Mar 31, 2014
Dear Members
1. The Directors present the Ninth Annual Report and the Audited
Statement of accounts of the Company for the year ended March 31st,
2014.
Performance of the Company (Rs in Lacs)
a) Total Income
2013-14 2012-131 % Decrease
13012.31 15693.561 17.35
During the year under review, the total income of the company was Rs
13024.26 lacs (previous Year Rs 15693.56 Lacs).
b) Export Revenue
2013-14 2012-131 % Decrease
7450.44 7851.961 4.96%
c) Financial Results
Particulars Year Ended Year Ended
March 2014 March 2013
Total Income 13012.31 15693.56
Total Expenditure 12590.734 15227.83
Profit before Tax 421.58 465.73
Less: Current Tax /Deferred Tax 117.56 146.80
Profit after Tax 304.02 318.93
Balance Brought forward 801.41 610.71
Balance Available for Appropriation 1105.43 929.64
Appropriation :
Proposed Dividend for the Financial
year at the rate of Rs.0.50 per
share 62.22 49.77
Corporate Dividend Tax 10.58 8.46
Transferred to General Reserves 70.00 70.00
Surplus retained in Profit & Loss account 962.63 801.41
2. Dividend
Your Directors are pleased to recommend a dividend of 5.00 % i.e.
Rupees 0.50 per Equity share of Rs 10 each for the year ended March
31st, 2014, resulting out flow will be Rs 72.79 lacs (inclusive of
dividend distribution tax). Your Directors further proposes to transfer
to General Reserves an amount of Rs 70.00 lacs out of the profit.
3. Deposits :
The Company has not taken any deposits from the public during the year
. As on 31st March 2014 there is no amount of deposits
and interest thereon which remain due for payment or unclaimed by
depositors.
4. Directors'' Responsibility Statement:
In view of the provisions of Section 217(2AA) of the Companies Act
1956, your Directors state that in preparation of the Financial
Statements for the year ended 31st March, 2014:
a) The applicable Accounting Standards have been followed by the
Company, with necessary explanation for material departure, if any;
b) The accounting policies adopted and applied consistently, in the
opinion of the Directors are reasonable and prudent and gives true and
fair view of the state of affairs of the Company at the end of the
financial period and of the Profit of the Company for the year ended on
that date;
c) The proper and sufficient care was taken for the maintenance of the
adequate accounting records in accordance with provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
d) The accounts have been prepared on a going concern basis.
5. Directors:
The Board has at the request of Mr. Joseph Mckay decided to make and
consider him as the Non-Executive Professional Director instead of
Independent Director. Having regard to the provisions of the companies
Act 2013 it is proposed to change the term of appointment of Mr. Navraj
Malhotra from not liable to retire to liable to retire.
Mr. Sanjay Jain, Mr. Navin Choksi, Mr. Manoj More and Mr.
Harmohindersingh Dhingra, Independent Directors of the Company were
appointed Directors liable to retire by rotation under the provisions
of erstwhile Companies Act, 1956. In terms of Section 149 and other
applicable provisions of the Companies Act, 2013 read with the Rules
made thereunder, the said Independent Directors have given their
declaration of independence and being eligible be considered for
re-appointment at the ensuing Annual General Meeting for a term up to
five consecutive years. The Company has received requisite notice in
writing from a member proposing the candidature of Mr. Sanjay Jain, Mr.
Navin Choksi, Mr. Manoj More and Mr. Harmohindersingh Dhingra, for
appointment as Independent Directors. The Board has recommended their
appointment as Independent Directors of the Company to hold office for
a term of five consecutive years commencing from the date of 9th Annual
General meeting of the Company.
6 CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with BSE & NSE,
Management Discussion and Analysis, Corporate Governance Report,
Auditors'' Certificate regarding compliance of conditions of Corporate
Governance and CEO Certificate on Code of Conduct is made as a part of
the Annual Report.
7 Auditors:
M/s. R K Chaudhary & Associates, Chartered Accountants, Mumbai, retire
at the conclusion of the forthcoming Annual General Meeting and being
eligible, offer themselves for reappointment.
The company has received a confirmation from them to the effect that
their appointment, if made, would be within the prescribed limits U/S
224 (1B) of the Companies Act, 1956.
