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Directors Report of Rishabh Digha Steel & Allied Products Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting their 23rd Annual Report on the business and operations of the Company for the year ended 31st March, 2014.

1. FINANCIAL RESULTS:

(Rs. In Lacs)

Particulars 31st March, 2014 31st March, 2013

Operating Income (from Job Work) 107.09 202.06

Other Income 63.54 65.10

Profit (Loss) before Depreciation 39.42 106.51

Less : Depreciation 27.70 27.98

Profit / (Loss) after Depreciation 11.71 78.53

Less : Provision for Taxation 7.83 27.67

Less: Deferred Tax -4.64 -4.19

Less : Excess Provision for Tax PY

Profit / (Loss) after Taxation 8.52 55.04

Add : Amount brought forward from 236.31 245.31 Previous Year

Amount available for appropriation 244.84 300.35

Appropriations Interim Dividend paid - -

Proposed Dividend 54.86 54.86

Dividend Distribution Tax 9.32 9.32

Transfer to Reserves - -

Prior Period Items 3.37 0.15

Balance carried to Balance Sheet 184.02 236.31 (Profit/ (Loss) Account)

2. DIVIDEND:

The Board of Directors are glad to recommend Dividend @ Re 1.00 per share on 54,86,400 Equity Shares of Rs.10/- each aggregating to Rs.54,86,400/- for the year ended 31st March, 2014, subject to approval of the Members of the Company at the ensuing Annual General Meeting scheduled to be held on 26th September, 2014.

3. DIRECTORS:

Shri Snehal S.Chenai, Director who retires at this ensuing general meeting is proposed to be appointed as Independent Director for a period of 5 years. Necessary resolution has been included in the notice convening 23rd Annual General Meeting.

Shri Ashwin P.Sanghavi, Director was re-appointed at the last Annual General Meeting as a Director liable to retire by rotation. Since he is an Independent Director it is proposed to be appointed as Independent Director for a period of 5 years. Necessary resolution has been included in the notice convening 23rd Annual General Meeting.

Smt. Kumud A.Mehta, has been appointed by the Board as an Additional Director to hold office upto the date Annual General Meeting. Necessary resolution has been included in the notice convening 23rd Annual General Meeting for her appointment as a Director liable to retirement by rotation.

Shri Anopchand G.Parekh, has been appointed by the Board as an Additional Independent Director for a period of 5 years. Necessary resolution has been included in the notice convening 23rd Annual General Meeting.

4. OPERATIONS:

During the year under Report your Company achieved an Operating Income (from Job Work) of Rs.107.09 Lacs as against Rs. 202.06 Lacs in the previous year. Other Income earned during the year stood at Rs.63.54 lacs as against Rs.65.10 lacs in the previous year. The Profit before Depreciation was Rs.39.42 Lacs as against Rs. 106.51Lacs in the previous year. The profit after Depreciation and Tax was Rs.11.71 Lacs as against Rs.78.53 Lacs in the year ended 31st March, 2013.

5. DONATIONS:

During the year under report donations were made to Social/ Educational Institutions amounting to Rs. 3,25,000/- (Previous year Rs. 9,11,000/-)

6. AUDITORS:

M/s. Ronak Gada & Associates., Chartered Accountants of the Company have been appointed by the Board and necessary resolution will be moved at the ensuing Annual General Meeting of the Company.

The Board has placed on record its appreciation of the valuable services provided and guidance extended by the erstwhile Auditors M/s. Akshay D.Shah & Co. Chartered Accountants during the course of their long association with the Company as its Statutory Auditors.

7. AUDITOR''S REPORT:

There are no adverse observations in the Auditor''s Report.

8. DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to Section 217 (2AA) of the Companies Act, 1956, The Directors confirm that:

a) in the presentation of the Annual Accounts, the applicable Accounting Standards except revised AS 15 applicable for Accounting Treatment for Gratuity, Leave Encashment and other Retirement Benefits have been followed and that no material departures except to the extent disclosed have been made from the same;

b) the Directors had selected such Accounting policies and applied them consistently and 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;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) the Directors had prepared the Annual Accounts on a going concern basis.

9. STATEMENTS OF PARTICULARS UNDER COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988:

Information in accordance with the provisions of Section 217(1)(e) of the Act read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given in Annexure "A".

10. PUBLIC DEPOSITS:

The Company has not accepted any Public Deposits during the year under report.

11. PARTICULARS OF EMPLOYEES:

The Company has no employee in the category specified under Section 217(2A) of the Companies Act, 1956.

