Directors Report of Lakshmi Precision Screws Ltd.
Mar 31, 2016
Dear Members,
The Directors have pleasure in presenting the 47th Annual Report together with Audited Accounts of the Company for the financial year ended on March 31, 2016.
FINANCIAL RESULTS AND APPROPRIATIONS
The financial performance of the Company for the financial year ended on March 31, 2016 is summarized as below:
|
PAR IICULARS |
(Rs.IN LACS) |
|
|
2015-2016 |
2014-2015 |
|
|
Revenue from operations |
30927.78 |
37393.18 |
|
Gross Profit before interest, depreciation and tax |
4615.32 |
4898.63 |
|
Less: Interest |
3799.55 |
3732.24 |
|
Profit/(Loss) before depreciation and tax |
815.77 |
1166.39 |
|
Less: Depreciation |
1522.51 |
1128.08 |
|
Profit/(Loss) before tax |
(706.74) |
38.31 |
|
Less: Provision for tax |
250.00 |
0.00 |
|
Net Profit/(Loss) for the year after tax |
(956.74) |
38.31 |
|
Add: Balance brought forward from previous year |
2798.68 |
2760.38 |
|
Amount available for appropriation |
1841.94 |
2798.68 |
|
Appropriations |
|
|
|
Transfer to General Reserve |
0.00 |
0.00 |
|
Proposed Dividend |
0.00 |
0.00 |
|
Corporate Dividend Tax |
0.00 |
0.00 |
|
Balance carried over to Balance Sheet |
1841.94 |
2798.68 |
OPERATIONS
During the financial year 2015-16, your Company has earned revenue from operations Rs.30928 lacs (Previous year Rs.37393 lacs) and net loss of the Company was Rs. 956 lacs.
Supply of fasteners to replacement and original equipment segments, wherein your Company holds a key position; continue to be the area of focus of your Company. In order to meet the increased demand, your Company has sufficient installed capacity. Your Company continues to follow its philosophy to provide the high quality products at the lowest cost, coupled with excellent customer services. The market is witnessing fierce competition. All efforts were made under Total Quality Management, Total Productivity Management and Six Sigma Umbrella to continuously improve the cost, quality, delivery and competitiveness. Your Company''s products are well accepted in the market and will see the growth in the financial year 2016 -17.
Your Directors regretted their inability to recommend any dividend to the members of the Company for the financial year ended on March 31, 2016.
CHANGE IN THE NATURE OF THE BUSINESS
There was no change in the nature of the business of the Company during the year. The Company has only one subsidiary, namely Indian Fasteners Limited (IFL) and there was no change in the nature of the business of this Subsidiary. There were no significant and material orders passed by regulators or court or tribunals impacting the going concern status and Company''s operation in future. There were no material changes and commitments affecting the financial position of the Company occurring between March 31, 2016 and the date of this report.
EXTRACT OF ANNUAL RETURN
The extract of Annual Return for the financial year 2015-16 as prescribed in the Form MGT-9 is given in the Annexure â 1 forming part of this Report.
SUBSIDIARY COMPANY
As required, under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Companies Act, 2013, a consolidated financial statements presented by the Company in this report include the financial results of the subsidiary company duly audited by the statutory auditors. The said statement has been prepared pursuant to Section 129(3) read with Rule 5 of Companies (Accounts) Rules, 2014 and in accordance with the relevant accounting standards as prescribed under the Companies Act, 2013. The statement in Form AOC-1 is annexed with this report as Annexure â 2.
In terms of provisions of Section 136 of the Companies Act, 2013, the Company shall place separate audited accounts of the subsidiary companies on its website at www.lpsindia.com. The Company will make available physical copies of these documents upon request by any Members of the Company.
These documents shall also be available for inspection at the registered office of the Company during business hours upto the date of ensuing Annual General Meeting.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SECTION 188(1) OF THE COMPANIES ACT, 2013
All the related party transactions were repetitive in nature, which were entered on arm''s length basis in the ordinary course of business and compliance with Section 188 (1) of the Companies Act 2013 read with rules made there under, Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable provisions of the Law. All Related party transactions were presented to the Audit Committee and the Board for approval.
Omnibus approval was obtained for all the related party transactions, which were repetitive. The Related Party Transactions Policy as approved by the Board, was uploaded on the Company''s website pursuant to Regulation 46 of the SEBI (LODR) Regulations, 2015 at the web link: http://www.lpsindia.com. The information relating to particulars of contracts or arrangements with related party prepared under Section 188(1) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rule, 2014 is annexed with this Report in Form AOC-2 as Annexure â 3.
TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND
In terms of Section 125 of the Companies Act, 2013, the unclaimed dividend relating to the financial year 2008-09 is due for remittance on 29.09.2016 to the Investor Education and Protection Fund established by the Central Government.
DETAILS OF DEPOSIT AS PROVIDED UNDER CHAPTER V OF THE COMPANIES ACT, 2013
(a) Accepted during the year
Your Company has not accepted any deposits within the meaning of Section 2(31), read with Section 73 of the Companies Act, 2013 and as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.
However, the Company has outstanding deposits of Rs.7 crores at the time of commencement of new Companies Act i.e. 01.04.2014. The same amount is outstanding for payment as on 31.03.2016 for which the Company had filed petition before the Hon''ble Company Law Board (CLB) for extension of the repayment of period of deposits beyond 31.03.2015. Consequent to the petition filed with CLB for extension of deposits period beyond 31.03.2015, the Hon''ble CLB at the hearing take place on 30.06.2015 have passed order for extension of period of deposit as per the original repayment schedule for which the deposits were raised.
(b) Remaining unpaid or unclaimed as at the end of the year: None
(c) Whether there has been any default in repayment of deposits or payment of interest thereon during the year: Yes, however the same was regularized between parties through Settlement Deed dated February 12, 2016 and which was approved by CLB vide order dated 18/04/2016.
(d) Details of deposit which are not in compliance with the requirement of Chapter V of the Act: The Company has taken advances from customers amounting to Rs. 2, 11,52,638/- having balance outstanding for more than 365 days. In terms of Rule 2(1)(xii)(a) such advances are liable to be treated as deposits read together with section 73 of the Companies Act, 2013 and hence the Company is in violation of the same.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGISTRARS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATION IN FUTURE -NONE
DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS
A strong internal control culture is prevalent in the Company. A formalized system of internal controls facilitates effective compliance with Section 134 (5) (e) of the Companies Act, 2013 read with Regulation 18 of the SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015. The Internal Auditor monitors the compliance with the objective of providing to the Audit
Committee and the Board of Directors an independent and reasonable assurance on the adequacy and effectiveness of the organization''s governance processes.
CONSOLIDATED FINANCIAL STATEMENTS
Pursuant to Section 129(3) and all other applicable provisions, if any, of the Companies Act, 2013 and in accordance with the Accounting Standards, AS 21, AS 23 and AS 27, issued by "The Institute of Chartered Accountants of India", the Company has also included as part of this Annual Report, the Audited Consolidated Financial Statements of its subsidiary Company Indian Fasteners Limited, its associate companies J.C. Fasteners Limited, Hanumat Wire Udyog Private Limited, Lakshmi Extrusion Limited and its joint venture LPS Bossard Information Systems Private Limited for the financial year 2015-16.
DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR
I. Retirement by rotation
In accordance with the Articles of Association of the Company and relevant provisions of the Companies Act, 2013, Mr. Vijay Kumar Jain (DIN: 00073747) and Mr. Rajesh Jain (DIN:00096176) are liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment. The Board recommends their re-appointment.
II. Appointment
Dr. Sushant Umre and Mr. Indradip Banerjee were appointed as Additional Directors by the Board with effect from 28.05.2016 in the category of the Independent Directors to comply with the requirement of Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
III. Cessation
During the year, Mr. Keshwa Nand Rattan (DIN: 00322533) and Mr. Ajay Kumar Chakraborty (DIN: 00133604), resigned with effect from 06.10.2015.
Mr. Rakesh Puri (DIN: 07068559) Independent Director was resigned w.e.f. 29.06.2016 and Dr. Sushant Umre (DIN: 01240077) and Mr. Indradip Banerjee(DIN: 02232916) Additional Directors (Independent) were resigned with effect from 29.06.2016 and 30.06.2016 respectively.
The Board placed on record its appreciation for the valuable services rendered by the above said Directors.
Iv. Key Managerial Personnel (Kmp)
Mr. Lalit Kumar Jain, Chairman & Managing Director, Mr. Dinesh Kumar Jain, Vice Chairman & Managing Director, Mr. Vijay Kumar Jain, Joint Managing Director, Mr. Santosh Kumar Sharma, Company Secretary and Mr. Kanai Lal Ghorui, Chief Financial Officer are working/ appointed as KMP.
None of the Directors of the Company is disqualified under Section 164(2) of the Companies Act, 2013.
CREDIT RATING
The Company has been assigned credit rating as ''BB Stable'' by Brickwork Ratings India Private Limited on the basis of financial statements for the financial year 2013-14.
