Mar 31, 2015
Dear Members,
The Directors have pleasure in presenting this 22nd Annual Report on
the business and operations of the Company together with Audited
Financial Statement for the financial year ended March 31, 2015.
FINANCIAL HIGHLIGHTS
The highlights of financial results of the Company for the Financial
Years 2014-15 and 2013-14 are as under:
2014-2015 2013-2014
Particulars Amount US$ in Amount US$ in
(Rs. in
Lacs)
Million (Rs. in
Lacs)
Million
Gross Sales and Income 76093.52 121.77 152554.06 254.72
Profit before interest,
Depreciation,
Exceptional Item and taxation 932.65 1.49 7931.59 13.24
Interest and financial Charges 8758.58 14.02 7498.67 12.52
Depreciation 113.63 0.18 79.96 0.13
Profit before taxation and
exceptional item (7939.56) (12.71) 352.96 0.59
Exceptional Item (34.11) (0.05) (30.46) (0.05)
Provisions of Taxation - - 155 0.25
Provision for deferred
taxation/(tax effect of
timing differences during
year) (14.95) (0.02) (12.22) (0.02)
Profit after tax (7890.49) (12.62) 240.64 0.40
DIVIDEND
In view of the Loss the Board has not recommended any dividend payment
for the financial year 2014-15.
FINANCIAL AND OPERATIONAL PERFORMANCE
During the financial year 2014-15, the Company has on a standalone
basis, registered total revenues of Rs. 761 Crores as compared to Rs.
1526 Crores in the previous year, reflecting a substantial decline. The
Company has incurred a Net Loss of Rs. 78.90 Crores as compared to the
Net Profit of Rs. 2.40 Crores in the previous year.
Your Company has been experienced difficulties on account of Delay in
collection of receivables from overseas customers, Slowdown in the
global commodities markets, interest and other charges by banks, the
Cumulative impact of all the above factors on the Company has been
harsh and the Company has suffered badly.
FIXED DEPOSITS
Your Company has not accepted any deposits in terms of Chapter V of the
Companies Act, 2013 read with the Companies (Acceptance of Deposit)
Rules, 2014, during the year under review.
PERFORMANCE OF SUBSIDIARY COMPANIES, OVERSEAS
The Company had till the end of the financial year has three Subsidiary
Companies, overseas namely:
- Emmsons Gulf DMCC,
- Emmsons Grains Limited
- Emmsons SA.
Emmsons Gulf DMCC:
In line with slump in the global commodities markets, the business of
the Company's subsidiary Emmsons Gulf DMCC was also affected adversely.
During the year, under review it has posted Total Revenue of Rs.
71,003.11 Lac as compared to Rs.1,82,962.63 Lacs in previous year. The
Company has incurred a loss of Rs. 7616.21 Lacs as compared to Profit
of Rs. 465.21 Lacs in the previous year
Emmsons Grains Limited, Cyprus:
Emmsons Grains Limited (EGL), Cyprus is holding farming business
through subsidiaries Companies operating in Ukraine. The fall in the
prices of commodities also affected the performance of farming
operations. The Company has incurred a loss of Rs. 441.44 Lacs as
compared to loss of Rs. 463.97 Lacs in the previous year.
Emmsons S.A:
The operations of Emmsons S.A, has slowed down, however your Management
constantly been trying to re-establish the operations of the Company.
The Company has incurred loss of Rs. 9.80 Lacs as compared to loss of
Rs. 20.07 Lacs in the previous year.
In accordance with the Companies Act, 2013, the Audited Consolidated
Financial Statement is provided in the Annual Report.
MEETINGS OF BOARD OF DIRECTORS
Eleven meetings of the Board of Directors were held during the year.
For further details, please refer report on Corporate Governance
forming part of Annual Report.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
In accordance with the Articles of Association of the Company, Mr.
Rajesh Monga retires by rotation at this Annual General Meeting and is
eligible for re-appointment
The Nomination and Remuneration Committee in its meeting held on
14.08.2015 and Board of Directors in its meeting held on 14.08.2015
passed the resolution, subject to the approval of shareholders for
re-appointment of Mr. Anil Monga as Managing Director of the Company
for a further period of three years effective from 1st September, 2015
without remuneration.
Mr. Shivaz Monga and Mr. Vijay Kumar Kakkar has resigned from the
Directorship of the Company. The Board of Director in their meeting
held on 30th October, 2015, took note of the same.
Pursuant to the provisions of Section 161(1) of the Act and the
Articles of Association of the Company, the Board of Directors of the
Company has appointed, Ms Soni Benydin Jaiprakash, as an Non
Executive-Independent Director (Additional Director) of the Company
with effect from 14th February, 2015. In terms of the provisions of
Section 161(1) of the Act, Ms. Soni Benydin Jaiprakash would hold
office up to the date of the ensuing Annual General Meeting.
The Company has received declarations from all the Independent
Directors of the Company confirming that they meet the criteria of
independence as mentioned under Companies Act, 2013 and Clause 49 of
the Listing Agreement with the Stock Exchange.
The Company has devised a Policy for performance evaluation of
Independent Directors, Board, Committees and other Individual Directors
which include criteria for performance evaluation of the Executive
Directors and non Executive Directors.
The details of the programmes for familiarization of 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 and related matters are put on the
website of the Company
http://www.emmsons.com/files/familiarization-program.pdf
The following policies of the Company are attached herewith marked as
Annexure 1:
a) Remuneration Policy for Directors, Key Managerial Personnel and
other employees
b) Criteria for determining qualification, positive attributes and
independence of a Director
PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEE GIVEN AND
SECURITIES PROVIDED
The particulars of the Loans given, investment made, guarantee given,
securities provided is mentioned in Standalone financial statement
(please refer Note 13, 15 and 34 of standalone financial statement)
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All the contract(s)/arrangement(s)/transaction(s) entered by the
Company during the financial year with related parties were in the
Ordinary course of business and on arm's length basis.
The particulars of contract/arrangement entered into by the Company
with Related Parties at Arms length transactions under third proviso
thereto is attached herewith marked as Annexure-2.
The Policy on Related Party transactions may be accessed on the
Company's website at the link http://www.emmsons.com/files/
related-party-transaction-policy.pdf
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Corporate Social Responsibility Committee comprise of the following
members:
Mr. Vijay Kumar Kakkar
Mr. Anil Monga
Mr. Rajesh Monga
Mr. Shivaz Monga
The Corporate Social Responsibility Committee has formulated and
recommended to the Board , a Corporate Social Responsibility Policy
(CSR Policy) indicating the activities to be undertaken by the Company,
which has been approved by the Board.
The CSR Policy may be assessed on the Company's website at the link
http://www.emmsons.com/files/corporate-social-responsibility-
policy.pdf
The Company has identified areas of engagement which are as under:
- To collaborate with communities and institutions to contribute to
eradicating hunger, poverty and malnutrition, promoting preventive
health care and sanitation and make available safe drinking water
- To contribute and promote education, including special education and
employment enhancing vocation skills especially among children, women,
elderly and the differently abled and livelihood enhancement projects.
- To contribute and promoting gender equality, empowering women,
setting up homes and hostels for women and orphans, setting up old age
homes, day care centre's and such other facilities for senior citizens
and measures for reducing inequalities faced by socially and
economically backward groups.
- To sustain and continuously improve standards of Environment
sustainability, Ecological Balance, Protection of Flora and Fauna,
conservation of Natural Resources and maintaining quality of soil, air
and water.
- To contribute for the protection of national heritage, art and
culture including restoration of building and sites of historical
importance, setting up public libraries, promotion and development of
traditional arts and handicrafts.
- To contribute to the Prime Minister's National Relief Fund or any
other fund set up by the Central Government for socio - economic
development and relief and welfare of schedules castes, the scheduled
tribes, other backward classes and women.
- To contribute and encourage the training to promote rural sports,
nationally recognized sports, Paralympic sports and Olympic Sports.
- To contribute and measures for the benefit of armed forces veterans,
war widows and their dependents.
- Contributions or funds provided to technology incubators located
within academic institutions which are approved by the Central
Government.
The Company would also undertake other need based initiatives in
compliance with Schedule VII of the Companies Act, 2013.
The Company is required to spend every year atleast, 2% of the average
net profit made during the three immediately preceding financial years
in pursuance of its Corporate Social Responsibility Policy. During the
year under review, the Company has incurred Net loss of Rs. 78.90
Crores and The Board of Directors is of view that it is not viable to
spent 2% of the average net profit made during the three immediately
preceding financial years in the current financial year ending on 31st
March, 2015. However, during the year under review, the Company has
spent Rs. 3.42 Lacs on CSR activities.