The observations and comments given by the Auditors in their report
read together with notes to Accounts are self explanatory and hence do
not call for any further comments under section 217 of the Companies
Act, 1956.
8 Cost Auditors
M/s NNT & Co, the Management Cost Accountants, Mumbai retire at the
conclusion of the forthcoming Annual general Meeting and being
eligible, offer them-selves for re-appointment.
9 Particulars of Employees
The statement under sub-section (2A) of section 217 of the Companies
Act, 1956, read with the Companies (Particulars of Employees) Rules,
1975, as amended and forming part of this report is given in annexure.
The annexure shall, however, be provided to the member on request to be
made to the Company Secretary.
During the period under review, relation with the workmen continued to
remain cordial. The Company has and possesses good faith and trust of
the workers and continues having best industrial relation with its
workmen force.
10 Disclosure of particulars with respect to conservation of energy,
foreign exchange earning / outgo etc :
Statement giving particulars relating to conservation of energy,
technology absorption and foreign exchange earnings and outgo as
required under section 217(1)(e) of the Companies Act, 1956 is annexed.
11 Acknowledgements:
Your Directors would like express their sincere appreciation of the
positive Co-operation received from the Governments and bankers. The
Directors also wish to place on record their deep sense of appreciation
for the commitment displayed by all executives, officers, workers and
staff of the company resulting in the successful performance during the
year.
The board also takes this opportunity to express its deep gratitude for
the continued co operation and support received from its valued
shareholders.
The Directors express their special thanks to Mr. Yuvraj Malhotra,
Chairman and Managing Director for his untiring efforts for the
progress of the Company.
For and on behalf of the Board of Directors
Mumbai Yuvraj Malhotra
Dated: 7-5-2014 Chairman and Managing Director
Mar 31, 2012
The Members
Hilton Metal Forging Limited
1.The Directors present the Seventh Annual Report and the Audited
Statement of accounts of the Company for the year ended March 31st,
2012.
Financial Results (Rs in Lacs)
Particulars Year
Ended Year
Ended
March
2012 March
2011
Sales 9319.46 6252.46
Other Income 248.70 257.23
Profit before Interest,
Depreciation and 849.85 664.80
Tax
Less : Finance Charges 365.24 337.31
Profit before Depreciation,
exceptional 484.61 327.49
Items, Waivers and Tax
Less: Depreciation 197.96 197.44
Profit before Tax 286.65 130.05
Less: Current Tax /Deferred Tax 122.65 113.83
Profit after Tax 164.00 16.22
Balance Brought forward from pre. year 518.12 573.32
Prior Period Expenses 0
Excess provision written back / written 0 -0.01
off
Balance Available for Appropriation 682.12 589.84
Appropriation
Proposed Dividend for the Financial 31.12 31.12
year at the rate of Rs.0.25 per share
Corporate Dividend Tax 5.29 5.29
Transferred to General Reserves 35.00 35.00
Balance Carried forward 610.71 518.12
2. Operations & Future Outlook
The Company achieved revenues of Rs 9568.16 lacs for the year ended on
31st March, 2012 as against net sales and other income of Rs 6509.69
lacs achieved in the previous year, recording an increase of 46.98 % in
turnover. The year under review, ended with a gross profit of Rs.
849.85 lacs (previous year Rs 664.80 Lacs) and pre-tax profit of Rs
286.65 Lacs (Previous year Rs 130.05 Lacs).
3. Dividend
Your Directors are pleased to recommend a dividend of 2.50% i.e Rupee
0.25 per Equity share of Rs 10 each for the year ended March 31st,
2012, resulting out flow will be Rs 36.41 lacs. Your Directors further
proposes to transfer to General Reserves an amount of Rs 35.00 lacs out
of the profit.
4. Finance
The requirement of Working Capital finance has been sanctioned by the
consortium of banks under leadership of State Bank of Hyderabad.
5. Deposits :
The Company has not accepted any deposit within the meaning of Section
58A of the Companies Act, 1956 and the Rules made there under.
