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Directors Report of Shri Jagdamba Polymers Ltd.

Mar 31, 2014

The Members of

Shri Jagdamba Polymers Limited Ahmedabad

The Directors hereby present the 30th Annual Report together with Audited Statement of Accounts for the year ended on 31st March'' 2014 which they trust, will meet with your approval.

Year Ended Year Ended 1. FINANCIAL RESULTS: 31.03.2014 31.03.2013 (in Lacs) (in Lacs)

Profit before Interest , Depreciation & Taxes 946.94 780.59

Less :

Finance Cost 303.03 225.21

Depreciation 225.41 197.03

Current Tax Provision 59.20 71.70

Deferred Tax Provision 44.98 (29.46)

Total 632.62 464.48

Net Profit After Tax 314.32 316.11

Add: Balance of profit brought forward from 956.76 656.83 previous year

Balance Profit available for appropriation 1271.08 972.94

Less. (1.) Proposed Dividend 8.76 8.76

(2.) Prov. for Tax on Dividend 1.49 1.42

1260.83 962.76

Less: Transferred to General Reserve 6.00 6.00

Balance carried to Balance Sheet 1254.83 956.76

2. OPERATIONS:

The total sales and other income during the year have been Rs.8995.36 Lacs compared to Rs.7395.86 Lacs in the previous year. The Company''s Profit for the year before depreciation, interest and taxation has been Rs.946.94 Lacs (P.Y. Rs.780.59 Lacs) and the Net Profit after interest, depreciation, prior period adjustments & taxes are Rs.314.32 Lacs (P.Y. Rs.316.11 Lacs).

3. DIVIDEND:

Your Directors are pleased to recommend a dividend of Rs.1.00 per share equivalent to 10 % (ten percent) on the paid up share capital of the Company for the year ended 31.03.2014 (previous year Rs.1.00 per share) to the Equity Shareholders. The dividend will be paid when declared by the shareholders in accordance with the law. The dividend will be free of tax in the hands of the shareholders, subject to the provision of Income Tax Act, 1961, as amended from time to time. However, the Company will have to pay dividend distribution tax as prescribed under the Income Tax Act, 1961.

4. FINANCE:

During the year the Company had taken '' 959.83 lacs as Term Loan and repaid '' 235.41 Lacs against Term loan.

5. FIXED DEPOSITS:

The Company has not invited any deposits from the public during the year under review.

6. INSURANCE:

The properties of the Company stand adequately insured against risks of fire, strike, riot, earthquake, explosion and malicious damage.

7. DIRECTORS:

Shri Kiran B. Patel and Shri Vikas Agarwal, Director of the Company retire by rotation and being eligible offers themselves for reappointment. Smt. Mudra Kansal was appointed as an additional Director and in respect of whom the Company has received a notice in writing for the appointment as a Director of the Company.

During the year under the review, Shri B.S. Saini has resigned from the Board.

In terms of the provisions of the Companies Act, 2013 the independent Directors are not liable to retire by rotation. Accordingly the Board has ascertained the Directors who are liable to retire by rotation keeping in view the provisions of the Companies Act, 2013. The Board recommends for their reappointment.

8. SECRETARIAL COMPLIANCE REPORT:

As per the Companies (Amendment) Act 2000, every Company having paid up capital more than Rs.10.00 Lacs but less than Rs. 500.00 Lacs will be required to get its Statutory Registers audited by the practicing Company Secretary and to obtain Secretarial Compliance Report. Since the paid up capital of the Company is more than ''10.00 Lacs, the Statutory Registers are audited by M/s. Jalan Alkesh & Associates, practicing Company Secretary, whose Secretarial Compliance Report is attached herewith which is self explanatory.

9. DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to section 217 (2AA) of the Companies (Amendment) Act, 2000, the Directors confirm that,

1. In the preparation of the Annual Accounts for the year ended on 31st March'' 2014, the applicable accounting standards have been followed and there has been no material departure.

2. The Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review.

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

4. The Directors have prepared the annual accounts for the year ended on 31st March 2014 on a going concern basis.

10. PARTICULARS OF EMPLOYEES:

The Company has no employee in the category specified under section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended.

11. LISTING:

The Equity Shares of the Company are listed on Bombay Stock exchange. The Company is regular in payment of listing fees. The Company has paid the listing fees for the year 2014 - 2015.

