Mar 31, 2014
The Members,
Raj Irrigation Pipes & Fittings Ltd.
The Directors present the 29th Annual Report of the Company along with
Audited Statement of Accounts for the year ended 31st March, 2014.
The last financial year of the Company ended on 30th September 2012.
But considering the new provisions in the New Companies Act 2013 under
section 2(41) mandating all companies to keep the financial year as the
period ending on the 31st day of March every year and to bring our
company''s financial year at par with other companies and to comply
provisions of newly enacted Companies Act, 2013, Company had approached
Registrar of Companies, Maharashtra, Mumbai to grant extension of
financial year till 31st March 2014 and to hold AGM beyond the
statutory period stipulated by the old Companies Act 1956.
Registrar of Companies approved Company''s application for extension of
Financial Year and Extension of Annual General Meeting vide its order
dated 10/12/2013 & 3/01/2014 respectively.
1. FINANCIAL RESULTS
(Rs. in lakhs)
Period ended Year ended
Particulars 31.03.2014 30.09.2012
Sales and Other Income 0 0
Administrative Expenses 9.10 10.19
Profit/(Loss) (6.62) (10.19)
Add : Prior Period Expenses 0 0
Add : Balance of Loss brought forward
from previous year (1111.16) (1101.41)
Balance Carried Forward (1118.22) (1111.61)
2. OPERATIONS
The Company had trading operation during the period of 18 months.
Although company has generated revenue from operations, but due to
administrative expenses the Company incurred a net loss of Rs 26.78
lakhs. The Company is trying to revive its business and is in the
process of crystallizing its future plans. The Management is taking its
efforts in this regard.
3. DIVIDEND
In the event of the losses during the current financial year your
Directors are unable to recommend any dividend.
4. STATUS OF BIFR REFERENCE/ SALES TAX MATTER
The Company was declared a sick Company under SICA by the BIFR on
29.05.2002. The Hon''ble AAIFR, New Delhi had remanded the matter to
BIFR by its order dated 5th May,2008 directing the Company to submit an
OTS based rehabilitation scheme before BIFR. In its order dated
15.3.2010 the BIFR noted that as the secured creditors have taken
action under section 13(4) of the SARFESI Act the reference of the
Company stands abated under section 15(1) of the SICA.
The land, building, plant and machinery, electricals, mould & dies etc
of the two manufacturing units at Nagpur and Goa have been taken over /
disposed off to pay off one time settlement amounts to Secured
Creditors, Bank of India and MSFC. Therefore presently there is no
production/sale and there are no employees. There is a contingent
liability of Rs.481,82,660 arising out of assessments of Sales Tax
Department, Nagpur as the department has charged Sales Tax on
intermediate product manufactured and sold during the Exemption period
ending on 14.09.1991. These demands have been contested by the Company
and stay has been granted by Appellate Authorities. Later, the
Sponsoring Authority District Industries Center, Nagpur recommended to
the Sales Tax Department that the exemption be granted to the
Intermediate Products. However the Sales Tax Department, Nagpur
rejected the recommendation and even disregarded the advice of Joint
Commissioner Sales Tax (HQ) Mumbai to amend the Exemption Certificate.
The Company has filed appeal against this rejection before the Sales
Tax Tribunal. As stated earlier, the appeals are also pending before
the Appellate Authorities. For one of the assessment years, the matter
has been referred to the Higher Bench of the Tribunal. The Higher Bench
has remanded the matter back to the Bench for proper order. The Company
is hopeful to succeed in the Appeals.
5. CORPORATE GOVERNANCE IS ENCLOSED AS ANNEXURE TO THIS REPORT
Reports on Corporate Governance and Management Discussions & Analysis
are annexed and form part of this report. Also Certificate on
Compliance of Corporate Governance issued by M/s D.S. Momaya & Co.,
Company Secretaries is annexed to the report.
6. REMUNERATION
The particular of Employees as required under Section 217(2A) of the
Companies Act, 1956, is not applicable as the Company does not have any
employee.
7. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, RESEARCH AND
DEVELOPMENT
The particulars as required under the provisions of Section 217(1)(e)
of the Companies Act, 1956 in respect of conservation of energy and
technology absorption are not required to be furnished considering the
fact that the Company has sold its plants and not carrying on any
manufacturing activity.
8. FOREIGN EXCHANGE EARNING AND OUTGO
The Company has not earned any foreign exchange during the year under
review. The Company has not spent any amount in foreign exchange.
