Mar 31, 2014
To the Members
The directors are pleased to present their Annual Report together with
the audited accounts of the Company for the financial year ended 31st
March 2014.
FINANCIAL RESULTS
Rs. Lakhs
Particulars 2013-14 2012-13
Income from Operations 911.05 141.62
Other Income 62.33 0.49
Total Income 973.38 142.11
Profit before Tax 129.62 28.80
Provision for Current Tax 47.00 9.00
Prior year Tax 4.05 0.00
Provision for Deferred Tax (2.46) 0.00
Profit after Tax 81.03 19.80
Add: Opening balance in Profit and Loss account 76.39 64.61
Less: Prior year Expenses 1.15 0.00
Balance available for appropriations 156.27 84.41
Proposed Dividend 10.00 6.00
Dividend Tax 1.70 1.02
Transfer to General Reserve 1.00 1.00
Profit carried to Balance Sheet 143.57 76.39
Total appropriations 12.70 8.02
Profit carried to Balance Sheet 143.57 76.39
Dividend
Your Directors are glad to recommend for your approval, a dividend of
10% (Rs. 1 per share), [Previous year Rs. 0.60 per share] for the year
ended 31st March 2014, involving an outgo of Rs. 10.00 lakhs.
Additionally, the dividend distribution tax will involve an outlay of Rs.
1.70 lakhs.
Operations
During the year, the Company reported a Profit after Tax (PAT) of Rs.
82.43 lakhs as against Rs. 19.80 lakhs for the previous year. During the
year under review, the sales and other income were at Rs. 973.38 lakhs as
against Rs. 141.62 lakhs for the previous year.
Garment Unit
Your Company has successfully completed its first year of operations
with manufacturing of garments which has huge potential on export
target of textiles set by the Government of India. The Management is
confident by bagging new orders from Direct buyers, which will
contribute higher margin on our exports by improving capacity
utilization of units during the financial year 2014-15.
Depository System
As the members are aware, the Company''s shares are compulsorily
tradable in electronic form. As on 31st March 2014, 84.55% of the
Company''s total paid-up Capital representing 8,45,490 Shares is in
dematerialised form. In view of the numerous advantages offered by the
Depository system, members holding shares in physical mode are advised
to avail of the facility of dematerialization from either of the
Depositories.
Deposits
The Company has not accepted any deposit from the public within the
meaning of Section 58A of the Companies Act, 1956 for the year ended
31st March 2014.
Subsidiary Companies
In accordance with the general circular issued by the Ministry of
Corporate Affairs, Government of India, the Balance Sheet, Profit and
Loss and other documents of the subsidiary companies, Sri Mahasakthi
Mills Limited and Sri Arumuga Cottspin Private Limited are not being
attached with the Balance Sheet of the Company. The summary of the key
financials of the Company''s Subsidiaries is included in this Annual
Report.
The annual accounts of the subsidiary companies and the related
detailed information shall be made available to shareholders seeking
such information at any point of time. The annual accounts of the
subsidiary companies shall be kept for inspection by any shareholders
at Registered Office of the holding company.
Disclosure of Particulars
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The details of Foreign Exchange Earnings and Foreign Exchange Outgo
are annexed in Annexure - I of the Directors'' Report.
Personnel
The Company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
Corporate Governance Report
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance (including Management Discussion and Analysis
Report) and a certificate from the Auditors of the Company regarding
compliance of the conditions of corporate governance as stipulated
under the Listing Agreement forms part of the Annual Report.
Consolidated Financial Statements
The Directors also present the audited consolidated financial
statements incorporating the audited financial statements of the
subsidiaries prepared in accordance with the Accounting Standards and
Listing Agreement as prescribed by SEBI.
Directors'' Responsibility Statement
The Board of Directors of the Company confirm:
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and there has been no material
departure;
ii. that the selected accounting policies were applied consistently and
the Directors made judgements and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Company as at 31st March 2014 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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. that the annual accounts have been prepared on a going concern
basis.
