Mar 31, 2015
Dear Shareholders,
The directors have pleasure in presenting herewith the 21stAudited
Annual Report for the year ended on 31stMarch,
2015 of your Company.
Financial Results:
The Financial performance of the company during the year is as under:
PARTICULARS FOR THE YEAR
ENDED FOR THE YEAR ENDED
ON 31/03/2015 ON 31/03/2014
Income From Sales(Net) 139,339,729 51,748,126
Other Income 261,985 387,538
Total Income. 139,601,715 52,135,664
Total Expenses 142,915,969 51,788,033
Profit Before Tax (3,300,940) 304,966
Depreciation 62,296 20,703
Tax Expenses - 68,650
Deferred Tax 1,033 (4,231)
Provision for FBT. 0 0
Profit / (Loss) After Tax. (33,01,972) 232,085
Net Profit / (Loss) for the Year (33,01,972) 232,085
Other Adjustment 0 0
Previous Year Balance B/F (28,299,135) (28,531,220)
Balance Carried to Balance Sheet (31,601,107) (28,299,135)
Earnings Per Share (In Rupees) (0.60) 0.04
OPERATIONAL OVERVIEW
The company has engaged in business of commodities. During the year the
company has earned total income of Rs. 139,601,715/- (Previous year
52,135,664/-) and total expenses of Rs.142,915,969/- (Previous year of
Rs. 51,788,033/-). After deduction of depreciation of Rs. 62,296 /-
(Previous Year Rs. 20,703/-), the company has earned a net loss after
tax of Rs. 33,01,972/- (Previous year 232,085/-).
DIVIDEND:
In the view of carried forward losses, Board does not recommend any
dividend for the year under review.
PERFORMANCE
The company has accumulated losses at the end of the Financial Year and
it has incurred cash losses in the current and immediately preceding
financial years. The company has registered for the period more than
five years and accumulated losses of the company is more than 50% of
company's networth.
DETAILS OF THE ASSOCIATES/ JOINT VENTURE / SUBSIDIARIES COMAPANIES
The company does not have holding or subsidiary companies during the
year and no other company has become holding / subsidiary/ joint
venture.
SHARE CAPITAL STRUCTURE:
During the year under review there were no changes in the Authorized,
Issued, Subscribed and Paid up Share Capital Structure of the Company.
FIXED DEPOSIT
The Company has not accepted any public deposit during the year under
review and no amount against the same was outstanding at the end of the
year.
REGULATORY STATEMENT
In conformity with provision of Clause 32 in the Listing Agreement (s),
the Cash Flow Statement for the year ended 31.03.2015 is annexed
hereto. The equity shares of the Company are listed on the BSE Ltd. and
the National Stock Exchange of India Ltd. (NSE).
The Company has paid listing fees for the year 2015-16 to above stock
exchanges.
CORPORATE GOVERNANCE
The Board of Directors supports to maintain the highest standards of
corporate governance and adhere to the corporate governance
requirements set out by SEBI. In addition to the basic governance
issues, the Board lays strong emphasis on transparency, accountability
and integrity. The Report on corporate governance as stipulated under
Clause 49 of the Listing Agreement forms part of the Annual Report. The
requisite certificate from the Auditors of the Company confirming
compliance with the conditions of corporate governance as stipulated
under the aforesaid Clause 49, is attached to the Report on corporate
governance.
DEMATERIALISATION OF SECURITIES:
Your Company's Equity shares are admitted in the System of
Dematerialization by both the Depositories namely NSDL and CDSL. The
Company has signed tripartite Agreement through Registrar and Share
Transfer Agent M/s Skyline Financial Services Pvt. Ltd. The Investors
are advised to take advantage of timely dematerialization of their
securities. The ISIN allotted to your Company is INE400N01017. Total
Share dematerialized up to 31st March 2015 were 15, 82,500 which
constitute 28.76% of total capital. Your Directors request all the
shareholders to dematerialize their shareholding in the company as
early as possible.
DETAILS OF RELATED PARTIES TRANSACTIONS PURUSANT TO SECTION 188(1) OF
THE COMPANIES ACT, 2013
The Company is not entering into related parties transactions for
sale/purchase of goods or services at preferential prices. However, all
the transactions in the nature of sales/purchase of goods or services
are made on arm's length basis. The same were reported to the Board at
every meeting and Board took a note of the same and approved. Other
details for inter corporate financial transactions or remuneration and
other benefits paid to directors, their relatives, key managerial
personnel etc. are given in the notes to the accounts vide note no 31
as per requirements of AS 18.The Company has formulated various other
policies like Risk Management Policy, Evaluation of Board Performance
Policy, and CSR Policy etc. All such policies were documented and
adopted by the Board in its meeting held on 14.02.2015.
Full details of Risk Management Policy are given in the Corporate
Governance Report under the head Whistle Blower Policy. As the Company
has incurred loss during the year, the provisions related to CSR is
presently not applicable to the Company.
Regarding Performance Review of each of the member of the Board and
also the performance of the various Committees and the Board, the
Company has adopted the Model Code of Conduct for Independent
Directors, Key Managerial Personnel as prescribed in Schedule IV to the
Companies Act, 2013 and also as prescribed in the SEBI (Insider
Trading) Regulations. The Company strictly follows the procedure to
obtain necessary timely declarations from each of the directors and key
managerial personnel from time to time.
Management's Discussion and Analysis
Management's discussion and perceptions on existing business, future
outlook of the industry, future expansion and diversification plans of
the Company and future course of action for the development of the
Company are fully explained in a separately in Corporate Governance
Report.
DEPOSITS:
The company has not invited or accepted any Deposit, Loans or finance
from the public in violation of section 73(1) of Companies Act 2013
(section 58A of Companies Act, 1956) or any rules made there under.
DIRECTORS:
Mr. Bharat V Mashruwala shall retire by rotation at the ensuing Annual
General Meeting as per provisions of Law. He is eligible for
reappointment and has offered himself for directorship of the company.
Your directors recommend his reappointment.
DETAILS OF LOANS, GUARANTEES AND INVESTMENTS U/S 186 OF THE COMPANIES
ACT, 2013
During the year under review the Company has not made any inter
corporate loans, investments, given any corporate guarantee to any
other body corporate, subsidiary, associate or any other company.
