Home  »  Company  »  Narbada Gems & Jewel  »  Quotes  »  Directors Report
Enter the first few characters of Company and click 'Go'

Directors Report of Narbada Gems & Jewellery Ltd.

Mar 31, 2014

Dear Members

The Directors have pleasure to present the Twenty Second Annual Report of the Company together with the Audited Accounts of Your Company for the year ended 31st March, 2014.

FINANCIAL RESULTS

Your Company''s performance during the year 2013-2014 is summarized below:

(Rs. in Lakhs)

Particulars 2013-14 2012-13

Sales 1615.72 884.32

Other Income 0.00 2.10

Total Income (1 2) 1615.72 886.42

Expenditure 1561.80 835.59

Profit before Tax 53.92 50.83

Tax Expense 10.56 10.17

Profit after Tax 43.36 40.66

Earnings Per Share 0.80 0.75

BUSINESS REVIEW

Your Directors wish to inform you that despite volatile regulatory environment and inflationary pressure, your Company continues to grow strongly. For the financial year ended 31st March, 2014, your Company earned a turnover of Rs. 1615.72 Lakhs as against the turnover of the previous year of Rs. 884.32 Lakhs. This is due to rise in the demand tor the Company''s products in the market.

The Company plans to diversify its product line by penetrating the field of manufacturing diamond jewellery which has shown a steady upward trend in the past few years. The promoters of the Company have rich knowledge and experience in this sector, supported by a specialized workforce to carry on the manufacturing of diamond jewellery. For this purpose, the Company wishes to set-up a separate manufacturing unit.

DIVIDEND:

Due to inadequate profits and in order to conserve resources for expanding the business, your Directors have opined to not recommend any dividend for the year 2013 - 14.

DIRECTORS

Shri Ritesh Kumar Sanghi and Shri Vinod Agarwal retire by rotation at the ensuing Annual General Meeting and being eligible offers themselves for re-appointment. Their respective profiles are given elsewhere in the report. Your Directors recommend their re-appointment.

Smt. Bhavna Sanghi was appointed as Additional Director on the Board of the Company whose term expires at the ensuing Annual General Meeting. The Board recommends her appointment as a Minority Women Director on the Board of the Company, liable to retire by rotation.

FIXED DEPOSITS

Your Company has not accepted any fixed deposits from public during the year.

AUDITORS

M/s. Venugopal & Chenoy, Chartered Accountants, the present statutory auditors of the Company hold office until the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment. The comments made by the Auditors in their report, if any, have been dealt with in the Notes on Accounts and do not require further comments from Board of Directors.

In accordance with the Companies (Audit & Auditors) Rules, 2014, they are eligible for appointment for next Six years, to be ratified every year, as they have been the Auditors since 2007. The Board recommends their re-appointment.

DIRECTOR''S RESPONSIBILITY STATEMENT:

The Directors confirm:

(i) that in the preparation of the Annual Accounts for the year ended on 31st March 2014, the applicable accounting standards have been followed and that no material departures have been made from the same;

(ii) that 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 31st March 2014 and of the profit for that period;

(iii) that 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;

(iv) that the Directors have prepared the annual accounts for the year ended on 31st March 2014 ongoing concern basis.

INDUSTRIAL AND PERSONNEL RELATIONS:

The relationship between the management and the staff continued to be cordial.

PARTICULARS OF EMPLOYEES:

In pursuance of the provisions of Section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975, as amended, the Directors are to report that no employee was in receipt of emoluments as provided in the said Section.

ADDITIONAL INFORMATION AS REQUIRED U/S 217 (1)(e) OF THE COMPANIES ACT, 1956:

The statement giving particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under 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 attached to the report.

LISTING:

The shares of your Company are listed on the Bombay Stock Exchange Limited. Madras Stock Exchange Limited and the Delhi Stock Exchange Association Limited. The Company has duly complied with all the applicable provisions of the Listing Agreement. Madras Stock Exchange Limited has informed that the Exchange is closing soon as no trading is being carried on.

SUBSIDIARIES:

There are no subsidiaries to the Company as on date of the report.

CODE OF CONDUCT

The Company has adopted a uniform Code of Conduct for Directors and Senior Management Personnel to ensure ethical standards and further compliance to such standards. The object of the code is to conduct the Company''s business ethically with responsibility, integrity, fairness, transparency and honesty. The code of conduct of the Company is published on the website of the Company.

INSURANCE

The properties and assets of your Company are adequately insured.

CORPORATE GOVERNANCE CODE:

The code of Corporate Governance promulgated by Securities and Exchange Board of India is being implemented by your Company on a continuous basis. The Code of Corporate Governance as per Clause 49 of the Listing Agreement is attached herewith. The Compliance Certificate on Corporate Governance received from the Statutory Auditors is also given as an Annexure to this report.

ACKNOWLEDGEMENT

Your Directors take this opportunity to express their gratitude for the assistance and co-operation extended by Government Authorities, Bankers and other business associates along with our esteemed Shareholders and employees.

