Mar 31, 2014
Dear Members,
The Directors have pleasure in presenting their 33rd Annual Report of
the company together with the
Audited Financial Statements for the year ended 31.03.2014
FINANCIAL RESULTS (Rs. In Lacs.)
Current Year Previous Year
Turnover 6686.38 7045.99
Other Income 145.77 62.35
Profit before Dep. & Tax 26.79 72.34
Less: Provision for depreciation 24.71 27.06
Loss/Profit 2.08 45.29
Provision for Taxation/Deffered Tax (2.64) 16.76
Loss/Profit after Tax 4.72 28.52
PERFORMANCE REVIEW
During the year under review, the company has achieved a sales turnover
of Rs. 6686.38 Lacs as compared to Rs.7045.99 Lacs for the previous
year. The company has earned cash profit of Rs.26.79 Lacs as compared
to profit of Rs. 72.34 Lacs for the previous year. Your directors
expect better results in future.
DIVIDEND
Your directors have decided to conserve the resources for future
requirements and hence do not recommend any dividend for the year under
review.
ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
Information in accordance with the provision of sec 217 (I) (e) of the
Companies Act, 1956 read together with the Companies (Disclosures of
Particulars in the Report of Board of Directors) Rules, 1988 regarding
conservation of energy, technology and foreign exchange is given in the
statement annexed hereto and forms part of this report.
PUBLIC DEPOSITS
During the period under review your, company has not accepted any
deposits from public pursuant to the provisions of section 58-A of the
companies Act, 1956.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of section 217 (2AA) of the Companies
Act, 1956 the Directors confirm that:
i) In the preparation of the annual Financial Statements, the
applicable accounting standards have mainly been followed along with
proper explanation relating to the material departures.
ii) Such accounting policies, judgments and estimates are applied
consistently 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 Profits of company for that period.
iii) Proper and sufficient care has been taken 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.
iv) The annual accounts have been prepared on a going concern basis.
CORPORATE GOVERNANCE
Your company has taken adequate steps to ensure compliance with the
provisions of corporate governance as prescribed under the listing
agreement with the stock exchanges.
A separate report on corporate governance is enclosed as part of the
annual report.
MANAGEMENT DISCUSSION & ANALYSIS REPORT
The Management Discussion and Analysis of financial conditions and
results of operation of the Company for the year under review is
attached to this Report.
AUDITORS
The statutory auditors of the company, M/s S.C. Vasudeva & Co.,
Chartered Accountants, Ludhiana (Firm registration No. 000235N),retire
at the ensuing Annual General Meeting and has confirmed their
eligibility and willingness to accept office, if re-appointment. The
Audit committee and the Board of Directors recommends the
re-appointment of M/s S.C. Vasudeva & Co., Chartered Accountants, as
the auditors of the company untill the conclusion of 36th Annual
General Meeting..
M/s S.C. Vasudeva & Co., have provided necessary certificate under
section 139(1) read with section 141 of the Companies Act, 2013.
AUDITORS REPORT
The comments and observations of the auditors and the relevant notes on
the accounts are self-explanatory and therefore do not call for any
further comments.
COST AUDITORS
M/s R.C.AGARWAL & ASSOCIATES, Ludhiana, Cost Auditors (Firm
Registration No. 101434) were appointed as cost auditors of the company
for the financial year 2013-14. Further the board of directors has
reappointed them as cost auditors for the financial year 2014-15.
SECRETARIAL AUDITORS
The Board of directors of your company has appointed M/s Reecha Goel &
Associates, Practicing company secretaries, as Secretarial Auditor
pursuant to the provisions of section 204 of the Companies Act ,2013
for the financial year 2014-15.
INDUSTRIAL RELATIONS
Industrial relations continued to remain cordial throughout the year
and the Directors express their appreciation towards the workmen for
their co-operation and hope for continued cordial relations in the
years to come.
LISTING OF SHARES
The equity shares of the company are listed on 1. Ludhiana Stock
Exchange Limited, Ludhiana 2. Delhi Stock Exchange Limited, New Delhi.
3. Bombay Stock Exchange Ltd; Mumbai 4. Vadodara Stock Exchange
Limited, Vadodara.
DIRECTORATE
As per the provisions of the section 152 of Companies Act, 2013 and in
accordance with the Articles of Association, Mr. Vinod Gossa in,
Director of the company, is liable to retire by rotation and being
eligible, offers himself for re-appointment.
