Home  »  Company  »  Kumar Wire Cloth  »  Quotes  »  Directors Report
Enter the first few characters of Company and click 'Go'

Directors Report of Kumar Wire Cloth Manufacturing Co Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting their Thirty second Annual Report and Audited Accounts for the Financial Year ended March 31, 2014.

1. FINANCIAL RESULTS

(Rs. in lacs) 2013-2014 2012-2013

Turnover 102.55 150.35

Gross Profit/(Loss) 15.50 18.06

Less: Depreciation 12.48 14.12

Interest & Finance Charges 0.03 0.24

Profit / (Loss) for the year 2.99 3.69

Profit/(Loss) before Tax 2.99 3.69

Deferred Tax -8.26 -1.12

Current Tax/FBT 0.00 0.00

Profit / (Loss) after Tax 11.25 4.82

Net profit during the year 11.25 4.82

Balance Brought Forward -934.23 -945.48

2. DIVIDEND

In view of the losses incurred by the Company your Directors are unable to Recommend any dividend for the year under review.

3. RESULTS OF OPERATIONS:

Net sales of the Company for the year under Review stood at Rs. 102.55 Lakh as compared to previous year sales 150.35 Lakh and Profit of the company for the current year witnessed as Rs. 11.25 Lakh as compared to the previous year profit of Rs. 4.82 Lakh.

4. MANAGEMENT DISCUSSION & ANALYSIS

The detailed Management Discussion & Analysis Report for the year under review, as Stipulated under Clause 49 of the Listing Agreement is presented in a separate Section forming part of the Annual Report.

5. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The details regarding Conservation of Energy Technology Absorption are given by way of Annexure I to this report.

During the year there were no Foreign Exchange Earning and Outgo.

6. SECRETARIAL AUDIT REPORT

As per Companies Act, 2013 every listed company and every public company having a paid up share capital of Rs. Fifty crore or more; or every public company having a turnover of Rs. two hundred fifty crore or more is required to conduct Secretarial Audit by a Company Secretary in Practice.

Accordingly, the Board of Directors at their meeting held on 21st November, 2014 appointed Mr. Milind Nirkhe, Practicing Company Secretary, to conduct the Secretarial Audit of the Company.

The Secretarial Audit Report will confirm that the Company has complied with all the applicable provisions of the Companies Act, 2013 and rules made there under ,the Securities Contracts (Regulation) Act, 1956, Depositories Act, 1996, the Foreign Exchange Management Act, 1999 to the extent applicable to Overseas Direct Investment (ODI), Foreign Direct Investment (FDI) and External Commercial Borrowings (ECB), all the Regulations and Guidelines of SEBI as applicable to the Company, including the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992, the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999, the Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008, the Securities and Exchange Board of India (Register to an issue and share Transfer Agents) Regulations, 1993, Secretarial Standard issued by ICSI ,Listing Agreements with the Stock Exchanges and the Memorandum and Article Association of the Company, and other applicable laws rules/ regulations etc. , if any, as mentioned in form No. MR-3 Pursuant to Section 204(1) of the Companies Act, 2013 and Rule no. 9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014.

7. LISTING OF SHARES

Your Company''s shares are listed on the BSE Limited & Ahmedabad Stock Exchange Limited. The Company has paid the listing fees for the year 2013-2014 to BSE Ltd.

8. CORPORATE GOVERNANCE

Your company has implemented all the mandatory requirements pursuant to Clause 49 of the Listing Agreement. A separate report on Corporate Governance is given as a part of the Annual Report along with the certificate received from the Statutory Auditors M/s. Amar Bafna & Associates, Chartered Accountants, confirming the compliance.

9. PUBLIC DEPOSITS

During the year under report, your Company did not accept any deposits from the public in terms of the provisions of Section 58A of the Companies Act, 1956, read with the Companies (Acceptance of Deposits) Rules, 1975.

10. CORPORATE SOCIAL RESPONSIBILITY

As a socially responsible Company, your Company has a strong sense of community responsibility. As its operations have expanded, your Company has retained a collective focus on the various areas of corporate sustainability that impact people, environment and the society at large. Founded on the philosophy that society is not just another stakeholder in its business, but the prime purpose of it, the Company, across its various operations is committed to making a positive contribution.

As a policy, your Company promotes and encourages economic and social development within its communities while providing active support to local initiatives for upliftment

11. PARTICULARS OF EMPLOYEES

During the financial year under review, none of the Company''s employees was in receipt of remuneration as prescribed under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, and the Companies (Particulars of Employees) Amendment Rules, 2011. Hence, no particulars are required to be disclosed in this Report.