9. DIRECTORS :
Further, to bring Board of Directors of the Company in compliance with
the new provisions of Companies Act, 2013, the Board has been
restructured in the meeting of Board of Directors held on 25th April
2014 wherein Mr. Santosh Kamankar , Mr. Vaibhav Malsane and Mr Vikas
Malekar have been re- appointed as the Independent Directors of the
Company for the period of five years and Mr. Vishnudayal Sarda has
been appointed as Chief Executive Officer as Whole time Key Managerial
Personnel and Mr. Damodarlal Ladha has been appointed as Chief
Financial Officer & Managing Director as Whole time Key Managerial
Personnel. The Board recommends their reappointment.
During the year, Mr. Sharad Vishnudutta Sharma ceased to be the
Director of Company due to his sad demise and your Directors express
condolence over the same.
10. DIRECTORS'' RESPONSIBILITY STATEMENT
Your Directors hereby declare:
i) That in preparation of the annual accounts, the applicable
accounting standards has been followed.
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 end of the financial year under review
and for the profit or loss of the Company for that period;
iii) That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities.
iv) That the directors had prepared the annual accounts on a going
concern basis.
11. FIXED DEPOSITS:
Your Company has not accepted Public Deposits within the meaning of
Section 58A of the Companies Act, 1956.
12. AUDITORS AND AUDITORS'' REPORT
M.G. Shouche & Co., who are the Statutory Auditors of the Company, hold
office until the conclusion of the Annual General Meeting. Auditors
remarks are self explanatory and Company is in continuous chase to
settle / disclaim all the liabilities which are disputed and pending in
the court of law and also is in process of appointing Internal Auditor
so as to establish internal control system in the Company.
Further, Your Directors propose appointment of M.G. Shouche & Co,
Chartered Accountants whose appointment as been duly approved by the
Audit Committee who shall hold office from the conclusion of this
meeting till the conclusion of the sixth annual general meeting, with
this meeting being counted
as the first meeting and will be subject to ratification in every
annual general meeting till the sixth such meeting by way of passing of
an ordinary resolution and to fix their remuneration.
Also a certificate under Rule 4 of the Companies (Audit and Auditors)
Rules, 2014 has been received from the Auditors to the effect that the
Auditor is eligible for appointment and is not disqualified for
appointment under the Act, the Chartered Accountants Act, 1949 and the
rules or regulations made there under and proposed appointment is
within the limits laid down by or under the authority of the Act.
13. APPRECIATION:
The Board of Directors wish to place on record their appreciation for
the co-operation and support of the Company''s Bankers, and all other
intermediaries concerned with the Company''s business.
Your directors sincerely thank all members for supporting us during the
difficult days. We look forward to your continued support and reiterate
that we are determined to ensure that the plans are successfully
implemented.
BY ORDER OF THE BOARD
Place : Mumbai
(Damodarlal Nandlal Ladha)
Date: 25th April 2014 Director
DIN:02071021
Sep 30, 2012
To. The Members,
The Directors present the 28th Annual Report of the Company along with
Audited Statement of Accounts for the year ended 30th September 20l2.
1. FINANCIAL RESULTS
(Rs. in lakhs)
Year ended Year ended
Particulars 30.09.2012 30.09.2011
Sales and Other Income 0 0
Administrative Expenses 10.19 8.26
Profit/(Loss) (10.19) (8.26)
Add: Prior Period Expenses 0 0
Add : Balance of Loss brought
forward from previous year (1093.14)
(1101.41)
Balance Carried Forward (1111.61) (1101.41)
2. OPERATIONS
The Company did not have any operations during the year. As such the
Company did not earn any income during the year. Due to administrative
expenses the Company incurred a net loss of Rs 10.19 lakhs.
The Company is trying to revive its business and is in the process of
crystallizing its future plans. The Management is taking its efforts
in this regard.
3. DIVIDEND
In the event of the losses during the current financial year your
Directors are unable to recommend any dividend.
4. STATUS OF BIFR REFERENCE/ SALES TAX MATTER
The Company was declared a sick Company under S1CA by the BIFR on
29.05.2002. The Humble AAIFR, New Delhi had remanded the matter to
BIFR by its order dated 5th May.2008 directing the Company to submit an
OTS based rehabilitation scheme before BIFR. In its order dated
15.3.2010 the BIFR noted that as the secured creditors have taken
action under section 13(4) of the SARFESI Act the reference of the
Company stands abated under section 15(1) of the SICA.