DECLARATION BY INDEPENDENT DIRECTORS:
(Pursuant to Provisions of section 149(6) OF the Companies Act 2013)
All the Independent Directors of the Company do hereby declare that:
(1) All the Independent Directors of the Company are neither Managing
Director, nor a Whole Time Director nor a Manager or a Nominee
Director.
(2) All the Independent Directors in the opinion of the Board are
persons of integrity and possesses relevant expertise and experience.
(3) Who are or were not a Promoter of the Company or its Holding or
subsidiary or associate company.
(4) Who are or were not related to promoters or directors in the
company, its holding, subsidiary or associate company.
(5) Who has or had no pecuniary relationship with the company, its
holding, subsidiary or associate company or their promoters or
directors, during the two immediately preceding financial years or
during the current financial year.
(6) None of whose relatives has or had pecuniary relationship or
transaction with the company, its holding, subsidiary, or associate
company, or their promoters, or directors, amounting to two per cent or
more of its gross turnover or total income or fifty lacs rupees or such
higher amount as may be prescribed, whichever is lower, during the two
immediately preceding financial years or during the current financial
year,
(7) Who neither himself, nor any of his relatives,
(a) Holds or has held the position of a key managerial personnel or is
or has been employee of the company or its holding, subsidiary or
associate company in any of three financial years immediately preceding
the financial year in which Ihe is proposed to be appointed.
(b) Is or has been an employee or proprietor or a partner, in any of
the three financial years immediately preceding the financial years in
which he is proposed to be appointed of
(i) A firm of auditors or company secretaries in practice or cost
auditors of the company or its holding, subsidiary or associate
company; OR
(ii) Any legal or a consulting firm that has or had any transaction
with the company, its holding, subsidiary or associate company
amounting to ten per cent, or more of the gross turnover of such firm;
(iii) Holds together with his relatives two per cent, or more of the
total voting power of the company; OR
(iv) Is a Chief Executive or director, by whatever name called, or any
non-profit organization that receives twenty five per cent or more of
its receipts from the Company, any of its promoters, directors or its
holding, subsidiary or associate company or that holds two per cent or
more of the total voting power of the company; OR
(v) Who possesses such other qualifications as may be prescribed.
DIRECTORS' RESPONSIBILITY STATEMENT:
In terms of section 134 Clause (C) of Sub-Section (3) of the Companies
Act, 2013, in relation to financial statements for the year 2014-15,
the Board of Directors state:
a) In the preparation of the annual accounts for the financial year
ended 31st March 2015, as far as possible and to the extent, if any,
accounting standards mentioned by the auditors in their report as not
complied with, all other applicable accounting standards have been
followed along with proper explanation relating to material departure;
b) 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 profit and loss
account 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 this 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 on a going concern
basis; and
e) The directors in the case of a listed company had laid down internal
financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively.
f) 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.
DECLARATION BY BOARD AS PER REQUIREMENT OF SECTION 178 (1)
In compliance with Section 178 (1) as also in compliance with Clause 49
of the Listing Agreement, the Board of Directors do hereby declare
that:
a. The Company has proper constitution of the Board of Directors
including independent directors in proportion as per requirement of
clause 49 of the Listing Agreement. However, the Company is still in
process for appointing a suitable person as woman director as required
under Section 149 of the Companies Act, 2013.
b. The Company has constituted Nomination and Remuneration Committee,
Stakeholders Relationship Committee, Audit Committee as per
requirements of the Clause 49 of the Listing Agreement and provisions
of the Companies Act 2013.
c. The Company has the policy for selection and appointment of
independent directors who are persons of reputation in the society,
have adequate educational qualification, sufficient business experience
and have integrity & loyalty towards their duties.
d. The Company pays managerial remuneration to its Managing/Whole Time
Directors based upon their qualification, experience and past
remuneration received by them from their previous employers and
company's financial position.
e. The Independent Directors are paid sitting fee for attending
sitting fees for attending Board and other committee meetings as
decided by the Board from time to time. This sitting fee is decided
considering the financial position of the company.
f. The Company is not paying any commission on net profits to any
directors.
g. During the year the Board has met 4 times during the year. The
details of presence of every director at each meeting of the Board
including the meetings of the Committees, if any, are given in the
reports of the Corporate Governance.
SYSTEM OF PERFORMANCE EVALUATION OF THE BOARD, INDEPENDENT DIRECTORS
AND COMMITTEES AND INDIVISULA DIRECTORS
1. The Board makes evaluation of the effectiveness and efficiency of
every individual directors, committee of directors, independent
directors and board as a whole.
2. For these purpose the Board makes evaluation twice in a year on a
half yearly basis.
3. The performance of individual directors are evaluated by the entire
Board, excluding the Director being evaluated on the basis of presence
of every directors at a meeting, effective participation in discussion
of each of the business of agenda for the meetings, feedback receives
from every directors on draft of the minutes and follow up for action
taken reports from first line management.
4. Effectiveness and performance of various committees are evaluated
on the basis of the scope of work assign to each of the committees the
action taken by the committees are reviews and evaluated on the basis
of minutes and agenda papers for each of the committee meetings.
5. The performance of independent directors are evaluated on the basis
of their participation at the meetings and post meeting follow up and
communication from each of such independent directors.
DISCLOUSER AS PER COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULE,2014.
i) The ratio of the remuneration of each director to the median
remuneration of the employees of the company for the financial year:
Total Remuneration expenses : Rs. 2,116,000
Managerial Remuneration Expenses: Rs. 1,80,000
Other employees Remuneration: Rs. 1,963,000
ii) The percentage increase in remuneration of each director, Chief
Financial Officer, Chief Executive Officer, Company Secretary or
Manager, if any in the financial year: NONE
iii) The percentage increase in the median remuneration of employees in
the financial year: NONE
iv) The number of permanent employees on the rolls of company; Six (6)
v) The explanation on the relationship between average increase in
remuneration and company performance;
NONE vi) Comparison of the remuneration of the Key managerial personnel
against the performance of the company ;
The KMP i.e. Whole Time Director is being paid Remuneration of Rs.1.80
Lacs per annum. There is no increase of any amount of remuneration
during last year's.
vii) Average percentile increase made in the salaries of employees
other than the managerial personnel in the last financial year and its
comparison with the percentile increase in the managerial remuneration
and justification thereof and point out if there are any exceptional
circumstances for increase in the managerial remuneration ; NONE
viii) The key parameters for any variable component of remuneration
availed by the directors; NONE
ix) The ratio of the remuneration of the highest paid director to the
of the employees who are not directors but receive remuneration in
excess of the highest paid director during the year; 4.33
x) Affirmation that the remuneration is as per the remuneration policy
of the company. All remuneration of the Employees and directors are
decided by Nomination & Remuneration Committee and by the Board of
Directors within the organization.