12. DIRECTORS:

In accordance with the provisions of the Companies Act, 1956 and the Company''s Articles of Association, Mr. JITEN SUSHIL CHOKSEY ( DIN No.) 00342706) Director retire by rotation and being eligible offer themselves for re-appointment. Directors recommend his re-appointment

As per Section 149(4) of the Companies Act, 2013, which came into effect from April 1, 2014, every listed company is required to have at least one-third of the total number of Directors as Independent Directors. Accordingly, resolution proposing appointment of SUBHASH ARJUN MAYKER, OMPRAKASH CHHOTELAL YADAV & KAMLESHKUMAR DUBEY forms part of the Notice of the Annual General Meeting and the Company has received requisite notices in writing under Section 160 of the Companies Act, 2013

The Company has received declarations from all the Independents Directors of the Company confirming that they meet with the criteria of Independents as prescribed both under sub-section(6) of Section 149 of the Companies Act, 2013 and Clause 49 of the Listing Agreement.

Board of Directors of your Company with deep sense of regret wish to put on record the sudden & sad demise of SUSHIL DIPCHAND CHOKSEY the Promoter Director of your Company on 15th September, 2014. Your Company will always follow the foot steps set by him & the business ethics followed by him in the years to come. May his soul rest in peace.

13. KEY MANAGERIAL PERSONNEL

Pursuant to Section 203 of the Companies Act, 2013, your Company is required to appoint Key Managerial Personnel. Accordingly, your Company has appointed its Key Managerial Personnel viz., Based on the recommendation of the Nomination & Remuneration Committee JITEN SUSHIL CHOKSEY (DIN No. 00342706) was appointed as a Whole time Director designated as Managing Director w.e.f. 1st April, 2014 for a period of Three Years by the Board of Directors at their Meeting held on 30th May, 2014 subject to the approval of Members at the forth coming Annual General Meeting

14. AUDITORS:

M/s Amar Bafna & Associates, Statutory Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible to offer themselves for re-appointment. A letter under Section 141(3) (g) of the Companies Act, 2013 regarding their eligibility for the proposed appointment has been obtained from them. Your Directors recommend their appointment.

15. AUDITORS'' REPORT

Comments made by the Statutory Auditors in the Auditors'' Report are self explanatory & do not call for further explanation.

16. DIRECTORS'' RESPONSIBILITY STATEMENT

In terms of the provisions of section 217(2AA) of the Companies Act, 1956, and to the best of their knowledge and belief and according to the information and explanations obtained by them and same as mentioned elsewhere in this Report, the attached Annual Accounts and the Auditors'' Report thereon, your Directors confirm that:

a. in preparation of the annual accounts, the applicable accounting standards have been followed;

b. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2014 and of the profit of the Company for the year ended on that date;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the 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.

17. ACKNOWLEDGEMENTS

We take this opportunity to thank the employees for their dedicated service and contribution towards the growth of the Company. We also thank the Financial Institutions, Banks, Customers and the Shareholders for their continued support towards the conduct of the Company.

By the order of the Board of Directors For Kumar Wire Cloth Manufacturing Co. Ltd.



PLACE: MUMBAI JITEN CHOKSEY DATE: 21/11/2014 CHAIRMAN


Mar 31, 2010

The Directors hereby present the Twenty Eighth Annual Report of the Company together with the Audited Accounts for the year ended 31st March 2010

FINANCIAL HIGHLIGHTS:

Year ended Year ended 31-03-2010 31-03-2009 (Amt in Rs.) (Amt in Rs.)

Profit before Interest & Depreciation (207933) (403626)

Less: Interest NIL NIL

Profit before Depreciation (207933) (403626)

Less: Depreciation (1241949) (1423478)

ProfitALoss) before Tax (1449882) (1827104)

Less: Provision for Tax (211494) (2035143)

Net Profit/(Loss) after Tax (1238388) (3862247)

Profit /(Loss) b/f from Previous year(105856793) (101994546)

Profit/(Loss) carried to Balance Sheet (107095181) (105856793)

DIVIDEND:

The Board do not recommend any dividend for the year under review, in view of losses incurred by the company.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the Company, MR. SUSHIL CHOKSEY and MR. SUBHASH MAYEKAR retire by rotation and are being eligible offer themselves for re-appointment.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement following have been made a part of the Annual Report:

- Management discussion and Analysis

- Corporate Governance Report

- Auditors Certificate regarding compliance of conditions of the Corporate Governance

- Declaration on compliance with code of Conduct.

DISCLOSURE UNDER THE STOCK EXCHANGE LISTING AGREEMENT:

In accordance with the amended Listing Agreement with respective Stock Exchanges, it is hereby confirmed that the Companys Shares are listed at the Bombay Stock Exchange Limited and Ahmedabad Stock Exchange Limited.

FIXED DEPOSITS:

The Company has not accepted any deposits from the public within the meaning of Section 58A of the Companies Act, 1956, read with the Companies (Acceptance of Deposits) Rules, 1975.

AUDITORS:

Your Company has received a letter from J. H. Ghumara & CO., Chartered Accountants, Mumbai the retiring Auditors of the Company expressing their unwillingness to seek re-election for the Financial Year 2010-2011 at the forthcoming Annual General Meeting.

