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Directors Report of Lykis Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the 30th Annual Report together with the Audited Statements of Accounts for the year ended on 31st March, 2014.

1. FINANCIAL HIGHLIGHTS

(Rs. in Lakhs ) For the year For the year on ended ended on

Financial Results 31.03.2014 31.03.2013

Income 12060.57 1634.44

Profit / (Loss) before 263.63 17.83 Depreciation,Interest and Tax

Less : Depreciation 24.98 20.88

Profit / (Loss) after Depreciation 238.65 (3.05) but before Interest & Tax

Less : Interest 110.55 7.93

Profit / (Loss) after Depreciation 128.10 (10.98) and Interest but before Tax

Less : Provision For Taxation

Current Tax 36.80

Deferred Tax 4.35 4.40

Profit / (Loss) after Tax for the period 86.95 (15.38)

Prior period adjustment — (0.60)

Profit / (Loss) for the period after 86.95 (15.98) adustment

2. INFORMATION ON STATUS OF COMPANY''S AFFAIRS:

During the period under review the company has taken efficient measures to control its costs and increase its sales.

The company diversified and expanded the Business by entering FMCG business including Food, Pharma and Cosmetics alongwith Tea and completed this financial year with a huge increase of turnover.

More information on operational and financial performance is also provided in the Management Discussion and Analysis Report, which is annexed to the report and has been prepared in compliance with the terms of Clause 49 of the Listing Agreement.

The Indian FMCG industry, with an estimated market size of ~ Rs.2 trillion accounts for the fourth largest sector in India.In the last decade,the FMCG sector has grown at an average of 11% a year; in the last five years, annual growth accelerated at compounded rate of~17.3%.

A rising number of working women and the reducing popularity of the joint family system has increased the demand for processed and packaged food products. Further, rising awareness has also boosted demand for personal care and healthcare products. People in the rural areas have become more open to consuming modern packages food products and personal grooming products as satellite TV and internet powers awareness.

The sector is characterized by strong presence of global businesses, intense competition between organized and unorganized players, well established distribution network and low operational cost. Availability of key raw materials, cheaper labor costs and presence across the entire value chain gives India a competitive advantage.Being a consumer driven economy, India is one of the leading FMCG markets in the world Annual profit of FMCG sector is $14.74 billion. Market growth rate - Rural 40%, Urban 25%. Average Indian spends 40% on Groceries and 8% on personal care. Implementation of the proposed GST and opening FDI are expected to fuel growth of industry''s size to $95 billion by 2018.

3. DIVIDEND

The company has reported profit on stand-alone basis during the year under review. However, keeping in view the cash flow position, overall financial performance and requirement of funds in diversification of business, your Directors regret their inability to recommend any dividend during the period.

4. FIXED DEPOSITS

During the year under review, your company has not accepted any deposits within the meaning of the provisions of section 58A of the Companies Act, 1956

5. INCREASE IN SHARE CAPITAL

During the year under review, the company alloted 40,00,005 equity shares of Rs. 10/- each at a premium of Rs. 5/- per share against 40,00,005 convertible warrants on 8th April, 2013 after realisation of allotment money in full as per the Postal Ballot result dated 16th March, 2012.

6. CORPORATE SOCIAL RESPONSIBILITY

The company shows extreme concern about Corporate Social Responsibility (CSR) and this is evident from the day-to-day practices and policies that the company adopts.

Being in the FMCG Sector, the company is extremely environmental friendly and strives to contribute towards preserving nature and our environment.

The Company provides several local employment opportunities and contributes towards improvement in standard of living.

iii. Immense care is taken to ensure that the necessities of all our stakeholders are met. We treasure our employees and ensure their happiness in several ways.

iv. The employees are provided with a healthy working environment, free lunch and proper sanitation and water supply. Considerable amount has been invested into infrastruture to ensure health and safety of our employees.

7. CORPORATE GOVERNANCE

SEBI has prescribed certain Corporate Governance Standards vide Clause 49 of the Listing Agreement. Your Directors re-affirm their commitment to these Standards and a detailed report on Corporate Governance together with the Auditor''s Certificate on its Compliance is annexed hereto.

8. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the provisions of sub-section (2AA) of Section 217 of the Companies Act, 1956, it is hereby confirmed :

i. That in the preparation of the Accounts , the applicable accounting standards AS21 have been followed along with proper explanation relating to material departures;

ii. That the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company for the financial year ended on 31st March, 2014 and of the Statement of Profit & Loss account 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 the Companies Act, 1956 for the safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and

iv. That the Directors had prepared the annual accounts on agoing concern basis.

9. STATUTORY REQUIREMENTS

A) sion of section 217(2A) of the Companies Act, 1956 the statement of particulars of the employees etc forms part of this report. However, as per the provisions of section 219(1)(b)(iv) of companies Act 1956, the Annual Report excluding the above said information is being sent to all the members and other entitled persons. Any member interested in obtaining such particulars may write to the company secretary at the registered office of the company.