The land, building, plant and machinery, electrical. mould & dies etc
of the two manufacturing units at Nagpur and Goa have been taken over/
disposed off to pay off one time settlement amounts to Secured
Creditors. Bank of India and MSFC. Therefore presently there is no
production/sale and there are no employees. There is a contingent
liability of Rs.481.82.660 arising out of assessments of Sales Tax
Department, Nagpur as the department has charged Sales Tax on
intermediate product manufactured and sold during the Exemption period
ending on 14.09.1991. These demands have been contested by the Company
and stay has been granted by Appellate Authorities. Later, the
Sponsoring Authority District Industries Center, Nagpur recommended to
the Sales Tax Department that the exemption be granted to the
Intermediate Products. However the Sales Tax Department. Nagpur
rejected the recommendation and even disregarded the advice of 'Joint
Commissioner Sales Tax (HQ) Mumbai to amend the Exemption Certificate.
The Company has filed appeal against this rejection before the Sales
Tax Tribunal. As stated earlier, the appeals are also pending before
the Appellate Authorities. For one of the assessment years, the matter
has been referred to the Higher Bench of the Tribunal. The Higher Bench
has remanded the matter back to the Bench for proper order. The
Company is hopeful to succeed in the Appeals.
5. CORPORATE GOVERNANCE IS ENCLOSED AS ANNEXURE TO THIS REPORT.
Reports on Corporate Governance and Management Discussions & Analysis
are annexed and form part of this report. Also Certificate on
Compliance of Corporate Governance issued by M/s D.S. Momaya & Co.,
Company Secretaries is annexed to the report.
6. PARTICULARS OF EMPLOYEES
The particulars of Employees as required under Section 217(2A) of the
Companies Act, 1 956, is not applicable as the Company does not have
any employee.
7. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION, RESEARCH AND
DEVELOPMENT
The particulars as required under the provisions of Section 217(l)(e)
of the Companies Act, 1956 in respect of conservation of energy and
technology absorption are not required to be furnished considering the
fact that the Company has sold its plants and not carrying on any
manufacturing activity.
8. FOREIGN EXCHANGE EARNING AND OUTGO
The Company has not earned any foreign exchange during the year under
review. The Company has not spent any amount in foreign exchange.
9. DIRECTORS
In accordance with the provisions of the Companies ActJ956, and the
Articles of Association of the Company, Mr. Damodarlal Nandlal Ladha
retires by rotation and is eligible for reappointment. The Board
recommends his reappointment.
During the year, Mr. Santosh Kamankar, Mr. Vaibhav Malsane and Mr.
Vikas Malekar were inducted as Additional Directors of the Company
under Section 260 of the Companies Act, 1956 who hold office only up to
the date of forthcoming Annual General Meeting. The Company has
received notices from some of the shareholders of the Company proposing
their candidature for the post of Directors. Your Directors commend
their re-appointment as the Directors of the Company liable to retire
by rotation.
10. DIRECTORS' RESPONSIBILITY STATEMENT
Your Directors hereby declare:
i) That in preparation of the annual accounts, the applicable
accounting standards have been followed.
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 end of the financial year under review
and for the profit or loss of the Company for that period;
iii) That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records m 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 had prepared the annual accounts on a going
concern basis.
11. FIXED DEPOSITS:
Your Company has not accepted Public Deposits within the meaning of
Section 58A of the Companies Act, 1956.
12. AUDITORS AND AUDITORS' REPORT
The Auditors M/s. Bhuchar & Chandak. Chartered Accountants, have
expressed their inability to continue as the Auditors of this company
and their term expires at the end of this Annual General Meeting.
Further, M/s. M G Shouche Chartered Accountants, have expressed their
willingness to act as the Statutory Auditors of the company and Company
has received a certificate from them stating that their re-appointment
will be within the limit prescribed under Section 224(1 B) of the
Companies Act.
The notes to the accounts referred to in the Auditors' Report are self
explanatory and therefore, do not call for any further comments.
13. APPRECIATION:
The Board of Directors wish to place on record their appreciation for
the co-operation and support of the Company's Bankers, and all other
intermediaries concerned with the Company's business.
Your directors sincerely thank all members for supporting us during the
difficult days. We look forward to your continued support and reiterate
that we are determined to ensure that the plans are successfully
implemented.
BY ORDER OF THE BOARD
Place : Mumbai. ( V. D. SARDA )
Date : 31st October, 2012 DIRECTOR
Sep 30, 2011
The Directors present the 27th Annual Report of the Company along with
Audited Statement of Accounts for the year ended 30th September,2011.
