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Directors Report of Remi Elektrotechnik Ltd.

Mar 31, 2015

Dear Members,

We present herewith the Annual Report and Audited Statements of accounts of the Company for the year ended 31st March, 2015.

(Rs in Lacs)

Financial Results 2014-2015 2013-2014

Gross Turnover 12196.20 9351.88

Profit before Finance Cost, 1759.07 1022.48 Depreciation and Tax (EBIDTA)

Finance Cost 369.09 237.44

Depreciation 184.11 131.70

Taxation 402.70 955.90 212.93 582.07

Profit for the period 803.17 440.41

Balance brought forward 1776.06 1411.55

2579.23 1851.96

Appropriations

Transfer to General Reserve 50.00 50.00

Interim Dividend Paid 48.65 -

Distribution Tax on Interim Dividend 9.73 -

Contribution towards CSR 12.45 -

Net surplus in the Statement of Profit & Loss 2458.40 1801.96

2579.23 1851.96

OPERATIONS:

The Company achieved a turnover of 121.96 crores during the year as against Rs 93.52 crores in previous year. The Company achieved EBIDTA and net profit of Rs17.59 crores and Rs 8.03 crores respectively during the year as against Rs .22 crores and Rs 4.40 crores in previous year.

Revenue as well as profitability of electrical motor division were affected adversely due to de- growth in user industries and severe competition. During the year instrument division was able to maintain the revenue but profitability affected adversely due to severe competition and imports. The revenue from real estate division improved substantially during the year.

During the year, the Company transferred a sum of Rs 50 lacs to the General Reserves.

There are no Companies which have become or ceased to be its Subsidiaries, Joint Ventures or associate Companies.

INTERIM DIVIDEND:

The Company has paid interim dividend of Rs 1/- (10%) per equity share during the year. The Board of Directors do not recommend any final dividend and the interim dividend to be considered as the final dividend, for the financial year 2014-15.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

As stipulated under Section 135 of the Companies Act, 2013 the Company has constituted 'Corporate Social Responsibility Committee' (CSR Committee) comprising of Shri Vishwambhar C. Saraf (DIN:00161381), Shri Rajendra C. Saraf (DlN:00161412), and Shri Shyam Jatia (DIN:00049457).

The Company has formulated a Corporate Social Responsibility policy. The Annual Report on CSR activities is annexed as "Annexure A" and forms part of this report and is also available at the website of the Company i.e www.remigroup.com.

DIRECTORS:

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act and Clause 49 of the Listing Agreement.

BRIEF DETAILS OF DIRECTORS SEEKING APPOINTMENT/RE-APPOINTMENT:

Shri Rajendra Saraf (DIN :00161412) retires by rotation and is to be re-appointed.

Shri Rajendra C. Saraf (61) is a commerce graduate from the University of Bombay. He hails from a family of business people of fifty years' standing. After his college education, he joined his family business and has received from his elders in the family very good training in business management. He has more than 35 years of business experience.

CHANGES OF DIRECTORS AND KEY MANAGERIAL PERSONNEL DURING THE YEAR:

Smt. Archana Bajaj was appointed as Non-Executive Independent Director of the Company w.e.f. 14.08.2014. Shri Ritvik Saraf, Chief Financial Officer, has been designated as Key Managerial Personnel of the Company.

BOARD MEETINGS:

During the year, five Board meetings were held, with gap between Meetings not exceeding the period prescribed under the Act. Details of Board and Committee meetings held during the year are given in the Corporate Governance Report.

POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS:

The Board has on the recommendation of the Nomination & Remuneration Committee, formulated criteria for determining qualifications, positive attributes and independence of a Director and also a policy for remuneration of Directors, Key Managerial Personnel and senior management. The details of criteria laid down and the Remuneration Policy are given in the Corporate Governance Report.

AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules made thereunder, the appointment of the auditors M/s Sundarlal, Desai & Kanodia, Chartered Accountants (Firm Registration No. 110560W) shall be placed for ratification at every Annual General Meeting. Accordingly, the appointment M/s Sundarlal, Desai & Kanodia, Chartered Accountants (Firm Registration No. 110560W) as Auditors of the Company, is placed for ratification by the shareholders. In this regard, the Company has received a certificate from the auditors to the effect that if they are reappointed, it would be in accordance with the provisions of Section 141 of the Companies Act, 2013.

COST AUDITORS:

Pursuant to Section 148 of the Act, read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit records maintained by the Company required to be audited by cost auditors. The Board has on the recommendation of the Audit Committee, appointed M/s. Kejriwal & Associates, Cost Accountants to audit the cost records of the Company for the financial year 2015-16 on a remuneration of Rs.50,000/- (Rupees Fifty Thousand only) subject to ratification by members. Accordingly, a resolution seeking Member's ratification for the remuneration payable to M/s. Kejriwal & Associates, Cost Auditors is included in the Notice convening the Annual General Meeting.

SECRETARIAL AUDITOR:

Shri V.S.Iyer, Practicing Company Secretary, was appointed to conduct the secretarial audit of the Company for the financial year 2014-15, as required under Section 204 of the Companies Act, 2013 and Rules thereunder. The secretarial audit report for FY 2014-15 forms part of the Annual Report as "Annexure - B " to the Board's report. There is no qualification, reservation or adverse remark in the report,

LOANS. GUARANTEES OR INVESTMENTS:

Details of Loans, Guarantees and Investments, if any covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS AND POLICY ON RELATED PARTY TRANSACTIONS:

Pursuant to provisions of The Companies Act, 2013 and Clause 49 of the Listing agreement, the Board has formulated Policy on Related Party Transactions and the same is available on the website of the Company at www.remigroup.com. All related party transactions that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. There were no material related party transactions entered by the Company during the year and thus disclosure in Form AOC-2 is not required.

None of the Non-Executive Directors has any pecuniary relationship or transactions with the Company other than sitting fees .

Your Directors draw attention of the members to Note 1.7 to notes to accounts which sets out related party disclosures.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION:

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

A) Conservation of energy:

i. the steps taken or impact on : All efforts are being made to conservation of energy; conserve energy.

ii. the steps taken by the company : The Company has installed an for utilising alternate sources Windmill. of energy;

iii. the capital investment on energy :The Company makes investment on conservation equipments; energy conservation equipments on continuous basis.

(B) Technology absorption:

i. the efforts made towards : The Company does not have any technology absorption; foreign collaboration for manufacturing. The Company is continuously modernizing its production and testing machineries and equipments.

ii. the benefits derived like : This is continuous process and product improvement, cost the laboratory instruments are reduction, product development or import substitution; import substitutes.

iii. in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)

(a) the details of technology imported : N.A.

(b) the year of import : N.A.

(c) whether the technology been fully : N.A. absorbed;

(d) if not fully absorbed, areas where : N.A. absorption has not takenplace, and the reasons thereof; and

iv. the expenditure incurred on Research : Rs.6,58,626/- and Development

AUDIT COMMITTEE:

The Composition of the Audit Committee are stated in the Corporate Governance Report.

RISK MANAGEMENT:

The Company has laid down a risk management policy identifying core areas of Risk including, Business Risk. The senior management team reviews and manages risks in a systematic manner, including regular monitoring of exposures, proper advice from market experts, etc.

PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS. BOARD. COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Act and Clause 49 of the Listing Agreement, the Board had carried out performance evaluation of its own, the Board Committees and of the Individual directors. Independent Directors at a separate meeting evaluated performance of the Non- Independent Directors, Board as a whole and of the Chairman of the Board. The manner in which the evaluation has been carried out has been detailed in the Corporate Governance Report.

DEPOSITS:

The Company has not accepted any deposits from the public falling within the purview of Section 73 of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014.