The Annual Report on CSR activities is annexed herewith marked as
Annexure-3 EXTENSION OF TIME FOR HOLDING ANNUAL GENERAL MEETING Your
Company has the following subsidiaries, overseas:- - Emmsons SA, in
Switzerland
- Emmsons Grains Limited, in Cyprus
- Emmsons Gulf DMCC, in UAE.
Emmsons Gulf DMCC, is a Company incorporated in UAE and had its
subsidiaries, inter-alia Emmsons Asia Pte Ltd, operating in Singapore
and PT Star Emmsons operating in Indonesia.
The Financial Data of Emmsons Asia Pte Ltd maintained in accounting
software had damaged consequently the Auditing of the Financial Data of
the Company delayed for financial year ended 31st March, 2015.
Pursuant to the provisions of section 129(3) of the Companies Act,
2013, where a Company has one or more subsidiaries, it shall, in
addition to financial statement, prepare a consolidated Financial
Statement of the Company and of all the subsidiaries in the same form
and manner that of its own which shall also be laid before the Annual
General Meeting of the Company.
On account of delay in receipt of the Audited Financial Statement of
the subsidiary, Your Company has not been able to finalize the
consolidated financial statement. Accordingly, The Board of Directors
of the Company in its meeting held on 28th May, 2015 has approved the
Audited Financial statement alongwith Auditors' Report for the
financial year ended on 31st March, 2015 on Standalone Basis.
Your Company made an application with Registrar of Companies, NCT of
Delhi & Haryana seeking extension of time for holding Annual General
Meeting, subsequently the Registrar of Companies has granted two months
time upto 30th November, 2015 for conducting Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee comprises Independent Directors namely Mr. Satish
Chandra Gupta (Chairman), Mr. Vijay Kumar Kakkar (Member) and Mr.
Viresh Shankar Mathur(Member). All recommendation made by the Audit
Committee were accepted by the Board.
AUDITOR'S REPORT
The Auditors' observations are self explanatory and do not call for any
further comments except on the consolidated Financial Statement of the
Company which is related with Emmsons Gulf, a subsidiary company in
Dubai.
The Auditors of Emmsons Gulf DMCC has expressed qualified audit opinion
which is as under:
The Group trade receivables (note 11) and Advance to suppliers (note
12) include balances amounting to AED 98,483,991 (Rs. 1,674,631,631)
and AED 20,953,350 (Rs. 356,292,859) respectively, which are overdue
for more than 12 months. For the aforesaid balances, we have neither
received independent balance confirmations nor we were able to satisfy
ourselves on the recoverability of these amounts through audit
procedures. The management has not made any allowances for doubtful
receivables against these balances in the books of accounts:
The Management justification on the above:
In spite of delays in recovery of the receivables, the management
continues to be confident of recovering the amount.
Further, since the IFRS are not applicable to the Company in India,
hence the qualification does not have any impact on the consolidated
accounts.
AUDITORS
M/s. Suresh & Associates, Chartered Accountants, the Auditors of the
Company retire at the ensuing Annual General Meeting and have expressed
their willingness and eligibility to continue in the office, if
re-appointed. They have confirmed their eligibility to the effect that
their re-appointment, if made would be within the prescribed limits
under the Companies Act, 2013 and that they are not disqualified for
re-appointment.
Members are requested to re-appoint them and authorize the Board to fix
their remuneration and pay out of pocket expenses.
SECRETARIAL AUDITOR
The Board has appointed M/s. Saurabh Agarwal & Co., Practicing Company
Secretaries, New Delhi to conduct Secretarial Audit for the financial
year 2014-15. The Secretarial Auditor Report for the financial year
ended March 31, 2015 is annexed herewith marked as Annexure-4 to this
Report.
VIGIL MECHANSIM
The Vigil Mechanism of the Company, which also incorporates, a Whistle
Blower Policy in terms of the Listing Agreement entered with Stock
Exchange. The Policy on Vigil Mechanism may be accessed on the
Company's website at the link http://www.emmsons.com/
files/vigil-mechanism.pdf
EXTRACT OF ANNUAL RETURN
In accordance with the provisions of section 134 of the Companies Act,
2013 an extract of Annual Return of the Company in the prescribed
format is annexed herewith as Annexure- 5 to this Report.
CORPORATE GOVERNANCE
We believe that it is important for us to manage our business affairs
in the most fair and transparent manner with a firm commitment to our
values. Your Company is committed to maintain the highest standards of
Corporate Governance. A Separate section on Corporate Governance
together with a certificate from the Practicing Company Secretary
confirming the compliance of conditions of Corporate Governance as
stipulated in Clause 49 of the listing agreement with the Stock
Exchange is annexed hereto.
The requisite Certificate from the Practicing Company Secretary of the
Company confirming compliance with the conditions of Corporate
Governance as stipulated under the aforesaid Clause 49 of the Listing
Agreement is attached to this Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A detailed Management Discussion and Analysis Report as required under
Clause 49 of the Listing Agreement with the Stock Exchange is annexed
as Annexure-6 to this report.
LISTING OF SECURITIES
The Equity Shares of your Company are listed at Bombay Stock Exchange
Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai. The scrip
code of the Company for the Bombay Stock Exchange Limited is 532038.
The Company has duly paid the listing fee to the aforesaid Stock
Exchange for the financial Year 2015-16.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Considering the nature of business of the Company, energy does not form
a significant portion of the cost for the Company yet wherever possible
and feasible, continues efforts are being put for conservation of
energy and minimizing power cost. Keeping in view of the nature of
business of the Company, no technology is being used.
Details of Foreign Exchange used and earned is as follows: -
Foreign Exchange Earning : Rs. 5,033,569,534
Foreign Exchange outgo : Rs. 169,516,399
STATEMENT OF PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURE
In terms of the provisions of section 197 (12) of the Companies Act,
2013 read with Rule 5 of Companies (Appointment and Remuneration of
Managerial Personnel) rules, 2014 information of the employees are
provided as an Annexure-A.
Disclosures pertaining to remuneration and other details as required
under Section 197(12) of the Companies Act, 2013 read with Rule 5 of
the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 are provided as an Annexure-A.
DIRECTORS' RESPONSINBILITY STATEMENT Your Directors state that:- a) In
the preparation of the Annual Accounts, the applicable accounting
standards have been followed and there are no material departure from
the same;
b) Appropriate accounting policies have been selected and applied them
consistently and have made judgements and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for the period;
c) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of this
Act for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities; and
d) The Annual Accounts have been prepared on a going concern basis
e) Proper internal financial controls were followed by the Company and
that such internal financial control are adequate and are operating
effectively and;
f) Proper systems are devised to ensure compliance with the provisions
of all applicable laws and that systems are adequate and operating
effectively.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation for the
co-operation extended to the Company by Government, Commercial Banks,
Business Associates, Shareholders, Customers and Executives, Officers
and staff at all level.
For and on behalf of the Board
Sd/- Sd/-
Date : 30.10.2015 (ANIL MONGA) (RAJESH MONGA)
Place : New Delhi Managing Director Whole Time
Director
(DIN : 00249410) (DIN : 00249642)
Mar 31, 2014
Dear Members,
Emmsons International Limited
The Directors have pleasure in presenting this 21st Annual Report on
the business and operations of the Company together with Audited
Accounts for the financial year ended March 31, 2014.
FINANCIAL HIGHLIGHTS
The highlights of financial results of the Company for the Financial
Years 2013-14 and 2012-13 are as under:
2013-2014 2012-2013
Particulars Amount US$ in Amount US$ in
(Rs. in
Crores)
Million (Rs. in
Crores)
Million
Gross Sales and Income 1525.54 254.72 1837.32 338.36
Profit before interest,
Depreciation and taxation 79.61 13.24 74.92 13.80
Less: Interest and financial
Charges 74.98 12.52 59.38 10.94
Depreciation 0.80 0.13 0.66 0.12
Profit before taxation 3.83 0.64 14.88 2.74
Less: Provision for taxation 1.55 0.26 4.80 0.88
Provision for deferred taxation/
(tax effect of timing differences
during year) (0.12) (0.02) (0.15) (0.03)
Profit after taxation 2.40 0.40 10.24 1.89
Add : Balance brought forward
from the previous year 51.32 8.57 44.75 8.24
Less: Short/(Excess) Provision
of Income Tax in Earlier Years (0.42) (0.07) (0.27) (0.05)
Disposable Profits 53.30 8.90 54.72 10.08
DIVIDEND
The Board is of the view that the Company should utilize its funds
towards the operations to accelerate the growth rate. Accordingly the
Board has not recommended any dividend payment for the year 2013-14.
FINANCIAL AND OPERATIONAL PERFORMANCE
Your Company''s turnover during the year under report was Rs. 1525
Crores against Rs. 1837 Crores during the previous year, reflecting a
decline of 17%. During the period under review amidst to increase in
competitive environment, rising interest cost and exchange fluctuation,
the company has noted slight drop in turnover. Your Management is
working on various strategies to improve the performance and value of
the Company.