B) A statement showing particulars of the conservation of energy etc. as are required under Sec 217(1)(e) of the Companies Act, 1956 read with the Company''s (disclosures of particulars in the Report of the Board of Directors) Rules, 1988 is annexed herewith.

10. AUDITORS

The Auditors'' Report and the Notes on Account being self explanatory, are not dealt with separately. The Auditors of the company Chartered Accountants retire and being eligible, offer themselves for re-appointment.

11. DIRECTORS

Mr. Nadir Umedali Dhrolia (DIN - 03303675) retires by rotation at the forthcoming Annual General Meeting and he being eligible, offers himself for re-appointment.

In order to broad base the Board and to comply with the requirements of Companies Act and Stock Exchange Listing Agreement, Mr. Mayank Jhunjhunwala (DIN - 02695948) has been inducted on the Board as an Additional Independent Director with effect from 26.02.2014.

In line with the provisions of Section 149 and other applicable provisions of the Companies Act, 2013, Mr. Bhagwati Prasad Lohia (DiN- 01778213), Mr. Mayank Jhunjhunwala (DIN-02695948) are being appointed as independent directors for five consecutive years from the date of the ensuing Annual General Meeting.

Necessary resolutions for the appointment/ reappointment of the aforesaid directors have been included in the notice convening the ensuing AGM and requisite details have been provided in the explanatory statement of the notice. Yours directors commend their appointment/reappointments.

ACKNOWLEDGEMEN T

The Directors wish to place on record their sincere thanks to the officials of concerned Govt. Departments, Statutory Authorities, Banks and other Institutions for their co-operation and assistance. The directors also wish to express their sincere thanks to the shareholders and the investing public who have placed due trust in the company and the staff and employees for rendering loyal and efficient services to the company.

For and on behalf of the Board Place : Kolkata VIJAY KISHANLAL KEDIA Dated : 14th August, 2014 Chairman


Sep 30, 2011

The Director has pleasure in submitting 27th Annual Report together with Audited statement of Account [ for the period (12 months) ended on 30th, September 2011.

OPERATIONS OF THE COMPANY :

The details of operating results for the year are furnished below :

(Rupees in lacs) Financial Results 30.09.2011 30.09.2010

Gross Sales 239.84 182.01

increase/(Decrease) in Stock 48.05 19.83

Other Income 48.07 82.34

Gross Income 335.96 284.18

Less : Total Expenditure 225.09 174.67

Profit (Loss) Before Depreciation and Tax 43.15 69.85

Less : Depreciation 11.64 13.92

Profit (Loss) After Depreciation Before Tax 31.51 55.93

Less: Interest 12.55 25.13

Profit (Loss) After Depreciation, Int Before Tax 18.96 30.80

Less : Provision For Tax & FBT - -

Profit (Loss) After Tax 18.96 30.80

Balance carried forward from previous year (59.38) (91.91)

(40.42) (61.11)

Revaluation reserve written back 1.39 1.73

Amount Carried to Balance Sheet (39.03) (5938)

PERFORMANCE:

During the Year, the company has taken efficient measures to control its costs and increase its sales and that has helped the Company to remain in Profits. The management also decided to diversify and expand the business of the company through F.M.C.G. business and include Food, Pharma and Cosmetics along with Tea n the main line of its Business.

DIVIDEND :

In view of the losses incurred in earlier years and requirement of funds, your Directors regret their i inability to recommend any dividend. '

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions for sub-section (2AA) of Section 217 of the Companies Act, 1956, your Directors confirm :

i. That the preparation of the 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 financial period as on 30th, September 2011 and of the profit of the company for that period;

iii. That the directors had taken proper and sufficient care for the maintenance of adequate account 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

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

STATUTORY REQUIREMENTS

A) As per provision of section 217(2A) of the companies Act, 1956 the statement of particulars of the employees, etc forms part of this report. However, as per the provisions of section 219 (1) (b)(iv) , of companies Act 1956, the Annual Report excluding the above said information is being sent to ' all the members and other entitled persons. Any member interested in being sent to all the members and other entitled persons. Any member interested in obtaining such particulars may write to the J company Secretary at the registered office of the company.

B) A statement showing particulars of the conservation of energy etc. as are required under Sec (1) ' (e) of the Companies Act, 1956 read with the Companies' (disclosures of Particulars in the Report i of Board of Directors) Rules, 1988 is annexed herewith.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE :

A separate report on Corporate Governance is enclosed as a part of this Annual Report. A certificate ' from the Auditor regarding compliance with Corporate Governance norms stipulated in clause 49 of the Listing Agreement is annexed to the Report on Corporate Governance.