PARTICULARS OF THE EMPLOYEES
Particulars of the employees as required under provisions of Section
197 (12) of the Act read with Rule 5 of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 as amended from time
to time, are not attached with this report since there was no employee
who was in receipt of remuneration in excess of Rs.5, 00,000 per month
during the year or Rs. 60 Lacs per annum in the aggregate if employed
part of the year.
AUDITORS STATUTORY AUDITORS
M/s. Sunil Dad, Chartered Accountants, an Auditors firm is statutory
auditors of the company since 2008-09. As per Rule 6(3) of the
Companies (Audit and Auditors) Rules 2014, they are eligible to
continue as the statutory auditors of the company for financial years
2015-16. Accordingly, Statutory Auditors of the company have given
their letter of consent and confirmation under section 141(1) the
Companies Act 2013 for their appointment as Statutory Auditors of the
Company for the financial year 2015-16. Hence, the Board has now
proposed to appoint the Statutory Auditors for FY 2015-16. Necessary
Resolution for their appointment as the Statutory Auditors and fixing
their remuneration is proposed to be passed at the Annual General
Meeting.
SECRETARIAL AUDITOR
The Company has appointed M/s. KAMLESH SHAH & SHAH CO. as the
secretarial auditor for the financial year 2014-15. They have given
their report in the prescribed form MR-3 which is annexed to this
report as an ANNEXURE.
OBSERVATIONS OF THE SECRETARIAL AUDITOR
The Board of Directors of the Company is duly constituted with proper
balance of Executive Directors, Non- Executives Directors and
Independent Directors with the woman director. Except the Company is
yet to appoint Company secretary and Internal Auditor
AUDITORS REPORT AND OBSERVATION:
1) Note 2 in the financial statement which indicates that the company
has accumulated losses and its net worth has been substantially eroded,
the Company has incurred a net loss/ net cash loss during the current
year and previous year(s) and , however, the Company current
liabilities does not exceeded its current assets as at the balance
sheet date. These Conditions, along with other matters, indicate the
existence of a material uncertainty that cast significant doubt about
the Company's ability to continue as a going concern. However, the
financial statements of the Company have been prepared on a going
concern basis and there is no doubt about the company's ability to
continue as going concern.
2) Please refer to point note 9 of Note 19 forming part of financial
statements regarding non appointment of qualified secretary as defined
under section 203 of the Companies Act, 2013
MANAGEMENT PERCEPTION REFER NOTE 1:-
The Company has diversified its business activities to trading in
agricultural commodities. It requires finance only in the working
capital form. The said business is running well and company is also
maintaining high current assets than current liabilities as per banking
norms. Though the company has accumulated losses of previous business
activities and its net worth is eroded, the current business activity
is running well and is also a profitable. Hence, the financial
statements are prepared on going concern basis and management is
hopeful that the said status will not be affected.
REFER NOTE 2:-
The Company is in process of appointing the qualified Company secretary
considering the current financial conditions of the Company. However
the management is Hopeful to complete the process in the current
financial year.
STATUTORY INFORMATION
The Information required to be disclosed in the report of the Board of
Directors as per the provisions of Section 134 of the Companies
Act-2013 and the Companies (Disclosure of Particulars in the Report of
Board of Directors) Rules 1988 regarding the conservation of energy;
technology absorption, foreign exchange earnings and outgo are not
applicable to the company. As Company is not manufacturing any product
or providing any services.
MATERIAL CHANGES / INFORMATION:
1. No material changes have taken place after the closure of the
financial year up to the date of this report which may have substantial
effect on the business and financial of the Company.
2. No significant and material orders have been passed by any of the
regulators or courts or tribunals impacting the going concern status
and companies operations in future.
APPRECIATION
Your Directors place on record their sincere appreciation for the
valuable support and co-operation as received from government
authorities, Financial Institutions and Banks during the year. The
Directors are also thankful for the support extended by Customers,
Suppliers and contribution made by the employees at all level. The
Directors would also like to acknowledge continued patronage extended
by Company's shareholders in its entire endeavor.
By Order of the Board of Directors
Date: 25th May 2015 Shree Ganesh Elastoplast Limited
Place: Ahmedabad SD/-
(Bharat V. Mashruwala)
Whole time director
(DIN: 03440503)
Mar 31, 2014
Dear Shareholders,
The directors have pleasure in presenting herewith the 20th Audited
Annual Report for the year ended on 31st March, 2014 of your Company.
Financial Results:
The Financial performance of the company during the year is as under:
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
ON 31/03/2014 ON 31/03/2013
Income From Sales(Net) 51,748,126 5,386,936
Other Income 387,538 554,713
Total Income. 52,135,664 5,941,648
Total Expenses 51,788,033 8,528,728
Profit Before Tax 304,966 (2,622,381)
Depreciation 20,703 618,195
Tax Expenses 68,650 0
Deferred Tax (4,231) 0
Provision for FBT. 0 0
Profit / (Loss) After Tax. 232,085 (2,622,381)
Net Profit / (Loss) for the Year 232,085 (3,226,360)
Other Adjustment 0 4,246,459
Previous Year Balance B/F (28,531,220) (29,551,318)
Balance Carried to Balance Sheet (28,299,135) (28,531,220)
Earnings Per Share (In Rupees) 0.04 (0.59)
DIVIDEND:
In the view of carried forward losses, your directors do not recommend
any dividend for the year under review.
SHARE CAPITAL STRUCTURE:
During the year under review there were no changes in the Authorized,
Issued, Subscribed and Paid up Share Capital Structure of the Company.
BUY BACK OF EQUITY SHARES:
The Company had not made any Buy Back of its paid up equity shares
during the year in terms of section 77A, 77AA and 77B of the Companies
Act 1956. Hence no specific disclosure is required to be made in this
report.
OPERATIONS:
The company has engaged in business of commodities. During the year the
company has earned total income of Rs. 52,135,664/- (Previous year
5,941,648/-) and total expenses of Rs. 51,788,033/- (Previous year of
Rs. 8,528,728/-). After deduction of depreciation of Rs 20,703/-
(Previous Year Rs. 618,195/-) and provision for tax of Rs. 68,650/-,
the company has earned a net profit after tax of Rs. 232,085 /-
(Previous year (2,622,381)/-). After making set off against previous
year losses the net profit is Rs. 232,085 /- (Previous Year Accumulated
loss of Rs. (3,226,360)/-) has been carried forward to next year.
