution and dedicated
efforts in steering the Company successfully and move forward to climb
greater heights.
On behalf of the Board of Directors
Place : Indore Rangnath Nyati
Date : May 29, 2014 Chairman
Mar 31, 2013
Dear Shareholders,
The Directors of your Company have pleasure in presenting the 21st
Annual Report and Audited Accounts of the Company for the financial
year ended 31st March, 2013.
FINANCIAL HIGHLIGHTS
The financial performance of the company for the year ended on 31st
March, 2013 is summarized below:
(Rs. In Lacs)
Particulars 2012-13 2011-12
Revenue from Operations 39,228.39 29,438.98
Add: Other Income 44.14 23.68
Total Revenue 39,272.53 29,462.66
Earnings Before Interest,
Depreciation & Tax (EBIDTA) 862.83 979.89
Less: Financial Costs 495.49 655.91
Profit Before Depreciation 367.34 323.98
Less: Depreciation And
Amortisation Expenses 161.77 158.73
Profit Before Tax (PBT) 205.57 165.25
Less:
(a) Current Tax 51.86 33.40
(b) Deferred Tax 15.81 28.20
(c) MAT Credit Entitlement (4.98) (10.15)
Profit After Tax (PAT) 142.88 113.80
Add:
(a) Profit Brought Forward 600.31 498.47
(b) Transferred / ( Utilized
) during the year 3.49 (11.96)
Profit Available for Appropriation 739.70 600.31
DIVIDEND
The Company intends to retain internal accruals to maintain the
liquidity and for funding growth to generate a good return for
shareholders. The Board of Directors has decided not to declare
dividend for the year ended 2013.
PUBLIC DEPOSITS
The Company had not accepted any deposit from public during the year
ended on 31st March, 2013, pursuant to the provisions of Section 58A of
the Companies Act, 1956.
BUSINESS PERFORMANCE
During the year under review, total revenue of your Company has
increased to Rs.392.73 crores from Rs.294.63 crores in the previous year,
recording the growth of over 33.30%.
DIRECTORS
In accordance with provisions of the Companies Act, 1956 and Article of
Association of the Company, Shri Shriniwas Soni Director of the
Company, retire by rotation and being eligible offer himself for
re-appointment.
AUDITORS AND THEIR REPORT
The Notes on the Financial Statements referred to in the Auditors
Report are self-explanatory and, therefore do not call for any further
comments. M/s Dafria & Co., Chartered Accountants, Statutory Auditors
of the Company, retires at the conclusion of ensuing Annual General
Meeting and has expressed their willingness to continue in the office,
if re-appointed. Members are requested to re-appoint them and authorize
the Board to fix their remuneration and out of the pocket expenses.
COST AUDITORS
The Central Government has approved the appointment of M/s G K Gupta &
Co. as a cost auditor of the Company for conducting the Cost Audit for
the financial year 2013-14.
REPORT ON CORPORATE GOVERNANCE
A detailed report on the procedures adopted by the Company on the
Corporate Governance along with the certificate of Auditors of your
Company regarding compliance of the conditions of Corporate Governance
in term of clause 49 of the listing agreement with Stock Exchanges is
enclosed and form part of this Annual Report.
LISTING OF SECURITIES
The Equity Shares of the Company are listed at Bombay Stock Exchange,
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai & Madhya Pradesh Stock
Exchange Limited, Indore. The Company had duly paid the listing fees to
the aforesaid Stock Exchanges for the financial year 2013-14.
MANAGEMENT DISCUSSION AND ANALYSIS
A Management Discussion and Analysis Report as required under Clause 49
of the Listing Agreement is annexed and forming part of the Directors
Report.
PARTICULARS OF EMPLOYEES
There was no employee in the Company who was employed throughout the
financial year or for part of the financial year was in receipt of
remuneration whose particulars if so employed, are required to be
included in the report of Directors in accordance with the provisions
of Sections 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 as amended.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the companies Act, 1956 the Directors
confirm that
1 In the preparation of the annual accounts, the applicable accounting
standards have been followed and there has been no material departure.
2. They have, in the selection of the accounting policies, consulted
the statutory auditors and have 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 end of the
financial year and of the profit of the company for that period.
3. Proper and sufficient care has been taken to the best of their
knowledge and ability for the maintenance of adequate accounting
records in the 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.