PROFIT BEFORE TAX AND PROFIT AFTER TAX
Financial year 2013-14 was not an eventful year in terms of
profitability; however the performance of your Company was at the
satisfactory level. Owing to reduction in Annual Income from
operations, exchange fluctuation and borrowing interest cost forced the
Company to post lesser profit before tax and after tax which stands at
Rs. 3.83 Crores as compared to Rs. 14.8 Crore of the previous year and
Rs. 2.40 Crores as compared to Rs. 10.23 Crores of the previous year
respectively.
NET WORTH OF THE COMPANY
Net worth is an important determinant of the value of a Company,
considering it is composed primarily of all the money that has been
invested since its inception, as well as the retained earnings for the
duration of its operations. Net worth of the Company generally gives a
snapshot of the Company''s investment history. There is continues rise
in Net worth graph of your Company.
The trends of Net worth of last five years:
CAPITALISATION OF RESERVES FOR ISSUE OF BONUS EQUITY SHARES
On 14th May, 2013, your Company allotted 5998020 Bonus Equity Shares to
the existing shareholders in the ratio of 1:1 by way of capitalisation
of reserves. Pursuant to the allotment of Bonus Shares the paid up
capital of the Company has increased to Rs. 1 19960400 divided into 1
1996040 Equity Shares of Rs. 10/- each. The Company has obtained
Trading and Listing approval from Bombay Stock Exchange for the Bonus
Equity Shares.
FIXED DEPOSITS
Your Company has neither invited nor accepted any deposits from public
within the meaning of Section 58A and 58 AA of the Companies Act, 1956
read with Companies (Acceptance of Deposit) Rules, 1975 during the year
under review.
PERFORMANCE OF SUBSIDIARY COMPANIES, OVERSEAS
The Company had till the end of financial year has three Subsidiary
Companies, overseas namely:
- Emmsons Gulf DMCC,
- Emmsons Grains Limited
- Emmsons SA.
Emmsons Gulf DMCC:
Your Company''s subsidiary, Emmsons Gulf DMCC has continued to perform
the role of aiding the expansion of distribution and display of current
product profile of the Parent Company. During the year under review, it
has posted a turnover of Rs. 2317.03 crores as compared to Rs.2292.14
crores in previous year.
Emmsons S.A:
Emmsons S.A was set up to lead the group foray in Europe, however after
emergence of Emmsons Gulf DMCC as the leading group representative
outside India, Emmsons S.A operations have slowed somewhat, however,
efforts are being made to re energized Emmsons S.A.
Emmsons Grains Limited, Cyprus:
Emmsons Grains Limited (EGL), Cyprus is holding farming business
through subsidiaries Companies operating in Ukraine. EGL has made
possible efforts towards establishment of operations of Ukrainian
Companies, however during the year under review, Ukraine has been
facing civil disturbance, however the impact of these disturbance is
still uncertain.
In accordance with section 212 of the Companies Act, 1956 and the
general circular issued by the Ministry of Corporate Affairs,
Government of India, in this respect, the Balance Sheet, Profit and
Loss Account and other documents of the subsidiary companies are not
being attached with the Balance Sheet of the Company. However the
financial information of the subsidiary companies is disclosed in the
Annual Report in compliance with the said circular. The Company will
make available the Annual Accounts of the subsidiary companies and the
related detailed information to any member of the Company who may be
interested in obtaining the same. The Annual Accounts of the Subsidiary
Companies will also be kept open for inspection at the Corporate Office
of the Company and that of the respective subsidiary companies.
However, the consolidated financial statements of the Company and its
Subsidiaries, prepared in accordance with accounting standard 21 (AS
21) prescribed by the Institute of Chartered Accountants of India,
forms part of the this annual report and accounts.
DIRECTORS
In accordance with the Articles of Association of the Company, Mr.
Rajesh Monga retire by rotation at this Annual General Meeting and is
eligible for re-appointment
In terms of Section 149, 1 52 and other applicable provisions of the
Companies Act, 201 3, Mr. Satish Chandra Gupta, Mr. Viresh Shankar
Mathur and Mr. Vijay Kumar kakkar, being eligible and offering them for
appointment, are proposed to be appointed as a Non Executive
Independent Director for a term upto 31st March, 2019.
None of the Directors of the Company is disqualified under Section
274(1) (g) of the Companies Act, 1956. As required by law, this
position is also reflected in the Auditors'' Report. In accordance with
provisions of section 149 of the Companies Act, 2013 and the Listing
agreement with the Stock Exchanges, Mr. Satish Chandra Gupta, Mr.
Viresh Shankar Mathur and Mr. Vijay Kumar Kakkar have given a
declaration to the Company that they meet the criteria of independence
as mentioned in Section 149 (6) of the Companies Act, 2013 read with
Clause 49 of the Listing Agreement.
INADEQUACY IN PROFITS
During the year under review, the Managerial Personnel have been paid
minimum remuneration in compliance with schedule XIII of the Companies
Act, 1956 corresponding to the Schedule V of the Companies Act, 2013.
The Board of Directors in their meeting held on 13th August, 2014 and
Nomination & Remuneration Committee in their meeting held on 13th
August, 2014 has approved the resolution, payment of minimum
remuneration to Managerial Personnel subject to the approval of
shareholders as Special Resolution.
CHANGE IN NOMENCLATURE AND CONSTITUTION OF COMMITTEES Nomination and
Remuneration Committee
The Board of Directors in its meeting held on 30th May, 2014 has
changed the nomenclature of Remuneration Committee to Nomination and
Remuneration Committee to meet the requirement of Companies Act, 2013.
Stakeholder Relationship Committee
The Board of Directors in its meeting held on 30th May, 2014 has
re-constituted the Committee and changed the nomenclature of
Shareholder/Investor Grievance Committee to Stakeholder Relationship
Committee to meet the requirement of Companies Act, 2013.
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The Board of Director in its meeting held on 30th May, 2014 has
constituted Corporate Social Responsibility Committee of your Company
to meet the requirement of Companies Act, 2013. The Company shall
undertake the activities as prescribed under Schedule VII as amended
from time to time of the Companies Act, 2013
The Board has appointed following members of the Committee in
chairmanship of Independent Director:
Mr. Vijay Kumar Kakkar, Chairman Mr. Anil Monga, Member Mr. Rajesh
Monga, Member Mr. Shivaz Monga, Member.
EXTENSION OF TIME FOR HOLDING ANNUAL GENERAL MEETING
Your Company has the following subsidiaries, overseas:- " Emmsons SA,
in Switzerland
" Emmsons Grains Limited, in Cyprus
" Emmsons Gulf DMCC, in UAE.
Emmsons Grains Limited (EGL) is a Company incorporated in Cyprus and
has its subsidiaries, operating in Ukraine. Over the past few days,
Ukraine has been facing civil disturbance leading to chaos in that
Country. EGL has made all the possible efforts for obtaining the
necessary financial document/information from its subsidiaries,
operating in Ukraine, required for finalization of its financials,
however it has not been able to do so. Owing to the above, EGL has not
been able to finalize its financial statement.
Pursuant to the provisions of section 129(3) of the Companies Act,
2013, where a Company has one or more subsidiaries, it shall, in
addition to financial statement, prepare a consolidated Financial
Statement of the Company and of all the subsidiaries in the same form
and manner that of its own which shall also be laid before the Annual
General Meeting of the Company.
On account of delay in receipt of the Audited Financial Statement of
the subsidiary, the company has not been able to finalize the
consolidated financial statement. Accordingly, the Board of Directors
of the Company in its meeting held on 30th May, 2014 has approved the
Audited Financial statement along with Auditors'' Report for the
financial year ended on 31st March, 2014 on Standalone Basis.
The Company made an application with Registrar of Companies; NCT of
Delhi & Haryana seeking extension of time for holding Annual General
Meeting of the Company, subsequently Registrar of Companies has granted
one month time as extension for conducting Annual General Meeting of
the Company.
AUDITOR''S REPORT
The Auditors'' observations are self explanatory and do not call for any
further comments except on the consolidated Financial Statement of the
Company which is related with Emmsons DMCC Gulf, a subsidiary company
in Dubai.
The Auditors of Emmsons Gulf DMCC has expressed qualified audit opinion
which is a under:-
We draw attention to notes 1 1 ''Trade receivables'' and 1 2 ''Advances,
deposits and other receivables'' to the financial statements. As at the
reporting date, these balances include AED 87,581,344 (Rs. 14272781 30)
and AED 20,782,125 (Rs.338677978) respectively, being balances
outstanding for more than 12 months. The impairment has not been
assessed in accordance with IAS 39 ''Financial instruments'' and no
allowance for doubtful receivables has been made in the books of
account.
Consolidation of financial accounts has been carried out on line by
line methods, without giving effects of International Financial
Reporting Standards which are not applicable to Company in India.