DEMATERIALISATION OF SECURITIES:
The company''s equity shares are admitted in the system of
Dematerialization by both the depositories namely NSDL and CDSL. The
company has signed tripartite agreement through Registrar and Share
Transfer Agent M/s Skyline Financial Services Pvt. Ltd. The Investors
are advised to take advantage of timely dematerialization of their
securities. The ISIN allotted to the company is INE400N01017. Total
share dematerialized up to 31st March 2014 were 1,568,800 which
constitute 28.51% of total capital. Your directors request all the
shareholders to dematerialize their shareholding in the company as
early as possible.
CORPORATE GOVERNANCE:
Report on Corporate Governance and management discussion and analysis
as required vide Clause-49 of the Listing Agreement along with Auditors
Certificate are annexed to this report.
MANAGEMENT''S DISCUSSION AND ANALYSIS
Management''s discussion and perceptions on existing business, future
outlook of the industry, future expansion and diversification plans of
the Company and future course of action for the development of the
Company are fully explained in a separately in Corporate Governance
Report.
DEPOSITS:
The company has not invited or accepted any deposit, loans or finance
from the public in violation of section 73(1) of Companies Act 2013
(section 58A of Companies Act, 1956) or any rules made there under.
DIRECTORS:
Mr. Nitin H. Mehta and Mr. Harish R. Mehta shall retire by rotation at
the ensuing Annual General Meeting as per provisions of Law. They are
eligible for reappointment and have offered themselves for directorship
of the company. Your directors recommend for their reappointment.
However, Mr. Nitin H Mehta will no longer serve the company as Managing
Director from effective date of this AGM. He will continue in the
management team as a director.
Particulars as required under Section 134(3)(m) of Companies Act 2013,
(Section 271(1)(e) of Companies Act, 1956:
a) Conservation of Energy: NIL (As the company is in trading and
storing of commodity)
b) Technology Absorption: In the view of no manufacturing activity,
there is no technology absorption.
c) There are no foreign exchange earnings and outgo during the year.
PARTICULARS OF EMPLOYEES:
There are no employees of the company who were in receipt of the
remuneration of Rs.24,00,000/- annually in the Aggregate if employed
for the year and in receipt of the Monthly remuneration of Rs.
2,00,000/- in the aggregate if employed for a part of the year under
review. Hence the information required under Section 217 (2A) of the
Companies Act, 1956 being not applicable and hence not given in this
report.
DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 134(5) of Companies Act, 2013
(Section, 217(2AA) of the Companies Act, 1956) your Directors declare
that:
i) In preparation of the annual accounts, as far as possible and except
to the extent if any accounting standards mentioned by the auditors in
their report as not complied with, all other 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 responsible
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 after the profit or
loss of the company for that period.
iii) The Directors have taken proper and sufficient care for the
maintenance of the 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 had prepared the annual accounts on a going concern
basis.
v) The Directors had laid down internal financial control to be
followed by the company and that such internal financial controls are
adequate and were operating effectively.
vi) The Director had devised proper system to ensure compliances with
the provisions of all applicable laws and that such systems were
adequate and operating effectively.
DECLARATION BY INDEPENDENT DIRECTORS: (Pursuant to Provisions of
section 149(6) OF the Companies Act 2013)
All the independent directors of the company do hereby declare that
w.e.f financial year 2014-15:
(1) All the Independent Directors of the company are neither Managing
Director, nor a Whole Time Director nor a Manager or a Nominee
Director.
(2) All the Independent Directors in the opinion of the Board are
persons of integrity and possesses relevant expertise and experience.
(3) Who are or were not a Promoter of the Company or its Holding or
subsidiary or associate company.
(4) Who are or were not related to promoters or directors in the
company, its holding, subsidiary or associate company.
(5) Who has or had no pecuniary relationship with the company, its
holding, subsidiary or associate company or their promoters or
directors, during the two immediately preceding financial years or
during the current financial year.
(6) None of whose relatives has or had pecuniary relationship or
transaction with the company, its holding, subsidiary, or associate
company, or their promoters, or directors, amounting to two per cent or
more of its gross turnover or total income or fifty lakhs rupees or
such higher amount as may be prescribed, whichever is lower, during the
two immediately preceding financial years or during the current
financial year,
(7) Who neither himself, nor any of his relatives,
(a) Holds or has held the position of a key managerial personnel or is
or has been employee of the company or its holding, subsidiary or
associate company in any of three financial years immediately preceding
the financial year in which he is proposed to be appointed. Hence, Mr.
Mihir R Shah and Mrs. Sarmistha R Shah ceased to be independent
directors.
(b) Is or has been an employee or proprietor or a partner, in any of
the three financial years immediately preceding the financial years in
which he is proposed to be appointed of
(i) A firm of auditors or company secretaries in practice or cost
auditors of the company or its holding, subsidiary or associate
company; OR
(ii) Any legal or a consulting firm that has or had any transaction
with the company, its holding, subsidiary or associate company
amounting to ten per cent, or more of the gross turnover of such firm;
(iii) Holds together with his relatives two per cent, or more of the
total voting power of the company; OR
(iv) Is a Chief Executive or director, by whatever name called, or any
non-profit organization that receives twenty five per cent or more of
its receipts from the Company, any of its promoters, directors or its
holding, subsidiary or associate company or that holds two per cent or
more of the total voting power of the company; OR
(v) Who possesses such other qualifications as may be prescribed.
AUDITORS:
M/s Sunil Dad & Co., Chartered Accountants, Ahmedabad retires at the
ensuing Annual General Meeting and the company has received their
consent under provisions of Section 139(1) of Companies Act, 2013 read
with Rule 4 and 6 of The companies(Audit and Auditors) Rules, 2014
(Section 224(1B) of the Companies Act, 1956). The shareholders are
requested to appoint them as auditors for next financial year i.e. 2014
- 2015.
AUDITORS REPORT AND OBSERVATION:
The various observations made by the auditors in their report dated
19/05/2014 are self explanatory and properly explained in Notes forming
part of the accounts attached herewith. However, full explanation on
each of the observation of the auditors as under:
The company has no undisputed statutory dues payable which are
outstanding as at 31st March, 2014 for a period of more than six months
from the date they became payable other than:
This is an accounting entries continued since last more than 9 Years.