For and on behalf of the Board

Place: Mumbai Date : 07/08/2014 ASHOK M. MEHTA Chairman & Managing Director


Mar 31, 2013

The Directors have pleasure in presenting their 22nd Annual Report on the business and operations of the Company for the year ended 31st March, 2013.

1. FINANCIAL RESULTS:



(Rs. In Lacs)

31st March, 31st March, 2013 2012

Operating Income (from Job Work) 202.06 461.25

Other Income 65.10 51.78

Profit (Loss) before Depreciation 106.51 313.22

Less : Depreciation 27.98 28.98

Profit/ (Loss) after Depreciation

Less : Provision for Tax 78.53 284.24

Less: Deffered Tax 27.67 99.77

Less : Excess Provision for Tax PY (4.19) (4.26)

- 1.35

Profit/ (Loss) after Tax

Add :Amount brought forward from 55.04 187.39 Previous Year

245.31 160.88

Amount available for appropriation

Appropriations 300.35 348.27

Interim Dividend paid

Proposed Dividend

- -

Dividend Distribution Tax

54.86 82.30

Transfer to Reserves

9.32 13.99

Prior Period Items

- 9.37

Balance carried to Balance Sheet

(Profit/ (Loss) Account) 0.15 2.69

236.31 245.31



2. DIVIDEND:

The Board of Directors are glad to recommend Final Dividend @ Re 1.00 per share on 54,86,400 Equity Shares of Rs.10/- each aggregating to Rs.54,86,400/- for the year ended 31st March, 2013, subject to approval of the Members of the Company at the ensuing Annual General Meeting scheduled to be held on 26th September, 2013.

3. DIRECTORS:

Shri Ashwin P Sanghavi, Non-Executive independent Director of the Company retires by rotation under Article 104 of Articles of Association of the Company but being eligible offers himself for re-appointment.

4. OPERATIONS:

During the year under Report your Company achieved an Operating Income (from Job Work) of Rs.202.06 Lacs as against Rs. 461.25 Lacs in the previous year. Other Income earned during the year stood at Rs.65.10 lacs as against Rs. 51.78 lacs in the previous year. The Profit before Depreciation was Rs. 106.51 Lacs as against Rs. 313.22 Lacs in the previous year. The profit after Depreciation and Tax was Rs.78.53 Lacs as against Rs. 284.24 Lacs in the year ended 31st March, 2012.

5. DONATIONS:

During the year under report donations were made to Social/ Educational Institutions amounting to Rs. 9,11,000/- (Previous year Rs. 26,17,406/-)

6. AUDITORS:

M/s. Akshay D. Shah & Co., Chartered Accountants of the Company will retire at the conclusion of the forthcoming Annual General Meeting and being eligible offers himself for reappointment as Statutory Auditors of the Company.

7. AUDITOR''S REPORT:

There are no adverse observations in the Auditor''s Report.

8. DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to Section 217 (2AA) of the Companies Act, 1956, The Directors confirm that:

a) in the presentation of the Annual Accounts, the applicable Accounting Standards except revised AS 15 applicable for Accounting Treatment for Gratuity, Leave Encashment and other Retirement Benefits have been followed and that no material departures except to the extent disclosed have been made from the same;

b) the Directors had selected such Accounting policies and applied them consistently and 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;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) the Directors had prepared the Annual Accounts on a going concern basis.

9. STATEMENTS OF PARTICULARS UNDER COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988:

Information in accordance with the provisions of Section 217(1)(e) of the Act read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given in Annexure "A".

10. PUBLIC DEPOSITS:

The Company has not accepted any Public Deposits during the year under report.

11. PARTICULARS OF EMPLOYEES:

The Company has no employee in the category specified under Section 217(2A) of the Companies Act, 1956.

For and on behalf of the Board

Place: Mumbai

Date: 01/08/2013

ASHOK M. MEHTA

Chairman & Managing Director


Mar 31, 2010

The Directors have pleasure in presenting their 19th Annual Report on the business and operations of the Company for the year ended 31st March, 2010.