INTERNAL CONTROL SYSTEM:

The Company has in place adequate internal financial controls with reference to financial statements. The internal financial controls are adequate and are operating effectively.

SIGNIFICANT AND MATERIAL ORDERS:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company's operations in future.

VIGIL MECHANISM:

The Company has set up vigil mechanism viz. Whistle Blower Policy to enable the employees and Directors to report genuine concerns and irregularities, if any in the Company, noticed by them. The same is posted on the website of the Company.

EXTRACT OF THE ANNUAL RETURN

The extract of the Annual Return in form MGT-9 is annexed herewith as "Annexure - C ".

MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES:

The information required pursuant to Section 197 read with Rule, 5(1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be provided upon request. In terms of Section 136 of the Act, the Report and Accounts are being sent to the Members and others entitled thereto, excluding the information on employees' particulars which is available for inspection by the Members at the Registered Office of the Company during business hours on working days of the Company up to the date of the ensuing Annual General Meeting.

No employee of the Company was in receipt of remuneration equal to or exceeding the prescribed limits pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

DIRECTORS’RESPONSIBILITYSTATEMENT:

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors confirm that:

a. in the preparation of the annual accounts for the year ended 31st March 2015, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any;

b. the Directors have selected 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 ended 31st March 2015 and of the profit of the Company for that period;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. the Directors have prepared the annual accounts/ financial statements on a going concern basis;

e. that proper internal financial controls were in place and that the financial controls are adequate and were operating effectively ; and

f. that the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

APPRECIATION:

Your Directors place on record their sincere thanks for the financial support from its bankers and Govt. Departments. They also place on record their appreciation for the dedicated services of the executives, staff and workers of the Company. Your Directors also appreciate the faith you have reposed in the Company and are confident that the Company can depend upon your continued support in its endeavour to grow.

ON BEHALF OF THE BOARD

Registered Office:

REMI House, Plot No.11, Cama Industrial Estate, Goregaon (East), Sd/- Mumbai - 400 063 VISHWAMBHAR C. SARAF CHAIRMAN Dated: 14th August, 2015 (DIN:00161381)






Mar 31, 2014

The Members,

REMI ELEKTROTECHNIK LIMITED

Dear Shareholders,

We present herewith the Annual Report and Audited Statements of accounts of the Company for the year ended 31st March, 2014.

(Rs. in Lacs)

Financial Results 2013-2014 2012-2013

Gross Turnover 9351.88 11287.14

Profit before Finance Cost, Depreciation and 1022.48 1234.91 Tax(EBIDTA)

Finance Cost 237.44 296.67

Depreciation 131.70 103.94

Taxation 212.93 582.07 272.39 673.00

Profit for the period 440.41 561.91

Balance brought forward 1411.55 899.64

1851.96 1461.55

Appropriations

Transfer to General Reserve 50.00 50.00

Net surplus in the Statement of Profit & Loss 1801.96 1411.55

1851.96 1461.55

OPERATIONS:

The Laboratory Instrument Division''s revenue increased to Rs.50.04 Crores during the year from Rs.43.25 Crores in previous year but margins were affected adversely due to slow down in the industry and competition.

Revenue as well as profitability of the Electrical Motor Division of the Company were affected adversely for last two years due to de-growth in user industries and severe competition.

Revenue from the Commercial real estate project at Andheri (West), Mumbai, was adversely affected during the year due to decline in demand of commercial real estate. The Company is hopeful that the demand will pick up for the project due to its strategic location and start of operation of Metro railway in the area.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

As stipulated under Section 135 of the Companies Act, 2013 the Company has constituted ''Corporate Social Responsibility Committee'' (CSR Committee) comprising of Shri Vishwambhar Saraf(DIN:00161381), Shri Rajendra Saraf(DIN:00161412), and Shri Shyam Jatia(DIN:00049457).

DIRECTORS:

Shri Rajendra Saraf (DIN :00161412) retires by rotation and is to be re-appointed.