The Company has not received any demand notices, show cause notices or
other communication from relevant authorities. The company''s old VAT,
Sales Tax and CST registration numbers has been surrendered /cancelled.
This amount will be written off after confirmation from relevant
authorities for cancellation of CST and ST registration numbers from
concerned departments.
AUDIT COMMITTEE:
The Company has formed the audit committee within the organization in
compliance to Section 177 of Companies Act, 2013 (section 292A of
Companies Act, 1956) and also in compliance with clause 49 relating to
corporate governance as per listing agreement. The Complete details are
given in corporate governance attached herewith.
STATUS ON LISTING OF SHARES:
The company has paid the Annual listing fees. The Company has complied
with all listing compliances and has submitted them in timely manner.
The Company has received approval from Central Depository Services Ltd
and National Securities Depository Ltd and has obtained ISIN No.
INE400N01017.
ACKNOWLEDGEMENT:
Your directors take on record and acknowledge the devotion made and
hard work put by its employees, co operations at all level received
from various government authorities, stock exchanges, professionals,
Bankers and all other persons, institutions associated with the
company.
For and By Order of the Board of Directors of
of Shree Ganesh Elastoplast Limited
SD/-
(Bharatbhai V. Mashruwala)
Whole Time Director
(DIN: 03440503)
Date: 19th MAY 2014
Place: Ahmedabad
Mar 31, 2013
Dear Shareholders,
The Directors are presenting herewith 19th Audited Annual Report along
with the Audited Accounts for the year ended 31st March, 2013.
FINANCIAL RESULT:
During the year, the company had done the business of trading in Maize
and other agro commodities. The Company had also done the business of
the hedging in commodity market. The financial performance during the
year is as under:
(Rs. In Lacs)
31.3.2013 31.3.2012
Revenue from operations Â
53.87 0
Other Income Â
5.55 0
Less: Total Expenses Â
85.29 28.79
Profit before exceptional and
extraordinary items and tax Â
-25.87 -28.73
Less: Extraordinary Items Â
0.35 0.21
Profit before Tax Â
-26.22 -30.84
Profit (Loss) for the period from
continuing operations Â
-26.22 -30.84
Profit/(Loss) from discontinuing
operations Â
-6.04 0
Profit/(Loss) for the period Â
-32.26 -30.84
OPERATIONS:
During the year, as the Company had disposed off its unit, including
the land located at Village: Vasna-Chacharvadi, Taluka: Sanand,
District: Ahmedabad. The proceeds are now being used in business of
trading in Agro Commodities. In order to minimize the price fluctuation
risk on the inventory held by the company, the company is engaged in
the hedging activity. The excess fund of Rs. 136.00 lacs has been made
fixed deposit with the bankers. Further the company has also made a
strict credit monitoring policy so that the company may avoid any
further trading loss or business financial losses.
SALE/DISPOSAL OF ENTIRE UNIT AT VASANA CHACHARVADI:
Pursuant to power granted to Board of Directors in terms of Postal
Ballot resolution passed by share holder, the director after receiving
quotation disposed off its unit, including the land located at Village:
Vasna-Chacharvadi, Taluka: Sanand, District: Ahmedabad on as is where
is basis at a total consolidated amount of Rs. 300 lakh.
DIVIDEND:
In view of carried forward losses, your directors do not recommend any
dividend for the year under review.
TRANSFER OF UNPAID/UNCLAIMED DIVIDEND OR OTHER DUES:
The company does not have any amount lying with it as Unpaid/Unclaimed
dividend which is required to be transferred to the General Revenue
Account of Government of India as per provisions 205C of the act. The
company does not have any outstanding liabilities on account of
interest or principal of matured/accrued and unpaid/unclaimed amount of
Deposits, Debentures or other such amount.
CAPITAL STRUCTURE:
There was no change in the Authorized, Issued, Subscribed or Paid up
share capital of the company during the year under review.
BUY BACK OF SHARES:
The company has not made any buy back of its equity shares during the
year as per provision of section 77, 77A or other provision of the Act.
The board further report that no such liabilities on account of buy
back of shares if any declared in the past are outstanding.
STATUS ON LISTING OF SHARES:
The Company has paid the Annual listing fees of Bombay stock exchange.
The Company has complied with all pending listing compliances and has
submitted all pending documents with BSE. The Company has received
approval from CDSL and NSDL and has obtained ISIN No. INE400N01017.
Your directors recommend and request all shareholders to dematerialize
their shareholding because the trading in shares are being done on
stock exchange in demat mode only.
CORPORATE GOVERNANCE
Report on Corporate Governance and Management Discussion and Analysis
as required vide clause  49 of the Listing Agreement along with
Management Discussion and Analysis Report, Auditors Certificate are
annexed to this report:
DEPOSITS:
The company has not invited or accepted any Deposit, Loans or finance
from the public as defined in section 58A of the Companies Act.
DIRECTORS:
Mr. MAYUKH JAYDEVPRASAD PANDYA and Mr. MIHIR RAMESHCHANDRA SHAH retire
by rotation and being eligible offer themselves for reappointment. Your
directors recommend appointing them by passing requisite resolutions as
proposed in the Notice.
PARTICULARS AS REQUIRED UNDER SECTION 217(1)(e):
a) Conservation of Energy: - As the Company was engaged in the business
of trading operations during the year, this information is not
applicable to your company.
b) Technology Absorption: As the Company was engaged in the business of
trading operations during the year, this information is not applicable
to your company.
c) There are no foreign exchange earnings and outgo during the year.
PARTICULARS OF EMPLOYEES: (Section 217(2A))
There are no employees receiving the annual remuneration of Rs. 24,
00,000/- or monthly remuneration of Rs. 2, 00,000/- or more during the
year. Hence, information required to be given in the statement as per
Section 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 has not been furnished.
DIRECTOR''S'' RESPONSIBILITY STATEMENT: (Section 217 (2AA).
Your Directors declares that:
i) In preparation of the annual accounts, as far as possible and except
to the extent if any accounting standards mentioned by the auditors in
their report as not complied with, all other applicable accounting
standards had been followed along with proper explanation relating to
material departures if any;
ii) The Directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are responsible
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 after the profit or
loss of the company for that period;
iii) The Directors have taken proper and sufficient care for the
maintenance of the 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 had prepared the annual accounts on a going concern
basis.