COMPANIES WHICH BECAME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES -
During the financial year, the Company ceased to be Joint Venture partner in M/s. LPS Bossard Private Limited with effect from 10.03.2016 due to sale of entire stake of 49%.
AUDITORS AND THEIR REPORT
M/s. V.R. Bansal & Associates, Chartered Accountants were appointed as Statutory Auditors of the Company for a term of 3 years at the 45th Annual General Meeting of the members of the Company held on 30.09.2014. Your director request that appointment of the Company''s statutory auditors needs to be ratified at the 47th ensuing Annual General Meeting and being eligible offers themselves for reappointment. The Company has received a certificate from the auditors to the effect that their re-appointment if made, would be in accordance with the provisions of Section 141 of the Companies Act, 2013 and who has subjected itself to the peer review process of Institute of Chartered Accountants of India (ICAI) and holds a valid certificate issued by the Peer Review Board of the ICAI. The Board of Directors commends their re-appointment in the ensuing Annual General Meeting by way of ratification pursuant to Section 139 and all other applicable provisions, if any, of the Companies Act, 2013.
Auditor''s report and Impact on Auditors Report along with Management estimate/response on impact on the comments/ qualification by the Statutory Auditor are annexed to this report immediately after Statutory Auditiors Report.
COST AUDITOR''S AND THEIR REPORT
M/s. HMVN & Associates the Company''s Cost Auditors were appointed for the year 2016-17 and the Company has received certificate from the Cost Auditors to the effect that their appointment is in accordance with the provisions of Section 141 of the Companies Act, 2013.
The Company has given necessary intimation to Central Government for the approval of such appointment in Form CRA-2 in terms of the applicable provisions of the Companies Act, 2013 and rules made there under.
In terms of the requirements of General Circular No.15/2011, dated 11th April, 2011 issued by the Ministry of Corporate Affairs, Government of India, following are the brief particulars w.r.t. Cost Auditors & Cost Audit Reports:
|
FINANCIAL YEAR |
NAME OF THE COST AUDITOR |
DUE DATE OF FILING THE COST AUDIT REPORT |
ACTUAL DATE OF FILING THE COST AUDIT REPORT |
|
2012-13 |
M/s. HMVN & Associates |
27.09.2013 |
26.09.2013 |
|
2013-14 |
27.09.2014 |
09.09.2014 |
|
|
2014-15 2015-16 |
30.09.2015 30.09.2016 |
22.09.2015 Under process |
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SECTION 149(6)
The Independent directors have submitted their disclosure to the Board that they fulfill all the requirements as to quality for their appointment as an Independent Director under the provisions Section 149(6) of the Companies Act, 2013 as well as Regulation 16 of SEBI (LODR) Regulations, 2015.
COMPANY''S POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS AS PROVIDED UNDER SECTION 178(3) OF THE COMPANIES ACT, 2013 AND REGULATION 19 (4) READ WITH PART D OFTHE SEBI (LODR) REGULATIONS, 2015 (ERSTWHILE CLAUSE 49B (5) OF THE LISTING AGREEMENT).
The Company has formulated a Nomination and Remuneration Policy pursuant to as per Annexure â 4. Details are provided in Corporate Governance Report.
SECRETARIAL AUDIT AND APPOINTMENT OF THE SECRETARIAL AUDITOR''S
The Company has appointed M/s. RMG & Associates, Company Secretaries to hold the office of the Secretarial Auditors and to conduct the Secretarial Audit for the financial year 2015-16.The Secretarial Audit Report in this regard is being attached as Annexure â 5 to this Report and Management reply on the comments/ observations by the Secretarial Auditor are annexed to this report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 None
STATEMENT INDICATING DEVELOPMENT & IMPLEMENTATION OF A RISK MANAGEMENT POLICY FOR THE COMPANY INCLUDING IDENTIFICATION THEREIN OF ELEMENTS OF RISK, IF ANY, WHICH IN THE OPINION OF THE BOARD MAY THREATEN THE EXISTENCE OF THE COMPANY
1. In line with the regulatory requirements, the Company has formally framed a Risk Management Policy to identify and assess the key risk areas and monitor the same. The Board periodically reviews the risks and suggests steps to be taken to control the risks.
2. Vigil Mechanism
A fair and transparent work culture has been core to the Company. To meet this objective, the Company had laid down the Vigil Mechanism Policy, which was approved by the Audit Committee and Board on 29.05.2014. The policy has been posted at the Company''s website at www.lpsindia.com
INSURANCE AND RISK MANAGEMENT
During the Financial Year 2015-16, the assets of the Company were adequately insured against the loss of fire and earthquake. In addition to this coverage, a statutory public liability insurance policy has been taken to cover by Company for providing against the public liability arising out of industrial accident for employees working in plants. Risk management policy is in existence in the Company with effect from 01.10.2014.
CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTIONS AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, research & development, technology absorption and foreign exchange earnings and outgo pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014 is given as per Annexure â 6 and forms part of the Board''s Report.
STATEMENT OF FORMAL ANNUAL EVALUATION BY THE BOARD OF ITS OWN PERFORMANCE AND OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS
In compliance with the Companies Act, 2013 and Regulation 17 (10) of the SEBI (LODR) Regulations, 2015, during the year, Nomination cum Corporate Governance and Remuneration Committee laid down the evaluation criteria for performance evaluation of all the directors.
The evaluation of Independent Directors was carried out by the entire Board & that of the Chairman and non-independent Directors, by the independent Directors.
This exercise was carried out through structured evaluation process covering various aspects of the Board such as composition of the Board/ Committees, experience, competencies, performance of specific duties etc.
Separate exercise was carried out to evaluate the performance of individual directors, including the Chairman who were evaluated on the parameters such as attendance, contribution at the meeting, independent judgment etc. and was found to be satisfactory.
HEALTH, SAFETY AND ENVIRONMENTAL PROTECTION
Your Company has complied with all the applicable environmental laws and labour laws.
QUALITY MANAGEMENT SYSTEM
a) Company has been continuing its efforts towards ongoing implementation and stabilization of TQM practices through total employee involvement.
b) Company has retained the accreditation of its Quality Health and Safety Management Systems in line with ISO 9001:2008, TS 16949:2009, ISO 14001:2004 and OHSAS 18001:2007.
c) Company has also retained the accreditation of its quality systems for Aviation Industries requirements in line with AS 9100C, NADCAP for Heat treatment facility and NABL certification for the Laboratory and Standards Room.
Benefits derived as a result from the above efforts are continuous improvement in productivity, quality, delivery and cost.
CUSTOMER FOCUSED APPROACH
Company is open in receiving customer view points and welcomes them to visit the premises. A number of esteemed OEM customers visited the Company site to see our process and system. They appreciated Company''s efforts in maintaining and continuously upgrading the process and systems.
EMPLOYEES'' STOCK OPTION PLAN
Your Company had not provided any employee stock option.
DISCLOSURE AS REQUIRED UNDER SECTION 22 OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place a Prevention of Sexual harassment of Women at Workplace policy in line with the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Composition of LPS''s Internal Complaint Committee (ICC):
1. Ms. Sandhya - Presiding officer
2. Ms. Pallavi Jain.-Member
3. Mr. Ankit Chaturvedi â Member
4. Mr. Parvesh Kadian - Independent Member
ICC''s Report on the complaints as on December 31, 2015:
a) Number of complaint received during year : NIL
b) Number of complaint disposed off: NIL
c) Number of cases pending for more than 90 days: NIL
d) Number of workshop or training programme organized against sexual harassment: NIL
e) Nature of action taken, if any, by the Company: NOT APPLICABLE
DISCLOSURE AS REQUIRED UNDER SUB RULE 2 OF RULE 5 OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
In accordance with the Companies Act, 2013 read and Rules made there under, the names of top ten employees in terms of remuneration drawn and the particulars of employees who are drawing remuneration in excess of the limits of Rs. 1.02 crores p.a. or Rs. 8.50 lakhs p.m. are given in the Annexure â 7 forming part of this Report.
LISTING AND CONFIRMATION OF FEE
The securities of your Company are listed at The Bombay Stock Exchange Limited (BSE) and The National Stock Exchange of India Limited (NSE). The Annual Listing fees for the year 2016-17 have not been paid to the Stock Exchanges till date. The Company has paid the annual custody fee for the year 2016-17 to both the depositories namely National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). The Shares of the Company are compulsorily tradable in dematerialized form.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(3)(c) of the Companies Act, 2013, the Directors confirm that:
a. In the preparation of the Annual Accounts for the financial year ended 31st March, 2016, the applicable accounting standards have been followed along with proper explanation relating to material departures;
b. Appropriate accounting policies have been selected and applied them consistently and made judgment and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company at the end of the financial year and of the profit/ (loss) of the Company for the year under review;
c. Proper and sufficient care for the maintenance of adequate accounting records for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities;
d. The Annual Accounts on a ''going concern'' basis; and
e. Internal financial controls to be followed by the Company and that such internal finance controls are adequate & were operating effectively. "Internal financial controls" means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information;
f. Proper systems to ensure compliance with the provisions of all applicable laws and those systems were adequate and operating effectively.
