Home  »  Company  »  Ravi Kumar Distiller  »  Quotes  »  Directors Report
Enter the first few characters of Company and click 'Go'

Directors Report of Ravi Kumar Distilleries Ltd.

Mar 31, 2015

The Directors have pleasure in presenting the 22nd Annual Report together with the Audited Accounts of the Company fortheyearended31stMarch2015.

Financial Results: (Rs. in lakhs)

Particulars 2014-15 2013-14

Total Revenue 4581.00 3836.00

Profit/(Loss)before Prior period,

Exceptional and Extra-Ordinary items (-) 494.00 (-) 563.00

Prior Period items 29.00 (-)7.00

Exceptional items (-) 137.00 0.00

Tax Expenses 12.00 (-) 10.00

Profit/(Loss) for the Year -59000 -58O00

Balance Carried Forward to

Balancesheet -590.00 -580.00

Performance of the Company during the year under review

Your Company is engaged in the business of manufacture and trade of Indian Made Foreign Liquor (IMFL) under own brand Capricorn, 2 Barrels, Green Magic, Chevalier as well as under tie-up arrangements with other Companies. The IMFL comprises of Whisky, Brandy, Rum, Gin and Vodka. Your Company currently operates through own manufacturing unit located atR.S89/4A, Katterikuppam Village, Mannadipet Commune, Pondicherry. The Unit is equipped with infrastructure facilities and technology, which encompasses all modern facilities for blending and bottling, can undertake manufacture of IMFL. The core competency of your Company is in house technical and formulation knowledge, skilled workforce and well equipped manufacturing facilities, which enable us to manufacture a wide range of IMFL products to diverse client requirements.

During the year, the total Income from operations was Rs. 4576 lakhs compared to Rs.3819 lakhs in the previous year recording a loss of (Rs. 590 lakhs). The net loss was (Rs. 590 lakhs) as against the loss (Rs. 580) lakhs in the previous year. Earnings per share is (Rs. 2.46) against (Rs. 2.42) in the previous year on a weighted average basis as per Accounting Standard 20 issued by the Institute of Chartered Accountants of India.

However, the Company is taking possible steps to revive the business.

Future Outlook:

During current year, your Company will try to achieve maximum capacity utilization in our existing plant at Pondicherry.

Insurance:

All the properties of the Company including buildings, plant and machinery and stocks have been adequately insured.

Reasons for Loss during the year:

The Board of Directors discussed on the Loss of the company to the tune of Rs. 590.00 lacs and attribute following main reasons for non growth of the company:

1. Change In Excise Law

The increase of Excise Duty implemented two years back has severely affected the sales this year also. However the company is working on other avenues and areas for increasing the sales and the turnover has increased from Rs.3819.00 lacs to Rs. 4576.00 lacs.

2. Legal Cases Pertaining To The Company

The company's performance was also severely affected due to various issues and fraudulence committed by Mr. Anil Agrawal, Managing Director of M/s. Comfort Securities Limited, M/s. Comfort Intech Limited and his associates Against the Company.

Your Company has filed complaints against Mr. Anil Agrawal, M/s. Comfort Securities Ltd., Merchant Bankers, M/s. Comfort Intech Ltd. and its other group companies with the following authorities.

1. A Civil Suit OS No. 103/2013 and LA. No. 405/2013 before 2nd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad with prayers:

a. To rescind the agreements as being void and restore the parties back to the position prior to the MOU dated 05.09.2012.

b. To declare the notice for EGM dated 05.02.2013 as null and void and illegal. The court has passed an order restraining Mr. Anil Agrawal from holding the EGM till further orders in the case of M/s. Liquors India Ltd.,

c. LA.No. 1453of 2013 filed with Ilnd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad praying not to alienate, encumber assets of M/s.Liquors India Ltd.

d. LA. No. 1452 of 2013 filed with Ilnd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad Praying not to alter the Board.

i. The Court has passed interim order in IA No.1452 & 1453, not to alienate, encumber assets of LIL and Not toasters the Board.

ii. Mr. Anil Agrawal filed appeal in High Court, Hyderabad and HC permitted to sub-lease with third parties.

iii. Aggrieved by this order, your company filed SLP with the Supreme Court of India against the above order. The Supreme Court has stayed the High Court Order till further hearings.

e. LA. No. 654 of 2015 in OS no. 103/2013 filed with Ilnd Additional District Judge, Ranga Reddy District, L.B.Nagar, Hyderabad praying to appoint Official Receiver conferring powers on the receiver for the management, protection, collection of profits and improvement of M/s.Liquors India Limited. Thecase is in argument stage.

2. Writ Petition No. 12713 of 2014 with the Hon'ble High Court, Andhra Pradesh praying License of Liquors India Limited issued by the Excise Department should be cancelled and sub-lease agreement also be cancelled. The order has been passed that all transactions including financial transactions between Mr. Anil Agrawal and Tilaknagar Industries Limited shall be booked and recorded faithfully pending further consideration of this W.P.M.P No. 15944 of 2014 in W.P No. 12713 of 2014. Mr. Anil Agrawal and Tilaknagar Industries Limited shall not create any charge or third party interest relating to the assets of Liquors India Limited.

3. You company has filed a Complaint with the Commissioner of Police, Hyderabad against the fraud and cheating committed by Mr. Anil Agrawal. The Police has registered the FIR No.248/2013 dated 23.08.2013 against Mr. Anil Agrawal and others under Section 406-IPC, 420- IPC, 447-IPC, 385-IPC, 386-IPC, 467-IPC, 468-IPC, 469-IPC, 471-IPC,120B-IPC,34-IPC

a) Mr. Anil Agrawal has filed CP No. 11292 of 2013 in the High Court of Hyderabad against FIR No. 248/2013 dated 23.08.2013 and High Court passed order to complete the investigation without arresting Mr. Anil Agrawal and others.

4. Your company has filed a Complaint with EOW, Mumbai for cheating and money laundering to recover company's money of Rs. 33.73 crores. EOW has registered FIR No.34/14 dated 21.01.2014 under section 409,420,465,467, 468,471,474,120(B).

a. Mr. Anil Agrawal filed W.P. No. 2059 of 2014 in High Court of Mumbai and the Court has declared that the FIR registered by EOW is not maintainable since Nacharam Police Station has registered the FIR first.

i. Aggrieved by delay in investigation by the Hyderabad Police and order by the High Court, Mumbai, Your company has filed.

a. Two SLPs with the Supreme Court of India against High Court of Mumbai order and delay in investigation by Hyderabad Police. These SLPs have been taken by the Supreme Court and the next hearingisonl4.09.2015.

5. Your company has filed a Complaint with SEBI, Mumbai against BRLM M/s. Comfort Securities Ltd., (DP) promoted by Mr. Anil Agrawal for violations of SEBI Regulations and others.

