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Directors Report of Ellora Paper Mills Ltd.

Mar 31, 2014

Dear members,

1. Presentation

The directors have pleasure in presenting the 39th Annual Report together with the Audited Accounts for the year ended on 31st March, 2014.

2. Financial Results

The financial results of the operation for the year under review are as follows:

Rs. In Lakhs

Particulars 2013-14 2012-13

Sales 2051.10 1899.19

Profit before exceptional and extraordinary items and tax (76.60) 382.10

Less-Exceptional Items

Profit before extraordinary items and tax (76.60) 382.10

Less- Extraordinary items - -

Profit/(Loss) Before Tax (76.60) 382.10

Less: Tax Expenses

Current Tax -- 17.48

Deferred Tax Expenses/ (Income) 24.85 256.18

Profit/(Loss) after tax for the year (51.74) 108.44

Profit/(Loss) carried forward to Balance Sheet (51.74) 108.44

Basis and Diluted EPS (In Rs) (2.59) 5.42

3. Review of Operations

During the year under review, the Company has posted a sales of Rs. 2051.10 lakhs as against Rs. 1899.19 Lakhs during the previous year. The Company has been able to maintain the sales volumes; but, profit after current tax has declined from Rs. 108.44 lakhs to a loss of Rs. 51.74 lakhs, primarily, due to increase in raw material prices.

4. Public Deposits

During the period under review, your Company has not accepted any deposits within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under

5. Dividend

Your Directors do not recommend any dividend for the year 2013-2014.

6. Safety and Pollution Control

The Company continues to give top priority to safety and pollution control aspects. It has strictly been following the requisite guidelines as received from Pollution Control Board from time to time.

7. Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo

Information in accordance with the provisions of section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, regarding Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo is given in "Annexure A" forming part of this Report.

8. Particulars of Employees

During the year under review, there were no employees drawing remuneration in excess of the prescribed limits and whose particulars are required to be given in compliance with the provisions contained in Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

9. Directors'' Responsibility Statement

The Directors affirm (a) that in the preparation of annual accounts, the applicable accounting standards have been followed along with proper explanations relating to material departures; (b) that the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of 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) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and (d) that the directors have prepared the annual accounts on a going concern basis.

10. Directors

During the period under review, there has been a change in the constitution of Board of Directors of the Company. With effect from 1st October 2013, Shri Sudhir Goenka has been elevated as Managing Director of the Company; Shri Chandraprakash Goenka and Shri Sandeep Goenka have resigned from directorship; and Shri Bandhooram Balchandraram Prasad and Shri Purushottam Laxman Patil have been inducted into the Board. Shri Purushottam Patil (DIN: 06679479), who is liable to retire by rotation at the ensuing Annual General Meeting has not opted for the re-appointment as director and accordingly, not being re-appointed as director of the Company.

11. Appointment of Statutory Auditors

Members are requested to appoint auditors for the current year. The retiring auditors M/s R. S Bhattad & Associates, Chartered Accountants, are eligible for reappointment. The Company has received letter from them to the effect that their reappointment, if made, would be within the prescribed limits under Section 139 of the Companies Act, 2013. The Board recommends their re-appointment.

12. Listing of Shares

The equity shares of the company are listed on The Bombay Stock Exchange Limited, Mumbai. They are also dematerialized and made live in the CDSL and NSDL systems. M/s. Bigshare Services Private Limited have been appointed as the R & T Agent of the company. Shareholders may contact them at " E-2/3, Ansa Industrial Estate , Sakivihar Road, Saki Naka, Andheri (E), Mumbai-400072" regarding transfer, dematerialization, etc., of shares.

13. Secretarial Compliance Certificate

Pursuant to section 383A of the Companies Act, 1956, a Secretarial Compliance Certificate issued by Mr. Sunil Zore, Practicing Company Secretary is furnished as "Annexure B" forming part of this Report.