Directors
Sri K Dhanakumar, Director retires from the Board by rotation and is
eligible for re-appointment and Sri Vaibhav Duvvur and Sri S Sanjay,
Independent Directors appointed as required under Companies Act,2013
for a period of five years commencing from 29th September 2014.
The profile of the director, as required under Clause 49(IV)(G) of the
Listing Agreement entered into with stock exchanges are given in the
Annexure to the Notice of the Annual General Meeting.
Audit Committee
The Audit Committee consists of three Non-Executive Directors out of
which two are Independent Directors. The present members of the
Committee are Sri S Sanjai, Mr K Dhanakumar and Sri Vaibhav Duvvur. Sri
S Sanjai is the Chairman of Audit Committee. The role, terms of
reference, the authority and power of Chairman are in conformity with
the requirements of the Companies Act, 1956.
Auditors
The Auditors, M/s S Lakshminarayanan Associates, hold office until the
conclusion of the ensuing Annual General Meeting and are recommended
for re-appointment. Certificate from the auditors has been received to
the effect that their re-appointment, if made, would be within the
limits prescribed under Section 224(1B) of the Companies Act, 1956.
Acknowledgements
Your Directors wish to place on record the valuable assistance and
co-operation extended by the members and other stakeholders.
For and on behalf of the Board
30th May 2014 T Rajkumar
Coimbatore Chairman & Managing Director
Mar 31, 2013
The directors are pleased to present their Annual Report together with
the audited accounts of the Company for the financial year ended 31st
March 2013.
FINANCIAL PERFORMANCE
The highlights of the Standalone Financial Results are as under: (Rs. in
lakhs)
Particulars 2012-13 2011-12
Income from Operations 141.62 102.33
Other Income 0.49 0.00
Total Income 142.11 102.33
Profit before Tax 28.80 27.83
Provision for Current Tax 9.00 10.00
Provision for Deferred Tax 0.00 -0.77
Profit after Tax 19.80 18.60
Add : Opening balance in
Profit and Loss account 64.61 46.01
Balance available for appropriations 84.41 64.61
Proposed Dividend 6.00 0.00
Dividend Tax 1.02 0.00
Transfer to General Reserve 1.00 0.00
Profit carried to Balance Sheet 76.39 0.00
Total appropriations 8.02 0.00
DIVIDEND
Your Directors are glad to recommend for your approval, a dividend of
6% (Rs. 0.60 per share), (Previous year - Nil) for the year ended 31st
March 2013, involving an outgo of Rs. 6.00 lakhs. Additionally, the
dividend distribution tax will involve an outlay ofRs. 1.02 lakhs.
OPERATIONS
During the year, the Company reported a Profit after Tax (PAT) ofRs.
19.80 lakhs as against Rs. 18.60 lakhs for the previous year. During the
year under review, the sales and other income were at Rs. 141.62 as
against Rs. 102.33 lakhs for the previous year.
GARMENTS UNIT
Your Company has entered into manufacturing of garments which has huge
potential given the export target of textiles set for the fiscal year
2013-14 by the Government of India, which is pegged at US$50 billion
including garments. The management is confident of the sector as the
order books surge with new and unprecedented export orders due to
persistent improvement in factory capacity and compliance of social,
welfare and labour laws.
During the year, the Company has taken a Garments manufacturing unit
under lease at Tirupur, Tamilnadu. The unit has commenced its business
from the month of February 2013 and is mainly focusing on Export of
Ready Made Garments to US and European markets.
DEPOSITORY SYSTEM
As the members are aware, the Company''s shares are compulsorily
tradable in electronic form. As on 31st March 2013, 84.43% of the
Company''s total paid- up Capital representing 8,44,390 Shares are in
dematerialised form. In view of the numerous advantages offered by the
Depository system, members holding shares in physical mode are advised
to avail of the facility of dematerialization from the Depositories.