6. Your company has filed a Recovery suits No. SL/1135, 1136, 1137, 1138 and 1139 of 2013 filed against M/s. Ranisati Dealer Pvt.Ltd., M/s. Vibhuti Multi Trade PvtLtd., M/s. Gulistan Vnijya Pvt.Ltd., M/s. Sukusama Trading and Investments Pvt.Ltd. and M/s. BLC Trading and Agencies Pvt.Ltd. in the High Court of Bombay. Matter pending before the court.

7. Your company has filed a Complaint with Enforcement Directorate, Mumbai to investigate the frauds committed by Mr. Anil Agrawal and his companies. Enforcement Directorate has initiated enquiries against Mr. Anil Agrawal, his companies and others under the provisions of prevention of Money Laundering Act 2002 on the basis oftheFIRNo.34/14dated21.01.2014.

8. Your company has filed a Complaint with RBI and Ministry of Finance to appoint officer to investigate the affair of CIL and cancel the License to act as NBFC for violating the guidelines. RBI has cancelled the NBFC License of Comfort Intech Limited based on forgery and mis-representation by CIL in some other different matter for forging and fabricating RBI documents.

9. Your company has filed a Complaint with The Police Commissioner of Chennai against the fraud and cheating committed by Mr. Anil Agrawal. Mr. Anil Agrawal filed Writ Petition No. 32829 of 2013 with High Court of Chennai to direct the Police, Chennai not to proceed further with the investigation. The matter is pending before the Court.

10. Your company has filed a Petition Under section 111 A r/w 111(4) of the Companies Act filed before the Company Law Board, Chennai in the matter of Liquor India Limited, Mr. Anil Agrawal and others. Matter is pending before the CLB.

3. Mr. Anil Agrawal has filed complaints against the Company with the following authorities:

1. The Company Law Board, Chennai under section 397,398, 235(2) and 237(b) of the Companies Act, 1956. The Company has filed counter and the matter is pending Before the CLB.

2. Mr. Anil Agrawal filed a Counter Complaint with Hyderabad Police against Mr. R.V. Ravikumar. The Hyderabad Police have not considered the complaint since there was no substance. Aggrieved, Mr. Anil Agrawal filed W.P. No. 7956 of 2014 filed with Hon'ble High Court, Andhra Pradesh to register the complaint filed by him against Mr. R.V. Ravikumar with Hyderabad Police. The Police have submitted their report to the High Court, Hyderabad stating that there is no substance in the Complaint. The matter is pending before the court Without further date.

3. Mr. Anil Agrawal has filed a Counter Complaint with Malad Police Station, Mumbai against the company and its Directors. Preliminary enquiry was conducted by the Malad Police and since there was no substance in the Complaint, Malad Police did not pursue further.

4. M/s. First Financial Services Limited, Chennai has filed O.S. No. 6602 of 2013 alleging mis-management of the company. The court has rejected the suit.

5. M/s. Tilaknagar Industries Limited - accused A7, A8 and A9 in the Hyderabad Police FIR, filed W.P No. 4945 of 2014 with the Hon'ble High Court, Andhra Pradesh to stay all further proceedings of the FIR. The W.P. is pending for admission.

Dividend:

The Board of Directors does not recommend any Dividend for the year 2014-15 considering the finance situation of the company.

Fixed deposits:

During the year under review, the Company has not accepted any fixed deposits and there are no fixed deposits, which are pending repayment.

Subsidiary Companies:

Your Company does not have any subsidiary company during The year under review Directors:

"The term of office of Mr. Ashok R Shetty , Independent Director of the Company ceased during the year and Mr. Ashok R Shetty had consented to continue as Independent Director if appointed in this Annual General Meeting. PursuanttotheprovisionsoftheCompaniesAct,2013andthe Company's Articles of Association, Mr. Ashok R Shetty if appointed as Independent Director shall hold the office for 5 years till 27th Annual General Meeting. Mr. Badrinath S Gandhi, Executive Director retire by rotation at this AGM being eligible, offer themselves for re-appointment. Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, brief resume of Mr. Ashok R Shetty as well as Mr. Badrinath S Gandhi have been provided in the notice Convening the Annual General Meeting."

Board Meeting

Five meetings of the Board of Directors were held during the year. For further details, please refer report on Corporate Governance of this Annual Report.

Declaration by independents Director

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Act and Clause 49 of the Listing Agreement with the Stock Exchanges.

The Company has devised a Policy for performance evaluation of Independent Directors, Board, Committees and other individual Directors which includes criteria for performance evaluation of the non-executive directors and executive directors and a process of evaluation was followed by the Board for its own performance and that of its Committees an individual Directors.

The details of programs for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put-up on the website of the Company.

Directors' Responsibility statement:

The Directors' Responsibility Statement referred to in clause (c)of sub-section(3)shall state 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 and of the profit and loss 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 this Act for safe guarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) The directors had prepared the annual accounts on a going concern basis; and

(e) The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

Nomination & remuneration Committee

The Board constituted a Nomination and Remuneration Committee comprising of Mr. Ashok R Shetty, Mr. Popatlal M Kathariya and Mr. K.SM. Rao refer Corporate Governance report for details.

Corporate Governance:

The Company has complied with the requirements of the Code of Corporate Governance as stipulated in clause 49 of the listing agreement with the stock exchanges. A Report on Corporate Governance along with Certification by the Managing Director is attached to this Directors' Report.

A Certificate from the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated by clause 49 of the listing agreement is attached to this Directors' Report.

Auditors:

The statutory auditors of the Company M/s. Ramanand & Associates, Mumbai retire at the conclusion of the ensuing Annual General Meeting. The retiring auditors have furnished a certificate under Sec. 141 of the Companies Act, 2013 confirming their eligibility for reappointment. The Auditor Report for the financial year ended March 31, 2015 is Annexed here with and is part of the Annual Report.

Extractor Annual Retum

An Extract of Annual Return of the Company Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014 is given below;

1. Conservation of Energy, Technology Absorption:

The particulars regarding the disclosure of the conservation of energy, technology absorption, as required under section 134(3) (m) Of the company's act,2013 read with the companies(Accounts)Rules 2014 are given below.

a) Energy Conservation Measures Taken:

The Company continues to accord high priority to conserve the energy. Details of some of the measures undertaken to optimize energy conservation are.

i. Installation of circuit breakers, safely and easily operative and accessible are provided in each machinery / equipment resulting in reduction of idle run.

ii. Trip system in bottling linseed easily and safely operative, in case of lag/fault in any equipment/machinery cross the line.

iii. Recycling of wash water resulting in conservation of water and energy.

iv. Gravity Liquor flow systemically process areas resulting in lesser consumption of energy

v. Installation of' Turbo Venffor Natural ventilation system in roof so fall buildings.

vi. Installation of Transparent Poly Coat Sheets in the roof resulting in availability of natural light.