14. Acknowledgements

Your Directors express their gratitude to the Government of India, Government of Maharashtra, Bankers and Valued Customers for their continuing goodwill and support to the Company. Your Directors wish to place on record their deep appreciation for the dedication and loyalty shown by the officers, staff members and workers of the Company. Your Directors sincerely acknowledge the continued trust and confidence you, the shareholders, have placed in the Company.

For and on behalf of the Board

Place: Nagpur Sd/- Sd/- Date: 28.11.2014. Sudhir Goenka Bandhooram Prasad Managing Director Director


Mar 31, 2013

The Directors hereby present the 38th Annual Report along with the Audited Balance Sheet of your Company as at 31st March, 2013 and the statement of Profit and Loss for the year ended on that date. The summarized financial results for the year are as follows:

Particulars 2012-13(Rs) 2011-12 (Rs)

Sales/Revenue 18,04,85,661 23,78,65,679

Other Operating Income 15,36,69,385 49,59,345

Profit/(Loss) Before Interest, Depreciation, Extraordinary Items and Taxes 5,07,25,668 (1,14,59,045)

Less: Interest 13,20,097 36,69,145

Depreciation 1,11,94,705 1,29,17,701

Profit/(Loss) Before Extraordinary Items and Taxes 3,82,10,866 (2,80,45,891)

Less: Extraordinary item

Profit/(Loss) Before Tax 3,82,10,866 (2,80,45,891)

Less: Tax Expenses

Current Tax 17,48,324

Deferred Tax Expenses/(Income) 2,56,18,523 (42,74,073)

Profit/(Loss) after tax for the year 1,08,44,019 (2,37,71,8187

Add: Excess provision of earlier years written back -

Profit/(Loss) carried forward to Balance Sheet 1,08,44,019 (2,37,71,818)

"Basis and Diluted EPS (In Rs) 5.421 (11.89) REVIEW OF OPERATION

During the year under review, the Company has posted sales turnover of Rs. 1804.86 lacs as against Rs. 2378.66 lacs during the previous year. The paper plant division production was down at 6,101 MT as compared to previous financial year 2011-2012 for 7,968.00 tons. The Company is confident of increasing its production of paper and reducing downtime thereby increasing the efficiency and also to generate revenue by utilizing the best capacity available with the Company.

PUBLIC DEPOSITS

During the period under review, your Company has not accepted any deposits within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under

DIVIDEND

Your Directors feel that it is prudent to plough back the profit and conserve the resources for the future operation and growth of the Company and therefore Board of Directors do not recommend any dividend for the year 2012-2013.

SAFETY AND POLLUTION CONTROL

The Company continues to give top priority to safety and pollution control aspects. It has strictly been following the requisite guidelines as received from Pollution Control Board from time to time.

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

Information in accordance with the provisions of section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, regarding Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo is given in "Annexure A" forming part of this Report.

Ellora Paper Mills Limited

PERSONNEL

During the year under review, there were no employees drawing remuneration in excess of the prescribed limits and whose particulars are required to be given in compliance with the provisions contained in Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975. Hence the same statement has not been attached.

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under Section 217 (2AA) of the Companies Act, 1956, the Board of Directors of the Company hereby state and confirm that:

(a) In the preparation of the accounts for the financial year ended 31st March, 2013, the applicable accounting standards have been followed.

(b) Appropriate accounting policies have been selected and applied consistently and have 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 for the year under review.

(c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of Πthe Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other '' irregularities.

(d) The annual accounts have been prepared on a going concern basis.

DIRECTORS

Shri Sunil Goenka, Director of the Company is retired in the 37th Annual General Meeting of the Company held on 29th September, 2012. Shri Sudhir Goenka, Executive Director of the Company who is liable to retire by rotation in the ensuing 38** Annual General Meeting, being eligible offered himself for re-appointment.

AUDITORS'' REPORT

Auditors'' Report for the year ended 31st March, 2013 is attached hereunder which is self explanatory.

APPOINTMENT OF STATUTORY AUDITORS

M/s Bhattad Rathi & Co., Chartered Accountants, Nagpur, Statutory Auditors of the Company retires at the ensuing Annual General )meeting and have not offered himself for reappointment as Statutory Auditors of Company for the financial year 2013-14.