DEPOSITS
The Company has not accepted any deposit from the public within the
meaning of Section 58A of the Companies Act, 1956 for the year ended
31st March 2013.
SUBSIDIARY COMPANIES
In accordance with the general circular issued by the Ministry of
Corporate Affairs, Government of India, the Balance Sheet, Statement of
Profit and Loss and other documents of the subsidiary companies, Sri
Mahasakthi Mills Limited and Sri Arumuga Cottspin Private Limited are
not being attached with the Balance Sheet of the Company. The summary
of the key financials of the Company''s Subsidiaries are included in
this Annual Report.
The annual accounts of the subsidiary companies and the related
detailed information shall be made available to shareholders seeking
such information at any point of time. The annual accounts of the
subsidiary companies shall be kept for inspection by any shareholder at
Registered Office of the holding company.
DISCLOSURE OF PARTICULARS
The particulars required to be included in terms of Section 217(1)(e)
of the Companies Act 1956 read with Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rules 1988, with
regard to energy, absorption, foreign exchange earnings and outgo is
furnished in Annexure  I and forms part of this report.
PERSONNEL
The Company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance (including Management Discussion and Analysis
Report) and a certificate from the Auditors of the Company regarding
compliance of the conditions of corporate governance as stipulated
under the Listing Agreement forms part of the Annual Report.
CONSOLIDATED FINANCIAL STATEMENTS
The Directors also present the audited consolidated financial
statements incorporating the audited financial statements of the
subsidiaries prepared in accordance with the Accounting Standards and
Listing Agreement as prescribed by SEBI.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Board of Directors of the Company confirm :
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and there has been no material
departure;
ii. that the selected accounting policies were applied consistently and
the Directors made judgements and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Company as at 31st March 2013 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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. that the annual accounts have been prepared on a going concern
basis.
DIRECTORS
Sri K Dhanakumar, Director retires from the Board by rotation and is
eligible for re-appointment.
The profile of the director, as required under Clause 49(IV)(G) of the
Listing Agreement entered into with BSE Limited is given in the
Annexure to the Notice of the Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee consists of three Non-Executive Directors out of
which two are Independent Directors. The present members of the
Committee are Sri S Sanjai, Sri K Dhanakumar and Sri Vaibhav Duvvur.
Sri S Sanjai is the Chairman of the Committee.
The role, terms of reference, the authority and power of Chairman are
in conformity with the requirements of the Companies Act, 1956.
AUDITORS
The Auditors, M/s S Lakshminarayanan Associates, hold office until the
conclusion of the ensuing Annual General Meeting and are recommended
for re-appointment. Certificate from the auditors has been received to
the effect that their re-appointment, if made, would be within the
limits prescribed under Section 224(1B) of the Companies Act, 1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record the valuable assistance and
co-operation extended by the employees, members and other stakeholders.
For and on behalf of the Board
30th May 2013 T Rajkumar
Coimbatore
Chairman and Managing Director
Mar 31, 2012
The directors are pleased to present their Annual Report together with
the audited accounts of the Company for the financial year ended 31st
March 2012.
FINANCIAL PERFORMANCE
The highlights of the Standalone Financial Results are as under :
(Rs. in lakhs)
Particulars 2011-12 2010-11
Total Income 102.33 81.57
Profit before Tax 27.83 23.80
Provision for Current Tax 10.00 2.04
Provision for Deferred Tax -0.77 -0.35
Profit after Tax 18.60 22.11
Add: Opening balance in Profit and Loss account 46.01 23.90
Profit carried to Balance Sheet 64.61 46.01
OPERATIONS
During the year, the Company reported a Profit after Tax (PAT) of
Rs.18.60 lakhs as against Rs.22.11 lakhs for the previous year. During
the year under review, the sales and other income were at Rs.102.33 as
against Rs.81.57 lakhs for the previous year.