1. Foreign Exchange Inflow & Outgo:

a) Activities relating to Exports, Initiatives taken to increase Exports, Developments of new Export Market for products and Services and Export Plans:

The Company has not undertaken any export activities. The company is looking out for Export Opportunities.

b) Total Foreign Exchange used and earned: Used : Nil

Earned : Nil

Risk Management

During the year, your Directors have constituted a Risk Management Committee which has been entrusted with the responsibility to assist the Board in (a) Overseeing and approving the Company's risk management framework; and (b) Overseeing that all the risks that the organization faces such as strategic, financial, market, liquidity, legal, regulatory, reputational and other risks have been identified and assessed and there is an adequate risk management infrastructure in place capable of addressing those risks. A Risk Management Policy was reviewed and approved by the Committee.

The Company manages, monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Company's management systems, organizational structures, processes, standards, code of conduct and behaviors together form the Risk Management System (RMS) that governs how the company conducts the business of the Company and manages associated risks.

The Company has introduced several improvements to Risk Management, Internal Controls Management and Assurance Frameworks and processes to drive a common integrated view of risks, optimal risk mitigation responses and efficient management of internal control and assurance activities.

Particulars of loans, guarantees or investments under section 186:

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or Guarantee or security is proposed to be utilized by the recipient are provided in the stand alone financial state met Related Party Transaction under sub-section (1) of section 188:

Company during the financial year with related parties were in the ordinary course of business and on an arm's length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. The Policy on materiality of related party transactions and dealing with related parry transactions as approved by the Board is provided in the company's web site. Your Directors draw attention of the members to Note to the financial statement which sets out related party disclosures.

Acknowledgments:

The Management is grateful to the Regulatory Authorities, Share holders, Company's Bankers, Financial Institutions, Insurance Companies, Investors, Clients, Business Associates for their continued support and co-operation.

The Directors also wish to place on record their appreciation for the co-operation, active involvement and dedication of the employees.

For and on behalf of the Board of Directors

Place: Chenna,

Date: 12.08.2015 Managing Director

Registered Office:

SI &S2, Second Floor,
"Ameen Manors"

No.138, Nungambakkam High Road,

Nungambakkam, Chennai - 600 034.


Mar 31, 2014

The Members

Ravi Kumar Distilleries Limited.

The Directors have pleasure in presenting the 21st Annual Report together with the Audited Accounts of the Company for the year ended 31st March 2014.

Financial Results: (Rs. in lakhs)

Particulars 2013-14 2012-13

Income from Operations 3819.00 4,076.00

Other Income 16.00 16.00

Profit Before Depreciation and Taxes (-) 580.00 (-)139.00

Less: Depreciation 49.00 63.00

Less: Provision for

(a) Income tax 14.00 0.00

(b) Deferred tax (4.00) (7.00)

Less Proposed Dividend 0.00 0.00

Dividend Distribution tax 0.00 0.00

Profit for the Year -580.00 -194.00

Balance Carried Forward to

Balance sheet -580.00 -194.00

Performance of the Company during the year under review

Your Company is engaged in the business of manufacture and trade of Indian Made Foreign Liquor (IMFL) under own brand Capricorn, 2 Barrels, Green Magic, Chevalier as well as under tie-up arrangements with other Companies. The IMFL comprises of Whisky, Brandy, Rum, Gin and Vodka. Your Company currently operates through own manufacturing unit located at R.S 89/4A, Katterikuppam Village, Mannadipet Commune, Pondicherry. The Unit is equipped with infrastructure facilities and technology, which encompasses all modern facilities for blending and bottling, can undertake manufacture of IMFL. The core competency of your Company is in house technical and formulation knowledge, skilled workforce and well equipped manufacturing facilities, which enable us to manufacture a wide range of IMFL products to diverse client requirements.

During the year, the total Income from operations was Rs. 3819 lakhs compared to Rs.4076 lakhs in the previous year recording a loss of (Rs. - 580) lakhs. The net loss was Rs. -580 lakhs as against the profit Rs.-194 lakhs in the previous year. Earning per share is Rs. -2.42 against Rs.- 0.81 in the previous year on a weighted average basis as per Accounting Standard 20 issued by the Institute of Chartered Accountants of India.

However, the Company is taking possible steps to revive the business and has tied-up with M/s. Radico Khaitan Limited

for bottling their brands for Andhra Pradesh. The company is also looking out for other tie-ups for bottling for other states.

Future Outlook:

During current year, your Company will try to achieve maximum capacity utilization in our existing plant at Pondicherry.

The company has already tied up with M/s. Radico Khaitan Limited, for supply of IMFL to Andhra Pradesh. The company is also hopeful of other tie-ups and achieve maximum capacity utilization.

Insurance:

All the properties of the Company including buildings, plant and machinery and stocks have been adequately insured.

Reply to Auditors'' Comments:

1. In the pont No. vii, the Auditor have commented an internal audit system. However, the Auditors are satisfied on the adequate internal control procedures in Point No.

iv.

2. In the point No. xvi of annexure to Auditors'' Report, the Auditors have commented about non utilization of loan for the purpose for which it was availed by the Company. The reason for the same is the machinery proposed for purchase was not usable as per the requirement of the Company and hence the program was shelved with intimation to the said NBFC.

Reasons for Loss during the year

The Board of Directors discussed on the Loss of the company to the tune of Rs. -580 lacs and attribute following main reasons for non growth of the company:

A. LABOUR STRIKE

The Company has faced illegal labour strike in the month of July 2013 and August 2013 which affected the performance and out look of the company very badly. However the issue was resolved in August 2013.

B. CHANGE IN EXCISE LAW

The increase of Excise Duty implemented last year has severely affected the sales this year also. However the company is working on other avenues and areas for increasing the sales and has already tied-up with M/s. Radico Khaitan Limited for sale of IMFL to Andhra Pradesh and is also looking forward for other tie-ups.

C. LEGAL CASES PERTAINING TO THE COMPANY

The company''s performance was also severely affected due to various issues and fraudulence committed by Mr. Anil Agrawal, Managing Director of M/s. Comfort Securities Limited and M/s. Comfort Intech Limited and his associates against the Company.

Your Company has filed complaints against Mr. Anil Agrawal, M/s. Comfort Securities Ltd., Merchant Bankers, M/s. Comfort

Intech Ltd. and its other group companies with the following

authorities.

1. A Civil Suit OS No. 103/2013 and I.A. No. 405/2013 before 2nd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad with prayers (i) to rescind the agreements as being void and restore the parties back to the position prior to the MOU dated 05.09.2012. (ii) To declare the notice for EGM dated 05.02.2013 as null and void and illegal. The court has passed an order restraining Mr. Anil Agrawal from holding the EGM till further orders.

2. I.A. No. 1452 of 2013 filed with Ilnd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad praying Not to alienate, encumber assets of M/s.Liquors India Ltd. Judgement is reserved.

3. I.A. No. 1453 of 2013 filed with Ilnd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad praying Not to alter the Board. Judgement is reserved.

4. Writ petition No. 12960 of 2013 filed with the Hon''ble High Court, Andhra Pradesh requesting not to transfer the excise license of M/s. Liquors India Limited, Nacharam, Hyderabad to Mr. Anil Agrawal. Case disposed off directing the Excise Commissioner of Prohibition & Excise, Hyderabad to consider Mr. R.V. Ravikumar''s representation dated 23.01.2013 and 05.02.2013 before considering the application of Mr. Anil Agrawal for transfer of the license of Liquor India Limited. Mr. Anil Agrawal has filed a Writ Petition No. 34448 of 2013 the court as orderd to dispose the petition in accordance with law.