4. The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
EARNINGS AND OUTGO
Information as per sections 217 (1) (e) read with Companies (Disclosure
of Particulars in the Report of Board of Directors) Rules, 1988, and
forming part of the Director''s Report.
I. CONSERVATION OF ENERGY
The Company has been laying emphasis on the conservation of energy and
taking several measures like effective control on utilization of energy
and regular monitoring of its consumption etc. The adoption of these
measures to conserve energy has resulted in saving of the same.
II. TECHNOLOGY ABSORPTION
(A) Research & Development
1. The Company is not carrying any R&D in special area but is
continuously engaged in improvement of Plant and Machinery to conserve
energy for better working results.
2. Benefits derived as a result of the above R&D: N.A.
3. Future Plan of Action : At the moment , the company has no special
areas to carry R&D.
4. Expenditure on R&D.: N.A.
(B) Technology Absorption, Adaption and Innovation
1. The technology is innovated on the basis of experience gained in
the working of the plant.
2. However, it is not possible to evaluate the exact cost reduction
and production improvement.
3. We do not have any improved technology and hence, the details
required to be given for imported technology is not applicable.
III.FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company has already established an export market for its products
and has been taking keen interest for developing n e w export market
for its products and to increase exports.
1. Earnings
The Company has directly exported Lecithin for $ 1,833,598.00 amounting
Rs. 9,86,35,105.00 and Soya Fatty Acid for $ 272,445.00 amounting to Rs.
1,46,72,779.00 during the year.
2. Out Go
Value of CIF Imports Nil
Expenditure in Foreign Currency Nil
IV. ENVIRONMENT PROTECTION
The Company has implemented for disposal of effluents an E.T.P. system
at its Solvent Extraction & Refinery Plant.
ACKNOWLEDGEMENT
Your Directors wish to place on record their thanks and gratitude to
various Government Authorities for their co-operation and providing
different approvals, Bankers of the Company for the financial
facilities and support extended, Overseas traders, customers, retailers
and other associated with the company as its trading partners for their
continued support & trust and the shareholders of the company for their
confidence in the company.
The Directors also sincerely appreciate and thank the employees of the
Company at all levels for their valuable contribution and dedicated
efforts in steering the Company successfully to break the previous
records of excellent performance and move forward to climb greater
heights.
Place: Indore By Order of the Board,
Date : 30th May, 2013 Rangnath Nyati
Chairman
Mar 31, 2010
The Directors have pleasure in presenting before the Shareholders the
18th Annual Report on the working of the Company together with Audited
Accounts of the Company for the year ended 31st March, 2010.
Financial Performance
The Financial Results of the Company for the year under review are
summarized as under:
Particulars Amount in Rupee
31.03.2010 31.03.2009
Sales & Other Income 1,59,28,89,757 2,80,38,43,014
Net Profit Before Interest &
Depreciation 3,75,76,452 2,27,82,272
Less: Interest 2,05,68,209 1,32,49,164
& Depreciation 86,07,205 82,84,321
Profit Before Tax 84,01,038 12,48,787
Less - Provisions for Taxation
Current Tax 20,56,613 1,16,351
Deferred Tax 1,27,701 4,06,878
Fringe Benefit Tax - 1,90,172
Net Profit after Tax 62,16,724 5,35,386
Less : Income Tax of earlier year 2,84,666 2,74,239
59,32,058 2,61,147
Balance brought forward of
previous year 3,73,25,335 3,70,64,188
Balance carried to Balance Sheet 4,32,57,393 3,73,25,335
Dividend
The Company intends to retain internal accruals for funding growth to
generate a good return for shareholders for today and for tomorrow.
Thus the Board of directors do not propose dividend for the year ended
2009-10.
Public Deposits
The Company has not invited/ accepted public deposit within the meaning
of Section 58A of the Companies Act, 1956 and rules made there under,
during the year under review.
Business Performance
The Business performance of the Company during the year under review
was satisfactory and the company had much higher profits as compared to
the previous year though the turnover was low due to lower utilization
of crushing capacity owing to high raw material prices and lower
crushing margins for most part of the year. Timely procurement of raw
materials at low prices and better marketing strategies, however,
resulted into substantial increase in profits of the company during the
year.
Future Outlook
With overall economic environment showing encouraging signs of
improvement & looking to the favorable monsoon and other climatic
conditions, good soybean crops are expected in the ensuing seasons &
Directors are hopeful to give better results in the current year.