AUDITORS:

Pursuant to the provisions of section 139 of the Companies Act, 2013 and the Rules made thereunder, the current auditors of the Company, M/s Sundarlal, Desai & Kanodia, Chartered Accountants (Firm Registration No.110560W) are eligible to hold the office for a period of three years, upto 2017.

The members are therefore requested to appoint M/s Sundarlal, Desai & Kanodia, Chartered Accountants as auditors for three years from the conclusion of the ensuing Annual General Meeting till the conclusion of the 37th Annual General Meeting, to be scheduled in 2017.

COST COMPLIANCE REPORT:

The Cost Compliance Report for financial year ended as on 31st March , 2013 was filed in XBRL format within prescribed time limit.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:

All efforts are being made to conserve energy. The Company is continuously modernizing and improving its products in quality and is having ISO 9001/2000, ISO 13485-2003 and WHOGMP Certification.

FOREIGN EXCHANGE OUTGO/ EARNINGS INCLUDING DEEMED EXPORTS:

Earnings Rs.390.75 Lacs (including deemed exports & supplies to SEZ) Outgo Rs.92.50 Lacs

PARTICULARS OF EMPLOYEES:

No employee of the Company was in receipt of remuneration equal to or exceeding the prescribed limits.

DIRECTORS'' RESPONSIBILITY STATEMENT:

On the basis of compliance certificates received from the concerned executives of the respective Divisions of the Company and subject to disclosures in the annual accounts, as also on the basis of the discussion with the Statutory Auditors of the Company from time to time, the Directors state that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) 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 and of the profit or loss of the Company for that period;

(iii) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) the directors have prepared the annual accounts on a going concern basis.

APPRECIATION:

Your Directors place on record their sincere thanks for the financial support from its bankers and Govt. Departments. They also place on record their appreciation for the dedicated services of the executives, staff and workers of the Company. Your Directors also appreciate the faith you have reposed in the Company and are confident that the Company can depend upon your continued support in its endeavour to grow.

Registered Office: 0N BEHALF 0F THE B0ARD REMI House, PlotNo.11, Cama Industrial Estate, Goregaon (East), Mumbai - 400 063 VISHWAMBHAR C. SARAF Dated: 14th August, 2014 CHAIRMAN


Mar 31, 2013

To The Members of REMI ELEKTROTECHNIK LIMITED

Dear Shareholders,

The present herewith the Annual Report and Audited Statements of accounts of the Company for the year ended 31st March, 2013.

(Rs.in Lacs)

Financial Results 2012 – 2013 2011 – 2012

Gross Turnover 11287.14 7230.88

Profit before Finance Cost, Depreciation and 1234.91 820.42

Tax (EBIDTA)

Finance Cost 296.67 345.11

Depreciation 103.94 97.55

Taxation 272.39 673.00

124.58 567.24

Profit for the period 561.91 253.18

Balance brought forward 899.64 696.46

1461.55 949.64

Appropriations

Transfer to General Reserve 50.00 50.00

Net surplus in the Statemen of Profit & Loss 1411.55 899.64

1461.55 949.64

OPERATIONS:

The Company already started construction of Commercial Office Complex on its plot at Andheri (West), Mumbai, lying vacant after shifting manufacturing activities to Vasai, Dist. Thane. The Company has got sanction of construction loan of Rs.45 Crores from State Bank of India for the said project. The Company has received booking of about 40% of the total saleable area and the project is likely to be completed by end of 2014.

Laboratory Instrument Division"s revenue increased to Rs.43.25 Crores during the year from Rs.35.82 Crores in previous year but margins were affected adversely due to slow down in the industry and competition.

The income as well as profitability of the Electrical Motor Division of the Company were affected adversely due to de-growth in user industries and severe competition.

DIRECTORS:

As provided in Section 255 of the Companies Act, 1956, Shri Rajendra C. Saraf, Shri Sunil Saraf and Shri Ashish Kanodia retire by rotation and are to be re-appointed.