5. Complaint with Excise Commissioner of Prohibition and Excise, Hyderabad stating that the Company has filed several complaints / petitions and the same are pending before the Courts and Authorities and therefore the Excise License of Liquors India Limited should not be transferred until all our cases / complaints are resolved. License not transferred in the name of Mr. Anil Agrawal. The Excise Department has renewed the License of Liquors India Limited in the name of the company.

6. Complaint with the Commissioner of Police, Hyderabad against the fraud and cheating committed by Mr. Anil Agrawal. The Police has registered the FIR No.248/2013 dated 23.08.2013 against Mr. Anil Agrawal and others under Section 406-IPC, 420-IPC, 447-IPC, 385-IPC, 386- IPC, 467-IPC, 468-IPC, 469-IPC, 471-IPC, 120B-IPC, 34- IPC.

i. Mr. Anil Agrawal has filed C.P. No. 11292 of 2013 in the High Court of Hyderabad against FIR No. 248/2013 dated 23.08.2013 filed with the Police Department, Hyderabad and order was passed to the concerned police to complete the investigation without arresting Mr. Anil Agrawal and others.

ii. Mr. Anil Agrawal has also filed C.P. No. 3389 of 2013 in the High Court of Bombay against the same FIR No. 248/2013 dated 23.08.2013 of Police Department, Hyderabad and the same was withdrawn by him, after objection by the Government of Andhra Pradesh.

iii. M/s. Tilaknagar Industries Limited - accused A7, A8 and A9 filed W.P. No. 4945 of 2014 with the Hon''ble High Court, Andhra Pradesh to stay all further proceedings of FIR No. 248/2013 of Andhra Police. The W.P. is pending for admission.

7. Writ Petition No. 12713 of 2014 with the Hon''ble High Court, Andhra Pradesh praying License of Liquors India Limited issued by the Excise Department should be cancelled and sub-lease agreement also be cancelled. The order has been passed that all transactions including financial transactions between Mr. Anil Agrawal and Tilaknagar Industries Limited shall be booked and recorded faithfully pending further consideration of W.P.M.P. No. 15944 of 2014 in W.P. No. 12713 of 2014. Mr. Anil Agrawal and Tilaknagar Industries Limited shall not create any charge or third party interest relating to the assets of Liquors India Limited.

8. Complaint with SEBI, Mumbai against BRLM M/s. Comfort Securities Ltd., & Comfort Intech Ltd. (DP) promoted by Mr. Anil Agrawal for violations of SEBI Regulations.

9. Complaint with EOW, Mumbai for cheating and money laundering to recover company''s money of Rs. 33.72 crores. EOW has registered FIRNo.34/14 dated 21.01.2014 under section 409, 420, 465, 467, 468, 471, 474,120(B) and the case is under active investigation.

i. Mr. Anil Agrawal has filed application for Anticipatory Bail vide Petition No. 148 of 2014. Bail Application is pending before the Session Court, Mumbai.

ii. Mr. Anil Agrawal has also filed quash petition No. 2059 of 2014 with High Court of Mumbai for quash of EOW- FIR. The same is pending before the court.

iii. M/s. Sukusama Trading & Investment Pvt.Ltd., M/s. Rani Sati Dealers Pvt.Ltd., M/s. Gulistan Vanijiya Pvt.ltd., Gangor Suppliers Pvt.Ltd., and M/s. B.L.C. Trading Agencies Pvt.Ltd. have filed C.W.P. Nos. 811, 812,861,863 & 913 of 2014 in the High court of Mumbai praying to direct EOW to record their statements as true facts without insisting on additions / alterations. The cases were dismissed.

10. Recovery suits No. SL/1135,1136, 1137, 1138 and 1139 of 2013 filed against M/s. Ranisati Dealer Pvt.Ltd., M/s. Vibhuti Multi Trade Pvt.Ltd., M/s. Gulistan Vnijya Pvt.Ltd., M/s. Sukusama Trading and Investments Pvt.Ltd. and M/s. BLC Trading and Agencies Pvt.Ltd. in the High Court of Bombay. Matter pending before the court.

11. Complaint with Enforcement Directorate, Mumbai to investigate the frauds committed by Mr. Anil Agrawal and his companies. Enforcement Directorate has initiated enquiries against Mr. Anil Agrawal, his companies and others under the provisions of prevention of Money Laundering Act 2002 on the basis of the FIR No. 34/14 dated 21.01.2014.

12. Complaint with SEBI for Cancellation of BRLM License. The complaint has been registered by SEBI in its site www.scores.gov.in vide Complaint Registration No. SEBIP/MH14/0003906/1 dated 07.08.2014.

13. Complaint with SEBI and CDSL for Cancellation of DP License. The complaint has been registered with SEBI in its site www.scores.gov.in vide Complaint Registration No. SEBIP/MH14/0003325/1 dated 07.07.2014.

14. Complaint with RBI and Ministry of Finance to appoint officer to investigate the affair of CIL and cancel the License to act as NBFC for violating the guidelines. The matter is under process.

15. Complaint with The Police Commissioner of Chennai against the fraud and cheating committed by Mr. Anil Agrawal. Mr. Anil Agrawal filed Writ Petition No. 32829 of 2013 with High Court of Chennai to direct the Police, Chennai not to proceed further with the investigation. The matter is pending before the Court without further date since December 2013.

16. Petition Under section 111A r/w 111(4) of the Companies Act 1956 filed before the Company Law Board, Chennai in the matter of Liquor India Limited, Mr. Anil Agrawal and others. Matter is pending before the CLB.

Mr. Anil Agrawal has filed complaints against the company with the following authorities:

1. The Company Law Board, Chennai under section 397,398, 235(2) and 237(b) of the Companies Act, 1956. The Company has filed counter and the matter is pending before the CLB.

2. W.P. No. 7956 of 2014 filed with Hon''ble High Court, Andhra Pradesh to register the complaint filed by him against Mr. R.V. Ravikumar. The matter is pending before the court without further date.

3. Complaint with Malad Police Station, Mumbai against the company. Preliminary enquiry by the Malad Police Station is in progress.

One Mr. Anand Agrawal, Director of M/s.Comfort Intech Limited has filed a complaint with RoC under Investor''s Complaint and ROC has closed the complaint after verification and proper scrutiny.

M/s. First Financial Services Limited, Chennai has filed O.S. No. 6602 of 2013 at City Civil Court, Chennai alleging mis- management of the company. The matter is pending before the court.

Dividend

The Board of Directors does not recommend any Dividend for the year 2013-14.

Fixed deposits

During the year under review, the Company has not accepted any fixed deposits and there are no fixed deposits, which are pending repayment.

Subsidiary Companies

Your Company does not have any subsidiary company during the year under review.