AUDIT COMMITTEE: (SECTION 292A READ WITH LISTING AGREEMENT):
The Company has in compliance to section 292A of the Companies Act 1956
as also in compliance to clause 49 of the Listing Agreement formed an
AUDIT Committee consisting of independent Directors. This Committee is
headed by Independent Director Mr. Harish R Mehta, and other members
include two non executive independent directors. The reference and
other terms of the committee are in agreement with the requirements of
clause 49 on listing agreement relating to code or corporate
governance.
AUDITORS:
M/s Sunil Dad & Co., Chartered Accountants, Ahmedabad retires at the
ensuing Annual General Meeting and the Company has received their
consent under provisions of Section  224(1B) of the Companies Act,
1956. The shareholders are requested to appoint them as auditors for
the year 2013-14.
Auditors Report and Observation:
The various observations made by the auditors in their report dated
30/05/2013 are self explanatory and properly explained in Notes forming
part of the accounts attached therewith. However, full explanation on
each of the observation of the auditors is as under:
1. No provision has been made in books of accounts for retirement
benefit of employees, as the company does not have any employees,
eligible for retirement benefits.
2. No provision has been made in books of accounts for deferred
taxation as the company has during the year disposed off its unit,
including the land, there is no fixed asset with the company, and hence
no provision for deferred tax is considered necessary.
3. The company has discontinued its manufacturing operation during the
year and has disposed off its substantial fixed assets. Company has
allocated Rs. 200 lacs towards freehold land and balance Rs. 100 lacs
towards other block of assets on the basis of the valuation report.
4. The company has undisputed statutory dues payable which are
outstanding as at 31st March, 2013 for a period of more than six months
from the date they became payable as under:
Name of the statue Nature of the dues Amount (Rs.) Other particulars
Central Sales Tax Sales Tax 192882 Period: Earlier Years
Due date: Not ascertainable Date of payment: Not paid Central Sales Tax
Sales Tax 123594 Period: Earlier Years
Due date: Not ascertainable Date of payment: Not paid MANAGEMENTS''
PERCEPTION: This is an accounting entries continued since last more
than 8 Years. The Company has not received any demand notices, show
cause notices or other communication from relevant authorities. The
company has surrendered/ cancelled its VAT Sales Tax and CST
registration numbers. This amount will be written off after
confirmation from relevant authorities for cancellation of CST and ST
registration numbers from concerned departments.
5. The loans and advances, trade receivables and debtors outstanding
etc in books of account amounting to Rs. 1,89,80309 are non
recoverable, outstanding for more than 6 years are written off during
the year after due efforts made by the management with relevant
parties.
6. Investments, written off last year has been reinstated in the books
of account and given to the director Mihir R. Shah for Rs. 212323/-
against the total dues payable to him.
MANAGEMENTS'' PERCEPTION: These investments were written off as non
realizable as these were mainly in the form of investment in unlisted
or private companies. Now as Mr. Mihir. R. Shah has shown interest in
buying of these investments, the company has written back the same in
the books of accounts and transferred to Mr. Mihir R Shah, against the
consideration amount of Rs. 2,12,323/-. This amount has been settled
against his dues from the company.
Report on Corporate Governance and management discussion and analysis
as required vide Clause-49 of the Listing Agreement along with Auditors
Certificate are annexed to this report.
MATERIAL DEVELOPMENT:
There is no material development has taken place since the closure of
the financial year up to the date of this report which may have
substantial bearing on the business and affairs of the company or its
finances or performances.
ACKNOWLEDGEMENT:
Your directors take on record and acknowledge the devotion made and
hard work put by its employees, co operations at all level received
from various government authorities, stock exchanges, professionals,
Bankers and all other persons, institutions associated with the
company.
Date: 30.05.2013 On behalf of the Board of Directors
Place: Ahmedabad Shree Ganesh Elastoplast Limited
Sd/-
(Nitin H. Mehta)
Chairman & Managing Director.
Mar 31, 2012
The Directors are presenting herewith 18th Annual Report along with
the Audited Accounts for the year ended 31st March, 2012.
FINANCIAL RESULTS:
During the year, the company was not engaged in any commercial business
activities. Hence there was no operational income. The Company has also
not earned any other income whether by sale of its old stocks or
interest or sale of scrap etc. The Company has during the year incurred
administrative expenditure of Rs. 22,48,018/- (Previous year was of Rs.
10,000/-). After making provision for depreciation of Rs. 6,20,617
(Previous year was of Rs. 6,20,617/-), the company incurred a net loss
of Rs. 28,72,937/- (Previous year loss of Rs. 6,30,617/-). After making
necessary adjustments for prior period expenses and exceptional and
extra ordinary items and taxes, a Net Loss of Rs. 30,83,888/- (Previous
year of Rs. 6,30,617/-) is carried to Balance sheet.
OPERATIONS:
During the year, under review, the company could not carry-out any
manufacturing activity due to its plant has been closed for long time
and is not in a position for running. It is also deteriorating and
becoming obsolete day by day. The current condition of the plant and
machineries are rusting day by day.
DIVIDEND:
In the view of carried forward losses, your directors do not recommend
any dividend for the year under review.
TRANSFER OF UNPAID/ UNCLAIMED DIVIDEND OR OTHER DUES:
The Company does not have any amount lying with it as Unpaid/ Unclaimed
Dividend which is required to be transferred to the General Revenue
Account of Government of India as per provisions of Section 205C of the
Act. The Company does not have any outstanding liabilities on account
of Interest or Principal of matured / accrued and unpaid/ unclaimed
amount of Deposits, Debentures or other such amounts.
CAPITAL STRUCTURE:
There was no change in the Authorized, issued, subscribed or paid up
share capital of the company during the year under review.
BUY BACK OF SHARES:
The Company has not made any Buy back of its equity shares during the
year as per provisions of section 77, 77A or other provisions of the
Act. The board further report that no such liabilities on account of
buy back of shares if any declared in the past are outstanding.
DEMATERIALIZATION OF SHARES:
The Company has now entered in to Triparty Agreements with National
Securities Depository Limited and also with the Central Depository
Services Limited. The ISIN allotted to your company is INE 400 N 01017.
Your Company's shares are now available for dematerialization with both
the depositories. Your directors recommend to dematerialize the
shareholding by every shareholders as the trading in shares on stock
exchange is compulsorily required to be done in demat mode only.