DETAILS OF FRAUD, IF ANY, REPORTED BY THE AUDITORS
No instances of fraud were reported by the Statutory Auditors of the Company, under Section 143 (12) during the financial year 2015-16.
NUMBER OF MEETINGS OF THE BOARD
It is stated in and forms part of Corporate Governance Report in Annexure - 8.
CORPORATE SOCIAL RESPONSIBILITY
The Company has vide resolution dated 29.05.2014 constituted a Corporate Social Responsibility Committee of the Board. As the net worth, turnover and (loss) of the Company as on March 31, 2014 were Rs.74.81 Crores, Rs.348.94 Crores and Rs.28.62 Crores respectively i.e. below the prescribed limits. However, considering the profit of the last financial years the net profit of the Company was Rs.7.37 crores in the financial year 2011-12 i.e. exceeding the limit of Rs.5 crores. Though the Company has constituted the Committee but the spending of CSR activity is not applicable as there was loss in the financial year 2015-16. And there is loss on the basis of average net profit/ loss of the Company for last three financial years. The Company does not required to spent any money during current year. The Company has framed a CSR policy in compliance with the provisions of the Companies Act, 2013 and the same is placed on the Company''s website i.e. www.lpsindia.com. The CSR committee confirms that the implementation and monitoring of CSR policy is in compliance with CSR objectives and policy of the Company.
RIGHT OF MEMBER TO COPIES OF AUDITED FINANCIAL STATEMENT
Having regard to the provisions of the first proviso to Section 136(1) of the Act, the annual report is being sent to the members of the Company. The said information is available at the website of the Company and is available for inspection at the registered office of the Company during working hours and any member interested in obtaining such information may write to be Company Secretary and the same will be furnished on request.
DISCLOSURES RELATED TO REMUNERATION OF DIRECTORS AND KMPS
a. Ratio of Remuneration of each Director to median remuneration of employees
- Ratio of remuneration of Mr. Lalit Kumar Jain to median remuneration of employees during the Financial Year 2015-16 was 28.5:1.
- Ratio of remuneration of Mr. Dinesh Kumar Jain and Mr. Vijay Kumar Jain to median remuneration of employees during the Financial Year 2015-16 was 27.5:1 each.
b. Percentage increase in remuneration of each Director and KMP
|
NAME & DESIGNATION |
% INCREASE IN REMUNERATION IN FINANCIAL YEAR 2015-16 |
|
1. Mr. Lalit Kumar Jain, CMD 2. Mr. Dinesh Kumar Jain, VCMD 3. Mr. Vijay Kumar Jain, JMD 4. Mr. Santosh Kumar Sharma, Company Secretary (from 01.11.2015 to 31.03.2016) 5. Mr. Kanai Lal Ghorui, CFO |
NIL NIL NIL Not applicable as appointed w.e.f. 02.11.2015. Not applicable as appointed w.e.f. 13.11.2015. |
c. Percentage increase in the median remuneration of employees
The percentage increase in the median remuneration of employees in the Financial Year 2015-16 was 11%.
d. No. of employees of the Company
As on 31st March, 2016, your Company had 1002 permanent employees on the rolls of the Company. The same does not include contractual employees.
e. Average percentage increase already made in the salaries of employee of other than the managerial personnel in the Financial Year 2015-16 and justification thereof and exceptional circumstances for increase in the managerial remuneration, if any
|
PARTICULARS |
FINANCIAL YEAR 2015-16 |
COMMENTS |
|
Average percentage increase in the salaries of employee other than Managerial Personnel |
11% |
Annual general increased |
|
Average percentage Increase in salary of Managerial Personnel |
NIL |
No increment was given to any managerial personnel during Financial Year 2015-16. |
f. Policy compliance affirmation
The remuneration to Directors and KMP is as per the nomination and remuneration policy of the Company.
HUMAN RESOURCE DEVELOPMENT
Your Company''s Human Resource Management focus continues to be in making available a talent pool, for meeting challenges in the competitive market place, which is increasingly becoming tougher. Development plans have been drawn up for key managers to shoulder higher responsibilities as well as to increase their job effectiveness. Your Company always encourages young personnel with their ideas and views. Management is easily accessible to the employees and their problems are attended to promptly. The employer â employee relations remained cordial at all the plants of the Company and peaceful throughout the year. Except a lock out in Plant-1 of the Company from 04.03.2016 to 31.03.2016 and strike from 27.02.2016 to 31.03.2016.
SECRETARIAL STANDARD
The Company has complied with the Secretarial Standard issued by the Institute of Companies Secretaries of India which were made applicable with effect from 01.07.2015.
CORPORATE GOVERNANCE
Your Company is committed to good Corporate Governance Practices following to the guidelines prescribed by the SEBI and Stock Exchanges from time to time. The Company has implemented all of its stipulations as applicable to the Company. The Report on Corporate Governance stipulated under Regulation 27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Annexed as Annexure â 8 and forming part of the Board''s Report.
The requisite Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 34 read with Clause E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is attached in this annual report and forming part of this Annual Report.
ACKNOWLEDGEMENTS
Your Directors place on record their appreciation for the overwhelming co-operation and assistance received from the Company''s esteemed Shareholders, valued Customers, Suppliers, Business Associates, Bankers, Vendors, various Financial Institutions, the State and Central Government Bodies, Auditors and Legal Advisors for their valuable contribution and continued support and to all the persons who reposed faith and trust in Company.
Your Directors also place on record their appreciation for the committed services rendered by all employees and our colleagues at all levels, without whose wholehearted efforts, the overall performance of the Company would not have been possible. Your Directors also appreciate and value the contribution made by every member of the LPS family across the world.
Your support as shareholders is greatly valued.
Your Directors thank you and look forward to the future with confidence.
For and on behalf of the Board of Directors
SD/-
LALIT KUMAR JAIN
PLACE: GURGAON Chairman & Managing Director
DATED: 13TH AUG, 2016 DIN: 00061293
Mar 31, 2014
Dear Members,
The Directors have pleasure in presenting the 45th Annual Report
together with Audited Accounts of the Company for the financial year
ended March 31, 2014. FINANCIAL RESULTS AND APPROPRIATIONS
The financial performance of the Company for the financial year ended
on March 31,2014 is summarized as below:
(Rs. in Lacs)
2013-2014 2012-2013
Revenue from operations 34894.43 31702.51
Gross Profit before interest, depreciation and 2456.84 5783.50
Less: 3645.09 3143.26
Profit/(Loss) before depreciation and (1188.25) 2640.24
Less: Depreciation 1662.08 2115.28
Profit/(Loss) before (2850.33) 524.96
Less: Provision for 11.76 104.39
Net Profit/(Loss) for the year after (2862.09) 420.57
Add: Balance brought forward from previous 5622.47 5304.31
Amount available for appropriation 2760.38 5724.88
Appropriations
Transfer to General 0.00 38.00
Proposed 0.00 87.53
Corporate Dividend Tax 0.00 14.88
Balance carried over to Balance 2760.38 5622.47
OPERATIONS
During the financial year 2013-14 your Company has earned revenue from
operations Rs.34895 lacs (Previous year Rs.31703 lacs), recording a
growth of 10% over the previous year. During the year net loss of the
Company has been remain to Rs.2862.09 lacs.
Supply of fasteners to replacement and original equipment segments,
wherein your Company holds a key position, continue to be the area of
focus of your Company. In order to meet the increased demand, your
Company has sufficient installed capacity. Your Company continue to
follow its philosophy to provide the high quality products at the
lowest cost, coupled with excellent customer services. The market is
witnessing fierce competition. All efforts were made under Total
Quality Management, Total Productivity Management and Six Sigma
Umbrella to continuously improve the cost, quality, delivery and
competitiveness. Your Company''s products are well accepted in the
market and will see the growth in the financial year 2014 -15.
DIVIDEND
Your Directors regretted their inability to recommend any dividend to
the members of the Company for the financial year ended on March
31,2014.
FIXED DEPOSITS
The Company has accepted/ renewed the deposits under Section 58A of the
Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules,
1975. There is no unclaimed or unpaid deposit lying with the Company.
As on March 31,2014, there were no overdue deposits of the Company.
SUBSIDIARY COMPANY
The Accounts of the Subsidiary Company, Indian Fasteners Ltd. are
attached pursuant to Section 212(1) of the Companies Act, 1956 and
forms part of the Company''s Annual Report. A statement pursuant to
Section 212(1)(e) of the Companies Act, 1956 is also attached forming
part of this annual report.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standards, AS 21, AS 23 and AS 27,
issued by "The Institute of Chartered Accountants of India", the
Company has also included as part of this Annual Report, the Audited
Consolidated Financial Statements of its subsidiary Company Indian
Fasteners Limited, its associate companies J.C. Fasteners Ltd., Hanumat
Wire Udyog Pvt. Ltd., Lakshmi Extrusion Ltd. and its joint ventures LPS
Bossard Private Limited & LPS Bossard Bossard Information Systems
Private Limited for the financial year 2013-14.