Dated: 25.08.2014 Place: 3-6-290/18, 1st Floor, Sadana Building, Hyderguda, Hyderabad - 500029

For and on behalf of Board of Directors

(Sanjay Kumar Sanghi) (Ritesh Kumar Sanghi) Managing Director Director DIN: 00629693 DIN: 00628033 Address: 8-2-686/DR/7 Address: 8-2-686/DR/7, Road No. 12, Banjara Road No. 12, Banjara Hills. Hyderabad 500034 Hills, Hyderabad, 500034


Mar 31, 2010

The Directors have pleasure to present the Eighteenth Annual Report of the Company together with the Audited

Accounts of Your Company for the year ended 31st March, 2010.

FINANCIAL RESULTS

Your Companys performance during the year 2009-2010 is summarized below:

(Rs. in lakhs)

S.No Particulars 2009-10 2008-09

1. Sales 217.53 222.27

2Other Income 14.45 -

aStock in hands 12.95 -

4Total Income (1+2+3) 245.03 222.27

5Expenditure 233.63 212.11

6 Profit / Loss Accounts before depreciation and

Misc. Exp. Written off (4-5) 11.40 10.16

7 Depreciation 0 0

8 Misc. Expenditure written off 0 0.02

9 Net Profit 11.40 10.13

10 Earning Per Share 0.21 0.18

BUSINESS REVIEW

Your Company experienced a small decline in sales in the current year to Rs. 217.53 lakhs compared to last year sales of Rs. 222.27 lakhs. The demand for jewellery and gems has not been able to pick up alongside the start of recovery of markets after the recessionary phase. The fears of slow growth of American and European economies have brought the respective currency values down and consequently the prices of Gold and Silver have witnessed quantum jump which has resulted in lower sales for the Company. The Company witnesses demand from HNIs who are now buying bullion to offset the loss on other investments. On the other hand, the decline in disposable incomes of large base of customers and due to increase in high purchasing cost, the savings of middle class has drastically declined, which resulted in the low demand for jewellery. Even after testing market conditions and high administrative costs, the Company has maintained profit of Rs.11.40 lakhs against Rs. 10.16 lakhs in the previous year due to various austerity measures implemented.

DIVIDEND:

Due to inadequate profits and in order to conserve resources for expanding the business, Your Directors have opined to not recommend any dividend for the year 2009-10.

FUTURE OUTLOOK

The Company had planned to launch few brands to position itself into various customer segments which could not take off due to pressing market conditions. However, since the world economies are on recovery path, the future looks optimistic and therefore the Company has tied up with a major jewellery manufacturing company for exclusive Distribution network in Andhra Pradesh.. The Company has used the time to build up a strategy to give a boost to exports which were started last year and a customer base was made.

The Company has perceived the need for own manufacturing facilities and therefore is planning to create a strategic alliance for the purpose in near future for a precious stone jewellery This will enable the Company to launch its own brands and penetrate the markets far and deep and this in turn would entail into building a Branil Value and visibility. The Promoters are committed to take the Company to cross Rs. 10 crores turnover in yejr ending March, 2011. ?

DIRECTORS

Shri. Ritesh Kumar Sanghi and Shri V.K Agarwal retire by rotation at the ensuing Annual General Meeting and being eligible offers themselves for re-appointment. Their respective profiles are given elsewhere in the report. Your Directors recommend their re-appointment.

FIXED DEPOSIT

Your Company has not accepted any fixed deposits from public during the year.

AUDITORS:

M/s. Venugopal & Chenoy, Chartered Accountants,, the present statutory auditors of the Company hold office until the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment. The Company has received confirmation from them to the effect that their appointment, if made, would be within the prescribed limits under Section 224 (1B) of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT:

The Directors confirm:

(i) that in the preparation of the Annual Accounts for the year ended on 31st March 2010, the applicable accounting standards have been followed and that no material departures have been made from the same;

(ii) that 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 31s March 2010 and of the loss for that period;

(iii) that 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;

(iv) that the Directors have prepared the annual accounts for the year ended on 31st March 2010, ongoing concern basis.

INDUSTRIAL AND PERSONNEL RELATIONS:

The relationship between the management and the staff continued to be cordial.

PARTICULARS OF EMPLOYEES:

In pursuance of the provisions of Section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975, as amended, the Directors are to report that no employee was in receipt of emoluments as provided in the said Section.

ADDITIONAL INFORMATION AS REQUIRED U/S 217 (1) (e) OF THE COMPANIES ACT. 1956:

The statement giving particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under 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 attached to the report.

CORPORATE GOVERNANCE

The Corporate Governance and Management Discussion Analysis Report are annexed hereto as Annexure - 2 & 3 respectively and they form part of Director Report

ACKNOWLEDGEMENT

Your Directors express their appreciation for the support received from the Banks, Government Authorities, Customers, Vendors and Shareholder.

For and on behalf of the Board of Directors

Sd/- Sd/-

Place: Hyderabad (Sanjay Kumar Sanghi) (Ritesh Kumar Sanghi)

Date: 04.09.2010 Managing Director Director



 
Subscribe now to get personal finance updates in your inbox!