Mr. Krishan Chand Gupta, Managing Director of the company and who has
attained the age of seventy years and whose term is going to expire on
30.09.2014 is proposed to be re-appointed by Nomination and
Remuneration Committee of the Board as Managing Director of the company
for a further period of 5 years w.e.f. 01.10.2014 at a remuneration of
Rs. 2,50,000/- per month.
Mr. Deepak Gupta was re-appointed subject to approval of members as
Wholetime Director of the company w.e.f. 05.08.2014 for a period of 5
years at a monthly remuneration of Rs. 1,50,000/- on the
recommendations of the Nomination and Remuneration Committee of the
Board. The necessary resolution for his re-appointment is placed in the
notice of ensuing Annual General Meeting.
As per the provisions of the Section 149 (4) every listed public
company shall have at least one third of the total number of Directors
as Independent Directors. In terms of Section 149 (10) of the Companies
Act, 2013, an Independent Director shall hold office for a term up to
five consecutive years on the Board of a Company but shall be eligible
for reappointment on passing of a special resolution by the company for
a further period of upto five years. Further, in terms of Clause 49, it
is provided that a person who has already served as an independent
director for five years or more in a company as on October 1, 2014
shall be eligible for appointment, on completion of his present term,
for one more term of up to five years only. In accordance with this
requirement of the Act read with relevant rules and Clause 49, current
Independent Directors Mr. Gulshan Wadhwa, Mr. Ashok Kumar Gupta and Mr.
Arun Goyal are proposed to be appointed as Independent Directors for a
term of 5 years not being liable to retire by rotation. The Board
recommends that the proposed resolution relating to appointment of
Independent Directors be approved.
Kartar Singh Arora resigned w.e.f. 20.07.2013 and Naresh Batra resigned
w.e.f. 30.03.2014
PARTICULARS OF EMPLOYEES
None of the employee is in receipt of emoluments in excess of the
limits prescribed under the Companies ( Particulars of Employees )
Rules, 1975.
ACKNOWLEDGEMENTS
The board expresses its appreciation for the valuable assistance,
co-operation and support received from Company''s Bankers, Central and
State Government Authorities and Shareholders.
Place : Ludhiana By Order of the Board
Dated : 30.08.2014 For Mukesh Steels Limited
(Krishan Chand Gupta)
Managing Director
DIN N0.00057030
Mar 31, 2010
The Directors have pleasure in presenting the 29th Annual Report on the
Business and Operations of your Company together with the audited
accounts for the year ended 31s! March, 2010.
The Financial Highlights
The financial performance of your company for the year ended 31st
March, 2010 is summarized as below:
(Rs. In Lakhs)
Particular 2009-2010 2008-2009
Sales 5249.19 7112.98
Other Revenues 83 00 35.53
Total Revenues 5332.19 7148.51
Profit before Depreciation and
Tax 60.33 50.83
Less: Provision for
Depreciation 14.53 14.48
Less: Provision for Current
Tax 12.76 15.06
Deferred
Tax 0.27 0.80
Deferred Tax
Adjustments - -
Fringe Benefit
Tax - 0.69
Income Tax For Earlier Years - -
Profit (Loss) after
Tax 32.77 19.80
Add Balance B/F from Previous
Year 376.33 356.53
Balance earried toBalance Sheet 409.10 376.33
Results of Operations
During the year under review, your company recorded total revenues of
Rs.5332.19 Lacs comprising of other revenues of Rs. 83.00 Lacs as
compared to Rs.7148.51 Lacs in the previous financial year. The profits
after tax for the year under review increased to Rs.32.77 Lacs as
against Rs. 19.80 Lacs in the previous year registering a growth of
65.51 %.
Performance Review
The detailed analysis of the operating performance of the Company for
the year, the state of affairs and the key changes in the operating
environment has been included in the "Management Discussion and
Analysis Section" which forms a part of the Annual Report.
Dividend
Keeping in view overall performance and future expansion in order to
meet competition, your directors have decided not to recommend any
dividend for the year under review.
Directorate
In accordance with the provisions of Article 41(iii) of the Articles of
Association of the company, Shri Naresh Batra and Shri. Ashok Kumar
Gupta, Directors shall retire by rotation at the ensuing Annual General
Meeting of your company and, being eligible, offer themselves for
re-election.