Particulars of employees'' under section 217 (2A) of the Companies Act, 1956

None of the employees of the Company employed throughout the financial year/part of the year were in receipt of remuneration in excess of the limits as prescribed under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and hence no particulars are required to be given.

Directors

In accordance with the provisions of the Companies Act, 2013 and the Company''s Articles of Association, Mr.K.S.M. Rao and Mr. Popatlal M Kathariya, Independent Directors retire by rotation at this Annual General Meeting being eligible, offer themselves for reappointment as Independent Directors for five consecutive years and Mr. Badrinath S Gandhi and Mrs. S. Vijayalakshmi, Executive Directors retire by rotation at this AGM being eligible, offer themselves for re-appointment. Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, brief resume of Mr. K.S.M. Rao and Mr. Popatlal M Kathariya as well as Mr. Badrinath S Gandhi and Mrs. S. Vijayalakshmi have been provided in the notice convening the Annual General Meeting.

Directors'' Responsibility statement

As required under Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

1. In the preparation of the Annual Accounts for the financial year 2013-14, the applicable Accounting Standards have been followed and there are no material departures;

2. The accounting policies selected and applied are consistent and the judgment and estimates made 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 loss of the Company for the financial year 2013-14;

3. 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.

4. The Annual Accounts have been prepared on a going concern basis.

Corporate Governance

The Company has complied with the requirements of the Code of Corporate Governance as stipulated in clause 49 of the listing agreement with the stock exchanges. A Report on Corporate Governance along with Certification by the Managing Director is attached to this Directors'' Report.

A Certificate from the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated by clause 49 of the listing agreement is attached to this Directors'' Report.

Auditors

The statutory auditors of the Company M/s. Ramanand & Associates, Mumbai retire at the conclusion of the ensuing Annual General Meeting. The retiring auditors have furnished a certificate under Sec. 224 (IB) of the Companies Act, 1956 confirming their eligibility for reappointment.

Employee Relations

The relations between the employees and management continued to be cordial during the year inspite of the Labour Strike in the months of July 2013 and August 2013, which has adversely affected the performance of the company.

Particulars 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:

1. Conservation of Energy, Technology Absorption

The particulars regarding the disclosure of the conservation of energy, technology absorption, as required under clause (e) of sub Section (1) of Section 217 of the Companies Act, 1956 read with Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 are given below.

a) Energy Conservation Measures Taken

The Company continues to accord high priority to conserve the energy. Details of some of the measures undertaken to optimize energy conservation are.

i. Installation of circuit breakers, safely and easily operative and accessible in each machinery / equipment resulting in reduction of idle run.

ii. Trip system in bottling lines easily and safely operative, in case of lag / fault in any equipment / machinery across the line.

iii. Recycling of wash water resulting in conservation of water and energy.

iv. Gravity Liquor flow system in all process areas resulting in lesser consumption of energy.

v. Installation of "Turbo Vent" for Natural ventilation system in roofs of all buildings.

vi. Installation of Transparent Poly Coat Sheets in the roof resulting in availability of natural light.

2. Foreign Exchange Inflow & Outgo:

a) Activities relating to Exports, Initiatives taken to increase Exports, Developments of new Export Market for products and Services and Export Plans:

The Company has not undertaken any export activities.

The company is looking out for Export Opportunities.

b) Total Foreign Exchange used and earned:

Used : Nil

Earned : Nil

Acknowledgments:

The Management is grateful to the Regulatory Authorities, Share holders, Company''s Bankers, Financial Institutions, Insurance Companies, Investors, Clients, Business Associates for their continued support and co-operation.

The Directors also wish to place on record their appreciation for the co-operation, active involvement and dedication of the employees.

Place: Mumbai Date: 28.08.2014

Registered Office: For and on behalf of the Board of Directors SI & S2, Second Floor, ''B'' Block, "Ameen Manors" No.138, Nungambakkam High Road, R.V. Ravikumar Nungambakkam, Chennai - 600 034. Managing Director


Mar 31, 2013

To The Members of Ravi Kumar Distilleries Limited.

The Directors have pleasure in presenting the 20th Annual Report together with the Audited Accounts of the Company for the year ended 31st March 2013.

Financial Results: (Rs. in lakhs)

Particulars 2012-13 2011-12

Income from Operations 4,076.00 5,689.00

Other Income 16.00 740.00

Profit Before Depreciation and Taxes (-)139.00 270.00

Less: Depreciation 63.00 67.00

Less: Provision for (a) Income tax 0.00 71.00

(b) Deferred tax (7.00) (6.00)

Less Proposed Dividend 0.00 0.00

Dividend Distribution tax 0.00 0.00

Profit for the Year -194.00 138.00

Balance Carried Forward to Balance sheet -194.00 138.00

Performance of the Company during the year under review

Your Company is engaged in the business of manufacture and trade of Indian Made Foreign Liquor (IMFL) under own brand Capricorn, 2 Barrels, Green Magic, Chevalier as well as under tie-up arrangements with other Companies. The IMFL comprises of Whisky, Brandy, Rum, Gin and Vodka. Your Company currently operates through own manufacturing unit located at R.S 89/4A, Katterikuppam Village, Mannadipet Commune, Pondicherry. The Unit is equipped with state of art infrastructure facilities and technology, which encompasses all modern facilities for blending and bottling, can undertake manufacture of IMFL. The core competency of your Company is in house technical and formulation knowledge, skilled workforce and well equipped manufacturing facilities, which enable us to manufacture a wide range of IMFL products to diverse client requirements.

During the year, the total Income from operations was Rs. 4076 lakhs compared to Rs.5689 lakhs in the previous year recording a loss of (Rs.1613) lakhs. The net loss was Rs.194 lakhs as against the profit Rs.138 lakhs in the previous year. Earning per share is Rs. -.81 against Rs.0.58 in the previous year on a weighted average basis as per Accounting Standard 20 issued by the Institute of Chartered Accountants of India.

Future Outlook:

During current year, your Company will try to achieve maximum capacity utilization in our existing plant at Pondicherry.

Insurance:

All the properties of the Company including buildings, plant and machinery and stocks have been adequately insured.

Reply to Auditors'' Comments:

In the point No.16 of annexure to Auditors'' Report, the Auditors have commented about non utilization of loan for the purpose for which it was availed by the Company. The reason for the same is the machinery proposed for purchase was not usable as per the requirement of the Company and hence the program was shelved with intimation to the said NBFC.

Directors:

Mr. Ashok R Shetty and Mr K S M Rao, Directors retire by rotation at this Annual General Meeting and being eligible, offer themselves for re-appointment. Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, brief resume of Mr Ashok R Shetty and Mr K S M Rao have been provided in the notice convening the Annual General Meeting.

Reasons for Loss during the year:

The Board of Directors discussed on the Loss of the company to the tune of Rs. 194 lacs and attribute following main reasons for non growth of the company:

A. INCREASING EXCISE DUTY & ADDITIONAL EXCISE DUTY:

The Company has paid only Excise Duty from the commencement of Business and with effect from 23.04.2007, the Puducherry Excise Department has newly introduced collection of Additional Excise Duty along with existing Excise Duty on slab system.