LISTING STATUS :

The securities of our company are listed at Bombay Stock Exchange Ltd, Mumbai. Trading in company's i securities resumed on 29th November, 2011. The ISIN of equity shares of our company is INE624M01014.Our Script Code in Bombay Stock Exchange is 530689. The equity shares of the company are admitted both in National Securities Depository Limited and in Central Depository Services ' (India) Limited.

PARTICULARS OF THE EMPLOYEES :

None of the employees employed during the year was in receipt of remuneration in excess of the Prescribed limit specified in section 217 (2A) of the Companies Act, 1956 Hence, furnishing of particulars under the Companies Act (Particulars of Employees) 1975 does not arise.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The domestic consumption is increasing every year and exports are likely to improve further. Further ' this year has started again with lower carry forward stock. The above factors augur well for a steady tea market. Continuous extension programme is being implemented in the large vacant area of land available in our tea estate for three consecutive years will add up much more to the production of made tea and total development of the company. Based on these positive factors, we can take an optimistic view for the industry. The management also decided to diversify and expand the business of the company ' through F.M.C.G. business and include Food, Pharma and Cosmetics along with Tea in the main line of its Business.

AUDITORS :

The Auditors Report and the Notes on Accounts being self-explanatory are not dealt with separately, The Auditors of the company M/s. Sanjay P. Agarwal & Associates, Chartered Accountant retires and being eligible offer themselves for re-appointment.

DIRECTORS :

To appoint a director in place of Mr. Prince Tulsian, who retires his by rotation and being eligible offers himself for re-appointment.

ACKNOWLEDGMENT:

The Directors wish to place on record their sincere thanks to the officials of concerned Govt. Departments Statutory Authorities, banks and other Institutions for their co-operation and assistance. The Directors also wish to express their sincere thanks to the shareholders and the investing public who have placed due trust on the company and the Staff and Employees for rendering loyal and efficient services to the company.

For and on Order of the Board

Place : Kolkata Prince Tulsian

Dated : 28th January, 2012 Managing Director


Sep 30, 2010

The Director has pleasure in submitting 26th Annual Report together with the Audited statement of Account for the period (15 months) ended on 30th, September 2010.

OPERATIONS OF THE COMPANY:

The details of operating results for the year are furnished below:

(Rupees in lacs)

Financial Results 30.03.2010 30.06.2009

Gross Sales 182.01 132.24

Increase/(Decrease) in Stock 19.83 19.69

Other Income 82.34 42.64

Gross Income 284.18 194.57

Less: Total Expenditure 174.67 155.93

Profit (Loss) Before Depreciation and Tax 69.85 38.64

Less: Depreciation 13.92 13.97

Profit (Loss) After Depreciation Before Tax 55.93 24.67

Less: Interest 25.13 0.16

Profit (Loss) After Depreciation, Int Before Tax 30.80 24.51

Less: Provision For Tax & FBT -- 0.38

Profit (Loss) After Tax 30.80 24.13

Balance carried forward from previous year (91.91) (117.79)

(61.11) (93.66)

Revaluation reserve written back 1.73 1.74 Amount Carried to Balance Sheet (59.38) (91.92)

Performance:

During the Year, the company has taken efficient measures to control its costs and increase its sales and that has helped the Company to remain in Profits.

DIVIDEND :

In view of the losses incurred in earlier years and requirement of funds, your Directors regret their inability to recommend any dividend

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of sub-section (2AA) of Section 217 of the Companies Act, 1956, your Directors confirm:

i. That the preparation of the 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 financial period as on 30th, September 2010 and of the profit of the company for that period;

iii. That the directors had taken proper and sufficient care for the maintenance of adequate account 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

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

STATUTORY REQUIREMENTS

A) As per provision of section 217(2A) of the companies Act, 1956 the statement of particulars of the employees, etc forms part of this report. However, as per the provisions of section 219 (1) (b)(iv) of companies Act 1956, the Annual Report excluding the above said ] information is being sent to all the members and other entitled persons. Any member interested in obtaining such particulars may write to the company Secretary at the registered office of the company.

B) A statement showing particulars of the conservation of energy etc. as are required under Sec (1) (e) of the Companies Act, 1956 read with the Companies (disclosures of Particulars in the Report of Board of Directors) Rules, 1988 is annexed herewith.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:

A separate report on Corporate Governance is enclosed as a part of this Annual Report. A certificate from the Auditor regarding compliance with Corporate Governance norms stipulated in clause 49 of the Listing Agreement is annexed to the Report on Corporate Governance.

LISTING AGREEMENTS REQUIREMENTS:

The securities of your company are listed at Bombay Stock Exchange Ltd, Mumbai. Trading in companys securities remain suspended at Stock Exchanges for non compliance. Now all formalities are completed by the management to get shares traded at the floor of the Exchange.