DIRECTORS
Pursuant to the provisions of the Articles of Association of the
Company, Smt. Sushila Devi Jain and Mr. Rajesh Jain Directors are
retiring by rotation and being eligible, offer themselves for
appointments at the forth coming 45th Annual General Meeting. The Board
also recommends the appointment of Mr. J.R. Desai, Mr. K.N. Rattan, Mr.
A.K. Chakraborty, Mr. B.D. Narang and Mr. Y.L. Madan as the Independent
Directors of the Company not to retired by rotation. The term of
appointments of Mr. Lalit Kumar Jain, Mr. Dinesh Kumar Jain and Mr.
Vijay Kumar Jain also proposed to retiring Directors.
Brief resume of the Directors proposed to be re-appointed/ appointed,
nature of their expertise in specific functional areas and names of
Companies in which they hold directorships and memberships/
chairmanships of Board Committees, as stipulated under clause 49 of the
Listing Agreement with the Stock Exchanges, are provided in the
Explanatory Statement attached to the notice of the ensuing Annual
General Meeting of the Company.
AUDITORS AND AUDITORS'' REPORT
M/s. V. R. Bansal & Associates, Chartered Accountants, Statutory
Auditors of the Company are retiring at the conclusion of ensuing 45th
Annual General Meeting of the Company and being eligible, have offered
themselves for re-appointment. The Company has received a certificate
from the auditors to the effect that their re-appointment if made,
would be in accordance with the provisions of Section 141 of the
Companies Act, 2013 and a copy of certificate issued by the Peer Review
Board of the Institute of Chartered Accountants of India (ICAI). The
Board of Directors recommends their re-appointment.
Comments of the Auditors'' in their report and the notes forming part of
the Accounts, are self-explanatory and need no comments.
COST AUDITOR''S AND THEIR REPORT
M/s. HMVN & Associates the Company''s Cost Auditors were appointed for
the financial year 2014-15 and the Company has received certificate
from the Cost Auditors to the effect their re-appointment is in
accordance with the provisions of Section 141 of the Companies Act,
2013.
The Company will seek necessary confirmation/ approval for such
appointment in terms of the applicable provisions of the companies
Act,2013 and rules made thereunder.
In terms of the requirements of General Circular No. 15/2011, dated
11th April 2011 issued by the Ministry of Corporate Affairs, Govt. of
india, following are the brief particulars w.r.t. Cost Auditors & Cost
Audit Repots:
Financial Name of the Due date of filling Actual date of
Year Cost Auditro Cost Audit Report filling cost
Audit Report
2012- 13 M/s. HMVN & Associates 27.09.2013 26.09.2013
2013- 14 M/s. HMVN & Associates 27.09.2014 Under process
DECLARATION BY THE INDEPENDENT DIRECTORS
The Independent directors have submitted their disclosure to the Board
that they fulfil all the requirements as to quality for their
appointment as an Independent Director under the provisions of the
Companies Act, 2013 as well as Clause 49 of the Listing Agreement.
CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTIONS
AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, research &
development, technology absorption and foreign exchange earnings and
outgo, as stipulated under Section 217(1 )(e) of the Companies Act,1956
read with the Companies (Disclosure of Particulars in the Report of
Directors) Rules, 1988 are given in the Annexure ''A'' to this Report.
HEALTH, SAFETY AND ENVIRONMENTAL PROTECTION
Your Company has complied with all the applicable environmental laws
and labour laws.
QUALITY MANAGEMENT SYSTEM
a) Company has been continuing its efforts towards ongoing
implementation and stabilization of TQM practices through total
employee involvement.
b) Company has retained the accreditation of its Quality Health and
Safety Management Systems in line with ISO 9001:2008, TS 16949:2002,
ISO 14001:2004 and OHSAS 18001:2007.
c) Company has also retained the accreditation of its quality systems
for Aviation Industries requirements in line with AS 9100C, NADCAP for
Heat treatment facility and NABL certification for the Laboratory and
Standard Room.
Benefits derived as a result from the above efforts are continuous
improvement in productivity, quality, delivery and cost.
Customer focused approach
Company is open in receiving customer view points and welcomes them to
visit the premises. A number of esteemed OEM customers visited the
Company site to see our process and system. They appreciated Company''s
efforts in maintaining and continuously upgrading the process and
systems.
EMPLOYEES'' STOCK OPTION PLAN
Your Company had not provided any employee stock option.
PARTICULARS OF EMPLOYEES
In accordance with the provisions of Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975, the particulars of employees are given in the Annexure ''B''
forming part of this Report.
LISTING AND CONFORMATION OF FEE
The securities of your Company are listed at The Bombay Stock Exchange
Ltd. (BSE) and The National Stock Exchange of India Ltd. (NSE). The
Annual Listing fees for the year 2014-15 have been duly paid to the
Stock Exchanges. The Company has also paid the annual custody fee for
the year 2014-15 to both the depositories namely National Securities
Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL). The Shares of the Company are compulsorily tradable in
dematerialized form.
DIRECTORS'' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 217(2AA) of the Companies
Act, 1956 the Board confirm and submit the Directors'' Responsibility
Statement:-
a. in the preparation of the Annual Accounts for the financial year
ended 31st March 2014, the applicable accounting standards have been
followed and no material departures have been made from the same;
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 at the end of the financial year and of the profit/
(loss) of the Company for the year under review;
c. the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities; and
d. the Directors have prepared the Annual Accounts for the financial
year ended March 31,2014 on a going concern basis;
CORPORATE GOVERNANCE
Your Company is committed to good Corporate Governance Practices
following to the guidelines prescribed by the SEBI and Stock Exchanges
from time to time. The Company has implemented all of its stipulations
as applicable to the Company. The report on Corporate Governance
stipulated under Clause 49 for the Listing Agreement attached in
Annexure ''C'' and forming part of the Directors'' 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 in this annual report and
forming part of this Annual Report.
HUMAN RESOURCE DEVELOPMENT
Your Company''s Human Resource Management focus continues to be in
making available a talent pool, for meeting challenges in the
competitive market place, which is increasingly becoming tougher.
Development plans have been drawn up for key managers to shoulder
higher responsibilities as well as to increase their job effectiveness.
Your Company always encourages young personnel with their ideas and
views. Management is easily accessible to the employees and their
problems are attended to promptly. The employer - employee relations
remained cordial at all the plants of the Company and peaceful
throughout the year.
APPRECIATION
Your Directors place on record their appreciation for the overwhelming
co-operation and assistance received from the Company''s esteemed
Shareholders, valued Customers, Suppliers, Business Associates,
Bankers, Vendors, various Financial Institutions, the State and Central
Government Bodies, Auditors and Legal Advisors for their valuable
contribution and continued support and to all the persons who reposed
faith and trust in Company.
Your Directors also place on record their appreciation for the
committed services rendered by all employees and our colleagues at all
levels, without whose wholehearted efforts, the overall performance of
the Company would not have been possible. Your Directors also
appreciate and value the contribution made by every member of the LPS
family across the world.
Your support as shareholders is greatly valued.
Your Directors thank you and look forward the future with confidence.
for and on behalf of the Board of Directors
Place : New Delhi Lalit Kumar Jain
Dated : August 09, 2014 Chairman & Managing Director
Mar 31, 2013
Dear Members,
The Directors have pleasure in presenting the 44th Annual Report
together with Audited Accounts of the Company for the fi nancial year
ended on March 31, 2013.
FINANCIAL RESULTS AND APPROPRIATIONS
The fi nancial performance of the Company for the fi nancial year ended
on March 31, 2013 is summarized as below:
(Rs. in Lacs)
Particulars 2011-2012
Revenue from operations 34348.59
Gross Profi t before interest, depreciation and tax 5613.52
Less: Interest 2539.66
Profi t before depreciation and tax 3073.86
Less: Depreciation 2216.79
Profi t before tax 857.07
Less: Provision for tax 119.76
Net Profi t for the year after tax 737.31
Add: Balance brought forward from previous year 4795.77
Amount available for appropriation 5533.07
Appropriations
Transfer to General Reserve 38.00
Proposed Dividend 164.13
Corporate Dividend Tax 26.62
Balance carried over to Balance Sheet 5304.32
OPERATIONS
During the fi nancial year 2012-13 your Company has earned revenue from
operations of Rs.32036 lacs (Previous year Rs.34349 lacs). During the
year net profi t of the Company has been remain to Rs.420.57 lacs.
Supply of fasteners to replacement and original equipment segments,
wherein your Company holds a key position, continue to be the area of
focus of your Company. In order to meet the increased demand, your
Company has suffi cient installed capacity. Your Company continue to
follow its philosophy to provide the high quality products at the
lowest cost, coupled with excellent customer services. The market is
witnessing fi erce competition. All efforts were made under Total
Quality Management, Total Productivity Management and Six Sigma
Umbrella to continuously improve the cost, quality, delivery and
competitiveness. Your Company''s products are well accepted in the
market and will see the growth in the fi nancial year 2013 -14.
