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Directors Report of Rubra Medicaments Ltd.

Mar 31, 2014

Dear Members,

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

1. FINANCIAL RESULTS

Your Company financial performance during the year 2013-14 is summarized below:

(Rs. In Lacs) Particulars 2013-2014 2012-2013

Profit/(Loss) Before Depreciation (5.86) (5.32)

Less: Depreciation - -

Profit/(Loss) Before Tax (5.86) (5.32)

Less: Taxation - -

Profit/(Loss) After Tax (5.86) (5.32)

2. OPERATIONS

The Company''s Net Loss for the Financial Year ended March 31, 2014 stood at Rs. 5.86 lacs as against Rs.5.32 lacs in the previous year.

3. DIVIDEND

The Board of Directors express their inability to recommend any dividend on equity shares for the year ended March 31, 2014 due to absence of profit.

4. PUBLIC DEPOSITS

During the year, the Company has not accepted any deposit.

5. AUDITORS

M/s. D M Oza & Associates, Chartered Accountants, Mumbai, Statutory Auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Company has received confirmation that their appointment, if made, would be within the prescribed limit specified under relevant sections of the Companies Act and that they are not disqualified for such appointment. Your Directors recommend re-appointment of M/s. D M Oza & Associates as the Statutory Auditors of the Company for the current financial year and fixation of their remuneration.

6. AUDITORS'' REPORT

The Auditors'' Report on the financial statement for the current year is self-explanatory, therefore does not require any further explanation.

7. DIRECTORS

In accordance with the Companies Act, the director liable to retire by rotation at the ensuring Annual General Meeting, retires by rotation and being eligible offer itself for re-appointment.

8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

A statement containing the necessary information required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed to this report.

9. PARTICULARS OF EMPLOYEES

The Company does not have any employee who is in receipt of remuneration aggregating to the sum prescribed u/s. 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

10. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirements u/s. 217(2AA) of the Companies Act, 1956, your Directors hereby state and confirm that:

(i) In preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any

(ii) They have selected the accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year under review and for the loss of the Company for the same period.

(iii) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(iv) They have prepared the Annual Accounts on "GOING CONCERN" basis.

11. CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement the Company has adopted most of the provisions of Clause 49 of the Listing agreement. A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance of conditions of Corporate Governance and also the Management Discussion and Analysis Report are annexed to this report.

12. ACKNOWLEDGEMENTS

Your Directors takes opportunity to show gratitude towards the assistance and co-operation received from Shareholders.

For and on Behalf of the Board of Directors of RUBRA MEDICAMENTS LIMITED

Place: Hyderabad Date: September 02, 2014 Director Director


Mar 31, 2013

Dear Members,

The Directors have pleasure in presenting the 22nd Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2013.

1. FINANCIAL RESULTS

Your Company financial performance during the year 2012-13 is summarized below:

(Rs. In Lacs)

Particulars 2012-2013 2011-2012

Profit/(Loss) Before Depreciation (5.32) (6.22)

Less: Depreciation

Profit/(Loss) Before Tax (5.32) (6.22)

Less: Taxation

Profit/(Loss) After Tax (5.32) (6.22)

2. OPERATIONS

The Company''s Net Loss for the Financial Year ended March 31, 2013 stood at Rs.5.32 lacs as against Rs.6.22 lacs in the previous year.

3. DIVIDEND

The Board of Directors express their inability to recommend any dividend on equity shares for the year ended March 31, 2013 due to absence of profit.

4. PUBLIC DEPOSITS

During the year, the Company has not accepted any deposit u/s. 58A of the Companies Act, 1956.

5. AUDITORS

M/s. D M Oza & Associates., Chartered Accountants, Mumbai, Statutory Auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Company has received confirmation that their appointment, if made, would be within the prescribed limit specified u/s. 224(1B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act, 1956. Your Directors recommend re-appointment of M/s. D M Oza & Associates as the Statutory Auditors of the Company for the current financial year and fixation of their remuneration.