6. Directors' Responsibility Statement:
In view of the provisions of Section 217(2AA) of the Companies Act
1956, your Directors state that in preparation of the Financial
Statements for the year ended 31st March, 2012:
a) The applicable Accounting Standards have been followed by the
Company, with necessary explanation for material departure, if any;
b) The accounting policies adopted and applied consistently, in the
opinion of the Directors are reasonable and prudent and gives true and
fair view of the state of affairs of the Company at the end of the
financial period and of the Profit of the Company for the year ended on
that date;
c) The proper and sufficient care was taken for the maintenance of the
adequate accounting records in accordance with provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
d) The accounts have been prepared on a going concern basis.
7. Committees:
In terms of the provisions of Companies Act, 1956, and considering the
requirement under Clause 49 of the Listing Agreement of the Stock
Exchanges, Audit Committee, Shareholders' Grievance Committee,
Management Committee and Managerial Remuneration Committee have been
formed with the required number of Independent Directors of the
Company.
8. Directors:
Mr. Navin Chokshi and Mr. Sanjay Jain the Directors, are liable to
retire by rotation at the ensuing Annual General Meeting Being eligible
and having given their consent to be re-appointed as the Directors,
your Directors recommend their re-appointment.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with BSE & NSE,
Management Discussion and Analysis, Corporate Governance Report,
Auditors' Certificate regarding compliance of conditions of Corporate
Governance and CEO Certificate on Code of Conduct is made as a part of
the Annual Report.
9. Auditors:
M/s. R K Chaudhary & Associates, Chartered Accountants, Mumbai, retire
at the conclusion of the forthcoming Annual General Meeting and being
eligible, offer themselves for reappointment. The members are requested
to appoint the auditors.
The company has received a confirmation from them to the effect that
their appointment, if made, would be within the prescribed limits U/S
224 (IB) of the Companies Act, 1956.
11. Disclosure of particulars with respect to conservation of energy,
foreign exchange earning / outgo etc :
Statement giving particulars relating to conservation of energy,
technology absorption and foreign exchange earnings and outgo as
required under section 217(l)(e) of the Companies Act, 1956 is annexed.
12. Particulars of Employees
The statement under sub-section (2A) of section 217 of the Companies
Act, 1956, read with the Companies (Particulars of Employees) Rules,
1975, as amended and forming part of this report is given in annexure.
The annexure shall, however, be provided to the member on request to be
made to the Company Secretary.
During the period under review, relation with the workmen continued to
remain cordial. The Company has and possesses good faith and trust of
the workers and continues having best industrial relation with its
workmen force.
13. Acknowledgements:
Your Directors take this opportunity to thank the Company's Bankers,
foreign buyers for their continued co-operation and patronage. The
Board of Directors also Thank all the employees for their contribution,
dedication, commitment and hard work and continued co-operation
throughout the year.
For and on behalf of the Board of Directors
Mumbai Yuvraj Malhotra
Dated : 18/05/2012 Chairman and Managing Director
Mar 31, 2011
The Members Hilton Metal Forging Limited
1.The Directors present the Sixth Annual Report and the Audited
Statement of accounts of the Company for the year ended March 31st,
2011.
Financial Results (Rs in Lacs)
Particulars Year Ended Year Ended
March 2011 March 2010
Sales 6158.29 4707.42
Other Income 351.48 346.83
Profit before Interest, Depreciation,
exceptional Items and Tax 713.35 753.08
Less: Finance Charges 337.64 408.16
Profit before Depreciation,
exceptional Items, Waivers and Tax 375.71 344.92
Less: Depreciation 197.44 185.05
Profit before exceptional Items
and Tax 178.27 159.87
Less: Exceptional Items 47.84 47.84
Profit Before Tax 130.43 112.03
Less: Current Tax /Deferred Tax 113.90 130.91
Profit after Tax 16.53 (18.88)
Balance Brought forward from
previous year 573.32 557.96
Prior Period Expenses
Excess provision written back
/written off -0.01 105.64
Balance Available for Appropriation 589.84 644.72
Appropriation
Proposed Dividend for the Financial year
at the rate of Rs.0.25 per share 31.12 31.11
Corporate Dividend Tax 5.29 5.29
Transferred to General Reserves 35.00 35.00
Balance Carried forward 518.43 573.32
2. Operations & Future Outlook
The Company achieved net sales and other income of Rs 6508.64 lacs for
the year ended on 31st March, 2011 as against net sales and other
income of Rs 5054.49 lacs achieved in the previous year, recording an
increase of 28.78% in turnover. The year under review, ended with a
gross profit of Rs. 713.35 lacs (previous year Rs 753.08 Lacs) and
pre-tax profit of Rs 130.43 Lacs (Previous year Rs 112.03 Lacs).