The Management justification on the above:-
In spite of delays in recovery of the above receivables, the management
continues to be confident of recovering the amount in the near future.
Further, since the IFRS are not applicable to the company in India,
hence the qualification does not have any impact on the consolidated
account.
AUDITORS
M/s. Suresh & Associates, Chartered Accountants, the Auditors of the
Company retire at the ensuing Annual General Meeting and have expressed
their willingness and eligibility to continue in the office, if
re-appointed.
Members are requested to re-appoint them and authorize the Board to fix
their remuneration and pay out of pocket expenses.
CORPORATE GOVERNANCE
Your Company is committed to maintain the highest standards of
Corporate Governance. A Separate section on Corporate Governance
together with a certificate from the Company''s Auditors confirming the
compliance of conditions of Corporate Governance as stipulated in
Clause 49 of the listing agreement with the Stock Exchange is annexed
hereto.
The requisite Certificate from the Auditors of the Company confirming
compliance with the conditions of Corporate Governance as stipulated
under the aforesaid Clause 49 of the Listing Agreement is attached to
this Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report as required under Clause 49
of the Listing Agreement with the Stock Exchange is given in Annexure-B
and forms as an integral part of this report.
LISTING OF SECURITIES
The Equity Shares of your Company are listed at Bombay Stock Exchange
Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai. The scrip
code of the Company for the Bombay Stock Exchange Limited is 532038.
The Company had duly paid the listing fee to the aforesaid Stock
Exchange for the financial Year 2014-1 5.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OTUGOING
The particulars regarding energy conservation and technology absorption
as prescribed under 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, are not applicable to the Company.
Details of Foreign Exchange used and earned is as follows: - (Rs. in
''000'')
Foreign Exchange Earning: Rs. 8158858.19
Foreign Exchange outgo: Rs. 484464.85
STATEMENT OF PARTICULARS OF EMPLOYEES
In terms of the provisions of section 217 (2A) of the Companies Act,
1956 read with Companies (Particulars of Employees) rules, 1975 the
information of the employees are set out as an Annexure "A" to the
Director''s Report and forming part thereof.
DIRECTORS'' RESPONSINBILITY STATEMENT
With reference to Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm that:-
a) in the preparation of the Annual Accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures, wherever applicable;
b) the Directors have 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 or
loss of the company for the period;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d) the Directors have prepared the Annual Accounts on a going concern
basis.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation for the
co-operation extended to the Company by Government, Commercial Banks,
Business Associates, Shareholders, Customers and Executives, Officers
and staff at all level.
For and on behalf of the Board
Sd/-
Date : 24.09.2014 (RAJESH MONGA)
Place : New Delhi Whole Time Director
Mar 31, 2013
Dear Members,
Emmsons International Limited
The Directors have pleasure in presenting this 20th Annual Report on
the business and operations of the Company together with Audited
Accounts for the financial year ended March 31, 2013.
FINANCIAL HIGHLIGHTS
The highlights of financial results of the Company for the Financial
Years 2012-13 and 2011-12 are as under:
2012-2013 2011-2012
Particulars Amount Amount Amount Amount
(Rs. in Lacs) (US$ in
Million) (Rs. in
Lacs) (US$ in
Million)
Gross Sales and Income 183731.88 338.36 190527.45 374.54
Profit before interest,
Depreciation and taxation 7492.78 13.80 7028.83 13.82
Less: Interest and
financial Charges 5938.28 10.94 5241.36 10.30
Depreciation 66.13 0.12 72.97 0.14
Profit before taxation 1488.37 2.74 1714.49 3.37
Less: Provision for taxation 480.00 0.88 530.00 1.04
Provision for deferred
taxation/
(tax effect of timing
differences during year) (15.49) (0.02) (32.73) (0.06)
Profit after taxation 1023.86 1.89 1217.23 2.39
Add : Balance brought
forward from the
previous year 4475.20 8.24 3598.01 7.07
Less: Short/(Excess)
Provision of Income
Ta x in Earlier Years (27.29) (0.05) (44.03) (0.09)
Disposable Profits 5471.78 10.07 4771.21 9.38
DIVIDEND
Your Directors are pleased to recommend dividend @ 10% (i.e. Rs. 1.00/-
per share) for the financial year ended 31st March, 2013, which if
approved at the ensuing Annual General Meeting, will be paid to:
i. All those shareholders whose names appears in the Register of
Members as on close of business hour on 20th Day of September, 2013 and
;
ii. All those whose names appears on the date, as mentioned above, as
beneficial owners, furnished by National Securities Depository Limited
and Central Depository Services (India) Limited.
FINANCIAL AND OPERATIONAL PERFORMANCE
Since your Company is engaged in trading of various commodities and its
revenue is depending upon the procuring orders for exports and imports.
During the year under review, the business slowed down marginally with
a turnover of Rs 1837 crores as compared to Rs. 1905 crores of previous
year. The Company recorded the performance despite advance market
conditions.
Turnover Trends:
PROFIT BEFORE TAX AND PROFIT AFTER TAX
The ability of the Company to earn a profit is a relative measure of a
success of its business. During the year under review the profitability
of the Company did not go up in view of very volatile forex market,
finance cost, litigation expenses and thin margins. Your management is
working on various models and assignments so as to increase the
profitability of your Company. Your Company has posted Profit before
tax of Rs. 14.88 Crore as compared to Profit before tax of Rs. 17.14
Crore. The Company has earned Profit after tax Rs. 10.24 Crore as
compared to Profit after tax of Rs. 12.17 Crore in the previous
financial year.
Trends of Profit before tax and Profit after tax over last five years:
EARNING PER SHARES
An earning per share is an indication, to measure the profitability of
the Company. It also represents the financial standing of the Company.
Your Company has noted an earning per share of Rs. 17.07 as on close of
financial year 2012-13.
Trends of Earning per shares of last five years:
NET WORTH OF THE COMPANY
Net worth is a key measure to ascertain the worth of the entity. A
consistent increase in net worth indicates good financial health of the
Company. Over the period of year, the Net Worth trend of your Company
is getting higher and higher. The management of your Company is result
oriented hence there is a constant rise in Net worth trend of the
Company that represents your Company is moving in right direction.
The trends of Net worth of last five years:
TRADING AND LISTING APPROVAL BY BOMBAY STOCK EXCHANGE
In the year 2012, your board of directors has allotted 850,000 Equity
Shares upon conversion of same number of Convertible warrants to the
person belonging to the promoter group, pursuant to In-Principal
approval granted by Bombay Stock Exchange Limited. Your Company has
submitted an application with Bombay Stock Exchange towards granting of
trading and listing permission for above mentioned Equity Shares
consequently the Bombay Stock Exchange has pleased to grant the same on
Friday the 20th July, 2012. Accordingly the Listed Capital of the
Company is increased from 5148020 Equity Shares of Rs. 10/- each to
5998020 Equity Shares of Rs. 10/- each.
CAPITALISATION OF RESERVES FOR ISSUE OF BONUS EQUITY SHARES
On 14th May, 2013, your Company allotted 5998020 Bonus Equity Shares to
the existing shareholders in the ratio of 1:1 by way of capitalisation
of reserves. Pursuant to the allotment of Bonus Shares the paid up
capital of the Company has increased to Rs. 119960400 divided into
11996040 Equity Shares of Rs. 10/- each. The Company has obtained
Trading and Listing approval from Bombay Stock Exchange for the Bonus
Equity Shares.
FIXED DEPOSITS
Your Company has neither invited nor accepted any deposits from public
within the meaning of Section 58A and 58 AA of the Companies Act, 1956
read with Companies (Acceptance of Deposit) Rules, 1975 during the year
under review.
OVERSEAS INITIATIVES AND DEVELOPMENT OF SUBSIDIARY COMPANIES
Your Company made several strategic investments during last few years
aimed at procuring business and operational benefits. The Company had
till the end of financial year has three Subsidiary Companies namely:
- Emmsons Gulf DMCC,
- Emmsons Grains Limited
- Emmsons SA.
The presence of Subsidiaries in overseas is the indication of worldwide
presence of the Emmsons around the globe. Your Board of the Directors
is of view that the Subsidiary Company(s) has great potential of
expansion and development in future. The Executive(s) of the Company
are offering their efforts to maintain the growth rate of the Company
as well its Subsidiaries.
The detail of the Emmsons overseas presence, through its subsidiaries
is as under:
Emmsons Gulf DMCC:
Emmsons Gulf DMCC, Dubai, a wholly owned subsidiary of your Company
represents Emmsons Group in the Middle East market. It has developed
its business on the same line as parent company and has performed well,
during the past years. During the year under review, it has posted a
turnover of Rs. 229214.82 Lacs as compared to Rs. 264421.50 Lacs in
previous year. The Company has also invested in Coal Mine venture in
Indonesia which is expected to start commercial production during the
current financial year.