STATUS ON LISTING AND TRADING IN SHARES OF THE COMPANY.
Your Company has now made all the quarterly, half yearly, yearly
compliances with the stock exchanges. The website of the Company
www.shreeganeshelastoplastltd.com is now fully operational. All the
information relating to the investors interest as well as all
information as per requirements of stock exchange and listing agreement
are available on the company's website. The Company has paid annual
listing fees of the Bombay Stock Exchange Limited up to and including
the financial year 2012-13. The Trading in shares of the company are
now resumed on the BSE Trading terminal. The shares of your company are
now freely tradable in demat mode. All investors can now take benefit
of sale/ purchase of shares in the company as well as new prospective
investors can also make investments in shares of the company through
any of the authorized or recognized broker of the BSE.
DISPOSAL OF OLD OBSOLATE MACHINERIES, FACTORY BUILDINGS AND OTHER FIXED
ASSETS;
During the year, the Company had proposed and the shareholders have by
passing a Special Resolution by means of Postal Ballot system as per
provisions of section 192A of the Companies Act, authorized The board
of Directors of the Company to sale, dispose off the whole or
substantially the whole of the undertaking to manufacture the rubber
and plastic parts currently located at Village: Vasna, Vasna
Chacharvadi, Taluak: Sanand, Dist: Ahmedabad to appropriate prospective
parties/clients at best available resale prices as the entire factory
building and plant and machineries or its parts are now in closed and
rusting conditions. The Board of Directors have appointed now reputed
government approved valuers to value the assets on as is where is
basis. After receipt of their report, the Board will do the further
process of selling the same.
FUTURE BUSINESS PLANS OF THE COMPANY:
Your Directors have decided to close its present business operations of
rubber and plastic parts manufacturing unit. As the said plant is in
closed conditions since long time and at present in rusting conditions
with the approval now obtained from the shareholders by means of postal
ballot, your directors have decided to sale or disposs off the whole or
substantially the whole of the undertaking of this unit. The factory
buildings will be suitably modified/reconstructed and the said land
will be utilized for new business activities such as Agro food products
procurement, processing, packing, repacking etc. As your company's
current plant is located near Bavla, Dholka, Sanand, Bhal Pradesh of
Gujarat which are largest growers of Rice, Wheat and Grams (Chana),
there are good potentiality to establish an Agro and food processing
industry in this area. Further, the agro and food processing industry
has bright future looking to the increasing population of the country
as well the changing life style of the people in the Gujarat state due
to rapid industrialization and upgradation in the life style of the
people of Gujarat. Considering the above, it is proposed to change the
Main objects clause of the Memorandum of Association of the Company.
Your directors recommend to pass the resolution with requisite
majority.
REVALUATION OF THE FIXED ASSETS OF THE COMPANY:
The management of the company has thought fit and proper to revalue the
fixed assets of the Company considering the steep rise in the prices of
the real estate, land, buildings etc. in the state of Gujarat as well
as the nearby areas. This revaluation is made only to the extent of the
deemed market price (Jantri price), the minimum upset value of land
fixed by the Government of Gujarat for the land located in the area.
This is done to represent the real marketable value of assets and true
and fair value of the assets owned by the company in the financial
statements. This true and fair representation of the assets and other
business of the company will also help the company in raising required
financial resources for the future business activities of the company.
CORPORATE GOVERNANCE:
Report on Corporate Governance and management discussion and analysis
as required vide Clause-49 of the Listing Agreement along with
Management Discussion and Analyses report, Auditors Certificate are
annexed to this report.
DEPOSITS:
The company has not invited or accepted any Deposit, Loans or finance
from the public in violation of section 58A or any rules made there
under.
DIRECTORS:
Mr. Harshadlal Trambaklal Mehta has expressed his unwillingness to
continue as Director of the Company. Mr. Harshadlal T Mehta, retires by
rotation at the ensuing Annual General Meeting. Accordingly, it is
proposed not to reappoint him as Director at the ensuing Annual General
Meeting. The Board has also decided that no other person be appointed
as Director in his place. Mr. Nitin Harshadrai Mehta also retires by
rotation at the ensuing Annual General meeting. Your directors
recommend to appoint him by passing requisite resolutions as proposed
in the Notice. Mr. Harish Ratilal Mehta, was appointed as Additional
Director by the Board on 16th July 2012. He holds office as such only
up to the date of ensuing Annual General Meeting. However the company
has received notices from some members along with requisite deposit
proposing his candidature as director. Accordingly a resolution
proposing to appoint him as regular director of the company is proposed
to be passed. Your directors recommend to pass the same with requisite
majority,
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section - 217(AA) of the Companies Act,
1956, your Directors declare that:
i) In preparation of the annual accounts, as far as possible and except
to the extent if any accounting standards mentioned by the auditors in
their report as not complied with, all other 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 responsible
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 after the profit or
loss of the company for that period;
iii) The Directors have taken proper and sufficient care for the
maintenance of the 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 had prepared the annual accounts on a going concern
basis.
PARTICULARS AS REQUIRED UNDER SECTION 217(1)(E):
a) Conservation of Energy: -NIL- (As the company is not in operations
throughout the year)
b) Technology Absorption: In the view of no business activity, the
question of technology absorption does not arise.
c) There are no foreign exchange earnings and outgo during the year.
PARTICULARS OF EMPLOYEES:
There are no employees in the company drawing salary/remuneration in
excess of the limits specified in the rules, hence, the statement as
required under Section - 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 has not been
furnished.
AUDITORS:
M/s Sunil Dad & Co., Chartered Accountants, Ahmedabad retires at the
ensuing Annual General Meeting and the Company has received their
consent under provisions of Section à 224(1B) of the Companies Act,
1956. You are requested to appoint them as auditors for the year
2012-13.
AUDITORS REPORT AND OBSERVATION:
The various observations made by the auditors in their report dated
16/07/2012 are self explanatory and properly explained in Notes forming
part of the accounts attached herewith. However, full explanation on
each of the observation of the auditors as under:
(1) NON DISCLOSURE OF NAME OF PARTIES AND THEIR DUES BELONGING TO SMALL
SCALE SECTOR:
At the year end, the company has total outstanding Sundry creditors of
Rs. 5,22,336/- only. Whereas total creditors for expenditure is Rs.