6. AUDITORS'' REPORT

The Auditors'' Report on the financial statement for the current year is self-explanatory, therefore does not require any further explanation.

7. DIRECTORS

In accordance with the Companies Act, 1956, the director liable to retire by rotation at the ensuring Annual General Meeting, retires by rotation and being eligible offer itself for re-appointment.

8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

A statement containing the necessary information required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed to this report as Annex 1.

9. PARTICULARS OF EMPLOYEES

The Company does not have any employee who is in receipt of remuneration aggregating to the sum prescribed u/s. 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

10. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirements u/s. 217(2AA) of the Companies Act, 1956, your Directors hereby state and confirm that:

(i) In preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any

(ii) They have selected the accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year under review and for the loss of the Company for the same period. (iii) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. (iv) They have prepared the Annual Accounts on "GOING CONCERN” basis.

11. CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement the Company has adopted most of the provisions of Clause 49 of the Listing agreement. A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance of conditions of Corporate Governance and also the Management Discussion and Analysis Report are annexed to this report.

12. ACKNOWLEDGEMENTS

Your Directors takes opportunity to show gratitude towards the assistance and co-operation received from Banks and other Agencies and Shareholders resulting in good performance during the year under review.

Your Directors also wish to place on record their deep sense of appreciation for the dedicated services rendered by Executives, staff and workers of the Company.

For and on Behalf of the Board of Directors of

RUBRA MEDICAMENTS LIMITED

Place: Hyderabad

Date: September 02, 2013 Director Director


Mar 31, 2012

Dear Members,

The Directors have pleasure in presenting the 21st Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2012.

1. FINANCIAL RESULTS

Your Company financial performance during the year 2011-12 is summarized below:

(Rs. In Lacs)

Particulars 2011-2012 2010-2011

Profit/(Loss) Before Depreciation (6.22) (16.88)

Less: Depreciation - -

Profit/(Loss) Before Tax (6.22) (16.88)

Less: Taxation - -

Profit/(Loss) After Tax (6.22) (16.88)

2. OPERATIONS

The Company''s Net Loss for the Financial Year ended March 31, 2012 stood at Rs.6.22 lacs as against Rs.16.88 lacs in the previous year.

3. DIVIDEND

The Board of Directors express their inability to recommend any dividend on equity shares for the year ended March 31, 2012 due to absence of profit.

4. PUBLIC DEPOSITS

During the year, the Company has not accepted any deposit u/s. 58A of the Companies Act, 1956.

5. AUDITORS

M/s. D M Oza & Associates., Chartered Accountants, Mumbai, Statutory Auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Company has received confirmation that their appointment, if made, would be within the prescribed limit specified u/s. 224(1B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act, 1956. Your Directors recommend re-appointment of M/s. D M Oza & Associates as the Statutory Auditors of the Company for the current financial year and fixation of their remuneration.

6. AUDITORS'' REPORT

The Auditors'' Report on the financial statement for the current year is self-explanatory, therefore does not require any further explanation.

7. DIRECTORS

In accordance with the Companies Act, 1956, the director liable to retire by rotation at the ensuring Annual General Meeting, retires by rotation and being eligible offer itself for re-appointment.

8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

A statement containing the necessary information required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed to this report as Annex 1.

9. PARTICULARS OF EMPLOYEES

The Company does not have any employee who is in receipt of remuneration aggregating to the sum prescribed u/s. 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

10. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirements u/s. 217(2AA) of the Companies Act, 1956, your Directors hereby state and confirm that:

(i) In preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any

(ii) They have selected the accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year under review and for the loss of the Company for the same period.

(iii) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(iv) They have prepared the Annual Accounts on "GOING CONCERN" basis.

11. CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement the Company has adopted most of the provisions of Clause 49 of the Listing agreement. A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance of conditions of Corporate Governance and also the Management Discussion and Analysis Report are annexed to this report.