The board proposed to appoint M/s R.S Bhattad and Associates, Chartered Accountants, Nagpur, to appoint as Statutory Auditors of the company in the ensuing Annual General Meeting for financial year 2013-14 who shall hold office of Statutory Auditors till the conclusion of the next Annual General Meeting.

M/s R.S Bhattad and Associates, Chartered Accountants, Nagpur, have confirmed that they are eligible for the appointment and their appointment, if confirmed, shall be within the specified limits as stipulated under Section 224(1 B) of the Companies Act, 1956. The Members are requested to appoint M/s R.S Bhattad and Associates, Chartered Accountants, Nagpur, as the Statutory Auditors of the Company

COST AUDIT

The Cost Audit of the Cost Accounts of the Company for the year ended on 31st March, 2013, is being carried out by M/S G. R. Paliwal & Co, Cost Accountants, Nagpur. They will submit their report on completion of the audit to the Central Government as required under the relevant rules.

Ellora Paper Mills Limited LISTING OF SHARES

The equity shares of the company are listed on The Bombay Stock Exchange Limited, Mumbai. They are also dematerialized and made live in the CDSL and NSDL systems. M/s. Bigshare Services Private Limited have been appointed as the R & T Agent of the company. Shareholders may contact them at" E-2/3, Ansa Industrial Estate , Sakivihar Road, Saki Naka, Andheri (E), Mumbai400072" regarding transfer, dematerialization, etc., of shares.

SECRETARIAL COMPLIANCE CERTIFICATE:

Pursuant to section 383A of the Companies Act, 1956, a secretarial compliance certificate issued by Mr. Sunil Zore, Practicing Company Secretary is furnished as "Annexure B" forming part of this Report.

ACKNOWLEDGEMENTS:

Your Directors express their gratitude to the Government of India, Government of Maharashtra, Bankers and Valued Customers for t heir continuing goodwill and support to the Company.

Your Directors wish to place on record their deep appreciation for the dedication and loyalty shown by the officers, staff members and workers of the Company. Your Directors sincerely acknowledge the continued trust and confidence you, the shareholders, have placed in the Company.

By order of the Board

For ELLORA PAPER MILLS LIMITED

NAGPUR Sudhir Goenka

2nd September, 2013 EXECUTIVE DIRECTOR


Mar 31, 2010

1. Presentation

The Directors have pleasure in presenting the Annual Report for 2009-10 together with the Audited Accounts fortheyear ended 31" March, 2010.

2. Financial Results

The financial results of the operations for the year under review are as follows:

Rs in lacs

Particulars 2009-10 (Rs) 2008-09 (Rs)

Sales 4845.46 5610.33

Profit Before Interest Depreciation and Tax 290.42 176.13

Less: Interest 149.29 122.81

Depreciation 118.36 117.70

Loss/Profit Before Tax 22.77 (64.38)

Less: Provision for Taxation - Current [Including tax 3.52 2.66 for earlier Year Rs.NIL/- (P.Y. Rs Nil)

Profit After Current Tax 19.25 (67.04)

Deduct: Deferred Tax Liability (10.26) (29.91)

Add: Profit brought forward from previous year 718.24 755.37

Profit Available for Appropriation 727.23 718.24 Deduct: Proposed Dividend

Dividend Tax

Transfer to General Reserve

Profit carried forward to Balance Sheet 727.23 718.24

3. Review of Operations

During the year under review, the Company posted sales turnover of Rs. 4,845.46 lakhs as against Rs. 5,610.33 lakhs during the pervious year. Even though the company has not be able to maintain the sales volumes; it has improve the performance significantly as posted a profit after tax of Rs. 19.25 lakhs during the year 2009-10.

4. Fire Accident

Your Directors are constrained to report that a major fire broke out in the factory premises at Tumsar on 06* July 2010 and caused substantial damage in the paper section of the plant. All these assets are coverad by an appropriate insurance policy. The plant remains shut for the present and is expected to restart within a couple of months.