Though the turn-over is increased during the year under review, margin
of profit is reduced due to stiff hike in various inputs like furnace
oil, electricity etc.
3. Dividend
Your Directors are pleased to recommend a dividend of 2.50% i.e Rupee
0.25 per Equity share of Rs 10 each for the year ended March 31st,
2011, resulting out flow will be Rs 36.41 lacs. Your Board further
proposes to transfer to General Reserves an amount of Rs 35.00 lacs out
of the profit.
4. Finance
The requirement of Working Capital finance has been sanctioned by the
consortium of banks under leadership of State Bank of Hyderabad.
5. Deposits:
The Company has not accepted any deposit within the meaning of Section
58Aof the Companies Act, 1956 and the Rules made there under.
6. Directors' Responsibility Statement:
In view of the provisions of Section 217(2AA) of the Companies Act
1956, your Directors state that in preparationof the Financial
Statements for the year ended 31st March, 2011:
a) The applicable Accounting Standards have been followed by the
Company, with necessary explanation for material departure, if any;
b) The accounting policies adopted and applied consistently, in the
opinion of the Directors are reasonable and prudent and gives true and
fair view of the state of affairs of the Company at the end of the
financial period and of the Profit of the Company for the year ended on
that date;
c) The proper and sufficient care was taken for the maintenance of the
adequate accounting records in accordance with provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
d) The accounts have been prepared on a going concern basis.
7. Committees:
In terms of the provisions of Companies Act, 1956, and considering the
requirement under Clause 49 of the Listing Agreement of the Stock
Exchanges, Audit Committee, Shareholders' Grievance Committee,
Management Committee and Managerial Remuneration Committee have been
formed with the required number of Independent Directors of the
Company.
8. Directors:
Mr. Joseph Mckay and Mr. Harmohindar Singh Dhingra the Directors, are
liable to retire by rotation at the ensuing Annual General Meeting
Being eligible and having given their consent to be re-appointed as the
Directors, your Directors recommend their re-appointment.
9. Auditors:
M/s. R K Chaudhary & Associates, Chartered Accountants, Mumbai, retire
at the conclusion of the forthcoming Annual General Meeting and being
eligible, offer themselves for reappointment. The members are requested
to appoint the auditors.
The company has received a confirmation from them to the effect that
their appointment, if made, would be within the prescribed limits U/S
224 (1B) of the Companies Act, 1956.
10. Management Discussion and analysis Business of the company and
over view
Management Discussion and Analysis Report for the year under review, as
stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges is presented in addition to the Directors Report in a
separate section forming part of Annual Report.
RISK MANAGEMENT
The company recognizes that this is inevitable and believes in having
optimum, well-defined and integrated risk management strategy. It also
believes that proper risk identification, evaluation and mitigation
would help to achieve its target of sustainable profitability and
growth.
The upward fluctuation in raw material prices adversely effects
profitability. Hence the company constantly monitors raw material price
and revises the selling prices of its products.
HUMAN RESOURCES
The company's HR policy and process are aligned to effectively drive
its expanding business and forays in to emerging opportunity. This has
been achieved by continuous investing in training and development
programs, creating a compelling work environment, empowering employees
at all levels and maintaining well structured and recognition
mechanisms. The company helps employees build new skills and new
competencies and promotes knowledge sharing and team building. The
company's recruitment practice ensures that suitable candidates with
merit are recruited and provided with right opportunity.
CAUTIONARY STATEMENT
Statements in the management discussion and analysis, describing the
company's objective, projections, estimates and expectations may
constitute "FORWARD LOOKING STATEMENTS" within the meaning of
applicable laws and regulations, Actual results might defer materially
from those either expressed or implied. The Company assumes no
responsibility to publicly amend, modify or revise any forward looking
statements on the basis of any subsequent development, information or
events.