1. FINANCIAL RESULTS
(Rs. in lakhs)
Year ended Year ended
Particulars 30.09.2011 30.09.2010
Sales and Other Income 0 0
Administrative Expenses 8.26 9.16
Profit/(Loss) (8.26) (9.16)
Add : Prior Period Expenses 0 0
Add : Balance of Loss brought
forward from previous year (1093.14) (1083.99)
Balance Carried Forward (1101.41) (1093.15)
2. OPERATIONS
The Company does not have any manufacturing plants as its plant at
Nagpur and Goa were taken over / sold in earlier years. The company did
not have any operations during the year. As such the company did not
earn any income during the year. Due to administrative expenses the
company incurred a net loss of Rs 8.26 lakhs.
The Company is yet to crystallize and tie up its future plans. The
Management is seized with this matter and taking steps in this regard.
3. DIVIDEND
The Directors are unable to recommend any dividend.
4. STATUS OF BIFR REFERENCE/ SALES TAX MATTER
The company was declared a sick Company under SICA by the BIFR on
29.05.2002. The hon'ble AAIFR, New Delhi had remanded the matter to
BIFR by its order dated 5th May,2008 directing the Company to submit on
OTS based rehabilitation scheme before BIFR. In its order dated
15.3.2010 the BIFR noted that as the secured creditors have taken
action under section 13(4) of the SARFESI Act the reference of the
Company stands abated under section 15(1) of the SICA.
The land, building, plant and machinery, electrical, mould & dies etc
of the two manufacturing units at Nagpur and Goa have been taken over /
disposed off to pay off one time settlement amounts to Secured
Creditors, Bank of India and MSFC. Therefore presently there is no
production/sale and there are no employees. There is a contingent
liability of Rs.481,82,660 arising out of assessments of Sales Tax
Department, Nagpur as the department has charged Sales Tax on
intermediate product manufactured and sold during the Exemption period
ending on 14.09.1991. These demands have been contested by the Company
and stay has been granted by Appellate Authorities. Later, the
Sponsoring Authority District Industries Center, Nagpur recommended to
the Sales Tax Department that the exemption be granted to the
Intermediate Products. However the Sales Tax Department, Nagpur
rejected the recommendation and even disregarded the advice of Joint
Commissioner Sales Tax (HQ) Mumbai to amend the Exemption Certificate.
The Company has filed appeal against this rejection before the Sales
Tax Tribunal. As stated earlier, the appeals are also pending before
the Appellate Authorities. For one of the assessment years, the matter
has been referred to the Higher Bench of the Tribunal. The company is
hopeful to succeed in the Appeals.
5. Corporate Governance is enclosed as Annexure to this report.
6. PARTICULARS OF EMPLOYEES
The particulars of Employees as required under Section 217(2A) of the
Companies Act, 1956, is not applicable as the company does not have any
employee.
7. CONSERVATION OF ENERGY
The Company has sold its plants and therefore information on
conservation of energy is not applicable.
8. TECHNOLOGY ABSORPTION, RESEARCH AND DEVELOPMENT
Not applicable as the Company has sold its plants.
9. FOREIGN EXCHANGE EARNING AND OUTGO
The company has not earned any foreign exchange during the year under
review. The Company has not spent any amount in foreign exchange.
10. DIRECTORS
In accordance with the provisions of the Companies Act,1956, and the
Articles of Association of the Company, Shri V. D. Sarda retires by
rotation and is eligible for reappointment. The Board recommends his
reappointment.
11. DIRECTOR'S RESPONSIBILITY STATEMENT
Your Directors hereby declare:
i) That in preparation of the annual accounts, the applicable
accounting standards have been followed.
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 end of the financial year under review
and for the profit or loss of the company for that period;
iii) That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act,1956 for safeguarding the assets of the
company and for preventing and detecting fraud and other
irregularities.
iv) That the directors had prepared the annual accounts on a going
concern basis.
12. AUDITORS AND AUDITORS' REPORT
M/s. Bhuchar & Chandak, Auditors of the Company, retire and are
eligible for reappointment. The company has received letter from them
to the effect that their reappointment, if made, would be within the
prescribed limits under section 224 (1-B) of the Companies Act,1956.
The notes to the accounts referred to in the Auditors' Report are self
explanatory and therefore, do not call for any further comments.
BY ORDER OF THE BOARD
Place : Mumbai. (V. D. SARDA)
Date : 29th November,2011 DIRECTOR
Sep 30, 2010
The Directors present the 26th Annual Report of the Company along with
Audited Statement of Accounts for the year ended 30th September, 2010.