5. Sale of Rice Unit

The Rice Unit of the Company has not been able to achieve its targeted results because of many a factor. The situation has worsened subsequent to the fire accident. Taking into account the overall situation, your directors propose to sell the rice plant and infuse the resultant funds to revive the paper unit. In order to implement the proposal, the requisite mandatory procedure has already been initiated and the postal ballot papers have been dispatched on 18* August, 2010. Appropriate decision will be taken after receiving the ballot results from the scrutinizer.

6. Fixed Deposits

The Company has accepted fixed deposits from the public during the year ended on 31a March 2010 and complied with the relevant provisions of the Companies Act, 1956.

7. Safety and pollution Control

The Company continues to give top priority to safety and pollution control aspects. It has strictly been following the requisite guidelines as received from Pollution Control Board from time to time.

8. Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo

Information in accordance with the provisions of section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, regarding Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo is given in "AnnexureA" forming part of this Report.

9. Particulars of Employees

The Company has no employees covered under section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

10.DirectorsResponsibility Statement

The Directors affirm (a)that in the preparation of annual accounts,the applicable accounting standards have been followed along with proper explanation relating to material departures;(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 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)that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956,for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and (d)that the directors have prepared the annual accounts on a going concern basis.

U.ShriV.Dixit

With a heavy heart your directors report that Shri V.Dixit,our revered Chairman,expired c n 14rh October 2009.Your directors place on record their sincere gratitude to the commendable stewardship provided by Shri Dixit through out the years.

12.Directors

Mr.Sunil Goenka retires by rotation and being eligible offers himself for reappointment.

13.Auditors

Members are requested to appoint auditors for the current year.The retiring auditors M/s Bhattad Rathi &Co.,Chartered Accountants,are eligible for reappointment.As required under section 224 of the Companies Act,1 956,certificate has been received from M/s Bhattad Rathi &Co.,to the effect that their appointment,if made will be in accordance with the limits specified in section 224 (1 B)of the Companies Act,1956. As required under section 224 A of the Companies Act,1 956,a Special resolution is being placed for consideration of the members for their appointment.

14.Cost Audit

The Cost Audit of the Cost Accounts of the Company for the year ended on 31 st March,2010,is being carried out by M/S G.R.Paliwal &Co,Cost Accounta -nts,Nagpur.They will be submitting their report on completion of the audit to the Company Law Board as required under the relevant rules.

15.Listing of Shares

The Equity Shares of the Company are listed on The Bombay Stock Exchange Limited,Mumbai.They are also dematerialised and made live in the CDSL NSDL systems.M/s Bigshare Services Private Limited have been appointed as the R&T Agent of the Company.Shareholders may contact them at"E-2/3,Ansa Industrial Estate,SakiviharRoad,Saki Naka,Andheri (E),Mumbai -400 072" regarding transfer,dematerialization,etc.of shares.

16.Secretarial Compliance Certificate

Pursuant to section 383A of the Companies Act,1 956,a secretarial compliance certificate is furnished as "Annexure B"forming part of this Report.

17.Acknowledgements

Your Directors express their gratitude to the Government of India,Government of Mahararhtra,Bankers and Valued Customers for their continuing goodwill and support to the Company.

Your Directors wish to place on record their deep appreciation for the dedication and loyalty shown by the officers,staff members and workers of the Company.Your Directors sincerely acknowledge the continued trust and confidence you,the shareholders,have placed in the Company.

By order of the Board For ELLORA PAPER MILLS LIMITED Place:NAGPUR Sudhir Goenka Date:06.09.10 EXECUTIVE DIRECTOR


Mar 31, 2009

1. Presentation

The directors have pleasure in presenting the Annual Report for 2008-09 together with the Audited Accounts for the year ended on 31st March, 2009.