PARTICULARS OF THE EMPLOYEES.

None of the employees employed during the year was in receipt of remuneration in excess of the Prescribed limit specified in section 217 (2A) of the Companies Act, 1956 Hence, furnishing of particulars underthe Companies Act (Particularsof Employees) 1975 does not arise.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The domestic consumption is increasing every year and exports are likely to improve further.

Further this year has started again with lower carry forward stock. The above factors augur well for a steady tea market.

Continuous extension programme is being implemented in the large vacant area of land available in our tea estate for three consecutive years will add up much more to the production of made tea and total development of the company. Based on these positive factors, we can take an optimistic view for the industry.

AUDITORS :

The Auditors Report and the Notes on Accounts being self-explanatory are not dealt with separately. The Auditors of the company M/s. Hanumaiah & Co., Chartered Accountant retires and being eligible offer themselves for re-appointment.

DIRECTORS:

Mr. G S S Prasad retires by rotation at the forth-coming annual general meeting and he being eligible, offers himself for re-appointment.

ACKNOWLEDGMENT:

The Directors wish to place on record their sincere thanks to the officials of concerned Govt. Departments Statutory Authorities, banks and other Institutions for their co-operation and assistance. The Directors also wish to express their sincere thanks to the shareholders and the investing public who have placed due trust on the company and the Staff and Employees for rendering loyal and efficient services to the company.

For and on Order of the Board

K. Ramesh

Director




Jun 30, 2009

The Directors take pleasure in presenting the 25th Annual Report together with the Audited Statements of Accounts for the period (15 months) ended on 30th June, 2009.

Financial Results

For period ended on For year ended on

30.06.2009 (15 months) 31.03.2008

(Rupees in Lacs) (Rupees in Lacs)

Gross Sales 132.24 72.37

lncrease/(Decrease) in Stock 19.69 17.85

Other Income 42.64 232.11

Gross Income 194.57 322.33

Less: Total Expenditure 155.93 204.18

Profit (Loss) before Depreciation &Tax 38.64 118.15

Less: Depreciation 13.97 11.10

Profit (Loss) afte Depreciations. Tax 24.67 107.05

Less: Interet 0.16 Profit (Loss) after Depreciation & Intt.

before Tax 24.51 98.77

Less: Provision for Taxation

Provision for FBT 0.38 0.98

Balance of Profit after Tax 24.13 97.79

Balance from previous year carried forward (117.79) (216.97)

(93.66) (119.98)

Revaluation reserve written back 1.74 1.39

Amount Available for Appropriation & (91.92) (117.79)

Carried to Balance Sheet

Performance:

Inspite of labour unrest and destruction of valuable records in the tea garden office, the Company managed to prepare audited books of accounts for 15 months period (01.04.2008 to 30.06.2009). During the Year, the company has taken efficient measures to control its costs and increase its sales and that has helped the Company to remain in Profits.

DIVIDEND :

In view of the losses incurred in earlier year and requirements of funds, your Directors regret their inability to recommend any Dividend.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of sub-section (2AA) of Section 217 of the Companies Act, 1956, your

Directors confirm :

i) that the preparation of the 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 judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the financial period as on 30th June, 2009 and of the profit of the company for that period; iii) that the directors had taken proper and sufficient care for the maintenance of adequate account 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 iv) that the Directors had prepared the annual accounts on a going concern basis.

STATUTORY REQUIREMENTS

A) As per provision of section 217(2A) of the companies Act, 1956 the statement of particulars of the employees, etc forms part of this report. However, as per the provisions of section 219(1)(b)(iv) of companies Act 1956, the Annual Report excluding the above said information is being sent to all the members and other entitled persons. Any member interested in obtaining such particulars may write to the company Secretary at the registered office of the company.

B) A statement showing particulars of the conservation of energy etc. as are required under Sec (1)(e) of the Companies Act, 1956 read with the Companies (disclosures of Particulars in the Report of Board of Directors) Rules, 1988 is annexed herewith.

AUDITORS

The Auditors Report and the Notes on Accounts being self explanatory, are not dealt with separately. The Auditors of the company M/s. R. K. Jagnani & Co., Chartered Accountant retires and being eligible offer themselves for re-appointment.

DIRECTORS

Mr. K. S. Rao retires by rotation at the forth coming annual general meeting and he being eligible, offers himself for re-appointment.

ACKNOWLEDGMENT

The Directors wish to place on record their sincere thanks to the officials of concerned Govt. Departments Statutory Authorities, banks and other Institutions for their co-operation and assistance. The Directors also wish to express their sincere thanks to the shareholders and the investing public who have placed due trust on the company and the Staff and Employees for rendering loyal and efficient services to the company.



For and on Order of the Board

PL. Sutodiya

Kolkata, 18th day of November, 2009 Managing Director



 
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