12. AUDITORS:

The Auditors M/s. G.C. Surana & Co., Chartered Accountants, Ahmedabad hold office until the conclusion of the ensuing Annual General Meeting and have expressed their unwillingness to be reappointed. The Company has received a letter from a member of the Company proposing the name of M/s. Loonia & Associates, Chartered Accountants as a Statutory Auditor of the Company.

The Company has received a certificate from the Auditors to the effect that their appointment if made, would be within the prescribed limits under Section 141(3)(g) of the Companies Act, 2013

The Notes on Financial Statements referred to in the Auditor''s Report are Self-explanatory and do not call for any further comments.

Wind Mill Generation:

During the year under the review the Company has installed Windmill Turbine of 2.00 MW under captive mode. The location of the windmill turbine is at GGM- 102, Survey No 116/1, Village - Ankadiya, Dist. Surendranagar (Gujarat). The units generated will be set off against the units consumed for running the plant. The Windmill has generated 11, 15,802 Units from October 2013 to March, 2014. The Company had estimated that Wind Mill turbine will generate approx 40 Lacs units net per year. And will ultimate control on cost of power and savings in liability on account of taxation in view of depreciation.

The Company uses various forms of energy such as electricity, diesel oil, etc. Our industry is not very heavy consumer of energy. However, various steps in the form of checking are carried out to control energy consumption.

B. Research & Development:

The Company has no specific Research & Development Department. However, the Company has quality control department to check the quality of products manufactured. The Company holds certification of ISO 9001:2008 which applies quality system with in line and standards as prescribed.

C. Foreign Exchange Earnings and Expenditure:

During the year under review, the Company has earned foreign exchange of '' 7647.55 Lacs (previous year '' 5706.05 Lacs). There has been outgo of foreign exchange of '' 1683.43 Lacs (P.Y. '' 1507.35 Lacs) as provided in the notes to accounts.

14. DEMATERIALISATION OF SHARES:

The ISIN for the equity shares is INE564J01018. As on 31st March, 2014 total 8,05,400 equity shares of the Company have been dematerialized. Members of the Company are requested to dematerialize their shares.

15. CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement with BSE Limited (Bombay Stock Exchange), Management Discussion & Analysis, Corporate Governance Report and Auditor''s Certificate regarding compliance to conditions of corporate governance are made part of this Annual Report.

16. MATERIAL CHANGES AND COMMITMENTS:

There are no material changes and commitments, if any, affecting the financial position of the Company subsequent to the date of the Balance sheet and up to the date of the report.

17. APPRECIATION:

Your Directors acknowledge the continued support and cooperation received from the Central Government, Shareholders, Banks and other Lenders, suppliers and Dealers.

The Board also wishes to record its sincere appreciation of the total commitment, dedication and hard work, put in by every member of Jagdamba Group.

By order of the Board of Directors

Place : Ahmedabad R.K. Bhojnagarwalla Date : 16/ 08/2014 (Chairman cum Managing Director)


Mar 31, 2012

The Members of Shri Jagdamba Polymers Limited Ahmedabad

The Directors hereby present the 28th Annual Report together with Audited Statement of Accounts for the year ended on 31st March' 2012 which they trust, will meet with your approval.

1. FINANCIAL RESULTS: Year Ended Year Ended 31.03.2012 31.03.2011 (Rs. in Lacs) (Rs. in Lacs)

Profit before Interest, Depreciation & Taxes 97.19 453.70

Less :

Finance Cost 269.93 171.43

Depreciation 176.95 105.47

Current Tax Provision 50.00 39.00

Deferred Tax Provision 34.82 16.75

Total 531.70 332.65

Net Profit after Tax 165.49 121.05

Add: Balance of profit brought forward from previous year 507.52 402.68

Balance Profit available for appropriation 673.01 523.73

Less. (1) Proposed Dividend 8.76 8.76

(2) Prov. for Tax on Dividend 1.42 1.45

662.83 513.52

Less: Transferred to General Reserve 6.00 6.00

Balance carried to Balance Sheet 656.83 507.52

2. OPERATIONS:

The total sales and other income during the year have been Rs. 5361.19 Lacs compared to Rs. 3862.98 Lacs in the previous year. The Company's Profit for the year before depreciation, interest and taxation has been Rs. 697.19 Lacs (P.Y. Rs. 453.70 Lacs) and the Net Profit after interest, depreciation, prior period adjustments & taxes are Rs. 165.49 Lacs (P.Y. Rs. 121.05 Lacs).