AUDITORS:

The Auditors M/s. Sundarlal, Desai & Kanodia, Chartered Accountants, are to be re-appointed. They have expressed their willingness to accept the re-appointment. In terms of Section 224A of the Companies Act, 1956, their re-appointment needs to be made by the members and their remuneration has to be fixed.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:

All efforts are being made to conserve energy. The Company is continuously modernizing and improving its products in quality and is having ISO 9001/2000, ISO 13485-2003 and WHOGMP Certification.

FOREIGN EXCHANGE OUTGO/ EARNINGS INCLUDING DEEMED EXPORTS:

Earnings ` 397.70 Lacs (including deemed exports & supplies to SEZ)

Outgo ` 118.40 Lacs

PARTICULARS OF EMPLOYEES:

No employee of the Company was in receipt of remuneration equal to or exceeding the prescribed limits.

DIRECTORS" RESPONSIBILITY STATEMENT:

On the basis of compliance certificates received from the concerned executives of the respective Divisions of the Company and subject to disclosures in the annual accounts, as also on the basis of the discussion with the Statutory Auditors of the Company from time to time, the Directors state that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) 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 and of the profit or loss of the Company for that period;

(iii) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) the directors have prepared the annual accounts on a going concern basis.

APPRECIATION:

Your Directors place on record their sincere thanks for the financial support from State Bank of India and SIDBI. They also place on record their appreciation for the dedicated services of the executives, staff and workers of the Company. Your Directors also appreciate the faith you have reposed in the Company and are confident that the Company can depend upon your continued support in its endeavour to grow.

ON BEHALF OF THE BOARD

Registered Office:

REMI House, Plot No.11, Sd/-

Cama Industrial Estate,

Goregaon (East), Mumbai – 400 063 VISHWAMBHAR C. SARAF

Dated: 13th August, 2013 CHAIRMAN


Mar 31, 2012

To The Members of REMI ELEKTROTECHNIK LIMITED

The present herewith the Annual Report and Audited Statements of accounts of the Company for the year ended 31st March, 2012.

(Rs. in Lacs)

Financial Results 2011-2012 2010-2011

Gross Turnover 7230.88 7541.90

Profit before Finance Cost, Depreciation 820.42 710.03 and Tax (EBIDTA)

Finance Cost 345.11 184.38

Depreciation 97.55 97.42

Taxation 124.58 567.24 143.52 425.32

Profit for the period 253.18 284.71

Balance brought forward 696.46 51176

949.64 796.46

Appropriations

Transfer to General Reserve 50.00 100.00 Balance carried to Balance Sheet 899.64 696.46 949.64 796.46

OPERATIONS:

The sales of the products of the Company during the year are less due to stiff competition and the recessional trend. The increase in the input cost and the loss of business in international bid for domestic supply of laboratory instruments have also contributed to the reduced net sales. Profit for the year has also gone down as a consequence.

The Company has already developed new type of laboratory products which are generally imported in the country and upgraded existing laboratory products as new models. It has also planned to start production of Flame Proof Motors and Mounton Gear Boxes. These will reflect in the profitability of the current financial year 2012-13.

DIRECTORS:

As provided in Section 255 of the Companies Act, 1956, Shri Harkishan Zaveri, Shri Ritvik V. Saraf and Shri Vishwambhar C. Saraf retire by rotation and being eligible, offer themselves for re-election.

AUDITORS:

The retiring Auditors M/s. Sundarlal, Desai & Kanodia, Chartered Accountants, are eligible for re- appointment and have expressed their willingness to accept the re-appointment. In terms of Section 224A of the Companies Act, 1956, their re-appointment needs to be approved by the members and their remuneration has to be fixed.

AUDITORS" REPORT:

The Auditors" Report to the Shareholders does not contain any reservation, qualification or adverse remark.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:

All efforts are being made to conserve energy. The Company is continuously modernizing and improving its products in quality and is having ISO 9001/2000, ISO 13485-2003 and WHOGMP Certification.