Emmsons S.A:
Emmsons S.A was set up to lead the group foray in Europe, however after
emergence of Emmsons Gulf DMCC as the leading group representative
outside India, Emmsons S.A operations have slowed somewhat, however,
efforts are being made to re energized Emmsons S.A.
Emmsons Grains Limited, Cyprus:
Emmsons Grains Limited, Cyprus is holding farming business through
Ukrainian Companies. After the initial face, operations of Ukrainian
companies have now established and the Company expected to start
receiving returns on its investment during the current financial year.
In accordance with section 212 of the Companies Act, 1956 and the
general circular issued by the Ministry of Corporate Affairs,
Government of India, in this respect, the Balance Sheet, Profit and
Loss Account and other documents of the subsidiary companies are not
being attached with the Balance Sheet of the Company. However the
financial information of the subsidiary companies is disclosed in the
Annual Report in compliance with the said circular. The Company will
make available the Annual Accounts of the subsidiary companies and the
related detailed information to any member of the Company who may be
interested in obtaining the same. The Annual Accounts of the Subsidiary
Companies will also be kept open for inspection at the Corporate Office
of the Company and that of the respective subsidiary companies.
However, the consolidated financial statements of the Company and its
Subsidiaries, prepared in accordance with accounting standard 21 (AS
21) prescribed by the Institute of Chartered Accountants of India,
forms part of the this annual report and accounts.
DIRECTORS
According to Section 255 & 256 of the Companies Act, 1956 read with
Clause 89 & 90 of Article of Association of the Company, Mr. Vijay
Kumar Kakkar and Mr. Shivaz Monga, Directors of the Company retire by
rotation at the forthcoming Annual General Meeting and being eligible
offer themselves for re-appointment.
Your Directors recommend the re-appointment of Mr. Vijay Kumar Kakkar
and Mr. Shivaz Monga, as Directors of the Company. Further, Pursuant to
provisions of the clause 49 of the listing agreement, the brief resume
of the Directors, who are to be re-appointed in this Annual General
Meeting, are provided in the Corporate Governance section, which is a
part of the Annual Report of the Company.
AUDITOR''S REPORT
The Auditors'' observations are self explanatory and do not call for any
further comments except on the consolidated Financial Statement of the
Company which is related with Emmsons Grains Limited, a subsidiary
company in Cyprus.
The Auditors of Emmsons Grains Limited, has expressed qualified audit
opinion which is a under:- As at the balance sheet date, the Company
had an investment in one of its subsidiaries carried out an amount of
US$373.206 [Rs.20265059] (2012:US$373.206) [Rs.18984989]and loan
receivable from this subsidiary and other group companies amounting to
US$ 8.398.221 [Rs.456023400] (2012:US$8.228.701) [Rs.418594020].IFRS
(International Financial Reporting Standards) Financial Statements or
other relevant supporting documentation has not been available to us to
determine whether the carrying value of investment and of the loan
advanced have suffered any impairment.
Management Response in Directors Report:- The Primary activity of the
Ukrainian companies which are subsidiaries of EGL is farming
operations. Ukrainian Law does not require preparation of accounts of
these companies under International Financial Reporting Standards
(IFRS) however the accounts are prepared and filed with Authorities as
prescribed under Ukrainian law. Copies of these accounts were made
available to the Auditors
AUDITORS
M/s. Suresh & Associates, Chartered Accountants, the Auditors of the
Company retire at the ensuing Annual General Meeting and have expressed
their willingness and eligibility to continue in the office, if
re-appointed.
Members are requested to re-appoint them and authorize the Board to fix
their remuneration and pay out of pocket expenses.
CORPORATE GOVERNANCE
Your Company is committed to maintain the highest standards of
Corporate Governance. A Separate section on Corporate Governance
together with a certificate from the Company''s Auditors confirming the
compliance of conditions of Corporate Governance as stipulated in
Clause 49 of the listing agreement with the Stock Exchange is annexed
hereto.
The requisite Certificate from the Auditors of the Company confirming
compliance with the conditions of Corporate Governance as stipulated
under the aforesaid Clause 49 of the Listing Agreement is attached to
this Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report as required under Clause 49
of the Listing Agreement with the Stock Exchange is given in
''Annexure-B'' and forms as an integral part of this report.
LISTING OF SECURITIES
The Equity Shares of your Company are listed at Bombay Stock Exchange
Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai. The scrip
code of the Company for the Bombay Stock Exchange Limited is 532038.
The Company had duly paid the listing fee to the aforesaid Stock
Exchange for the financial Year 2013-14.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OTUGOING
The particulars regarding energy conservation and technology absorption
as prescribed under 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, are not applicable to the Company.
Details of Foreign Exchange used and earned is as follows: - (Rs. in
''000'')
Foreign Exchange Earning: Rs. 1,08,80,133.65 Foreign Exchange outgo:
Rs. 30,77,804.12
STATEMENT OF PARTICULARS OF EMPLOYEES
In terms of the provisions of section 217 (2A) of the Companies Act,
1956 read with Companies (Particulars of Employees) rules, 1975 the
information of the employees are set out as an ''Annexure-A'' to the
Director''s Report and forming part thereof.
DIRECTORS'' RESPONSINBILITY STATEMENT
With reference to Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm that:- a) in the preparation of the Annual Accounts,
the applicable accounting standards have been followed along with
proper explanation relating to material departures, wherever
applicable;
b) the Directors have 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 or
loss of the company for the period;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d) the Directors have prepared the Annual Accounts on a going concern
basis.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation for the
co-operation extended to the Company by Government, Commercial Banks,
Business Associates, Shareholders, Customers and Executives, Officers
and staff at all level.
For and on behalf of the Board
Sd/-
Date : 09.08.2013 (ANIL MONGA)
Place:New Delhi Chairman & Managing Director
Mar 31, 2012
The Directors have pleasure in presenting this 19th Annual Report on
the business and operations of the Company together with Audited
Accounts for the financial year ended March 31, 2012.
FINANCIAL HIGHLIGHTS
The highlights of financial results of the Company for the Financial
Years 2011-12 and 2010-llare as under:
2011-2012 2010-2011
Particulars Amount Amount Amount Amount
(Rs. in
Lacs) (US$ in
Million) (Rs. in
Lacs) (US$ in
Million)
Gross Sales
and Income 190527.45 374.54 134351.70 301.30
Profit before
interest,
Depreciation
and taxation 7030.72 13.82 4420.83 9.91
Less: Interest
and financial
Charges 5241.36 10.30 2892.70 6.49
Depreciation 72.97 0.14 58.94 0.13
Profit before
taxation 1716.39 3.37 1469.19 3.29
Less: Provision
0for taxation 531.89 1.05 499.72 1.12
Provision for
deferred taxation/
(tax effect of
timing differences
during year) (32.73) (0.06) (3.73) (0.0l)
Profit after
taxation 1217.23 2.39 973.20 2.18
Add : Balance
brought forward
from the
previous year 3598.01 7.07 2860.69 6.42
Less: Short/
(Excess)
Provision
of Income Tax
in Earlier
Years (44.03) (0.09) 43.23 0.l0
Disposable Profits 4771.21 9.38 3790.66 8.50
DIVIDEND
Your Directors are pleased to recommend dividend @ 25% on 5998020
Equity Shares of Rs.10 each (i.e. Rs. 2.50/- per share) for the
financial year ended 31st March, 2012, which if approved at the ensuing
Annual General Meeting, will be paid to:
i. All those shareholders whose names appears in the Register of
Members as on 14th Day of September, 2012 and;
ii. All those whose names appears on the date, as mentioned above, as
beneficial owners, furnished by National Securities Depository Limited
and Central Depository Services (India) Limited.
RISK AND CONCERNS Risk Control System
This section discusses the aspects relating to the risk management.
Readers are cautioned that the risk related information outlined here
is not exhaustive and is for information purpose only. Emmsons
International believes that risk management and internal control are
fundamental to effective corporate governance and the development of a
sustainable business. Your Company has a firm process to identify key
risks and priorities relevant action plans that can mitigate these
risks.
As reported in the last year your Company has a practice to hedge its
Imports and Exports on the main Commodity exchanges wherever possible
and securing forward exchange contracts to minimize the risk of
fluctuations in foreign currency rates, this practice has been
continued to be followed in this year also, however a expert
professional has been delegated this work to take care of. The senior
management is directly concerned in supervising such decisions relating
to hedging and securing the transactions.
The Company has adopted proper reporting system relating to sensitive
areas and from time to time a detailed reporting on such various issues
are being made to the Board of Directors.
Internal Control system and their adequacy
The Company's philosophy towards control systems is mindful of
leveraging resources towards optimisation while ensuring the protection
of its assets. The Company deploys a robust system of internal controls
that facilitates the accurate and timely compilation of financial
statements and management reports; ensures regulatory and statutory
compliance; and safeguards investor's interest by ensuring highest
level of governance and periodic communication with investors.