11. Disclosure of particulars with respect to conservation of energy,
foreign exchange earning / outgo etc:
Statement giving particulars relating to conservation of energy,
technology absorption and foreign exchange earnings and outgo as
required under section 217(1 )(e) of the Companies Act, 1956 is
annexed.
12. Particulars of Employees
The statement under sub-section (2A) of section 217 of the Companies
Act, 1956, read with the Companies (Particulars of Employees) Rules,
1975, as amended and forming part of this report is given in annexure.
The annexure shall, however, be provided to the member on request to be
made to the Company Secretary.
During the period under review, relation with the workmen continued to
remain cordial. The Company has and possesses good faith and trust of
the workers and continues having best industrial relation with its
workmen force.
13. Acknowledgements:
Your Directors take this opportunity to thank the Company's Bankers,
foreign buyers for their continued co- operation and patronage. The
Board of Directors also Thank all the employees for their contribution,
dedication, commitment and hard work and continued co-operation
throughout the year.
For and on behalf of the Board of Directors
Sd/-
Mumbai Yuvraj Malhotra
Dated : 31st May 2011 Chairman and Managing Director
Mar 31, 2010
1.The Directors present the Fifth Annual Report and the Audited
Statement of accounts of the Company for the year ended March 31st,
2010.
Financial Results (Rs in Lacs)
Particulars Year Ended Year Ended
31-03-10 31-03-09
Sales 4707.42 7307.85
Other Income 346.83 604.77
Profit before Interest, Depreciation,
exceptional Items and Tax 753.08 1040.38
Less : Finance Charges 408.16 441.02
Profit before Depreciation, exceptional
Items, Waivers and Tax 344.92 599.36
Less: Depreciation 185.05 125.78
Profit before exceptional Items and Tax 159.87 473.58
Less: Exceptional Items 47.84 47.84
Profit Before Tax 112.03 425.74
Less: Current Tax/Deferred Tax/Fringe
Benefit Tax 130.91 150.14
Profit after Tax (18.88) 275.60
Balance Brought forward from previous year 557.96 601.23
Prior Period Expenses NIL 126.82
Dividend /Corp. Dividend Tax written back 105.64 0.00
Balance Available for Appropriation 644.72 750.01
Appropriation
Proposed Dividend for the Financial year at
the rate of R&0.25 per share 31.11 124.43
Corporate Dividend Tax 5.29 17.62
Transferred to General Reserves 35.00 50.00
Balance Carried forward 573.32 557.96
2. Operations & Future Outlook
The Company achieved net sales and other income of Rs 5054.25 lacs for
the year ended on 31s1 March, 2010 as against net sales and other
income of Rs 7912.62 lacs achieved in the previous year. The year under
review, ended with a pre-tax profit of Rs 112.03 Lacs (Previous year Rs
425.74 Lacs). The Companys relentless efforts in developing new high
value products, reducing costs, improving productivity and yield,
conserving energy, standardizing of production process and improving
work practices, initiatives in technical up-gradation, procurement of
raw material and combating the dollar movement on export realization,
helped to retain margins in an increasing cost scenario. Your company
was able to withstand the adverse circumstances prevailed because of
world wide slow down in economy. Due to strict environment norms
observed by some countries where your company is exporting its material
has caused reduction in turnover as compared to last year.
3. Dividend
" Your Directors are pleased to recommend a dividend of 2.50% i.e Re
0.25 per Equity share of Rs 10 each for the year ended March 31sl,
2010,
4. Deposits:
The Company has not accepted any deposit within the meaning of Section
58A of the Companies Act, 1956 and the Rules made there under.
5. Directors Responsibility Statement:
In view of the provisions of Section 217(2AA) of the Companies Act
1956, your Directors state that in preparation of the Financial
Statements for the year endjld 31sl March, 2010:
b) The accounting policies adopted and applied consistently, in the
opinion of the Directors are reasonable and prudent and gives true and
fair view of the state of affairs of the Company at the end of the
financial period and of the Profit of the Company for the year ended on
that date;
c) The proper and sufficient care was taken for the maintenance of the
adequate accounting records in accordance with provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
d) The accounts have been prepared on a going concern basis.