In view of the same the Board of Directors of your Company had a discussion with Amar Bafna & Associates, Chartered Accountants, Mumbai to be appointed as Statutory Auditors of the Company for the Financial Year 2010-2011 subject to approval of Shareholders in the forthcoming Annual General Meeting and they have already furnished their eligibility Certificate under Section 224 (1B) of the Companies Act, 1956 alongwith a Peer Review Certificate issued to the said Firm by the Peer Review Board of the ICAI.

AUDITORS REPORT

The comments and remarks from Auditors are self explanatory and do not call for any further clarification.

SECRETARIAL COMPLIANCE REPORT:

Secretarial Compliance Report pursuant to Section 383A of the Companies Act, 1956 as issued by Company Secretary in Whole time in Practice is enclosedherewith.

PARTICULARS OF EMPLOYEES:

The Company has no employees of the specified categories under Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended upto date.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Particulars of conservation of energy, Technology Absorption and Foreign Exchange earnings and out go pursuant to section 217(1) (e) of the Companies Act. 1956, read with the rules there under is given in the Annexure - A to this report.

DIRECTORS RESPONSIBILITY STATEMENTS (Pursuant to Section 217 (2AA) of Companies Act, 1956):

(i) that in the preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period.

(iii)that 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 tor preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the annual accounts on a going concern basis.

APPRECIATION:The Board of Directors wishes to place on record its sincere appreciation for due co- operation received from the Companys Bankers and others for their continued support and co-operation.

By order of the Board of Directors For Kumar Wire Cloth Manufacturing Co. Ltd.

Place : Mumbai JITEN CHOKSEY

Date : 22nd July 2010 (Chairman)




Mar 31, 2009

The Directors have pleasure in presenting the 27,h Annual Report of the Company together with the Audited Accounts for the year ended 31st March 2009.

SUMMARISED FINANACIAL RESULTS:

(Rs. in Lacs)

Year ended Year ended 31-03-2009 31.03.2008

Profit before Interest & Depreciation (4.03) (1.76)

Less: Interest Nil Nil

Profit before Depreciation (4.03) (1.76)

Less: Depreciation (14.23) (16.75)

ProfitALoss) before Tax (18.27) (18.51)

Less: Provision for Tax (20.35) (1.74)

Net Profit /(Loss) after Tax (38.62) (20.25)

Profit/(Loss) b/f from Previous year (1019.94) (999.69)

ProfitALoss) carried to Balance Sheet (1058.56) (1019.94)



DIVIDEND:

The Board do not recommend any dividend for the year under review, in view of losses incurred by the company.

DIRECTORS

In accordance with the provision of the Companies Act, 1956 and Articles of Association of the company, Mr.Kamleshkumar Dubey and Mr.Jiten Sushil Choksey retire by rotation and are being eligible offer themselves for re-appointment.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement, a separate report on Corporate Governance and a Certificate from the Auditors of the Company regarding compliance of the conditions of Corporate Governance are annexed to the Directors Report.

DISCLOSURE UNDER THE STOCK EXCHANGE LISTING AGREEMENT:

In accordance with the amended Listing Agreement with respective Stock Exchanges, it is hereby confirmed that the Companys Shares are listed at the Bombay Stock Exchange Limited and Ahmedabad Stock Exchange Limited.

FIXED DEPOSITS:

The Company has not accepted any deposits from the public within the meaning of Section 58A of the Companies Act, 1956, read with the Companies (Acceptance of Deposits) Rules, 1975.

INSURANCE:

The Assets of the Company are fully and adequately insured for all risks.

AUDITORS:

M/s. J. H. Ghumara & Co. Chartered Accountants, Mumbai, Statutory Auditors of the Company retire at the ensuing Annual General Meeting and are eligible offer themselves for re-appointment.

AUDITORS REPORT

Auditors Report are self explanatory and do not call for any further clarification.

SECRETARIAL COMPLIANCE REPORT:

Secretarial Compliance Report pursuant to Section 383A of the Companies Act, 1956 as issued by Company Secretary in Whole time in Practice is enclosed herewith.

PARTICULARS OF EMPLOYEES:

The Company has no employees of the specified categories under Section 217 (2 A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended upto date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Particulars of conservation of energy, Technology Absorption and Foreign Exchange earnings and out go pursuant to section 217(1) (e) of the Companies Act. 1956, read with the rules there under is given in the Annexure - A to this report.

DIRECTORS RESPONSIBILITY STATEMENTS (Pursuant to Section 217 (2AA) of Companies Act, 1956):

(i) that in the preparation of annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period.

(iii) that 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;

(iv) that the directors had prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENT:

The Board of Directors wishes to place on record its sincere appreciation for due co-operation received from the Companys Bankers. The Directors are also thankful to the employees at all levels for their continued support.



For and on behalf of the Board of Director

Place : Mumbai JITEN CHOKSEY

Date : 31/08/2009. (Chairman)



 
Subscribe now to get personal finance updates in your inbox!