Further, the Company's internal control system primarily covers
prominent aspects such as, the Efficient use and protection of
resources, the Accuracy and Promptness of financial reporting, the
Compliance of laws and regulations.
Moreover, your Company has a well-defined organizational structure, set
of policies, guidelines and clearly defined authority and hierarchy
levels.
Segment wise Performance
As the company's business activity falls within single primary business
segment viz. trading of commodities, hence reporting of segment wise
performance is not applicable.
Financial and Operational Performance
The Growth of the Company in terms of turnover was repeated once again
in this year too. Emmsons with its proper planning, execution and
constant efforts has been able to perform well.
During the year under reporting, the financial performance in terms of
key parameters is noteworthy. The turnover of the Company for the
financial year ended is Rs. 1905.27 Crores as against Rs. 1342.47
Crores in the last financial year.
Turnover Trends:
Profit before Tax and Profit after Tax
In the current year the Profit after tax is Rs. 12.17 Crores as
Compared to Profit of Rs.9.37 Crores in the previous financial year.
Sharing of Profits with the shareholders of the Company
The Company has always strived to share its earnings by way of dividend
with its valuable shareholders, while retaining another portion to
finance investments for future growth. The company has now been
distributing dividend to its shareholders regularly for the last five
years.
Dividend Trends over last five years:
Earning per shares
The Company has recorded good earnings per share for its shareholders
over the year of period. The earning per shares depicts the proportion
of profits of the Company in a financial year with each shares held by
the shareholders.
Trends of Earning per shares of last five years:
Net worth of the Company
The growth in the Net worth trends in your Company also attracts the
attention and draws the picture of growth of your Company over the last
few years.
The trends of Net worth of last five years:
The financial statements of the company for the year under review have
been prepared in Compliance with the requirements of the Companies Act,
1956 and Generally Accepted Accounting Principles in India. The
management of the company accepts the responsibility for the integrity
and objectivity of these financial statements.
ALLOTMENT OF SHARES TO THE PROMOTER'S GROUP
Your Board of Directors, in the year of Reporting, have allotted
8,50,000 equity shares to the persons belonging to the Promoter's
group. Previously, in the year 2010, your Directors, pursuant to the
approval granted by shareholder's in their meeting held on 21st May,
2010, and upon In-Principle approval from the Bombay stock exchange in
this respect had allotted 9,00,000 equity warrants on Rs. 120/- per
warrant, convertible into the same No. of Equity shares, to the
promoter's group of the Company.
The allottees of warrants had deposited with the Company 25% of the
issue price of Rs. 120/- per warrant as subscription money for such
allotment. The Respective allottees except one allottee holding 50,000
equity warrants, have exercised the conversion option and requested the
Company to convert their warrants into equity shares and also deposited
the rest 75% of the issue price of warrants. The Board of Directors of
the Company upon such exercise, allotted 8,50,000 equity shares to
their respective allottes.
Further, post allotment, the paid up capital of the Company has
increased from Rs. 5,14,80,200/- (51,48,020 equity shares of face value
of Rs. 10/- each) to Rs. 5,99,80,200/- (59,98,020, equity shares of
face value of Rs. 10/- each.)
Moreover, upon lapse of time of conversion of equity warrants into the
equity share as prescribed under the SEBI (ICDR), Regulations, 2009,
the warrant holders holding 50,000 (Fifty Thousand) warrants did not
turn up for the conversion of warrants into shares within the
stipulated time, as mentioned above. The Board, pursuant to the above
regulations has decided to forfeit the subscription money paid by the
proposed allottees at the time of allotment of warrants.
Your Company has made an application to the Bombay Stock Exchange for
the listing of above mentioned equity shares, and the exchange has
granted the In-Principle approval of Listing of these shares, Further
pursuant to the In-principle approval of Listing, an application to
obtain trading permission from BSE has been filed, which is under
consideration of the Exchange.
COMPANY'S WEBSITE- REJUVENATED
Company's official website has been revived in such a way to be a
center of information; it is now more of a depiction of your Company on
the web. It demonstrates all the relevant information relating to your
Company, its story of growth, achievements till date, information of
the core business of your Company and also an Investor relation corner,
for existing and prospective investors/shareholders etc.
The new website of the Company is trendier and user friendly, it is
prepared keeping in mind the layman ship of general users and the
relevant information to be obtained by them. It is also ensured that
the website is updated with its various progresses, achievements and in
terms of investor's information, took place in the Company.
HUMAN RESOURCE
Your Company believes in today's evolving competitive business
environment its employees are the key differentiators. Our people are
central to whom we are and thus we have built a strong alignment
between our employee's and our organization's vision & value framework.
We have directed efforts to build a fine balance between an employee's
perspective of being an organization which is 'caring' and 'rewarding'
and an employer's perspective of being 'performing' and 'progressive'.
Fair and transparent performance management processes have been
instituted to differentiate, to reward & recognize employees based on
their deliverability. Our employee relationship culture reflects the
Company's longstanding business principles and drives the company's
overall performance. While we have continued to equip employees with
the necessary skills and attitude to deliver on their current job
responsibilities, the prime focus has been to identify, assess, groom
and build leadership potential for future.
During the year, employee relations scenario in your Company continued
to be conducive marked by Internal harmony and mutual trust. Regular
interactions amongst the management and apex forums make the
environment most friendly to perform better. The total number of
employees working with the company as on the end of the year under
review was seventy six and the company continued to enjoy a cordial and
harmonious relation with its employees at all level.
INSURANCE
All assets of the company including its plant and machinery and stocks
have been adequately insured.
FIXED DEPOSITS
In reference to section 58A of the Companies Act, 1956, your company
had not accepted any deposit from public during the year ended 31st
March, 2012.
SUBSIDIARY COMPANIES
One of the constant efforts of your management is to establish your
Company as multinational Company and to have the wider presence across
the globe. The experts, professionals are always putting their effort
to explore the new markets/ regions and the wider customer base in the
various part of the world and striking business deal with them. The
continuous efforts of to take the business of Emmsons on global level,
will satisfy our vision to make your organization a Multinational
organization.
Presently your Company has following overseas presence, through its
subsidiaries:
Emmsons Gulf DMCC:
Since its Inception in the year 2009, this Company has always shown
considerable growth and development potential and added to the main
course of the business. This is a matter of pride for the parent
Company that its subsidiary, Emmsons Gulf DMCC, has overtaken the
parent company, both in terms of turnover as well as profitability.
Emmsons Gulf DMCC has been doing business on the same line of its
parent Company and has established the presence of Emmsons group in the
Middle East market. Your Management, further wants to convey you that,
recently, Emmsons Gulf DMCC has acquired a coal mine in Indonesia,
which is on the verge of starting production in the months to come.
Your Management has huge expectations that once the Coal mines started
production, it will open the door for the Company to enter into most
emerging and vibrant sector of Power. Entering into the power sector,
will give all the headway for the Company as a group to accelerate its
pace of growth. We have all expectations to increase the pace of
development and to earn more for the benefit of its stakeholders.
Emmsons S.A. :
This company has not been able to make any headway during the business,
however, your Management constantly been trying to reestablish the
operations of this company. Your Management expects to have this year
as a fruitful year for the Company and some productivity to add to the
main course of its business.
Emmsons Grains Limited, Cyprus:
Emmsons Grains Limited, the holding company for the Ukrainian farming
operations has been brought under our umbrella in December, 2011. The
company has completed acquisition of certain farming businesses in
Ukraine. The company expects to start generating results from the
current year.
In accordance with section 212 of the Companies Act, 1956 and the
general circular issued by the Ministry of Corporate Affairs,
Government of India, in this respect, the Balance Sheet, Profit and
Loss Account and other documents of the subsidiary companies are not
being attached with the Balance Sheet of the Company. However the
financial information of the subsidiary companies is disclosed in the
Annual Report in compliance with the said circular. The Company will
make available the Annual Accounts of the subsidiary companies and the
related detailed information to any member of the Company who may be
interested in obtaining the same. The annual accounts of the subsidiary
companies will also be kept open for inspection at the Corporate Office
of the Company and that of the respective subsidiary companies.
However, the consolidated financial statements of the Company and its
subsidiaries, prepared in accordance with accounting standard 21 (AS
21) prescribed by the Institute of Chartered Accountants of India,
forms part of this annual report and accounts.
OVERSEAS PROJECTS INDONESIA
Few years ago, your Company developed a very clear vision to enter into
the power sector, through acquisition of Coal mines in Indonesia.