2. Financial Results

The financial results of the "operations for the year under review are as follows:

Rs. in lakhs

Particulars 2008-09 2007-08

Sales 5610.33 3755.52

Profit Before Interest Depreciation and Tax 176.13 286.66

Less: Interest 122.81 77.43

Depreciation 117.70 91.82

Loss/Profit Before Tax (64.38) 117.41

Less : Provision for Taxation - Current [Including 2.66 26.67 tax for earlier Year RsNlL/-(P.Y. Rs 867199]

Profit After Current Tax (67.04) 90.74

Deduct: Deferred Tax Liability (Asset) (29.91) 6.31

ADD / (Deduct): Prior Period Adjustments

Add: Profit brought forward from previous year 755.37 703.64

Profit Available for Appropriation 718.24 788.07

Deduct: Proposed Dividend - 19.94

Dividend Tax - 2.82

Transfer to General Reserve - 9.94

Profit carried forward to Balance Sheet 718.24 755.37

3. REVIEW OF OPERATIONS

During the year under review, the Company posted sales turnover of Rs.5610.33 lakhs as against Rs.3755,52 lakhs during the previous year. The Company has been able to maintain the sales volumes. But, suffered Loss ofRs. 64.38 Lakhs in 2008- 09, primarily, due to increase in raw material prices and a depressed market for paper unit and gestation period for rice unit.

4. Fixed Deposits

The Company has accepted fixed deposits from the public during the year ended on 31st March 2009 and complied with the relevant provisions of the Companies Act, 1956.

5. Safety and pollution Control

The Company continues to give top priority to safety and pollution control aspects. It has strictly been following the requisite guidelines as received from Pollution Control Board from time to time.

6. Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo

Information in accordance with the provisions of section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, regarding Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo is given in "Annexure A" forming part of this Report.

7. Particulars of Employees

The Company has no employees covered under section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

8. Directors Responsibility Statement

The Directors affirm (a) that in the preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; (b) that the directors had selected such accounting policies and applied them consistently.and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period; (c) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and (d) that the directors have prepared the annual accounts on a going concern basis.

9. Directors

Mr.Sandeep Goenka retires by rotation and being eligible offers himself for reappointment.

10. Auditors

Members are requested to appoint auditors for the current year. The retiring auditors M/s Bhattad Rathi & Co., Chartered Accountants, are eligible for reappointment. As required under section 224 of the Companies Act, 1956, certificate has been received from M/s Bhattad Rathi & Co.,to the effect that their appointment, if made will be in accordance with the limits specified in section 224 (IB) of the Companies Act, 1956. As required under section 224 A of the Companies Act, 1956, a Special resolution is being placed for consideration of the members for their appointment.

11. Cost Audit

The Cost Audit of the Cost Accounts of the Company for the year ended on 31st March, 2009, is being carried out by M/S G.R.Paliwal & Co, Cost Accountants, Nagpur. They will be submitting their report on completion of the audit to the Company Law Board as required under the relevant rules.

12. Listing of Shares

The Equity Shares of the Company are listed on The Bombay Stock Exchange Limited, Mumbai. They are also dematerialised and made live in the CDSL NSDL systems. M/s Bigshare Services Private Limited have been appointed as the R&T Agent of the Company. Shareholders may contact them at "E-2/3, Ansa Industrial Estate, Sakivihar Road, Saki Naka, Andheri (E), Mumbai - 400 072" regarding transfer, dematerialization, etc. of shares.

13. Secretarial Compliance Certificate

Pursuant to section 383 A of the Companies Act, 1956, a secretarial compliance certificate is furnished as "Annexure B" forming part of this Report.

14. Acknowledgements

Your Directors express their gratitude to the Government of India, Government of Maharashtra, Bankers and*Valued Customers for their continuing goodwill and support to the Company.

Your Directors wish to place on record their deep appreciation for the dedication and loyalty shown by the officers, staff members and workers of the Company. Your Directors sincerely acknowledge the continued trust and confidence you, the shareholders, have placed in the Company.

For, and on behalf of the Board

Nagpur V.Dixit

10th July,2009 Chairman

 
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