All of a sudden, the Puducherry Government - Excise has issued Notification on 02.01.2012 pertaining to increase in Excise Duty & Additional Excise Duty. Further the Department has issued Draft Rules proposing doubling the Licence Fee which is yet to be passed. These changes severely affected the sales by 40%.

B. LEGAL CASES PERTAINING TO THE COMPANY

The company''s performance was also severely affected due to various issues and fraudulence committed by Mr. Anil Agrawal, Managing Director of M/s. Comfort Securities Limited and M/s. Comfort Intech Limited and his associates against the Company.

Your Company has filed complaints against Mr. Anil Agrawal, Managing Director of M/s. Comfort Securities Ltd., Merchant Bankers, M/s. Comfort Intech Ltd. and its other group companies with the following authorities.

1. A Civil Suit before 2nd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad with prayers inter-alia that the agreements entered under coercion by me with Mr. Anil Agrawal to be declared null and void and return M/s.Liquors India Limited back. The case is going on and the next hearing is on 02.09.2013.

2. LA. filed with Ilnd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad for Not to alienate, encumber assets of M/s.Liquors India Ltd.

3. LA. filed with Ilnd Additional District Judge, Ranga Reddy District, L.B. Nagar, Hyderabad for Not to alter the Board.

4. Writ petition filed with the High Court, Hyderabad requesting not to transfer the excise licence of M/s.Liquors India Limited, Nacharam to Mr.Anil Agrawal.

5. Petition under section 111A r/w 111(4) of the Companies Act filed before the Company Law Board, Chennai in the matter of M/s. Liquor India Limited, Mr. Anil Agrawal and others.

6. Complaint with SEBI, Mumbai against BRLM M/s. Comfort Securities Ltd., & Comfort Intech Ltd. (DP) promoted by Mr. Anil Agrawal for violations of SEBI Regulations.

7. Complaint with The Police Commissioner of Chennai against the fraud and cheating committed by Mr. Anil Agrawal.

8. Complaint with the Commissioner of Police, Hyderabad against the fraud and cheating committed by Mr. Anil Agrawal.

9. Complaint with the Additional Director General of Police, Economic Offences Wing, Chennai praying to take necessary action against Mr. Anil Agrawal and his group.

10. Initiated legal action against Mr. Anil Agrawal''s related companies to which the public money of Rs.29.10 cr was fraudulently siphoned off by Mr.Anil Agrawal.

Mr.Anil Agrawal, has filed a petition before the Company Law Board, Chennai under section 397, 398, 235(2) and 237(b) of the Companies Act, 1956 regarding the utilization of IPO funds by the Company. The Company is in the process of submitting the Counter before the Company Law Board, Chennai on or before 17.08.2013.

And

One Mr.Anand Agarwal, Director of M/s.Comfort Intech Limited (sister concern of M/s.Comfort Securities Limited) has filed a complaint with ROC under Investor''s Complaint and the ROC has issued a letter dated 30.04.2013 asking the clarification of the Company for which the Company has given a suitable reply. After verification of the reply the ROC, Chennai has closed the complaint'' and necessary letter was sent to Mr. Anand Agrawal and endorsed a copy to the Company.

Dividend:

The Board of Directors does not recommend any Dividend for

the year 2012-13.

Fixed deposits:

During the year under review, the Company has not accepted any fixed deposits and there are no fixed deposits, which are pending repayment.

Subsidiary Companies:

Your Company does not have any subsidiary company during the year under review.

Particulars of employees'' under section 217 (2A) of the Companies Act, 1956:

None of the employees of the Company employed throughout the financial year/part of the year were in receipt of remuneration in excess of the limits as prescribed under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and hence no particulars are required to be given.

Directors'' Responsibility statement:

As required under Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

1. In the preparation of the Annual Accounts for the financial year 2012-13, the applicable Accounting Standards have been followed and there are no material departures;

2. The accounting policies selected and applied are consistent and the judgment and estimates made 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 loss of the Company for the financial year 2012-13;

3. 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.

4. The Annual Accounts have been prepared on a going concern basis.

Corporate Governance:

The Company has complied with the requirements of the Code of Corporate Governance as stipulated in clause 49 of the listing agreement with the stock exchanges. A Report on Corporate Governance along with Certification by the Chairman is attached to this Directors'' Report.

A Certificate from the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated by clause 49 of the listing agreement is attached to this Directors'' Report.

Auditors:

The statutory auditors of the Company M/s. Ramanand & Associates, Mumbai retire at the conclusion of the ensuing Annual General Meeting. The retiring auditors have furnished a certificate under Sec. 224 (IB) of the Companies Act, 1956 confirming their eligibility for reappointment.

Employee Relations:

The relations between the employees and management continued to be cordial during the year.

Particulars 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:

1. Conservation of Energy, Technology Absorption:

The particulars regarding the disclosure of the conservation of energy, technology absorption, as required under clause (e) of sub Section (1) of Section 217 of the Companies Act, 1956 read with Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 are given below.

a) Energy Conservation Measures Taken:

The Company continues to accord high priority to conserve the energy. Details of some of the measures undertaken to optimize energy conservation are.

i. Installation of circuit breakers, safely and easily operative and accessible in each machinery / equipment resulting in reduction of idle run.

ii. Trip system in automatic bottling lines easily and safely operative, in case of lag / fault in any equipment / machinery across the line.

iii. Use of Waste Water after recycling thereby reduction of pumping of fresh water resulting in conservation of energy and water.

iv. Gravity Liquor flow system for blend to bottling transfer resulting in lesser consumption energy.

v. Natural ventilation system along with air operated exhaust fans have been fixed in roofs of all buildings resulting in avoiding of power consuming exhaust fans.

vi. Installation of Transparent Poly Coat Sheets in the roof resulting in availability of natural light.

Acknowledgments:

The Management is grateful to the Regulatory Authorities, Share holders, Company''s Bankers, Financial Institutions, Insurance Companies, Investors, Clients, Business Associates for their continued support and co-operation.

The Directors also wish to place on record their appreciation for the co-operation, active involvement and dedication of the employees.

For and on behalf of the Board of Directors

Place: Mumbai RV- Ravikumar

Date : 13.08 2013 Chairman and Managing Director

Registered Office:

"Ameen Manors"

Second Floor, ''B'' Block,

No.138, Nungambakkam High Road,

Chennai - 600 034.


Mar 31, 2012

To The Members of Ravi Kumar Distilleries Limited

The Directors have pleasure in presenting the 19th Animal Report to- gether with the Audited Accounts of the Company for the year ended 31st March 2012.