Initially your Company, through Emmsons Gulf DMCC, had acquired 25%
stake in the Coal Mines in Indonesia. During the year under review
Emmsons Gulf acquired additional 73.89% stake in the coal mining
business. The said acquisition has opened the gateway to enter into the
power sector. Your Management expects to have the production from the
mines very soon, which is expected to add more stability to the
business model of the company.
UKRAINE
Emmsons Grains Limited, a wholly owned subsidiary of your company, has
acquired farming assets in Ukraine and has been doing corporate farming
of wheat, sun-flower seeds and other agri-products, The group has also
set up an agro-processing centre for cleaning, drying and storage of
agri-products.
DIRECTORS
As per article 89 and 90 and section 255 and 256 of the Companies Act,
1956 Mr. Satish Chandra Gupta, and Mr. Rajesh Monga, Directors of the
company retire by rotation at the forthcoming Annual General Meeting
and being eligible offer themselves for reappointment.
Your Directors recommend the reappointment of Mr. Satish Chandra Gupta,
and Mr. Rajesh Monga, as Director of the company. Further, Pursuant to
provisions of the clause 49 of the listing agreement, the brief resume
of the Directors, who are to be reappointed in this Annual General
Meeting, are provided in the corporate governance section, which is a
part of the Annual Report of the company.
AUDITOR'S REPORT
The Auditor's observations are self explanatory and, therefore do not
call for any further comments.
AUDITORS
M/s Suresh & Associates, Chartered Accountants, the Auditors of the
company retire at the ensuing Annual General Meeting and have expressed
their willingness and eligibility to continue in the office, if
re-appointed.
Members are requested to re-appoint them and authorize the Board to fix
their remuneration and pay out of pocket expenses.
CORPORATE GOVERNANCE
The Company is committed to maintain the highest standards of Corporate
Governance and adhere to the Corporate Governance requirements set out
by SEBI. The Report on Corporate Governance as stipulated under Clause
49 of the Listing Agreement forms part of the 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 this Report.
LISTING OF SECURITIES
The Equity shares of the company are listed in The Bombay Stock
Exchange, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai only. The
scrip code for The Stock Exchange, Mumbai is 532038.
The company had duly paid the listing fee to the aforesaid Stock
Exchange for the financial Year 2012-13.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OTUGOING
As the company is not covered in schedule A of Companies (Disclosure of
particulars in report of Board of Directors) Rules, 1988, provisions of
Section 217(1) (e) of the Companies Act, 1956 are not applicable.
STATEMENT OF PARTICULARS OF EMPLOYEES
In terms of the provisions of section 217 (2A) of the Companies Act,
1956 read with Companies (Particulars of Employees) Rules, 1975 the
information of the employees are set out in the Annexure-A of the
Director's Report and forming part thereof.
DIRECTOR'S RESPONSINBILITY STATEMENT
With reference to Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm that:-
a) in the preparation of the Annual Accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures, wherever applicable;
b) the Directors have 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 or
loss of the company for the period;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d) the Directors have prepared the Annual Accounts on a going concern
basis.
ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation for the
co-operation and assistance received from the Bankers, Regulatory
Bodies, Government, stakeholders and other business associates who have
extended their valuable, sustained support and encouragement during the
year under review.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff at all levels of the Company. We look forward for your
continued support in the future.
For and on behalf of the Board
Sd/-
Date : 14.08.2012 (ANIL MONGA)
Place : New Delhi Chairman & Managing Director
Mar 31, 2011
To the Members
The Directors are pleased to present the 18th Annual Report and the
audited accounts of the company for the financial year ended 31st
March, 2011.
FINANCIAL HIGHLIGHTS
The financial performance of the Company, for the year ended March 31,
2011 is summarised below:
2010-2011 2009-2010
Particulars Amount Amount Amount Amount
(Rs. in (US$ in (Rs. in (US$ in
Lacs) Million) Lacs) Million)
Gross Sales and
Income 134246.68 301.07 69322.86 154.41
Profit before
interest, 4305.65 9.66 4147.23 9.24
Depreciation
and taxation
Less: Interest
and financial
Charges 2777.52 6.23 2084.11 4.64
Depreciation 58.94 0.14 49.97 0.11
Profit before
taxation 1469.19 3.29 2013.15 4.49
Less: Provision
for taxation 499.72 1.12 716.51 1.60
Provision for
deferred (3.73) (0.01) (0.59) (0.00)
taxation/(tax
effect of timing
differences
during year)
Profit after
taxation 973.20 2.18 1297.23 2.89
Add : Balance
brought forward 2860.69 6.42 1819.35 4.05
from the previous
year
Less: Short/
(Excess) Provis
-ion of Income
Tax in Earlier
Years 43.23 0.10 (4.57) (0.01)
Disposable
Profits 3790.66 8.50 3121.15 6.95
DIVIDEND
Your Directors are pleased to recommend dividend @ 20% on 5148020
Equity Shares of Rs.10/- each (i.e. Rs. 2/- per share) for the
financial year ended 31st March, 2011, which if approved at the ensuing
Annual General Meeting, will be paid to:
i. All those shareholders whose names appears in the Register of
Members as on 19th Day of September, 2011and ;
ii. All those whose names appears on the date, as mentioned above, as
beneficial owners, furnished by National Securities Depository Limited
and Central Depository Services (India) Limited.
BUILDING TOMMOROWS:
Your Directors and Management always have the clear views to strengthen
the base and consistent future growth of the Company. The various steps
were initiated in current year of reporting or even in the previous
year also to achieve the higher growth of the Company. The Management
has always strived to add more commodities in its trading basket to
make it grand and to expand the Company's reach to most parts of the
world. Since your Company has already left its footprint in various
countries through their subsidiaries or associates, involving in Agro
trading, commodities, food, fertilizers and energy businesses.
For the past few years, your company has been working to capture the
immense opportunity of businesses involved in power & commodities
sector. Our wholly owned subsidiary Emmsons Gulf DMCC has already take
the first step to achieve the said objective by acquiring 25% stake in
a coal mining venture in Indonesia. We would further like to inform you
that your Company is taking sincere efforts towards growth and
developments of such projects and shall be able to add the outputs and
benefits from these projects to the main course of business, very soon.
Your Directors by taking such prominent steps have always kept the
generous thought for their shareholders and their successors to
'Building Tomorrows' for them.
INSURANCE
All assets of the company including its plant and machinery and stocks
have been adequately insured.
FIXED DEPOSITS
In reference to section 58A of the Companies Act, 1956, your company
had not accepted any deposit from public during the year ended 31st
March, 2011.
SUBSIDIARY COMPANIES
Your Company has now presence in various countries of the world through
its subsidiaries and associates. Your Management has very clear vision
to make your Company a global multinational in years to come. At
present your Company has following overseas presence through its
subsidiaries:
UNITED ARAB EMIRATES:
In the year 2009, Your Company had established its subsidiary, Emmsons
Gulf DMCC in Dubai, UAE, The main activity of this Company is
International trading of various commodities and fertilizers.
In a short span of time, the subsidiary has been able to establish
itself well with focus on the Middle-East markets. The company has
emerged as mainstay of Emmsons Group in the lucrative Middle-East
Markets.
SWITZERLAND:
The Emmsons SA, was established in the year 2007 in Switzerland as a
subsidiary of your Company with its main activity of International
Trading & Shipping, The Swiss subsidiary could not make much headway
during the year. However the Company visualizes to recover in current
financial year.
INTERNATIONAL PROJECTS
INDONESIA:
Your Company had entered into a Joint Venture in the year 2008, for the
purpose of acquiring Coal Mine(s) in Indonesia. Finally Emmsons Group
has acquired 25% stake in a coal mining project in Indonesia through
Emmsons Gulf DMCC. Your management considers the stake as a strategic
asset, which will lead our entry into the power sector.
UKRAINE:
During the year farming project in Ukraine has shown the major
progress, with appointment of local professionals and experts and
expect the fruitful outcomes from current financial year. Steps have
been taken to complete the structuring process and are likely to be
completed in the coming months.
DIRECTORS
Mr. Mohammad Tariq Raza, Independent Director of the Company, resigned
from the Board vide his letter dated 12th May, 2011 and the same was
accepted by the Board of Directors, in their meeting held on 12th May,
2011. The Directors would like to place on record their appreciation of
the contributions made by Mr. Mohammad Tariq Raza during his tenure as
the Professional and Independent Director.
As per article 89 and 90 and section 255 and 256 of the Companies Act,
1956 Mr. Vijay Kumar Kakkar, and Mr. Viresh Shankar Mathur, Directors
of the company retire by rotation at the forthcoming Annual General
Meeting and being eligible offer themselves for reappointment.
Your Directors recommend the reappointment of Mr. Vijay Kumar Kakkar
and Mr. Viresh Shankar Mathur as Director of the company. Further,
Pursuant to provisions of the clause 49 of the listing agreement, the
brief resume of the Directors, who are to be reappointed in this Annual
General Meeting, are provided in the corporate governance section,
which is a part of the Annual Report of the company.