1. FINANCIAL RESULTS
(Rs. in lakhs)
Year ended Year ended
Particulars 30.09.2010 30.09.2009
Sales and Other Income 0 1.71
Administrative expenses 9.16 7.65
Net Profit/(Loss) (9.16) (5.94)
Add : Prior Period Expenses 0 1.66
Add : Balance of Loss brought
forward from previous year (1083.99) (1076.39)
Balance Carried Forward (1093.15) (1083.99)
2. OPERATIONS
Having sold its manufacturing plants at Nagpur and Goa in earlier years
the Company did not have any operations during the year. As such the
Company did not earn any income during the year. Due to administrative
expenses the company incurred a net loss of Rs.9.16 lakhs.
The Company is yet to crystallize and tie up its future plans. The
Management is seized with this matter and taking steps in this regard.
3. DIVIDEND
The Directors are unable to recommend any dividend.
4. STATUS OF BIFR REFERENCE/ SALES TAX MATTER
The company was declared a sick Company under SICA by the BIFR on
29.05.2002. The hon'ble AAIFR, New Delhi had remanded the matter to
BIFR by its order dated 5th May,2008 directing the Company to submit on
OTS based rehabilitation scheme before BIFR. In its order dated 15th
March, 2010 the BIFR noted that as the secured creditors have taken
action under section 13(4) of the SARFESI Act, the reference of the
Company stands abated under section 15(1) of the SICA.
The land, building, plant and machinery, electricals, mould & dies etc
of the two manufacturing units at Nagpur and Goa were taken over /
disposed off to payoff one time settlement amounts to Secured
Creditors, Bank of India and MSFC earlier. Subsequent to this there is
no production/sale and there are no employees. There is a contingent
liability of Rs.481,82,660 arising out of assessments of Sales Tax
Department, Nagpur as the department has charged Sales Tax on
intermediate product manufactured and sold during the Exemption period
ending on 14.09.1991. These demands have been contested by the Company
and stay has been granted by Appellate Authorities. Later, the
Sponsoring Authority District Industries Center, Nagpur recommended to
the Sales Tax Department that the exemption be granted to the
Intermediate Products. However the Sales Tax Department, Nagpur
rejected the recommendation and even disregarded the advice of Joint
Commissioner Sales Tax (HQ) Mumbai to amend the Exemption Certificate.
The Company has filed appeal against this rejection before the Sales
Tax Tribunal. As stated earlier, the appeals are also pending before
the Appellate Authorities. For one of the assessment years, the matter
has been referred to the Higher Bench of the Tribunal. The company is
hopeful to succeed in the Appeals.
5. Corporate Governance is enclosed as Annexure to this report.
6. PARTICULARS OF EMPLOYEES
The particulars of Employees as required under Section 217(2A) of the
Companies Act, 1956, is not applicable as the company does not have any
employee.
7. CONSERVATION OF ENERGY
The Company has sold its plants and therefore information on
conservation of energy is not applicable.
8. TECHNOLOGY ABSORPTION, RESEARCH AND DEVELOPMENT
Not applicable as the Company has sold its plants.
9. FOREIGN EXCHANGE EARNING AND OUTGO
The company has not earned any foreign exchange during the year under
review. The Company has not spent any amount in foreign exchange.
10. DIRECTORS
In accordance with the provisions of the Companies Act,1956, and the
Articles of Association of the Company, Shri S. V. Sharma retires by
rotation and is eligible for reappointment. The Board recommends his
reappointment.
11. DIRECTOR'S RESPONSIBILITY STATEMENT
Your Directors hereby declare:
i) That in preparation of the annual accounts, the applicable
accounting standards have been followed.
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 end of the financial year under review
and for the profit or loss of the company for that period;
iii) That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act,1956 for safeguarding the assets of the
company and for preventing and detecting fraud and other
irregularities.
iv) That the directors had prepared the annual accounts on a going
concern basis.
12. AUDITORS AND AUDITORS' REPORT
M/s. Bhuchar & Chandak, Auditors of the Company, retire and are
eligible for reappointment. The company has received letter from them
to the effect that their reappointment, if made, would be within the
prescribed limits under section 224 (1-B) of the Companies Act,1956.
The notes to the accounts referred to in the Auditors' Report are self
explanatory and therefore, do not call for any further comments.