Financial Results; (Rs. in lakhs)

Particulars 2011-12 2010-11

Income from Operations 5,689 4,934

Other Income 740 76

Profit Before Depreciation and Taxes 270.00 197.71

Less: Depreciation 67.00 64.01

Less : Provision for - -

(a) Income tax 71.00 50.81

(b) Deferred tax (6.00) (4.67)

Less Proposed Dividend 0.00 60.00

Dividend Distribution tax 0.00 10.19

Profit for the Year 138.00 87.56

Balance Carried Forward to Balance sheet 138.00 87.56

Performance of the Company during the year under review

Your Company is engaged in the business of manufacture and trade of Indian Made Foreign Liquor! 1MFL) under ow n brand Capricorn. 2 Bar- rels, Green Magic, Chevalier as well as under tie-up arrangements with other Companies. The IMFL comprises of Whisky, Brandy. Rum. Gin and Vodka. Your Company currently operate through own manufactur- ing unit located at R.S 89/4A, Katterikuppam Village. Munnadipet Com- mune, Pondicherry. The Unit is equipped with state of art infrastructure facilities and technology, which encompasses all modern facilities for blending and bottling can undertake manufacture of IMFL. The core competency of your Company is in house technical and formulation knowledge, skilled workforce and well equipped manufacturing facili- ties, which enable us to manufacture a wide range of IMFL products to diverse client requirements.

During the year, the total Income from operations was Rs 5,689 lakhs compared to Rs 4.934 lakhs in the previous year recording a growth of 755 lakhs. The net profit was Rs. 138 lakhs as against Rs 87.56 lakhs in the previous year. Earning per share is Rs. 0.58 against Rs. 0.57 in the previous year on a weighted average basis as per Accounting Standard 20 issued by the Institute of Chartered Accountants of India.

Future Outlook:

During current year, your Company will try to achieve maximum capac- ity utilization in our existing plant at Pondicherry. Further, your man- agement is planning for acquisitions and expansions during the year to make your Company a major one in the Southern Region of the Com- pany.

The acquisition of SV Distilleries Private Limited, which the Company was about to finalize in the last financial year, was put on hold for not being able to obtain the applicable statutory licenses and incompletion of other formalities. However the Board expects to conclude this trans- action by the end of this financial year.

Insurance:

Ail the properties of the Company including buildings, plant and ma- chinery and stocks have been adequately insured.

Reply to Auditors' Comments:

In the point no. 16 of annexure to auditors' report, the auditors have commented about non utilization of loan for the purpose for which it was availed by the Company. The reason tor the same is the machinery proposed for purchase was from to be not usable as per requirement of the- Company an hence the program was shelved with intimation to the said NBFC.

Directors:

Mr. R. Ramaiuijam. Director passed away on 01 October 2012 and the Board members and employees place on record the support and guid- ance given by him for the growth of the Company.

Mrs R. Amirthavalli and Mr Anand Ravikumar resigned from the direc- torship on 28 May 2011 and 10 October 2012 respectively and the same was considered and approved by the Board of Directors. The Board ex- presses its gratitude tow ards the services rendered by them for the Com- pany.

Mr Popatlal M Kathariya and Mr K S M Rao, Directors retire by rota- tion at this Annual general meeting and being eligible, offers themselves for re-appointment. Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, brief resume of Mr Popatlal M Kathariya and Mr K S M Rao have been provided in the notice convening the Annual General Meeting.

Dividend:

The Board of Directors wishes to retain the profits of the Company to be deployed for the future growth and hence does not recommend any divi- dend for the year 2011 -12.

Fixed deposits:

During the year under review, the Company has not accepted any fixed deposits and there are no fixed deposits, which are pending repayment.

Subsidiary Companies:

Your Company does not have any subsidiary company during the year under review.

Particulars of employees' under section 217 (2A) ot'the Companies Act, 1956:

None of the employees of the Company employed throughout the finan- cial year/part of the year were in receipt of remuneration in excess of the limits as prescribed under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and hence no particulars are required to be given.

Directors' Responsibility statement:

As required under Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

1. In the preparation of the Annual Accounts for the financial year 2011-12, the applicable Accounting Standards have been followed and there are no material departures;

2. The accounting policies selected and applied are consistent and the judgment and estimates made 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 of the Company for the financial year 2011-12;

3. 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 Com- pany and for preventing and detecting fraud and other irregulari- ties

4. The Annual Accounts have been prepared on a going concern ba- sis.

Corporate Governance:

The Company has complied with the requirements of the Code of Cor- porate Governance as stipulated in clause 49 of the listing agreement with the stock exchanges. A Report on Coiporate Governance along with Certification by the Chairman is attached to this Directors' Report.

A Certificate from the Auditors of the Company regarding compliance of the conditions of Corporate Governance as stipulated by clause 49 of the listing agreement is attached to this Directors' Report.

Auditors:

The statutory auditors of the Company M/s. Ramanand & Associates, Mumbai retire at the conclusion of the ensuing Annual General Meeting. The retiring auditors have furnished a certificate under Sec. 224 (IB) of the Companies Act, 1956 confirming their eligibility for reappointment.

Employee Relations:

The relations between the employees and management continued to be cordial during the year.

Particulars 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:

1. Conservation of Energy, Technology Absorption:

The particulars regarding the disclosure of the conservation of energy, technology absorption, as required under clause (e) of sub Section (1) of Section 217 of the Companies Act. 1956 read with Companies (Dis- closure of particulars in the report of Board of Directors) Rules. 1988 are given below.

a) Energy Conservation Measures Taken: The Company contin- ues to accord high priority to conserve the energy. Details of some of the measures undertaken to optimize energy conservation are.

i. Installation of circuit breakers, safely and easily operative and accessible in each machinery / equipment resulting in reduction of idle run.

ii. Trip system in automatic bottling lines easily and safely operative, in case of lag / fault in any equipment / machin- ery across the line.

iii. Use of Waste Water after recycling thereby reduction of pumping of fresh water resulting in conservation of energy and water.

iv. Gravity Liquor flow system for blend to bottling transfer resulting in lesser consumption energy.

v. Natural ventilation system along with air operated exhaust fans have been fixed in roofs of all buildings resulting in avoiding of power consuming exhaust fans.

vi. Installation of Transparent Poly Coat Sheets in the roof re- sulting in availability of natural light.

b) Statement of total energy consumption and energy consumption per unit are given as under:

S. No. Power and 2011-2012 2010-2011 Fuel Consumption

1. Power including lighting Units Consumed 1,19,602 1,10,964

Rate per Unit (in Rs.) 3.00 3.00

Amount paid (in Rs.) 3,49,762 3,21,228

2. Own generation by

Diesel Generator

Diesel utilized Litres 3,104 3,001

Unit per Litre of diesel oil generated 3,30 3.30

Rate per Unit (in Rs.) 12.12 12.35

2. Foreign Exchange Inflow & Outgo:

a) Activities relating to Exports, Initiatives taken to increase Exports, Developments of new Export Market for products and Services and Export Plans:

The Company has not undertaken any export activities.

b) Total Foreign Exchange used and earned:

Used : Nil

Earned : Nil

Acknowledgments:

The Management is grateful to the Regulatory Authorities, Share hold- ers, Company's Bankers, Financial Institutions, Insurance Companies, Investors, Clients, Business Associates for their continued support and co-operation.