AUDITOR'S REPORT
The Auditor's observations are self explanatory and, therefore do not
call for any further comments.
AUDITORS
M/s Suresh & Associates, Chartered Accountants, the Auditors of the
company retire at the ensuing Annual General Meeting and have expressed
their willingness and eligibility to continue in the office, if
re-appointed.
Members are requested to re-appoint them and authorize the Board to fix
their remuneration and pay out of pocket expenses.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreements with the Stock
Exchanges, Corporate Governance Report, Managing Director's and
Auditor's Certificate regarding compliance of conditions of Corporate
Governance are made a part of the Annual Report.
LISTING OF SECURITIES
The Equity shares of the company are listed in The Bombay Stock
Exchange, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai only. The
scrip code for The Stock Exchange, Mumbai is 532038.
The company had duly paid the listing fee to the aforesaid Stock
Exchange for the financial Year 2011-2012.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGOING
As the company is not covered in schedule A of Companies (Disclosure of
particulars in report of Board of Directors) Rules, 1988, provisions of
Section 217(1) (e) of the Companies Act, 1956 are not applicable.
STATEMENT OF PARTICULARS OF EMPLOYEES
During the year, no employee of the Company received a salary of more
than Rs. 60.00 Lacs per annum or Rs. 5.00 Lacs per month. Accordingly,
no particulars of employees are to be given pursuant to the provisions
of Section 217 (2A) of the Companies Act, 1956.
DIRECTOR'S RESPONSINBILITY STATEMENT
As required under section 217(2AA) of the Companies Act, 1956, it is
hereby stated that:
a) in the preparation of the Annual Accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
b) the Directors have 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 or
loss of the company for the period;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d) the Directors have prepared the Annual Accounts on a going concern
basis.
ACKNOWLEDGEMENT
It is our strong belief that caring for our business constituents has
ensured our success in the past and will do so in the future. Your
Directors acknowledge with sincere gratitude to the co-operation and
assistance extended by various Central and State Government
Authorities, Bankers, 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 reposing their
confidence in the management of the company.
We wish to place on record our appreciation for the untiring efforts
and contributions made by the employees at all levels to ensure that
the company continues to grow and excel.
For and on behalf of the Board
Sd/-
Date : 13.08.2011 (ANIL MONGA)
Place:New Delhi Managing Director
Mar 31, 2010
The Directors of your company have pleasure in presenting the 17th
Annual Report and the Audited Accounts of the company for the financial
year ended 31st March, 2010.
1. FINANCIAL HIGHLIGHTS
A summarized position of the sales turnover, profits and taxation for
the year under review as compared to the previous year is given below:
Particulars Amount (Rs. in Lacs) Amount (US$ in Million)
2009-2010 2008-2009 2009-2010 2008-2009
Gross Sales and
Income 69322.86 65530.05 154.41 145.96
Profit before interest, 4147.23 2410.87 9.24 5.37
Depreciation and
taxation
Less: Interest and
financial Charges 2084.11 1302.15 4.64 2.90
Depreciation N 49.97 46.18 0.11 0.10
Profit before taxation 2013.15 1062.54 4.49 2.37
Less: Provision for
taxation 716.51 407.55 1.60 0.91
Provision for deferred (0.59) 16.31 0.00 0.04
taxation/(tax effect of
timing differences during year)
Profit after taxation , 1297.23 638.68 2.89 1.42
Add : Balance brought
forward 1819.35 1382.64 4.05 3.08
from the previous year
Less: Short/(Excess)
Provision
of Income Tax in Earlier
Years (4.57) 41.74 (0.01) 0.09
Disposable Profits 3121.15 1978.58 6.95 441
2. DIVIDEND
Your Directors are pleased to recommend dividend @ 20% on 5148020
Equity Shares of Rs.10 each (i.e. Rs. 2 per share) for the financial
year ended 31st March, 2010, which if approved at the ensuing Annual
General Meeting, will be paid to:
i. All those shareholders whose names appears in the Register of
Members as on 20th September, 2010 and ;
ii. All those whose names appears on the date, as mentioned above, as
beneficial owners as furnished by National Securities Depository
Limited and Central Depository Services Limited.
4. INSURANCE
All assets of the company including its plant and machinery and stocks
have been adequately insured.
5. FIXED DEPOSITS
The company had not accepted any deposit from public during the year
ended 31st March, 2010, pursuant to the provisions of section 58-A of
the Companies Act, 1956.
6. SUBSIDIARY COMPANIES
The Companys vision of a being a Global Commodity Trader warrants its
presence outside India. As a first step, the Company has established 2
Subsidiaries as mentioned below:
NAME : EMMSONS GULF DMCC, DUBAI
ACTIVITY : INTERNATIONAL TRADING
During the year under review, the companys trading subsidiary in
Dubai, Emmsons Gulf DMCC started operations during the current year. In
its first few months of operations during the current year, the company
registered a turnover of over USD 22.41 million with net profit of USD
0.50 million approx. The company is expected to stabilize its
operations and grow substantially during the current year on the back
of expanded products basket. |
NAME : EMMSONS SA, SWITZERLAND
ACTIVITY : INTERNATIONAL TRADING & SHIPPING
With subdued export of agro commodities from India, the Swiss
subsidiary could not make much headway during the year. However the
company expects to record a complete turnaround during the current
year.
7. INTERNATIONAL PROJECTS
PROJECT : COAL MINING
LOCATION : EAST KALIMANTAN, INDONESIA
The progress on coal mining project in Indonesia remained sluggish on
account of financial global slowdown. The company was able to achieve
financial closure for its share of funding in the project. The current
year is expected to see some major progress.
PROJECT : FARMING, PROCESSING AND STORAGE
LOCATION : UKRAINE
During the year under review the company has been able to make major
progress on the Ukraine projects. The acquisition of farming companies
in Ukraine in nearing completion and is expected to be completed by
Sep, 2010. The agro-processing project is also expected to be completed
during the year.
Next year onward the Ukraine project is expected to start showing good
results.
8. DIRECTORS
Mr. Rajesh Monga and Mr. Shivaz Monga, Directors of the company will
retire by rotation at the forthcoming Annual General Meeting and being
eligible offer themselves for reappointment. Further, the Board of
Directors of the Company in their meeting held on 26th April, 2010
after recommendation by the Remuneration Committee has approved the
re-appointment of Mr. Anil Monga as Managing Director w.e.f. 1st
September, 2010, whose terms of appointment will be expired on 31st
August, 2010 subject to approval of the members in the forthcoming
Annual General Meeting.
Your Directors recommend the reappointment of Mr. Rajesh Monga and Mr.
Shivaz Monga as Directors and Mr. Anil Monga as Managing Director of
the company.
Further, pursuant to provisions of the clause 49 of the listing
agreement, the brief resumes of the Directors, who are to be
reappointed in this Annual General Meeting, are provided in the
corporate governance section, which is a part of the Annual Report of
the company.
9. AUDITORS REPORT
The Auditors observations are self-explanatory and, therefore do not
call for any further comments.
10. AUDITORS
M/s Suresh & Associates, Chartered Accountants, the Auditors of the
company retire at the ensuing Annual General Meeting and have 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 pay out of pocket expenses. >
11. 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
as stipulated in clause 49 of the listing agreement with Stock
Exchanges is enclosed and form part of this Annual Report. j
12. LISTING OF SECURITIES
The Equity shares of the company are listed in The Bombay Stock
Exchange, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai only. The
scrip code for The Stock Exchange, Mumbai is 532038.
The company had duly paid the listing fee to the aforesaid Stock
Exchange for the Financial Year 2010-2011.
13. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OTUGOING
As the company is not covered in schedule A of Companies (Disclosure of
particulars in report of Board of Directors) Rules, 1988, provisions of
Section 217(1) (e) of the Companies Act, 1956 are not applicable.
14. STATEMENT OF PARTICULARS OF EMPLOYEES
Information required as per section 217(2A) of the Companies Act, 1956
read with Companies (Particulars of Employees) Rules, 1975 and forming
part of Directors Reports for the year ended 31st March, 2010 is given
in the Annexure A.
15. DIRECTORS RESPONSIBILITY STATEMENT
As required under section 217(2AA) of the Companies Act, 1956, it is
hereby stated that:
a) in the preparation of the Annual Accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
b) the Directors had selected such accounting policies and applied them
consistently and made judgements and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the company at the end of the financial year and of the profit or loss
of the company for the period;
c) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d) the Directors had prepared the Annual Accounts on a going concern
basis.
16. ACKNOWLEDGEMENT
Your Directors wish to place on record their thanks and gratitude to
various Central and State 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.
For and on behalf of the Board
Sd/-
(ANIL MONGA)
Managing Director
Dated : 17.08.2010
Place : New Delhi