DIVIDEND
The Board of Directors have not recommended dividend on equity shares
for the year ended 31st March 2012.
DEPOSITORY SYSTEM
As the members are aware, the Company''s shares are compulsorily
tradable in electronic form. As on 31st March 2012, 81.49% of the
Company''s total paid-up Capital representing 8,41,390 Shares is in
dematerialised form. In view of the numerous advantages offered by the
Depository system, members holding shares in physical mode are advised
to avail of the facility of dematerialization from either of the
Depositories.
DEPOSITS
The Company has not accepted any deposit from the public within the
meaning of Section 58A of the Companies Act, 1956 for the year ended
31st March 2012.
SUBSIDIARY COMPANIES
As of 31st March 2012, the following are the subsidiaries of the
Company:
1. Sri Mahasakthi Mills Limited
2. Sri Arumuga Cottspin Private Limited
In accordance with the general circular issued by the Ministry of
Corporate Affairs, Government of India, the Balance Sheet, Profit and
Loss Account and other documents of the subsidiary companies are not
being attached with the Balance Sheet of the Company. The summary of
the key financials of the Company''s Subsidiaries is included in this
Annual Report.
The annual accounts of the subsidiary companies and the related
detailed information shall be made available to shareholders seeking
such information at any point of time. The annual accounts of the
subsidiary companies shall be kept for inspection by any shareholders
at Registered Office of the holding company.
DISCLOSURE OF PARTICULARS
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. There is no Foreign Exchange Outgo.
PERSONNEL
The Company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance (including Management Discussion and Analysis
Report) and a certificate from the Auditors of the Company regarding
compliance of the conditions of corporate governance as stipulated
under the Listing Agreement forms part of the Annual Report.
CONSOLIDATED FINANCIAL STATEMENTS
The Directors also present the audited consolidated financial
statements incorporating the audited financial statements of the
Subsidiaries prepared in accordance with the Accounting Standards and
Listing Agreement as prescribed by SEBI.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Board of Directors of the Company confirm:
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and there has been no material
departure;
ii. that the selected accounting policies were applied consistently and
the Directors 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 as at 31st March 2012 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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. that the annual accounts have been prepared on a going concern
basis.
DIRECTORS
Sri S Sanjai, Director retires from the Board by rotation and is
eligible for re-appointment.
Sri Vaibhav Duvvur was appointed as an Additional Director of the
Company with effect from 14th August 2012. Sri Vaibhav Duvvur holds
office up to the ensuing Annual General Meeting. The Company has
received a notice in writing from a member signifying his intention to
propose him as a candidate for the office of Director. A resolution
proposing him as a Director of the Company is placed before the members
for their approval at the ensuing Annual General Meeting.
Sri S Venkatachalam has resigned from the Board with effect from 14th
August 2012. The Board wishes to place on record its appreciation for
his valuable contribution.
The profile of the director, as required under Clause 49 (IV) (G) of
the Listing Agreement entered into with stock exchanges are given in
the Annexure to the Notice of the Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee consists of three Non-Executive Directors out of
which two are Independent Directors. The present members of the
Committee are Sri S Sanjai, Sri K Dhanakumar and Sri Vaibhav Duvvur.
Sri S Sanjai is the Chairman of Audit Committee.
The role, terms of reference, the authority and power of Chairman are
in conformity with the requirements of the Companies Act, 1956.
AUDITORS
The Auditors, M/s S Lakshminarayanan Associates, hold office until the
conclusion of the ensuing Annual General Meeting and are recommended
for re-appointment. Certificate from the auditors has been received to
the effect that their re-appointment, if made, would be within the
limits prescribed under Section 224(1B) of the Companies Act, 1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record the valuable assistance and
co-operation extended by the members and other stakeholders.
For and on behalf of the Board
5th December 2012 T Rajkumar
Coimbatore Chairman and Managing Director