FOREIGN EXCHANGE OUTGO/ EARNINGS INCLUDING DEEMED EXPORTS:

Earnings Rs. 157.91 Lacs (including deemed exports & supplies to SEZ)

Outgo Rs. 71.73 Lacs

PARTICULARS OF EMPLOYEES:

No employee of the Company was in receipt of remuneration equal to or exceeding the prescribed limits.

DIRECTORS" RESPONSIBILITY STATEMENT:

On the basis of compliance certificates received from the concerned executives of the respective Divisions of the Company and subject to disclosures in the annual accounts, as also on the basis of the discussion with the Statutory Auditors of the Company from time to time, we state that:

(i) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) 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 or loss of the Company for that period;

(iii) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the directors had prepared the annual accounts on a going concern basis.

APPRECIATION:

Your Directors place on record their sincere thanks for the financial support from State Bank of India and SIDBI. They also place on record their appreciation for the dedicated services of the executives, staff and workers of the Company. Your Directors also appreciate the faith you have reposed in the Company and are confident that the Company can depend upon your continued support in its endeavour to grow.

Registered Office: ON BEHALF OF THE BOARD

REMI House, Plot No.11,

Cama Industrial Estate,

Goregaon (EastX Mumbai - 400 063 VISHWAMBHAR C. SARAF

Dated: 14th August, 2012 CHAIRMAN


Mar 31, 2011

Dear Shareholders,

We present herewith the Annual Report and Audited Statements of accounts of the Company for the year ended 31st March, 2011.

(Rs in Lacs)

Financial Results 2010 2011 2009 2010

Net Sales 6952.41 5484.62

Other Income 23.45 111.81

6975.86 5596.43

Profit before Interest & Depreciation 664.47 631.33

Interest 138.82 125.34

Depreciation 97.42 236.24 90.23 215.57

Gross Profit 428.23 415.76

Provision for Taxation 125.00 120.00

Provision for Deferred Taxation/ (Credit) 18.66 27.02

Net Profit 284.57 268.74

Excess/(Short) provision of taxation of earlier 0.13 (3.25) years

Balance brought forward 511.76 296.27

796.46 561.76

Transfer to General Reserve 100.00 50.00

Balance carried to Balance Sheet 696.46 511.76

796.46 561.76

OPERATIONS:

The Sales of both the divisions of the Company, (1) Instrument Division and (2) Motor Division, increased, whereby the total sales of the Company grew from Rs.5484.62 Lacs to Rs.6952.41 Lacs, having growth of more than 25% from the previous year due to major contribution of the Laboratory Division, Marketing and product development efforts. Net profit after tax increased from Rs.265.48 Lacs to Rs.284.71 Lacs. However, the operating profit has gone up from Rs.303.94 Lacs to Rs.404.78 Lacs, a growth of more that 33%. But the Other Income has come down from Rs.111.81Lacs (which includes extraordinary items of Rs.93.35 Lacs) to Rs.23.45 Lacs, having a growth of Rs.4.98 Lacs without any extraordinary items.

Thus the working of the Company for the year is having an overall growth, as compared to the previous year.

INFORMATION PURSUANT TO SECTION 217 OF THE COMPANIES ACT 1956: Sub-Sec. (1)(e) :

A. CONSERVATION OF ENERGY:

All efforts are being made to conserve energy.

B. TECHNOLOGY ABSORPTION:

The Company is continuously modernizing and improving its products in quality and is having ISO 9001/2000, ISO 13485-2003 and WHOGMP Certification.

C. FOREIGN EXCHANGE OUTGO/ EARNINGS INCLUDING DEEMED EXPORTS:

Outgo - Rs.24.54 Lacs

Earnings - Rs.236.61 Lacs (including deemed exports & supplies to SEZ)

Sub-Sec. (2A) :

No employee of the Company was in receipt of remuneration equal to or exceeding the prescribed limits.