1. FINANCIAL RESULTS :

(Rs. In Lacs)

31st March, 31st March, 2010 2009

Operating Income (from Job Work) 313.63 478.95

Other Income 37.09 33.56

Prof it (Loss) before Depreciation 153.55 296.72

Less : Depreciation 28.05 27.74

Profit/ (Loss) after Depreciation 125.51 268.98

Less: Provision for Tax 51.78 99.06

Less: Deffered Tax 3.25 0.89

Less: Provision for FBT - 1.35

Profit/ (Loss) after Tax 70.48 167.68

Add .Amount brought forward from 201.86 97.72 Previous Year

Amount available for appropriation 272.33 265.40

Appropriations

Proposed Dividend @ 1 rupee per 54.86 54.86 share

Interim Dividend paid 54.86 54.86

Tax on proposed dividend 18.65 9.32

Transfer to General Reserve 9.41 -

Prior Period Items - (0.64)

Balance carried to Balance Sheet (Profit/(Loss) Account) 134.54 201.86

2. DIVIDEND :

The Board of Directors are glad to recommend dividend at 1.00 rupee per share on 54,86,400 Equity Shares of Rs.10/- each aggregating to Rs.54,86,400 for the year ended 31st March, 2010, subject to approval of the Members of the Company at the ensuing Annual General Meeting scheduled to be held on 21st May, 2010.

3. DIRECTORS :

Shri. Ashwin P. Sanghavi, Non Executive Independent Director of the Company retire by rotation under Article 104 of Articles of Association of the Company but being eligible offers himself for re-appointment.

Shri. Ashok M. Mehta was appointed as Managing Director for a period of 5 years w.e.f 01/04/2008 at a remuneration of Rs. 1,50,000/- p.m.. The Board of directors in its meeting held on 23rd October, 2009 decided to revise the terms of his appointment for a period of 3 years w.e.f. 1st November, 2009 at a salary of Rs.1,50,000/- p.m. plus other perquisites and benefits and his total remuneration not to exceed Rs. 2,50,000/ - p.m. The members of the Company at the Extra Ordinary General Meeting held on 16th November, 2009 approved the appointment of Shri. Ashok M. Mehta as Managing Director for a period of 3 years w. e. f. from 1st November, 2009.

Shri. Yash A. Mehta was appointed as Executive Director, Marketing for a period of 5 years w.e.f 01/04/2008 at a remuneration of Rs. 1,00,000/- p.m. The Board of directors in its meeting held on 23rd October, 2009 decided to revise the terms of his appointment for a period of 3 years w.e.f. 1st November, 2009 at a salary of Rs.1,00,000/- p.m. plus other perquisites and benefits and his total remuneration not to exceed Rs. 2,50,000/ - p.m. The members of the Company at the Extra Ordinary General Meeting held on 16lh November, 2009 approved the appointment of Shri. Yash A. Mehta as Executive Director, Marketing for a period of 3 years w. e. f. from 1st November, 2009.

4. OPERATIONS:

During the year under Report your Company achieved a Operating Income (from Job Work) of Rs.313.63 Lacs as against Rs.478.95 Lacs in the previous year. Other Income earned during the year stood at Rs.37.09 lacs as against Rs.33.56 lacs in the previous year. The Profit before Depreciation and tax was Rs.153.55 Lacs as against Rs.296.72 Lacs in the previous year. The profit after Depreciation and Tax was Rs. 70.48 lacs as against Rs.167.68 lacs in the year ended 31st March, 2009.

5. DONATIONS:

During the year under report donations were made to Social/ Educational Institutions amounting to Rs. 16,89,000/- (Previous year Rs. 27,46,704/-)

6. AUDITORS:

During the year, under report, M/s. Akshay D. Shah & Co., Chartered Accountants of the Company will retire at the conclusion of the forthcoming Annual General Meeting and as eligible offer themselves for reappointment as Statutory Auditors of the Company.

7. AUDITORS REPORT:

There are no adverse observations in the Auditors Report.

8. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, 1956, The Directors confirm that:

a) in the presentation of the Annual Accounts, the applicable Accounting Standards except revised AS 15 applicable for Accounting Treatment for Gratuity, Leave Encashment and other Retirement Benefits have been followed and that no material departures except to the extent disclosed have been made from the same;

b) the Directors had selected such Accounting policies and applied them consistently and 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;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and,

d) the Directors had prepared the Annual Accounts on a going concern basis.

9. STATEMENTS OF PARTICULARS UNDER COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES. 1988

Information in accordance with the provisions of Section 217(1 )(e) of the Act read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given in Annexure "A".

10. PUBLIC DEPOSITS

The Company has not accepted any Public Deposits during the year under report.

11. PARTICULARS OF EMPLOYEES :

The Company has no employee in the category specified under Section 217(2A) of the Companies Act, 1956.

For and on Behalf of the Board

Place: Mumbai ASHOK M. MEHTA

Date :23rd April, 2010 Chariman & Managing Director

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