6. Committees:
In terms of the provisions of Companies Act, 1956, and considering the
requirement under Clause 49 of the Listing Agreement of the Stock
Exchanges, Audit Committee, Shareholders Grievance Committee,
Management Committee and Managerial Remuneration Committee have been
formed with the required number of Independent Directors of the
Company.
7. Directors:
Mr. Manoj More and Mr. Sanjay Jain, the Directors, are liable to retire
by rotation at the ensuing Annual General Meeting and have given their
consent to be re-appointed as the Directors. Your Directors recommend
their appointment.
8. Auditors:
M/s. R K Chaudhary & Associates, Chartered Accountants, Mumbai, retire
at the conclusion of the forthcoming Annual General Meeting and being
eligible, offer themselves for reappointment. The members are requested
to appoint the auditors.
The company has received a confirmation from them to the effect that
their appointment, if made, would be within the prescribed limits U/S
224 (1B) of the Companies Act, 1956.
9. Management Discussion and analysis
Business of the company and over view
Indian Exporters of Steel products faced the problem of radio
contamination detection in the raw material used to produce the
forgings, your company also has felt the dent of the same. Many
consignments, which were shipped, through midway had to be called back
for testing of radio contamination. Your Company not only has installed
various instruments to check the contamination but also invited
officials of Atomic Energy Regulatory Board to inspect the factory site
thoroughly. Your company has obtained a certificate that no radiation
level above the natural background radiation level was observed by them
on day of their visit as well the company is suitably equipped with
radiation monitoring instruments.
The company continues to enjoy 0.89 % anti Dumping Duty on its products
exported to USA and this gives huge advantage to the company over its
competitors.
All these augur well for the future of your company and we see
significant growth in the years to come.
RISK MANAGEMENT
The company recognizes that this is inevitable and believes in having
optimum, well-defined and integrated risk management strategy. It also
believes that proper risk identification, evaluation and mitigation
would help to achieve its target of sustainable profitability and
growth.
The upward fluctuation in raw material prices adversely effects
profitability. Hence the company constantly monitors raw material price
and revises the selling prices of its products.
HUMAN RESOURCES
The companys HR policy and process are aligned to effectively drive
its expanding business and forays in to emerging opportunity. This has
been achieved by continuous investing in training and development
programs, creating a compelling work environment, empowering employees
at all levels and maintaining well structured and recognition
mechanisms. The company helps employees build new skills and new
competencies and promotes knowledge sharing and team building. The
companys recruitment practice ensures that suitable candidates with
merit are recruited.and provided with right opportunity.
CAUTIONARY STATEMENT
Statements in the management discussion and analysis describing the
companys objective, projections, estimates and expectations may
constitute "FORWARD LOOKING STATEMETNS" within the meaning of
applicable laws and regulations, Actual results might defer materially
from those either expressed or implied. The Company assumes no
responsibility to publicly amend, modify or revise any forward looking
statements on the basis of any subsequent development, information or
events.
10. Disclosure of particulars with respect to conservation of energy,
foreign exchange earning / outgo etc :
Statement giving particulars relating to conservation of energy,
technology absorption and foreign exchange earning and outgo as
required under section 217(1)(e) of the Companies Act, 1956 is annexed.
11. Particulars of Employees
The statement under sub-section (2A) of section 217 of the Companies
Act, 1956, read with the Companies (Particulars of Employees) Rules,
1975, as amended and forming part of this report is given in annexure.
The annexure shall, however, be provided to the member on request to be
made to the Company Secretary.
During the period under review, relation with the workmen continued to
remain cordial. The Company has and possesses good faith and trust of
the workers and continues having best industrial relation with its
workmen force.
12. Acknowledgements:
Your Directors take this opportunity to thank the Companys Bankers,
foreign buyers for their continued co- operation and patronage. The
Board of Directors also Thank all the employees for their contribution,
dedication, commitment and hard work and continued co-operation
throughout the year.
For and on behalf of the Board of Directors
Place : Mumbai Yuvraj Malhotra
Date : 31st May, 2010. Chairman and Managing Director