12. ACKNOWLEDGEMENTS

Your Directors takes opportunity to show gratitude towards the assistance and co-operation received from Banks and other Agencies and Shareholders resulting in good performance during the year under review.

Your Directors also wish to place on record their deep sense of appreciation for the dedicated services rendered by Executives, staff and workers of the Company.

For and on Behalf of the Board of Directors of

RUBRA MEDICAMENTS LIMITED

Place: Hyderabad

Date: September 01, 2012 Director Director


Mar 31, 2011

Dear Members,

The Directors have pleasure in presenting the 20th Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2011.

1. FINANCIAL RESULTS

Your Company financial performance during the year 2010-11 is summarized below:

(Rs. In Lacs)

Particulars 2010-2011 2009-2010

Profit Before Depreciation (16.88) (26.19)

Less: Depreciation - 5.23

Profit Before Tax (16.88) (31.42)

Less: Taxation - 1.61

Profit After Tax (16.88) (33.04)

2. OPERATIONS

The Company''s revenue for the financial year ended March 31, 2011 stood at Rs. 0.42 lacs as compared to Rs. 88.94 lacs in the previous year and Net Loss for the Financial Year ended March 31, 2011 stood at Rs.16.88 lacs as against Rs.33.04 lacs in the previous year.

3. DIVIDEND

The Board of Directors express their inability to recommend any dividend on equity shares for the year ended March 31, 2011 due to absence of profit.

4. PUBLIC DEPOSITS

During the year, the Company has not accepted any deposit u/s. 58A of the Companies Act, 1956.

5. AUDITORS

M/s. D M Oza & Associates., Chartered Accountants, Mumbai, Statutory Auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Company has received confirmation that their appointment, if made, would be within the prescribed limit specified u/s. 224(1B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act, 1956.

Your Directors recommend re-appointment of M/s. D M Oza & Associates as the Statutory Auditors of the Company for the current financial year and fixation of their remuneration.

6. AUDITORS'' REPORT

The Auditors'' Report on the financial statement for the current year is self-explanatory, therefore does not require any further explanation.

7. DIRECTORS

In accordance with the Companies Act, 1956, the director liable to retire by rotation at the ensuring Annual General Meeting, retires by rotation and being eligible offer itself for re-appointment.

8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

A statement containing the necessary information required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed to this report as Annex 1.

9. PARTICULARS OF EMPLOYEES

The Company does not have any employee who is in receipt of remuneration aggregating to the sum prescribed u/s. 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

10. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirements u/s. 217(2AA) of the Companies Act, 1956, your Directors hereby state and confirm that:

(i) In preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any

(ii) They have selected the accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year under review and for the loss of the Company for the same period.

(iii) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(iv) They have prepared the Annual Accounts on "GOING CONCERN" basis.

11. CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement the Company has adopted most of the provisions of Clause 49 of the Listing agreement. A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance of conditions of Corporate Governance and also the Management Discussion and Analysis Report are annexed to this report.

12. ACKNOWLEDGEMENTS

Your Directors takes opportunity to show gratitude towards the assistance and co-operation received from Banks and other Agencies and Shareholders resulting in good performance during the year under review.

Your Directors also wish to place on record their deep sense of appreciation for the dedicated services rendered by Executives, staff and workers of the Company.

For and on Behalf of the Board of Directors of

RUBRA MEDICAMENTS LIMITED

Place: Hyderabad

Date: September 01, 2011 Director Director


Mar 31, 2010

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

FINANCIAL RESULTS

(Rs. in Lakhs)

Particulars Year ended 31.03.2010 Year ended 31.03.2009 Total Income 88.94 102.09 Profit / (Loss) before depreciation, interest and tax -26.19 (2.97) Depreciation 5.23 5.22 Interest Nil Nil Net Profit / (Loss) Before Tax for the year -31.42 (8.19) Fringe Benefit Tax Nil 0.22 Net Profit / (Loss) after Tax -31.42 (8.41)

OPERATIONAL PERFORMANCE

During the year under review, your Company has registered turnover of Rs. 88.94 Lakhs as against Rs. 102.09 Lakhs for the previous year registering a decrease of Rs. 13.15 Lakhs. The company ended with a Net Loss of Rs. 31.42 Lakhs as against a loss of Rs. 8.41 Lakhs for the previous Year. This was due to decrease in the turnover coupled with raise in the cost of raw materials and the personnel.