DIVIDEND
Your Directors have recommend a dividend of Re.0.80 per equity share
for the fi nancial year ended on March 31, 2013 aggregating to
Rs.102.41 lacs inclusive of corporate dividend tax. The dividend, if
approved by the members shall be paid to the eligible members within
the stipulated time period.
FIXED DEPOSITS
The Company has accepted/ renewed the deposits under Section 58A of the
Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules,
1975. There is no unclaimed or unpaid deposit lying with the Company.
As on March 31, 2013, there were no overdue deposits of the Company.
SUBSIDIARY COMPANY
The Accounts of the Subsidiary Company, Indian Fasteners Ltd. are
attached pursuant to Section 212(1) of the Companies Act, 1956 and
forms part of the Company''s Annual Report. A statement pursuant to
Section 212(1)(e) of the Companies Act, 1956 is also attached forming
part of this annual report.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standards, AS 21, AS 23 and AS 27,
issued by "The Institute of Chartered Accountants of India", the
Company has also included as part of this Annual Report, the Audited
Consolidated Financial Statements of its subsidiary Company Indian
Fasteners Limited, its associate companies J.C. Fasteners Ltd., Hanumat
Wire Udyog Pvt. Ltd., Lakshmi Extrusion Ltd. and its joint ventures LPS
Bossard Private Limited & LPS Bossard Information Systems Private
Limited for the fi nancial year 2012-13.
DIRECTORS
Pursuant to Article 133 of the Articles of Association of the Company,
Smt. Sushila Devi Jain and Mr. Jamshed Rustomji Desai, Directors are
retiring by rotation and being eligible, offer themselves for
re-appointment at the forthcoming 44th Annual General Meeting. The
Board recommends their reappointment as Director liable retiring by
rotation. During the year under review the Board has been reconstituted
with the induction of Mr. Yudhisthir Lal Madan as Additional Director
of the Company w.e.f. 10th November, 2012. The Board extend a warm
welcome to the new Director and hope for a fruitful association in
future. Board also recommends their appointment as Director liable
retiring by rotation.
Brief resume of the Directors proposed to be re-appointed/ appointed,
nature of their expertise in specifi c functional areas and names of
Companies in which they hold directorships and memberships/
chairmanships of Board Committees, as stipulated under clause 49 of the
Listing Agreement with the Stock Exchanges, are provided in the
Explanatory Statement attached to the notice of the forthcoming Annual
General Meeting of the Company.
AUDITORS AND AUDITORS'' REPORT
M/s. V.R. Bansal & Associates, Chartered Accountants, Statutory
Auditors of the Company retire at the conclusion of the Annual General
Meeting of the Company and being eligible, have offered themselves for
re-appointment. The Company has received from them an eligible certifi
cate under Section 224(1B) of the Companies Act, 1956 and a copy of
certifi cate issued by the Peer Review Board of the Institute of
Chartered Accountants of India (ICAI). The Board of Directors commends
their re-appointment.
The Notes on Accounts referred to in the Auditors'' Report are
self-explanatory and do not call for any further comments.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT AND
FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars relating to energy conservation, technology absorption,
research & development, foreign exchange earnings and outgo, as
required to be disclosed under Section 217(1)(e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the Report
of Directors) Rules, 1988 are given in the Annexure ''A to this Report.
ENVIRONMENT, HEALTH AND SAFETY (EHS)
Your Company continue with its policy to maintain sound environmental,
health and safety management and total applicable legal compliance are
an integral part of the Company''s business practices.
QUALITY MANAGEMENT SYSTEM
a) Company has been continuing its efforts towards ongoing
implementation and stabilization of TQM practices through total
employee involvement.
b) Company has retained the accreditation of its Quality Health and
Safety Management Systems in line with ISO 9001:2008, TS 16949:2002,
ISO 14001:2004 and OHSAS 18001:2007.
c) Company has also retained the accreditation of its quality systems
for Aviation Industries requirements in line with AS 9100C, NADCAP for
Heat treatment facility and NABL certifi cation for the Laboratory and
Standard Room.
Benefi ts derived as a result from the above efforts are continuous
improvement in productivity, quality, delivery and cost.
Customer focused approach
Company is open in receiving customer view points and welcomes them to
visit the premises. A number of esteemed OEM customers visited the
Company site to see our process and system. They appreciated Company''s
efforts in maintaining and continuously upgrading the process and
systems.
PARTICULARS OF EMPLOYEES
In accordance with the provisions of Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975, the particulars of employees are given in the Annexure ''B''
forming part of this Report.
LISTING AND CONFORMATION OF FEE
The securities of your Company are listed at The Bombay Stock Exchange
Ltd. (BSE) and The National Stock Exchange of India Ltd. (NSE). The
Annual Listing fees for the year 2013-14 have been duly paid to the
Stock Exchanges. The Company has also paid the annual custody fee for
the year 2013-14 to both the depositories namely National Securities
Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL). The Shares of the Company are compulsorily tradable in
dematerialized form.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confi rm having:
a. followed in the preparation of the Annual Accounts, the applicable
accounting standards with proper explanation relating to material
departures;
b. selected such accounting policies and applied them consistently and
made judgement and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of your Company at
the end of the fi nancial year and of the profi t/ loss of your Company
for that period;
c. taken proper and suffi cient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act, 1956, for safeguarding the assets of your Company and for
preventing and detecting fraud and other irregularities; and
d. prepared the Annual Accounts for the fi nancial year ended March
31, 2013 on a ''going concern'' basis.
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 stipulated under Clause 49 for the
Listing Agreement attached in Annexure ''C and forming part of this
Annual Report.
The requisite Certifi cate from the Auditors of the Company confi rming
compliance with the conditions of Corporate Governance as stipulated
under the aforesaid Clause 49, is attached in this annual report and
forming part of this Annual Report.
The Ministry of Corporate Affairs has released draft Corporate
Governance Voluntary Guidelines, 2009 and Corporate Social
Responsibility Guidelines, 2009. Your Company is in the process of
implementation of the same.
HUMAN RESOURCE DEVELOPMENT
Your Company''s Human Resource Management focus continues to be in
making available a talent pool, for meeting challenges in the
competitive market place, which is increasingly becoming tougher.
Development plans have been drawn up for key managers to shoulder
higher responsibilities as well as to increase their job effectiveness.
Your Company always encourages young personnel with their ideas and
views. Management is easily accessible to the employees and their
problems are attended to promptly. The employer - employee relations
remained cordial at all the plants of the Company and peaceful
throughout the year.
APPRECIATION
Your Directors place on record their gratitude to the Company''s
esteemed Shareholders, valued Customers, Suppliers, Associates,
Bankers, various Financial Institutions, the State and Central
Government Bodies, Auditors and Legal Advisors for their valuable
contribution and continued support and to all the persons who reposed
faith and trust in Company.
Your Directors also place on record their deep sense of appreciation
for the committed services rendered by all employees and our colleagues
at all levels, without whose wholehearted efforts, the overall
performance of the Company would not have been possible. Your Directors
also appreciate and value the contribution made by every member of the
LPS family across the world.
Your support as shareholders is greatly valued.
Your Directors thank you and look forward the future with confi dence.
for and on behalf of the Board of Directors
Place : New Delhi Lalit Kumar Jain
Dated : August 14, 2013 Chairman & Managing Director
Mar 31, 2012
The Directors have pleasure in presenting the 43rd Annual Report
together with Audited Accounts of the Company for the financial year
ended on March 31, 2012.
financial results and appropriations
The financial performance of the Company for the financial year ended
on March 31, 2012 is summarized as below:
(Rs. in Lacs)
Particulars 2011-2012 2010-2011
33866.26 30597.40
Gross Profit before interest,
depreciation and 5613.52 5010.81
Less: 2497.20 1834.66
Profit before depreciation and 3116.32 3176.15
Less: Depreciation 2216.79 1811.68
Profit before 899.53 1364.47
Less: Provision for 162.22 476.45
Net Profit for the year after 737.31 888.02
Add: Balance brought forward
from previous 4795.77 4143.50
Amount available for appropriation 5533.07 5031.52
Appropriations
Transfer to General 38.00 45.00
Proposed 164.13 164.13
Corporate Dividend Tax 26.62 26.62
Balance carried over to Balance 5304.32 4795.77
operations
During the financial year 2011-12 your Company has achieved turnover of
Rs.33866 lacs (Previous year Rs.30597 lacs), recording a growth of
approx.11%. During the year net profit of the Company has been remain
under pressure to Rs.737.31 lacs against Rs.888.02 lacs in the previous
year.
Supply of fasteners to replacement and original equipment segments,
wherein your Company holds a key position, continue to be the area of
focus of your Company. In order to meet the increased demand, your
Company has sufficient installed capacity. Your Company continue to
follow its philosophy to provide the high quality products at the
lowest cost, coupled with excellent customer services. The market is
witnessing fierce competition. All efforts were made under Total
Quality Management, Total Productivity Management and Six Sigma
Umbrella to continuously improve the cost, quality, delivery and
competitiveness. Your Company's products are well accepted in the
market. In brief, all customers of the Company are on growth path and
Company is confident to meet their increased demand. The volume growth
in domestic market is expected to be in the region of 15% for 2012-13.