Sub-Sec. (2AA) :

Your Directors state:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of 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 this Act 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.

APPRECIATION:

Your Directors place on record their sincere thanks for the financial support from State Bank of India and SIDBI. They also place on record their appreciation for the dedicated services of the executives, staff and workers of the Company. Your Directors also appreciate the faith you have reposed in the Company and are confident that the Company can depend upon your continued support in its endeavour to grow.

ON BEHALF OF THE BOARD Registered Office: REMI House, Plot No.11, Sd/- Cama Industrial Estate, Goregaon (East), Mumbai 400 063

VISHWAMBHAR C. SARAF Dated: 12th August, 2011 CHAIRMAN


Mar 31, 2010

We present herewith the Annual Report and Audited Statements of accounts of the Company for the year ended 31st March, 2010.

(Rs. in Lacs)

Financial Results 2009-2010 2008 - 2009

Net Sales 5484.62 4806.28

Other Income 111.81 45.54

5596.43 4851.82

Profit before Interest & Depreciation 631.33 416.80

Interest 125.34 163.69

Depreciation 90.23 215.57 84.41 248.10

Gross Profit 415.76 168.70

Provision for Taxation 120.00 41.25

Provision for Deferred Taxation/ (Credit) 27.02 20.61

Net Profit 268.74 106.84

Excess/(Short) provision of taxation of earlier (3.25) 2.70 years

Balance brought forward 296.27 236.73

561.76 346.27

Transfer to General Reserve 50.00 50.00

Balance carried to Balance Sheet 511.76 296.27

561.76 346.27



OPERATIONS:

The Company has changed its name to Remi Elektrotechnik Limited during the year.

The working of the Company during the year was satisfactory. Net Sales increased by more than 14% and net profit increased by 150% as compared to previous year. With growth in economy, we expect growth in demand of our products to continue.

INFORMATION PURSUANT TO SECTION 217 OF THE COMPANIES ACT 1956: Sub-Sec. (1)(e):

A CONSERVATION OF ENERGY:

All efforts are being made to conserve energy.

B. TECHNOLOGY ABSORPTION:

The Company is continuously modernizing and improving its products in quality and is having ISO 9001/2000, ISO 13485-2003 and WHOGMP Certification.

C. FOREIGN EXCHANGE OUTGO/ EARNINGS INCLUDING DEEMED EXPORTS:

Outgo - Rs.74.96Lacs

Earnings - Rs 157.18 Lacs (including deemed exports & supplies to SEZ)

Sub-Sec. (2A) :

The particulars of employee who received remuneration above Rs.24 Lacs in this year are given below.

(i) Name

Vishwambhar C. Saraf- He is a relative of Directors, Shri Rajendra C. Saraf and Shri Ritvik V. Saraf.

(ii) Designation : Managing Director

(iii) Remuneration : Rs.32.45 Lacs

(iv) Nature of employment : Contractual for 3(Three)years

(v) Other terms and Conditions -

(vi) Nature of Duties Entire Management of the Company

(vii) Qualification : B. Com. Mumbai University

(viii) Experience : More than 49 years

(ix) Date of commencement : 31st October, 1991

(x) Age : 71 years

(xi) Last employment : None

(xii) Percentage of equity shares held : 0.0% (100 Shares)

Sub-Sec. (2AA) :

Your Directors state:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of 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 this Act 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.

APPRECIATION:

Your Directors place on record their sincere thanks for the financial support from State Bank of India and SIDBI. They also place on record their appreciation for the dedicated services of the executives, staff and workers of the Company. Your Directors also appreciate the faith you have reposed in the Company and are confident that the Company can depend upon your continued support in its endeavour to grow.

Registered Office: ON BEHALF 0F THE BOARD REMI House, Plot No.11, Cama Industrial Estate, Goregaon (East), Mumbai - 400 063 VISHWAMBHAR C. SARAF

Dated: 12th AUGUST, 2010 CHAIRMAN

 
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