BY ORDER OF THE BOARD
Place : Mumbai. ( V. D. SARDA )
Date : 3rd December, 2010 DIRECTOR
Sep 30, 2009
The Directors present the 25th Annual Report of the Company alongwith
Audited Statement of Accounts for the year ended 30th September,2009.
1. FINANCIAL RESULTS
(Rs. in lakhs)
Year ended Year ended
Particulars 30.09.2009 30.09.2008
Sales and Other Income 1.71 226.16
Gross Profit/(Loss) 5.94 202.56
Less : Cost of Borrowings NIL NIL
Depreciation NIL 6.52
Profit/(Loss) (5.94) 196.04
Add : Prior Period Expenses 1.66 NIL
Add : Balance of Loss brought
forward from previous year (1076.39) 1272.43
Balance Carried Forward (1083.99) 1076.39
2. OPERATIONS
Pursuant to the sale of its manufacturing plants at Nagpur and Goa the
Company did not have any operations during the year. Income of Rs.1.71
lakhs was due to excess provision no longer required. After incurring
mainly administrative expenses the company posted a net loss of Rs.7.60
lakhs. The Company is yet to crystallize and tie up its future plans.
The Management is seized with this matter and taking steps in this
regard.
3. DIVIDEND
The Directors are unable to recommend any dividend.
4. STATUS OF BIFR REFERENCE/ SALES TAX MATTER
The company was declared a sick Company under SICA by the BIFR on
29.05.2002. The honble AAIFR, New Delhi had remanded the matter to
BIFR by its order dated 5th May,2008 directing the Company to submit on
OTS based rehabilitation scheme before BIFR. The Company has submitted
status report to BIFR. The company is yet to submit a rehabilitation
scheme.
The land, building, plant and machinery, electricals, mould & dies etc
of the two manufacturing units at Nagpur and Goa have been taken over /
disposed off to payoff one time settlement amounts to Secured
Creditors, Bank of India and MSFC. Therefore presently there is no
production/sale and there are no employees. There is a contingent
liability of Rs.3,63,00,371 arising out of assessments of Sales Tax
Department, Nagpur as the department has charged Sales Tax on
intermediate product manufactured and sold during the Exemption period
ending on 14.09.1991. These demands have been contested by the Company
and stay has been granted by Appellate Authorities. Later, the
Sponsoring Authority District Industries Center, Nagpur recommended to
the Sales Tax Department that the exemption be granted to the
Intermediate Products. However the Sales Tax Department, Nagpur
rejected the recommendation and even disregarded the advice of Joint
Commissioner Sales Tax (HQ) Mumbai to amend the Exemption Certificate.
The Company has filed appeal against this rejection before the Sales
Tax Tribunal. As stated earlier, the appeals are also pending before
the Appellate Authorities. For one of the assessment years, the matter
has been referred to the Higher Bench of the Tribunal. The company is
hopeful to succeed in the Appeals.
5. Corporate Governance is enclosed as annexure to this report.
6 PARTICULARS OF EMPLOYEES
The particulars of Employees as required under Section 217(2A) of the
Companies Act, 1956, is not applicable as the company does not have any
employee.
7. CONSERVATION OF ENERGY
The Company has sold its plants and therefore information on
conservation of energy is not applicable.
8. TECHNOLOGY ABSORPTION. RESEARCH AND DEVELOPMENT
Not applicable as the Company has sold its plants.
9. FOREIGN EXCHANGE EARNING AND OUTGO
The company has not earned any foreign exchange during the year under
review. The Company has not spent any amount in foreign exchange.
10. DIRECTORS
In accordance with the provisions of the Companies Act, 1956, and the
Articles of Association of the Company, Shri D. L. Ladha retires by
rotation and is eligible for reappointment. The Board recommends his
reappointment.
11. DIRECTORS RESPONSIBILITY STATEMENT
Your Directors hereby declare:
i) That in preparation of the annual accounts, the applicable
accounting standards have been followed.
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 end of the financial year under review
and for the profit or loss of the company for that period;
iii) That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities.
iv) That the directors had prepared the annual accounts on a going
concern basis.
12. AUDITORS AND AUDITORS REPORT
M/s. Bhuchar & Chandak, Auditors of the Company, retire and are
eligible for reappointment. The company has received letter from them
to the effect that their reappointment, if made, would be within the
prescribed limits under section 224 (1-B) of the Companies Act, 1956.
The notes to the accounts referred to in the Auditors Report are self
explanatory and therefore, do not call for any further comments.
BY ORDER OF THE BOARD
Place : Mumbai. ( V. D. SARDA )
Date : 4th December,2009 DIRECTOR
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