DIVIDEND
Your Directors have maintained and recommend a dividend of Rs.1.50 per
equity share (previous year Rs.1.50 per equity share) for the financial
year ended on March 31, 2012 aggregating to Rs.190.75 lacs inclusive of
corporate dividend tax. The dividend, if approved by the members shall
be paid to the eligible members within the stipulated time period.
FIXED DEPoSITS
The Company has accepted/ renewed the deposits under Section 58A of the
Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules,
1975. There is no unclaimed or unpaid deposit lying with the Company.
As on March 31, 2012, there were no overdue deposits of the Company.
subsidiary company
The Accounts of the Subsidiary Company, Indian Fasteners Ltd. are
attached pursuant to Section 212(1) of the Companies Act, 1956 and
forms part of the Company's Annual Report. A statement pursuant to
Section 212(1)(e) of the Companies Act, 1956 is also attached forming
part of this annual report.
consolidated financial statements
In accordance with the Accounting Standards, AS 21, AS 23 and AS 27,
issued by "The Institute of Chartered Accountants of India", the
Company has also included as part of this Annual Report, the Audited
Consolidated Financial Statements of its subsidiary Company Indian
Fasteners Limited, its associate companies J.C. Fasteners Ltd., Hanumat
Wire Udyog Pvt. Ltd., Lakshmi Extrusion Ltd. and its joint ventures LPS
Bossard Private Limited & LPS Bossard Information Systems Private
Limited for the financial year 2011-12.
directors
Pursuant to Article 133 of the Articles of Association of the Company,
Mr. Rajesh Jain and Mr. Bhagwan Das Narang, Directors are retiring by
rotation and being eligible, offer themselves for re-appointment at the
forthcoming 43rd Annual General Meeting. The Board recommends their
reappointment as Director liable retiring by rotation.
Brief resume of the Directors proposed to be re-appointed/ appointed,
nature of their expertise in specific functional areas and names of
Companies in which they hold directorships and memberships/
chairmanships of Board Committees, as stipulated under clause 49 of the
Listing Agreement with the Stock Exchanges, are provided in the
Explanatory Statement attached to the notice of the forthcoming Annual
General Meeting of the Company.
Mr. Bhupendranath Vidyanath Bhargava resigned from the Directorship of
the Company. The Board of Directors place on record their deep
appreciation for the valuable guidance and significant contribution
made by Mr. Bhupendranath Vidyanath Bhargava during his tenure as
Director of the Company.
auditors and auditors' report
M/s. V.R. Bansal & Associates, Chartered Accountants, Statutory
Auditors of the Company retire at the conclusion of the Annual General
Meeting of the Company and being eligible, have offered themselves for
re-appointment. The Company has received from them an eligible
certificate under Section 224(1B) of the Companies Act, 1956 and a copy
of certificate issued by the Peer Review Board of the Institute of
Chartered Accountants of India (ICAI). The Board of Directors commends
their re-appointment.
The Notes on Accounts referred to in the Auditors' Report are
self-explanatory and do not call for any further comments.
ENERGY coNSERVATioN, TEcHNoLoGY ABSoRPTioN, RESEARcH & DEVELoPMENT AND
FoREIGN EXcHANGE EARNINGS AND ouTGo
The particulars relating to energy conservation, technology absorption,
research & development, foreign exchange earnings and outgo, as
required to be disclosed under Section 217(1)(e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the Report
of Directors) Rules, 1988 are given in the Annexure 'A' to this
Report.
environment, HEALTH AND SAFETY (EHS)
You Company continue with its policy to maintain sound environmental,
health and safety management and total applicable legal compliance are
an integral part of the Company's business practices.
quality management system
a) Company has been continuing its efforts towards ongoing
implementation and stabilization of TQM practices through total
employee involvement.
b) Company has retained the accreditation of its Quality Health and
Safety Management Systems in line with ISO 9001:2008, TS 16949:2002,
ISO 14001:2004 and OHSAS 18001:2007.
c) Company has also retained the accreditation of its quality systems
for Aviation Industries requirements in line with AS 9100C, NADCAP for
Heat treatment facility and NABL certification for the Laboratory and
Standard Room.
Benefits derived as a result from the above efforts are continuous
improvement in productivity, quality, delivery and cost.
customer focused approach
Company is open in receiving customer view points and welcomes them to
visit the premises. A number of esteemed OEM customers visited the
Company site to see our process and system. They appreciated Company's
efforts in maintaining and continuously upgrading the process and
systems.
particulars of employees
In accordance with the provisions of Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975, the particulars of employees are given in the Annexure 'B'
forming part of this Report.
LISTING AND coNFoRMATioN of FEE
The securities of your Company are listed at The Bombay Stock Exchange
Ltd. (BSE) and The National Stock Exchange of India Ltd. (NSE). The
Annual Listing fees for the year 2012-13 have been duly paid to the
Stock Exchanges. The Company has also paid the annual custody fee for
the year 2012-13 to both the depositories namely National Securities
Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL). The Shares of the Company are compulsorily tradable in
dematerialized form.
directors' responsibility statement
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm having:
a. followed in the preparation of the Annual Accounts, the applicable
accounting standards with proper explanation relating to material
departures;
b. selected such accounting policies and applied them consistently and
made judgement and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of your Company at
the end of the financial year and of the profit/ loss of your Company
for that period;
c. taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act, 1956, for safeguarding the assets of your Company and for
preventing and detecting fraud and other irregularities; and
d. prepared the Annual Accounts for the financial year ended March 31,
2012 on a 'going concern' basis.
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 stipulated under Clause 49 for the
Listing Agreement attached in Annexure 'C' and forming part of this
Annual Report.
The requisite Certificate from the Auditors of the Company confirming
compliance with the conditions of Corporate Governance as stipulated
under the aforesaid Clause 49, is attached in this annual report and
forming part of this Annual Report.
The Ministry of Corporate Affairs has released draft Corporate
Governance Voluntary Guidelines, 2009 and Corporate Social
Responsibility Guidelines, 2009. Your Company is in the process of
implementation of the same.
human resource development
Your Company's Human Resource Management focus continues to be in
making available a talent pool, for meeting challenges in the
competitive market place, which is increasingly becoming tougher.
Development plans have been drawn up for key managers to shoulder
higher responsibilities as well as to increase their job effectiveness.
Your Company always encourages young personnel with their ideas and
views. Management is easily accessible to the employees and their
problems are attended to promptly. The employer - employee relations
remained cordial at all the plants of the Company and peaceful
throughout the year.
appreciation
Your Directors place on record their gratitude to the Company's
esteemed Shareholders, valued Customers, Suppliers, Associates,
Bankers, various Financial Institutions, the State and Central
Government Bodies, Auditors and Legal Advisors for their valuable
contribution and continued support and to all the persons who reposed
faith and trust in Company.
Your Directors also place on record their deep sense of appreciation
for the committed services rendered by all employees and our colleagues
at all levels, without whose wholehearted efforts, the overall
satisfactory performance of the Company would not have been possible.
Your Directors also appreciate and value the contribution made by every
member of the LPS family across the world.
Your support as shareholders is greatly valued.
Your Directors thank you and look forward the future with confidence.
for and on behalf of the Board of Directors
Place : New Delhi Lalit Kumar Jain
Dated : August 08, 2012 chairman & Managing Director
Mar 31, 2011
Dear Members,
The Directors have pleasure in presenting the 42nd Annual Report
together with Audited Accounts of the Company for the financial year
ended on March 31,2011.
FINANCIAL RESULTS AND APPROPRIATIONS
The financial performance of the Company for the financial year ended
on March 31,2011 is summarized as below:
(Rs. in Lacs)
Particulars 2010-2011 2009-2010
Net Sales 30597.40 22797.73
Gross Profit before interest,
depreciation and tax 5013.41 3632.02
Less: Interest 1834.66 1534.28
Profit before tax depreciation
and tax 3178.75 2097.74
Less: Depreciation 1811.68 1239.08
Profit before tax 1367.07 858.66
Less: Provision for tax 479.05 331.05
Net Profit for the year after tax 888.02 527.61
Add: Balance brought forward
from previous year 4143.50 3743.90
Amount available for
appropriation 5031.52 4271.51
Appropriations
Transfer to General Reserve 45.00 0.00
Proposed Dividend 164.13 109.42
Corporate Dividend Tax 26.62 18.60
Balance carried over to Balance 4795.77 4143.50
Sheet
OPERATIONS
During the financial year 2010-11 your Company has achieved turnover of
Rs.30597 lacs (Previous year Rs.22798 lacs), recording an growth of
34%. During the year net profit of the Company has increased to
Rs.888.02 lacs from Rs.527.61 lacs, recording an increase of 68% over
the previous year.