FUTURE PROSPECTS

This is year the Company has ended up with a loss. Board of Directors feels that the scenario may not improve as the ongoing recession has put pressure on margins of the Company. The Company is looking for alternative avenues to take up.

Pursuant to the resolution passed by the members of the Company under Section 192A and 293(l)(a) of the Companies Act, 1956 on July 02, 2009 by way of Postal Ballot, the Company has sold its Business with assets & liabilities including manufacturing facilities located at 109/3, IDA Phase II, Sector II, Lane 6, Cherlapally, R.R. Dist, Hyderabad - 500051, Andhra Pradesh to M/s. Rubra Pharmaceuticals Limited, a Company registered under the Companies Act, 1956 and having its registered office at 4-3-64/3, Raghunath Bagh, Kandaswamy Lane, Sultan Bazar, Hyderabad, Andhra Pradesh.

INDUSTRIAL RELATIONS

The Industrial and personnel relations have been cordial during the year.

DIVIDEND

The Board of Directors expresses their inability to recommend dividend for the financial year 2009-2010 due to absence of profit.

FIXED DEPOSITS

The Company has not accepted any deposits during the year within the meaning of Section 58 A of the Companies Act, 1956 and the rules made there under. So the provisions of Section 58A are not applicable to the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

(i) In the preparation of the annual accounts for the financial year ended 31st March, 2010, 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 were reasonable and prudent so as to give a true and fair view of the state Of affairs of the Company as on 31st March 2010 and of the Loss of the Company for the year ended on 31st March 2010.

(iii) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(iv) The directors have prepared the annual accounts for the financial year ended on 31st March. 2010 on a going concern basis.

DIRECTORS

Mr. Sushant Mohanlal, Director retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. Board of Directors recommends his re- appointment.

AUDITORS

The Auditors M/s. MRK Reddy & Co., Chartered Accountants will retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment. The Company has received a letter to the effect that their appointment, if made, would be within the prescribed limits under Section 224(1-B) of the Companies Act, 1956.

PARTICULARS OF EMPLOYEES

There are no employees whose particulars are required to be given under Section 217 (2A) of the Companies Act, 1956, read with the Companies(Particulars of Employees) Rules, 1975(As Amended).

INFORMATION PURSUANT TO THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988.

CORPORATE GOVERNANCE

Pursuant to the provisions of Clause 49 of the Listing Agreement and Section 292A of the Companies Act, 1956, a report on the Corporate Governance, which inter alia, includes the composition and construction of Audit Committee, is given as Annexure-II. Your Company will continue to adhere in letter and spirit to the good corporate governance policies.

Pursuant to the provision of Clause 49 (VII) (1) of the Listing Agreement, a certificate from the auditors of the Company on the compliance of the Clause is also enclosed.

CEO Declaration

Pursuant to the provisions of Clause 49(i) (D) (ii) of the Listing Agreement, a declaration by the Chairman and Managing Director of the Company declaring that all the members of the Board and the Senior Personnel of the Company have affirmed compliance with the Code of Conduct of the Company is enclosed.

ACKNOWLEDGMENTS

Your directors acknowledge the sincere efforts and hard work put in by the employees of the Company in its operations. The directors also wish to place on record their appreciation for the assistance and co-operation extended by customers, employees, shareholders, and all other business associates.

For and on behalf of the Board of Directors of Rubra Medicaments Limited Sd/- Place: Hyderabad Vishnu Kumar Gupta Date: 7th May 2010 Chairman

 
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