1,05,555/-. As the Company is not in operations since last 5 years or
more and no claims from any sundry creditors are received during the
year, in absence of proper supporting proofs from creditors it is
difficult for the management to segregate the dues belonging to SSI
Creditors. Hence, the information is not given in the Accounts
separately.
(2) No provision has been made for doubtful debts/loans & advances
aggregating to Rs. 1,89,60,309/-
The Management of the Company is in process of recovery of this
outstanding amount. The procedure is also followed by legal notices to
each of the parties and the company is also in talks with each of the
parties in a business like manner for its total recovery. There are
bright hopes and changes for their recovery hence, no provision has
been made.
(3) Acquisition of shares in earlier year of a company being sick
company under the same management for Rs. 28,30,459/-.
These shares of group company M/s. Magnus Rubber Limited is acquired
long back even before the said company had become sick. During the year
there was no change in investment. No fresh investment has been made by
the Board during the current year. The trading in shares of M/s. Magnus
Rubber Limited has been suspended by the Stock exchange hence, it is
not quoted. The said Company has gone In to liquidation and is at
present with the Official Liquidator for winding up process. The
company will make the provision for this amount by writing off the
investment now in the next financial year.
(4)Non provision of obsolete stock of Rs. 12,30,000/- as well as
diminution in value of shares Rs. 42,46,459/-.
The Company is in process of selling/disposal off of the stock lying
at its factory premises. It has also invited quotations, tenders from
various agencies. The stock will be disposed off in one lump sum go.
After considering the net realizable value of stock being sold in
auction, necessary provision for its loss will be made in the books of
account at the appropriate time. In fact, the Company has passed postal
ballot resolution under section 293(1)(a) for sale/disposs off of the
old obsolete parts, machineries and entire unit as a whole which has
not become obsolete and is now in rusting conditions. The board is now
empowered to do the process. The accounting of this transaction will be
completed in the next financial year.
(5) NON PROVISION OF UNDISPUTED TAX LIABILITIES:
The Amount of undisputed tax liabilities shown in the Auditors report
are relating to previous years vary old in nature. This liability has
been calculated by the Auditors as Sales tax amount and CST amount of
tax difference due to non receipt of C Forms from various parties. This
is a very old matter. The Company has also not received any notices
for recovery of the same from the department/authorities or no such
papers are traceable. However, the auditors have continued with to put
their remark in their report.
(6) ACCOUNTING MADE ON GOING CONCERN BASIS:
The Company is still incurring expenditure in the form of
administrative expenses. The Company's shares are at present listed on
stock exchanges. The Company has during the year paid all dues of stock
exchanges. The Company has also paid financial penalty if any imposed
by BSE for removal of suspension from Trading. The Company has
appointed full fledged Registrar and Share Transfer Agent. The Company
has signed tripartite agreements with NSDL and CDSL and has paid their
fees. Thus administratively the company is operational. The Company
has passed resolution under section 293(1)(a) authorizing the Board to
disposes off all old and obsolete plant, machineries, and other assets
to the best of their value. The Company has during the year revalued
its fixed assets (Land) to represent the true and fair value of its
assets. The company proposes to revive its entire business operations
by commencing of the new profitable business activities. Necessary
resolutions are proposed to be passed in the General meeting
authorizing changes in the objects clauses of memorandum of Association
of the Company. Considering all the efforts put in by the management of
the company for the revival of entire business operations and business
activities from all sides, the financial accounts of the company are
prepared by the management on a going concern basis.
AUDIT COMMITTEE:
The Company has formed the audit committee within the organization in
compliance to section 292A and also in compliance with clause 49
relating to Corporate governance as per listing agreement. The Complete
details are given in corporate governance report attached herewith and
forming part of this report.
MATERIAL CHANGES:
No material changes have taken place after the close of the financial
year and up to the date of this report which may have substantial
material bearings on the operations of business and finances of the
company and which are required to be reported in the report of the
board of directors.
ACKNOWLEDGEMENT:
Your directors take on record and acknowledge the devotion made and
hard work put by its advisors, consultants, bankers, various government
authorities, stock exchanges, professionals and all other persons,
institutions associated with the company at all levels.
On behalf of the Board of Directors
Of Shree Ganesh Elastoplast Limited
Sd/-
(Nitin. H. Mehta)
Chairman
Place: Ahmedabad
Date: 16.07.2012
Mar 31, 2010
The Directors are presenting herewith 16th Annual Report along with
the Audited Accounts for the period ended 31st March, 2010.
Financial Results:
The company has suspended manufacturing operations since last couple of
years and hence after incurring administrative expenses of Rs. 55,000,
the company has incurred loss of 6,75,617/- (P.Y. Rs. 675,617)
comprising of depreciation of Rs. 620,617 (P.Y. Rs. 620,617)
In the view of carried forward losses, your directors do not recommend
any dividend for the year under review.
Operations:
During the year, under review, the company could not carry-out any
manufacturing activity.
Finance:
The company has not accepted any finance from the public.
Directors:
Mr. Harshadhai T Mehta retires by rotation and being eligible, offers
himself for reappointment. There is no other change in the present
Board of Directors.
Particulars as required under Section 271(l)(e):
a) Conservation of Energy: -NIL-
b) Technology Absorption : In the view of no business activity, the
question of technology absorption does not arise.
c) There are no foreign exchange earnings and outgo during the year.
Particulars of Employees: Ã
There are no employees, the statement as required under Section -
215(2)(a) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 has not been furnished.
Directors Responsibility Statement:
Pursuant to the provisions of Section - 217(AA) of the Companies Act,
1956, your Directors declares that:
i) In 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 responsible
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 after the profit or
loss of the company for that period;
iii) The Directors have taken proper and sufficient care for the
maintenance of the 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 had prepared the annual accounts on a going concern
basis.
Auditors:
M/s Sunil Dad & Co., Chartered Accountants, Ahmedabad retires at the
ensuing Annual General Meeting and the Company has received their
consent under provisions of Section - 224{1B) of the Companies Act,
1956. You are requested to appoint them as auditors for the year
2008-09.
Auditors Report:
The various observations made by the auditors in their report dated
31.05.2010 are self-explanatory.
Audit Committee:
As the company could not appoint additional directors, no audit
committee could be formed.
Corporate Governance:
Report on Corporate Governance and management discussion and analysis
as required vide Clause-49 of the Listing Agreement along with Auditors
Certificate are annexed to this report.
On behalf of the Board of Directors
Nitin H. Mehta
Chairman
Place: Ahmedabad
Date : 31.05.2010