Supply of fasteners to replacement and original equipment segments,
wherein your Company holds a key position, continue to be the area of
focus of your Company. In order to meet the increased demand, your
Company has sufficient installed capacity. Your Company continue to
follow its philosophy to provide the high quality products at the
lowest cost, coupled with excellent customer services. The market is
witnessing fierce competition. All efforts were made under Total
Quality Management, Total Productivity Management and Six Sigma
Umbrella to continuously improve the cost, quality, delivery and
competitiveness. Your Company's products are well accepted in the
market. In brief, all customers of the Company are on growth path and
Company is confident to meet their increased demand. The volume growth
in domestic market is expected to be in the region of 35% for 2011-12.
DIVIDEND
Your Directors have recommend an enhanced dividend of Rs.1.50 per
equity share (previous year Re. 1.00 per equity share) for the
financial year ended on March 31,2011 aggregating to Rs.190.75 lacs
inclusive of corporate dividend tax. The dividend, if approved by the
members shall be paid to the eligible members within the stipulated
time period.
FIXED DEPOSITS
The Company has accepted/ renewed the deposits under Section 58A of the
Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules,
1975. There is no unclaimed or unpaid deposit lying with the Company.
As on March 31,2011, there were no overdue deposits of the Company.
SUBSIDIARY COMPANY
The Accounts of the Subsidiary Company, Indian Fasteners Ltd. are
attached pursuant to Section 212(1) of the Companies Act, 1956 and
forms part of the Company's Annual Report. A statement pursuant to
Section 212(1)(e) of the Companies Act, 1956 is also-attached forming
part of this annual report.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standards, AS 21, AS 23 and AS 27,
issued by "The Institute of Chartered Accountants of India", the
Company has also included as part of this Annual Report, the Audited
Consolidated Financial Statements of its subsidiary Company Indian
Fasteners Limited, its associate companies J.C. Fasteners Ltd., Hanumat
Wire Udyog Pvt. Ltd., Lakshmi Extrusion Ltd. and its joint ventures LPS
Bossard Private Limited & LPS Bossard Information Systems Private
Limited for the financial year 2010-11.
DIRECTORS
Pursuant to Article 133 of the Articles of Association of the Company,
Mr. Ajay Kumar Chakraborty and Mr. Keshwa Nand Rattan, Directors
retiring by rotation and being eligible, offer themselves for
re-appointment at the forthcoming 42nd Annual General Meeting. The
Board recommends their reappointment as Director liable retiring by
rotation.
Brief resume of the Directors proposed to be re-appointed/ appointed,
nature of their expertise in specific functional areas and names of
Companies in which they hold directorships and memberships/
chairmanships of Board Committees, as stipulated under clause 49 of the
Listing Agreement with the Stock Exchanges, are provided in the
Explanatory Statement attached to the notice of the forthcoming Annual
General Meeting of the Company.
AUDITORS AND AUDITORS' REPORT
M/s. V.R. Bansal & Associates, Chartered Accountants, Statutory
Auditors of the Company retire at the conclusion of the Annual General
Meeting of the Company and being eligible, have offered themselves for
re-appointment. The Company has received from them an eligible
certificate under Section 224(1 B) of the Companies Act, 1956 and a
copy of certificate issued by the Peer Review Board of the Institute of
Chartered Accountants of India (ICAI). The Board of Directors commends
their re-appointment.
The Notes on Accounts referred to in the Auditors' Report are
self-explanatory and do not call for any further comments.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT AND
FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars relating to energy conservation, technology absorption,
research & development, foreign exchange earnings and outgo, as
required to be disclosed under Section 217(1 )(e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the Report
of Directors) Rules, 1988 are given in the Annexure 'A to this Report.
ENVIRONMENT, HEALTH AND SAFETY (EHS)
You Company continue with its policy to maintain sound environmental,
health and safety management and total applicable legal compliance are
an integral part of the Company's business practices.
QUALITY MANAGEMENT SYSTEM
a) Company has been continuing its efforts towards ongoing
implementation and stabilization of TQM practices through total
employee involvement.
b) Company has retained the accreditation of its Quality Health and
Safety Management Systems in line with ISO 9001:2008, TS 16949:2002,
ISO 14001:2004 and OHSAS 18001:2007.
c) Company has also retained the accreditation of its quality systems
for Aviation Industries requirements in line with AS 9100B, NADCAP for
Heat treatment facility and NABL certification for the Laboratory and
Standard Room.
Benefits derived as a result from the above efforts are continuous
improvement in productivity, quality, delivery and cost.
Customer focused approach
Company is open in receiving customer view points and welcomes them to
visit the premises. A number of esteemed OEM customers visited the
Company site to see our process and system. They appreciated Company's
efforts in maintaining and continuously upgrading the process and
systems.
PARTICULARS OF EMPLOYEES
In accordance with the provisions o1 Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975, the particulars of employees are given in the Annexure 'B'
forming part of this Report.
LISTING AND CONFORMATION OF FEE
The securities of your Company are listed at The Bombay Stock Exchange
Ltd. (BSE) and The National Stock Exchange of India Ltd. (NSE). The
Annual Listing fees for the year 2011-12 have been duly paid to the
Stock Exchanges. The Company has also paid the annual custody fee for
the year 2011-12 to both the depositories namely National Securities
Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL). The Shares of the Company are compulsorily tradable in
dematerialized form.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm having:
a. followed in the preparation of the Annual Accounts, the applicable
accounting standards with proper explanation relating to material
departures;
b. selected such accounting policies and applied them consistently and
made judgement and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of your Company at
the end of the financial year and of the profit/ loss of your Company
for that period;
c. taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act, 1956, for safeguarding the assets of your Company and for
preventing and detecting fraud and other irregularities; and
d. prepared the Annual Accounts for the financial year ended March
31,2011 on a 'going concern' basis.
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 stipulated under Clause 49 for the
Listing Agreement attached in Annexure 'C and forming part of this
Annual Report.
The requisite Certificate from the Auditors of the Company confirming
compliance with the conditions of Corporate Governance as stipulated
under the aforesaid Clause 49, is attached in this annual report and
forming part of this Annual Report.
The Ministry of Corporate Affairs has released draft Corporate
Governance Voluntary Guidelines, 2009 and Corporate Social
Responsibility Guidelines, 2009. Your Company is in the process of
implementation of the same.
HUMAN RESOURCE DEVELOPMENT
Your Company's Human Resource Management focus continues to be in
making available a talent pool, for meeting challenges in the
competitive market place, which is increasingly becoming tougher.
Development plans have been drawn up for key managers to shoulder
higher responsibilities as well as to increase their job effectiveness.
Your Company always encourages young personnel with their ideas and
views. Management is easily accessible to the employees and their
problems are attended to promptly. The employer - employee relations
remained cordial at all the plants of the Company and peaceful
throughout the year.
APPRECIATION
Your Directors place on record their gratitude to the Company's
esteemed Shareholders, valued Customers, Suppliers, Associates,
Bankers, various Financial Institutions, the State and Central
Government Bodies, Auditors and Legal Advisors for their valuable
contribution and continued support and to all the persons who reposed
faith and trust in Company.
Your Directors also place on record their deep sense of appreciation
for the committed services rendered by all employees and our colleagues
at all levels, without whose wholehearted efforts, the overall
satisfactory performance of the Company would not have been possible.
Your Directors also appreciate and value the contribution made by every
member of the LPS family across the world.
Your support as shareholders is greatly valued.
Your Directors thank you and look forward the future with confidence.
for and on behalf of the Board of Directors
Lalit Kumar Jain
Chairman & Managing Director
Place : New Delhi
Dated : August 08,2011
Mar 31, 2010
The Directors have pleasure in presenting the 41st Annual Report
together with Audited Accounts of the Company for the financial year
ended on March 31, 2010.
FINANCIAL RESULTS AND APPROPRIATIONS
The financial performance of the Company for the financial year ended
on March 31, 2010 is summarized as below:
(Rs. in Lacs)
Particulars | | 2009-2010 2008-2009
Net Sales 22797.73 22400.74
Gross Profit before interest, depreciation and tax 3745.49 3215.08
Less: Interest 1647.75 1630.54
Profit before depreciation and tax 2097.74 1584.54
Less: Depreciation 1239.08 929.82
Profit before tax 858.66 654.72
Less: Provision for tax 331.05 304.64
Net Profit for the year after tax 527.61 350.08
Add: Balance brought forward from previous year 3743.90 3470.63
Amount available for appropriation 4271.51 3820.71
Appropriations
Transfer to General Reserve 0.00 0.00
Proposed Dividend 109.42 65.65
Corporate Dividend Tax 18.60 11.16
Balance carried over to Balance Sheet 4143.50 3743.90
OPERATIONS
Despite slow market in the major part of the financial year 2009-10
your Company has been able to surpass previous year turnover and has
achieved turnover of Rs.22798 lacs (Previous year Rs.22400 lacs),
recording an increase of 1.78%. During the year net profit of the
Company has increased to Rs.527.61 lacs from Rs.350.08 lacs, recording
an increase of 51% over the previous year.