3. DIVIDEND:

Your Directors are pleased to recommend a dividend of Rs. 1.00 per share equivalent to 10 % (ten percent) on the paid up share capital of the company for the year ended 31.03.2012 (previous year Rs.1.00 per share) to the Equity Shareholders. The dividend will be paid when declared by the shareholders in accordance with the law. The dividend will be free of tax in the hands of the shareholders. However, the Company will have to pay dividend distribution tax as prescribed under the Income Tax Act, 1961.

4. FINANCE:

During the year the Company had taken Rs. 98.85 lacs as Term Loan and repaid Rs. 244.19 Lacs against Term loan.

5. FIXED DEPOSITS:

The Company has not invited any deposits from the public during the year under review.

6. INSURANCE:

The properties of the Company stand adequately insured against risks of fire, strike, riot, earthquake, explosion and malicious damage.

7. DIRECTORS:

Shri Kiran B. Patel and Shri B. S. Saini, retire by rotation and being eligible, offers themselves for reappointment. The Board recommends for their reappointment.

Shri Vikas Agrawal is proposed to be appointed as a Director of the Company. The Board recommends for his appointment.

8. SECRETARIAL COMPLIANCE REPORT:

As per the Companies (Amendment) Act 2000, every Company having paid up capital more than Rs. 10.00 Lacs but less than Rs. 500.00 Lacs will be required to get its Statutory Registers audited by the practicing Company Secretary and to obtain Secretarial Compliance Report. Since the paid up capital of the Company is more than Rs.10.00 Lacs, the Statutory Registers are audited by M/s. Jalan Alkesh & Associates, practicing Company Secretary, whose Secretarial Compliance Report is attached herewith which is self explanatory.

9. DIRECTOR'S RESPONSIBILITY STATEMENT:

Pursuant to section 217 (2AA) of the Companies (Amendment) Act, 2000, the Directors confirm that,

1. In the preparation of the Annual Accounts for the year ended on 31st March' 2012, the applicable accounting standards have been followed and there has been no material departure.

2. The Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review.

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

4. The Directors have prepared the annual accounts for the year ended on 31st March' 2012 on a going concern basis.

10. PARTICULARS OF EMPLOYEES:

The Company has no employee in the category specified under section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended.

11. LISTING:

The Equity Shares of the Company are listed on Ahmedabad and Bombay Stock exchange. The Company is regular in payment of listing fees.

12. AUDITORS:

The Auditors M/s. G.C. Surana & Co., Chartered Accountants, Ahmedabad hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The Company has received a certificate from the Auditors to the effect that their reappointment if made, would be within the prescribed limits under section 224 (IB) of the Companies Act, 1956 and the auditors are not disqualified for reappointment within the meaning of Section 226 of the said act. The Notes on Financial Statements referred to in the Auditor's Report are Self-explanatory and do not call for any further comments.

13. CONSERVATION OF ENERGY, TECHNOLOGY ABSORBTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

B. Research & Development:

The Company has no specific Research & Development Department. However, the Company has quality control department to check the quality of products manufactured. The company has also got the certification of ISO 9001:2008 which applies quality system with in line and standards as prescribed.

C. Foreign Exchange Earnings and Expenditure:

The Company has earned foreign exchange of Rs. 3720.75 Lacs (previous year Rs. 2714.53 Lacs) during the year under review. There has been outgo of foreign exchange of Rs. 1506.42 Lacs (P.Y. Rs. 804.76 Lacs) as provided in the notes to accounts.

14. DEMATERIALISATION OF SHARES:

The ISIN for the equity shares is INE564J01018. As on 31st March, 2012 total 8,03,100 equity shares of the Company have been dematerialized. Members of the company are requested to dematerialize their shares.

15. CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Management Discussion & Analysis, Corporate Governance Report and Auditor's Certificate regarding compliance to conditions of corporate governance are made part of this Annual Report.

16. MATERIAL CHANGES AND COMMITMENTS:

There are no material changes and commitments, if any, affecting the financial position of the Company subsequent to the date of the Balance sheet and up to the date of the report.

17. APPRECIATION:

Your Directors acknowledge the continued support and cooperation received from the Central Government, Shareholders, Banks and other Lenders, suppliers and Dealers.

The Board also wishes to record its sincere appreciation of the total commitment, dedication and hard work, put in by every member of Jagdamba Group.

By order of the Board of Directors

R.K. Bhojnagarwalla (Chairman cum Managing Director)

Place : Ahmedabad Date : 31/07/2012

 
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