The Directors also wish to place on record their appreciation for the co- operation, active involvement and dedication of the employees, which enabled the Management to contribute to the growth of the Company.

For and on behalf of the Board of Directors

Place : Chennai R.V. Ravikumar

Date : 10.10.2012 Chairman and Managing Director

Registered Office:

"Mena Kampala"

3rd Floor, B Wing, B-Block,

No. 114 & 115, Sir Theagaraya Road,

T. Nagar, Chennai - 600 017.


Mar 31, 2009

The Directors take pleasure in presenting the Sixteenth Annual Report of your company and the Audited Accounts of the Company for the year ended 31st March 2009.

2. Financial Results:

The financial results of the company are mentioned herein below:

Particulars For the year For the year

ended 31.03.2009 ended 31.03.2008

(Rb. In Lacs)

Sales Gross and Other Income 8564.55 7084.20

Profit before Tax 228.09 155.71

Provisions for Tax 51.04 18.83

Profit for the Year 177.05 136.87

Brought Forward from Previous Year Balance Sheet (Net

of amount appropriated for bonus shares and write off 414.21 277.33

(preliminary-expenses)

Balance Carried forward to next year 591.26 414.21

3. Operations:

During the year under review, turnover and other income of the company amounted to Rs. 8564.55 lacs as compared to Rs. 7084.20 lacs in the previous year. The Sales growth registered by the company, is Rs.1480.35 lacs during die year from that of the previous year. The Profit before tax is Rs. 228.09 lacs compared to Rs.l55.71 lacs in die previous year. The improved profitability during the financial year is due to higher volumes and improved operating efficiencies. Though the profit of the company has increased, in order to conserve the resource for its future operation, the directors have not recommended any dividend for the last year.

The company has taken stringent measures to bringdown the wastages to die minimum level and also to save the cost of electricity charges. The Company has also introduced various cost cutting measures to achieve Setter profitability in years to come. The above steps taken by the company had resulted in increased volume and higher profitability.

Besides the company has also been offered for production of some of the new popular brands of the existing Tie Up companies namely Brihans Grape VSOP Brandy, McDowells Amber Brandy, Chairman XXjX Rum, Radicos Nd.l Special Brandy, in addition to the Companys own brands namely^Konarak Classic Brandy, Chevaliar Deluxe Brandy and Capricorn VSOP Brandy. The new brands are well received in the market and the company hopes the new brands will add lo the further business volume.

The; company predicts a bright future for the ever-growing IMFL Industry and is very confident of retaining its position of leading IMFL manufacturer in the Union Territory of Puducherry.

4. Directors:

Mr. N.R. Achan and Mr. K.S.M. Rao ate retiring at this Annual General Meeting and are eligible for re-appointment. The Board recommends their rc-appointmcnt.

5. Auditors:

The Company has appointed M/s. Manian & Narayanan, Chartered Accountants as the Auditors hold office till the conclusion of the succeeding Annual General Meeting. M/s. Manian & Narayanan, Chartered Accountants, the Auditors of the Company retire at die ensuing Annual General Meeting and being eligible offer themselves for re-appointment.

6. Personnel:

During the year under review industrial relations continued to be cordial and peaceful.

7. Employee Particulars Under Sec,217 (2A);

A statement giving the information and Particulars of the employees as required under Section 217 (2A) of the Companies Act, 1956 is enclosed as part of this Report.

8. Particulars of Conservation of energy, technology absorption and foreign exchange earning and outgo:

Conservation of Energy, Technology Absorption:

The particulars regarding the disclosure of the conservation of energy, technology absorption, as required under clause (c) of sub Section (1) of Section 217 of the Companies Act, 1956 read with Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 are given below.

a)* Energy Conservation Measures Taken: The Company continues to accord high priority to conserve the energy. Details of some of the measures undertaken to optimize energy conservation are.

i. Installation of circuit breakers, safely and easily operative and accessible in each machinery / equipment resulting in reduction of idlerun.

ii. Trip [system in automatic bottling lines easily and safely operative, in case of lag / fault in any equipment / machinery across the line.

iii. Recycling of Waste Water thereby reduction of pumping of fresh water resulting in conservation of energy and water.

iv. Gravity Liquor flow system for blend to bottling transfer resulting in lesser consumption of energy.

v. Natural ventilation system along with air operated exhaust fans have been fixed in roofs of all buildings resulting in avoiding of power consuming exhaust fans.

b) Statement of total energy consumption and energy consumption per unit are given as under:

Power and Fuel Consumption 2008-2009 2007-2008

1. Lighting

Units Consumed 28,394 units 34,830 units

Rate per Unit (in Rs.) 3.83 36.18

Amount paid (in Rs.) 1,08,749/- 1,10,705/-

2. Power

Units Consumed 76,442 units 70,210 units

Rate per Unit (in Rs.) 3.01 2.50

Amount paid (in Rs.) 2,29,8327- 1,74,758/-

3. Own generation by Diesel Generator

Diesel utilized 2,662 Litres 1,600 Litres

Unit per Litre of diesel oil generated 3.30 5.48

Rate per Unit (in Rs.) 9.48 5.63

9. Foreign Exchange Earnings and Outgo;

The Foreign Exchange Earnings during the year amounted Rs. 6.83 lacs on account of Export Sales and there was no foreign exchange outgo during the year under report.

10. Dividend

Your Directors have therefore decided not to recommend any dividend for the year ended 31/03/2009.

11. Fixed Deposits:

The Company has not accepted or renewed any Fixed Deposit from the Public during the year under review.

11. Directors Responsibility Statement:

In terms of me provisions of Section 217 (2AA) of the Companies Act, 1956 die Directors confirm the following:

1. that in the preparation of the annual accounts for the year ended 31st March 2009, the applicable accounting standards have been followed and that no material departure has been made from the same,

2. that the Directors selected such accounting policies and applied them consistently and made judgments and[estimates and 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 31" March 2009 and of the profits of the company for that period.

3. that the Directors took proper and sufficient care to maintain adequate accounting records in accordance with provisions of the Companies Act to safeguard the assets of the company! and to prevent and detect fraud and other irregularities.

4. that the Directors prepared the annual accounts on a going concern basis;

12. Reply for qualification in Auditors Report

The Company had been regular m making remittance of statutory dues such as Excisogduty, CST, TCS, TDS, Service Tax etc.. The company had also been regular in remittance of PF and ESI dues, except for 3 months wi(h few days of delay due to exigency. The Company has taken corrective steps and will avoid any delay in remittance of all statutory dues.

13. Acknowledgement:

Your Directors place on record their sincere thanks for the continuous and excellent cot operation, support and assistance received from Banks, Finance Companies,, Central and Statement Governments and our valued Customers and Suppliers and look forward to their continued co-operation. Your Directors also thank all the employees of the company for their valuable co-operation during the year.

By order of the Board

For RAVIKUMAR DISTILLERIES LIMITED

Place: Chennai R.V. Ravi kumar

Date: 1-9-2009 Managing Director

Find IFSC