Supply of fasteners to replacement and original equipment segments,
wherein your Company holds a key position, continue to be the area of
focus of your Company. In order to meet the increased demand, your
Company has sufficient installed capacity. Your Company continue to
follow its philosophy to provide the high quality products at the
lowest cost, coupled with excellent customer services. The market is
witnessing fierce competition. All efforts were made under Total
Quality Management, Total Productivity Management and Six Sigma
Umbrella to continuously improve the cost, quality, delivery and
competitiveness. Your Companys products are well accepted in the
market. In brief, all customers of the Company are on growth path and
Company is confident to meet their increased demand. The volume growth
in domestic market is expected to be in the region of 35% for 2010-11.
DIVIDEND
Your Directors have recommended enhanced dividend of Re.1/- per equity
share (previous year Re. 0.60 per equity share) for the financial year
ended on March 31, 2010 aggregating to Rs. 128.02 lacs inclusive of
corporate dividend tax. The dividend, if approved by the shareholders
shall be paid to the eligible shareholders within the stipulated time
period.
FIXED DEPOSITS
The Company has accepted/ renewed the deposits under Section 58A of the
Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules,
1975. There is no unclaimed or unpaid deposit lying with the Company.
As on March 31, 2010, there were no overdue deposits of the Company.
SUBSIDIARY COMPANY
The Accounts of the Subsidiary Company, Indian Fasteners Ltd. are
attached pursuant to Section 212(1) of the Companies Act, 1956 and
forms part of the CompanyÃs Annual Report. A statement pursuant to
Section 212(1) (e) of the Companies Act, 1956 is also attached forming
part of this annual report.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standards, AS 21, AS 23 and AS 27,
issued by ÃThe Institute of Chartered Accountants of IndiaÃ, the
Company has also included as part of this Annual Report, the Audited
Consolidated Financial Statements of its subsidiary Company Indian
Fasteners Limited, its associate companies J.C. Fasteners Ltd., Hanumat
Wire Udyog Pvt. Ltd., Lakshmi Extrusion Ltd. and its joint ventures LPS
Bossard Private Limited & LPS Bossard Information Systems Private
Limited for the financial year 2009-10.
DIRECTORS
Pursuant to Article 133 of the Articles of Association of the Company,
Smt. Sushila Devi Jain and Mr. Jamshed Rustomji Desai, Directors
retiring by rotation and being eligible, offer themselves for
re-appointment at the forthcoming 41st Annual General Meeting. The
Board recommends their reappointment as Director liable retiring by
rotation. During the year under review the Board has been reconstituted
with the induction of Mr. Bhagwan Das Narang as Additional Director of
the Company w.e.f. 30th January, 2010. The Board extend a warm welcome
to the new Director and hope for a fruitful association in future.
Board also recommends their appointment as Director liable retiring by
rotation.
Brief resume of the Directors proposed to be re-appointed/appointed,
nature of their expertise in specific functional areas and names of
Companies in which they hold directorships and memberships/
chairmanships of Board Committees, as stipulated under clause 49 of the
Listing Agreement with the Stock Exchanges, are provided in the
Explanatory Statement attached to the notice of the forthcoming Annual
General Meeting of the Company.
AUDITORS REPORT
The observations made in the Auditorsà Report, read together with the
relevant notes thereon are self-explanatory and hence, do not call for
any comments under Section 217 of the Companies Act, 1956.
AUDITORS
M/s. V. R. Bansal & Associates, Chartered Accountants, Statutory
Auditors of the Company retire at the conclusion of the Annual General
Meeting of the Company and being eligible, have offered themselves for
re-appointment. The Company has received from them an eligible
certificate under Section 224(1B) of the Companies Act, 1956 and a copy
of certificate issued by the Peer Review Board of the Institute of
Chartered Accountants of India (ICAI). The Board of Directors commends
their re-appointment.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT
AND FOREIGN EXCHANGE EARNINGS AND OUTGO
A statement containing the necessary information as required under the
Companies (Disclosure of Particulars in the Report of Directors) Rules,
1988 and forming part of the Directorsà Report for the year ended March
31, 2010 are given in the Annexure ÃAÃ to this Report.
ENVIRONMENT, HEALTH AND SAFETY (EHS)
Your Company continue with its policy to maintain sound environmental,
health and safety management and total applicable legal compliance are
an integral part of the CompanyÃs business practices. Your Company is
having accreditation to ISO 14001:2004 and OHSAS 18001:1999.
CONTRIBUTION TO EXCHEQUER
Your Company is a regular payer of taxes and other duties to the
Government and is contributing fully to the growth of our nation as a
responsible corporate citizen.
QUALITY MANAGEMENT SYSTEM
The major achievements of QMS are as under:
. NADCAP certification for the heat treatrment facility.
. OHSAS 18001:2007 up gradation.
. AS9100 B surveillance audit
- Improvement in audit score : 70 % last year to 84 % this year.
. Sauer danfoss audited and identified as a potential supplier
- score 62%.
. MACE audited and audit score raised from 60 to 75%.
. VW audited and short listed us as a potential supplier.
. EADS air bus team audited and identified LPS as a potential
supplier.
. NADCAP surveillance audit for the heat treatrment facility
- March 2010 number of non conformances reduced from 12 to 4.
. GE Aviation team audited and short listed us the potential
supplier and allotted the vendor code.GE
team appreciated our system is best among the others
. BSC (Balanced score card) deployed from corporate level to
department level.
. TS16949:2002 re-certification audit with NIL non conformance.
Challenges ahead:
. NADCAP certification of FPI equipment
. Up gradation to AS9100 revision C
. Pre-DEMING audit
PARTICULARS OF EMPLOYEES
In accordance with the provisions of Section 217 (2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975, the particulars of employees are given in the Annexure B
forming part of this Report.
LISTING AND CONFORMATION OF FEE
The securities of your Company is listed at The Bombay Stock Exchange
Ltd. (BSE) and The National Stock Exchange of India Ltd. (NSE). The
Annual Listing fees for the year 2010-11 have been duly paid to the
Stock Exchanges. The Company has also paid the annual custody fee for
the year 2010-11 to both
the depositories namely National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL). The equity
shares of the Company have been voluntarily delisted from the Delhi
Stock Exchange Limited w.e.f 10.06.2010 vide their letter No.
DSE/LIST/3285/R/5928 dated July 07, 2010. The Shares of the Company are
compulsorily tradable in dematerialized form.
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm having:
a. followed in the preparation of the Annual Accounts, the applicable
accounting standards with proper explanation relating to material
departures;
b. selected such accounting policies and applied them consistently and
made judgement and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of your Company at
the end of the financial year and of the profit/ loss of your Company
for that period;
c. taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act, 1956, for safeguarding the assets of your Company and for
preventing and detecting fraud and other irregularities; and
d. prepared the Annual Accounts for the financial year ended March 31,
2010 on a going concern basis.
CORPORATE GOVERNANCE
The Company has been pro-active in following the principles and
practices of good Corporate Governance. The Company has taken adequate
steps to ensure that the conditions of Corporate Governance as
stipulated in Clause 49 of the Listing Agreements with the Stock
Exchanges are complied in its letter and spirit.
A separate section titled "Report on Corporate Governance", Management
Discussion & Analysis Report and Statutory Auditors Certificate on the
compliance of conditions of Corporate Governance has been included in
this annual report in Annexure C attached hereto and forming part of
this Annual Report.
The Ministry of Corporate Affairs has released draft Corporate
Governance Voluntary Guidelines, 2009 and Corporate Social
Responsibility Guidelines, 2009. Your Company is in the process of
implementation of the same.
HUMAN RESOURCE DEVELOPMENT
Your Companys Human Resource Management focus continues to be in
making available a talent pool, for meeting challenges in the
competitive market place, which is increasingly becoming tougher.
Development plans have been drawn up for key managers to shoulder
higher responsibilities as well as to increase their job effectiveness.
Your Company always encourages young personnel with their ideas and
views. Management is easily accessible to the employees and their
problems are attended to promptly. The employer - employee relations
remained cordial at all the plants of the Company and peaceful
throughout the year.
APPRECIATION
Your Directors place on record their gratitude to the Companys
esteemed Shareholders, valued Customers, Suppliers, Associates,
Bankers, various Financial Institutions, the State and Central
Government Bodies, Auditors and Legal Advisors for their valuable
contribution and continued support and to all the persons who reposed
faith and trust in Company.
Your Directors also place on record their deep sense of appreciation
for the committed services rendered by all employees and our colleagues
at all levels, without whose wholehearted efforts, the overall
satisfactory performance of the Company would not have been possible.
Your Directors also appreciate and value the contribution made by every
member of the LPS family across the world.
Your support as shareholders is greatly valued.
Your Directors thank you and look forward the future with confidence.
for and on behalf of the Board of Directors
Place : New Delhi Lalit Kumar Jain
Dated : August 11, 2010 Chairman & Managing Director
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