Directors Responsibility Statement
As required under Section 217(2AA) of the Companies Act, 1956 your
Directors confirm that:
a) In the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
b) The Directors had selected such accounting policies and applied them
consistently and made 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 2009-10 and of the profit
of the company for that period;
c) 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 safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities; and
d) The Directors had prepared the Annual Accounts on a going concern
basis.
No Default
The Company has not defaulted in payment of interest and/or repayment
of loans to any of the financial institutions ancor banks during the
year under review,
Auditors
The Statutory Auditors M/s S.C. Vasudeva & Co., Chartered Accountants,
retire at the conclusion of the forthcoming Annual General Meeting and
eligible for re-appointment. They have furnished a certificate, to the
effect that their re-appointment, if made, will be in accordance with
the provisions of Section 224 (1B) of the Companies Act, 1956.
Auditors Report
The Auditors Report on the Accounts of the Company for the financial
year ended 31st March, 2010 is enclosed as annexure thereto
Regarding Charging of Depreciation on Plant and Machinery of Furnace
Plant as Continuous Process Plant, the Company has charged the
depreciation as Continuous process Plant because if the division is
shut down then it results into significant energy loss and also Company
has to incur significant cost for starting the production. Hence, as
per Schedule XIV of the Companies Act, the Company can charge
depreciation on such assets as Continuous Process Plant.
Regarding purchase of finished goods from a firm in which directors are
interested, the company has purchase the goods at the prevailing market
rate.
Listing
The securities of the company are listed at Ludhiana, Delhi, Bombay and
Vadodara Stock Exchange. The company has complied with all the relevant
listing requirements.
Employees Particulars
During the year under review, no person employed by the Company
received a remuneration of more than Rs.200000/- per month or
Rs.2400000/- per annum, pursuant to the provisions of section 217(2A)
of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975.
Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo
A statement giving details of conservation of energy, technology
absorption, foreign exchange earnings and outgo, in accordance with
Section 217(1)(e) of the Companies Act, 1956, read with the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, is given as Annexure hereto and forms part of this report.
Corporate Governance
Certificate received from the Auditors of the Company regarding
compliance of Corporate Governance guidelines of SEBI as required under
Listing Agreement is enclosed as Annexure hereto forming part of this
report.
Industrial Relations
Industrial relations continued to remain cordial throughout the year
and the Directors express their appreciation towards the workmen for
their co-operation and hope for continued cordial relations in the
years to come.
Acknowledgement
The Directors are grateful and pleased to place on record their
appreciation for the excellent support and cooperation extended by the
valuable Shareholders, Bankers, Statutory Auditors, Financial
Institutions, Customers, Dealers, Vendors and Society at large. We wish
to place on record our appreciation for the untiring efforts and
contributions made by the Employees at all the levels to ensure that
the company continues to grow and excel and looks forward for their
continued support in future too.
For And On Behalf of the Board
PLACE: LUDHINA Krishan Chand Gupta
DATE: 03.09 2010 Chairman
Mar 31, 2009
The Directors present this Twenty Eighth Report on the Business and
Operations of the Company and the Financial Accounts for the year ended
31st March, 2009.
I. The Financial Highlights
Rs. In Lakh
2008-2009 2007-2008
Sales 7112.98 6069.65
Other Revenues. 35.53 46.28
Total Revenues 7148.51 6115.93
Profit before Depreciation and Tax 50.83 151.96
Less: Provision for Depreciation 214.48 3.59
Less: Provision for Current Tax 15.06 42.40
Deferred Tax .79 3/32
Deferred Tax Adjustments -- --
Fringe Benefit Tax 0.69 0.69
Income Tax For Earlier Years -- --
"Profii (Loss)" after Tax 19.80 91.96
Add: Balance B/F from Previous Year 356.53 265.35
Balance carried to Balance Sheet 376.32 356.53
2. Operations
During the year under review, your company recorded total revenues of
Rs.7148.51 Lacs comprising of other revenues of Rs. 35.53 Lacs. Due to
recession and heavy fluctuation in the Steel price, the Profit after
Tax reported by the Company for the financial year 2008-2009 decreased
to 19.80 Lacs as compared to Rs.91.17 Lacs.