Forward Integration Project
The company has started implementation of 100 TPD Edible Oil Refinery
with packing plant, lecithin, acid oil plant, boiler, DG set and
installation of 10,000 MT silo with complete material handling and
aspiration system, weigh bridge. The Project is on full swing and the
commercial production is expected to commence in October, 2010
Particulars of Employees
There was no employee in the Company who was employed throughout the
financial year or for part of the financial year was in receipt of
remuneration whose particulars if so employed, are required to be
included in the report of Directors in accordance with the provisions
of Sections 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 as amended.
Directors
In accordance with provisions of the Companies Act, 1956 and Article of
association of the Company, Shri Shriniwas Soni, Director of the
company, retires by rotation and being eligible offer him for
re-appointment. During the period under review, Shri Sampat Kumar
Nyati, Shri Vijay Nyati, Shri Madhusudan Nyati, Shri Rajesh Sodhani has
resigned as Directors of the Company.
Directors Responsibility Statement
Pursuant to Section 217 (2AA) of the companies Act, 1956, yours
Directors confirm that:
1 In the preparation of the annual accounts, the applicable accounting
standards have been followed and there has been no material departure.
2. They have, in the selection of the accounting policies, consulted
the statutory auditors and have 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 end of the
financial year and of the profit of the company for that period.
3. Proper and sufficient care has been taken to the best of their
knowledge and ability for the maintenance of adequate accounting
records in the 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.
4. The annual accounts have been prepared on a going concern basis.
Auditors
M/s Dafria & Co., Chartered Accountants, Statutory Auditors of the
company, retire at the conclusion of ensuring Annual general meeting of
the company. They have offered themselves for re-appointment as
Statutory Auditors and have confirmed that their appointment, if made
would be within the prescribed limits under section 224(1B) of the
companies Act, 1956.
Auditors Report
The notes on accounts referred to in the Auditors Report are
self-explanatory and therefore needs no further comments.
Corporate Goverance
The company complies with the principles of Corporate Governance as set
out in clause 49 of the Listing Agreement continuously and your
directors are pleased to attach a report on corporate governance along
with the Certificate from the Companys Auditors.
Conservation of Energy Technology Absorption & Foreign Exchange
Earnings and Outgo
Information as per sections 217 (1) (e) read with Companies (Disclosure
of particulars in the report of Directors) Rules, 1988 are given under:
FORM - A
CONSERVATION OF ENERGY
(A) Power and fuel consumption:
(B) Electricity:
(a) Purchased units 2496720 KWH
(b)Total amount in Rs 12305328
(c) Rate / unit Rs. 4.93
(C) Own generations (Through D.G. Set) 115305 KWH
(D) Coal 5056.437 MT
(E) Diesel 23061 LTR
FORM - B
RESEARCH & DEVELOPMENT
1. The Company is not carrying any R&D in special area but is
continuously engaged in improvement of Plant and Machinery to conserve
energy for better working results.
2. Benefits derived as a result of the above R&D : N.A
3. Future Plan of Action : At the moment , the company has no special
areas to carry R&D
4. Expenditure on R&D.: N.A
Technology Absorption, Adaption and Innovation:
1. The technology is innovated on the basis of experience gained in
the working of the plant.
2. However, it is not possible to evaluate the exact cost reduction
and production improvement.
3. We do not have any improved technology and hence, the details
required to be given for imported technology is not applicable.
FORM - C
FOREIGN EXCHANGE EARNINGS AND OUTGO
1. Earnings: -
The Company has directly exported 6023.05 M.T. Soya DOC for $
28,54,458.98 amounting Rs. 13,03,28,576/-to Vietnam during the year
2. Out Go: - Value of CIF Imports Nil
Expenditure in Foreign Currency Nil
ENVIRONMENT PROTECTION:
The Company has implemented for disposal of effluents an E.T P. system
at its Solvent Extraction Plant.
Acknowledgement
The Directors wish to convey their appreciation to all of the companys
employees for their enormous personal efforts as well as their
collective contributions, which enabled the company to meet challenges
set before it and improve its performance during this year. The
directors would also like to thank its Shareholders, Customers,
Suppliers, Bankers and all the other business associates for the
continuous support given by them to the company and their confidence
reposed in its management,
By Order of the Board,
Place: INDORE RANGNATH NYATI
Date : July 12, 2010 Chairman