3. Rights Issue
The company has utilized funds of Right Issue for its Working Capital
needs.
4. Dividend
Tor the purpose of future expansions your directors had not recommended
any dividend.
5. Directorate
In accordance with the provisions of" Article 4l(iii) of the Articles
of Association of the company. Shri Deepak Gupta and Shri.Arun Goyal,
Directors shall retire by rotation at the Annual General Meeting of
your company and, being eligible, offer themselves for re-election.
6. Directors Responsibility Statement
As required under Section 217(2AA) of the Companies Act, 1956 your
Directors confirm that:
a) In the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
b) The Directors had selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the . stole of affairs
of the company at the end of the financial year 2008-09 and of the
profit of the company for that period;
c) 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 safegaurding the assets of
the company and for preventing and detecting fraud and other
irregularities; and
d) The Directors had prepared the Annual Accounts on a going concern
basis.
7. Auditors
The Statutory Auditors M/S S.C Vasudeva & Co., Chartered Accountants,
retire at the conclusion of the forthcoming Annual General Meeting and
eligible for re-appointment. They have furnished a certificate, to the
effect that their re-appointment, if made, will be in accordance with
the provisions of Section 224 (1B) of the Companies Act, 1956.
8. Auditors Report
The comment of the Auditors have been dealt within the Notes on
Accounts forming part of balance Sheet which are self explanatory and
requires no comments.
Regarding Charging of Depreciation on Plant and Machinery of Furnace
Plain as Continuous Process Plant, the Company has charged the
depreciation as Continuous process Plant because if the division is
shut down then it results into significant energy loss and also Company
has to incur significant cost for starting the production. Hence, as
per Schedule XIV of the Companies Act. the Company can charge
depreciation on such assets as Continuous Process Plant,
9. Listing
The securities of the company are listed at Ludhiana, Delhi, Bombay and
Vadodara .Stock Exchange. The company has complied with all the
relevant listing requirements.
10. Employees Particulars
Duimg the year under review, no person employed by the Company
received a remuneration of more than Rs.200000/- per month or
Rs.2400000/- per annum, as the ease may be. Accordingly, the Statement
of Particulars of Employees pursuant to the provisions of section
217(2A) of the Companies Act. 1956. is not applicable
11. Public Deposits
Your company has not accepted any deposits in the financial year ending
3 1s1 March, 2009 and as such, no amount of principal or interest was
outstanding on the date of Balance Sheet.
STATUTORY INFORMATION
A. As regard disclosure under Section 217(l)(e) of the Companies Act.
1956 read with the Companies(Disclosure oãparliculars in the report of
Board of Directors) Rules, 1988 a statement showing particulars of
conservation of energy, technology, absorption and foreign exchange
earnings and outgo is annexed hereto as Annexure-1 forming part of this
report.
15. Management Discussion and Analysis Report, as required under
Listing Agreement is enclosed as Annexure-II forming part of this
report.
C. Certificate received from the .Auditors of the Company regarding
compliance of Corporate Governance guidelines of SEBI as required under
Listing Agreement is enclosed as Annexure-III forming part of this
report.
D. Declaration affirming compliance with the code of conduct pursuant
to clause 49 of the Listing Agreement is enclosed as Annexure IV
forming part of this report.
PARTICULARS AS REQUIRED UNDER SECTION 217(1) (e)
As regard disclosure under Section 217(l)(e) of the Companies Act, 1956
read with the Companies(Disclosure of particulars in the report of
Board of Directors) Rules, 1988 a statement showing particulars of
conservation of energy, technology, absorption and foreign exchange
earnings and outgo is annexed hereto and forms part of this report.
INDUSTRIAL RELATIONS
Industrial relations continued to remain cordial throughout the year
and the Directors express their appreciation towards the workmen for
their co-operation and hope for continued cordial relations in The
years to come.
12. Acknowledgement
Your Director-; acknowledge with deep sense of appreciation the
co-operation received from the shareholders, bankers, statutory
auditors and financial institutions. We wish to place on record our
appreciation for the untiring efforts and contributions made by at all
levels to ensure That" the company continues to grow and excel.
PLACE: LUDHIANA For And On Behalfof (he Board
DATE: 03.09.2009 For Mukesh Steels Limited
Sd/- (Krishnan Chand Gupta) Chairman
Managing Director
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