Mar 31, 2013
The Directors are pleased to present the Annual Report of your Company
together with the Audited Statement of Accounts for the year ended on
31st March, 2013.
I FINANCIAL RESULTS :
The summary of financial results of the Company are given here under :
(Rs Lakhs)
Particulars 2012-13 2011-12
Turnover (Net)
(including other income) Nil Nil
Profit/(Loss) before Interest,
Depreciation and Tax (2.46) (4.55)
Provision for Income Tax
(Including Deferred Tax) Nil Nil
Profit/(Loss) for the year (2.46) (4.55)
II DIVIDEND :
In view of loss, your directors do not recommended dividend for the
under review.
III. APPROPRIATION
An amount of '' 777.82 Lacs is proposed to be retained in the Profit and
Loss Account.
IV BUSINESSREVIEW
All The Extrusion presses are now in operation. The benefit of capex
incurred for capacity enhancement shall have positive impact on the
company''s operations in coming year/s, subject to exceptional
circumstances beyond the control of the management.
V CAPICTY EXPANSION
As informed earlier, the company has already increased its
manufacturing capacities and overall allied equipments.
VI LISTING OF SHARES
The Company''s Shares are listed on BSE, Mumbai. The listing fees for
the financial year 2013-2014 have been duly paid.
VII PUBLIC DEPOSITS
The Company has not accepted deposits from the public within the
meaning of section 58A of the Companies Act, 1956 and as such no amount
of principal or interest was outstanding on the date of the Balance
Sheet.
VIII ABSORPTION AND FOREIGN EXCHANGEE ARNINGS AND OUT GO
Relevant information as required by section 217 [1] [e] of the
Companies Act, 1956 is given in Annexure I forming part of this annual
report.
IX MANAGEMENT DISCUSSION AND ANALYS IS REPORT
Pursuant to clause 49 [VI] of the Listing Agreement with the Bombay
Stock Exchange, Management Discussion and Analysis Report is given in
Annexure II forming part of this Annual Report.
X CORPORATE GOVERANCE
In terms of Corporate Governance disclosures stipulated in clause 49 of
the listing agreement with the Stock Exchange, details are provided in
Annexure III. The certificate from the Company''s Auditors confirming
the compliance of conditions of Corporate Governance is also annexed,
forming part of this Annual Report.
A declaration in regard to compliance with the Code of Conduct by the
Directors and Senior Management personnel signed by the Managing
Director forms part of the Annual Report.
XI PARTICULARS OF EMPLOYEES
Information prescribed under Section 217 [2A] of the Companies Act,
1956 read with Companies [Disclosure of particulars in the Report of
Board of Directors] Rules, 1968, is annexed as Point 4 of Annexure- IV
forming part of this Annual Report.
XII DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to section 217[2AA] of the Companies Act, 1956, the Directors
confirm that:
[1] In the preparation of the annual accounts, the applicable
accounting standards have been followed with explanatory notes relating
to material departures;
[2] Appropriate accounting policies have been selected and applied
consistently and judgments and estimates made are reasonable and
prudent so as to give true and fair view of the state of affairs of the
Company at the end of the financial year and the Profit and Loss
Account of the Company for the year ended March 31, 2013 and cash flow
as on that date;
[3] Proper and sufficient care has been taken for maintaining 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;
[4] The annual accounts have been prepared on a going concern basis.
XIII DIRECTORATE
In accordance with the provisions of the Companies Act, 1956 and the
Company''s Articles of Association, Shri Chaitan M. Maniar and Shri
Manoj O. Shah retire by rotation and being eligible, offer themselves
for re-appointment in terms of clause 49 of the listing Agreement with
BSE. Relevant details of the directors to be re-appointed are being
provided as annexure to the notice of the Annual General Meeting.
Members approval is being sought for the re-appointment of Shri
Shyantanu S. Chokhani as the Joint Managing Director of the company on
the terms of appointment set out in explanatory statement annexed to
the notice of the meeting.
XIV AUDITORS
M/s Lodha & Co., Chartered Accountants, Auditors of the Company who
retire at the forthcoming Annual General Meeting are eligible for
re-appointment and have expressed their willingness to accept office,
if re-appointed. They have given a certificate to the effect that the
re-appointment, if made, would within the limits prescribed under
section 224 [1B] of the Companies Act, 1956. Your Directors recommend
their re-appointment.
XV COST AUDIT
Pursuant to the provisions of section 233B of the Companies Act, 1956
and on recommendation of the Audit Committee, Shri Hemant V Shah, cost
accountant, has been appointed as Cost Auditor of the Company to
Conduct audit of the cost records maintained by the Company.
XVI ACKNOWLEDGEMENTS
The Directors take this opportunity to place on record their sincere
appreciation for the continued trust and confidence reposed in the
Company by the bankers, primary metal suppliers and other business
associates, regulatory authorities, customers, vendors and
shareholders. The Directors also acknowledge their appreciation for the
services rendered by the officers, staff and workers of the Company at
all levels for their dedicated efforts to improve the performance of
the Company.
For and behalf of the Board of Directors
Place : Mumbai Chaitan M. Maniar
Date : May 30, 2013 Chairman
Mar 31, 2012
The directors have pleasure in presenting the Thirty Third Annual
Report on the business and operations together with the Audited
Statement of Accounts of the Company for the year ended on March 31,
2012.
I. FINANCIAL RESULTS :
The financial performance of your Company for the year ended March 31,
2012 is summarized below :
[in Lacs]
Particulars 2011-12 2010-11
Revenue from operations [Net] 11319.86 11010.83
Earnings before interest, depreciation and tax 852.94 993.27
Less : Finance Costs 441.42 349.78
Less : depreciation 165.05 103.41
Profit before tax 246.47 540.08
Less : Tax expense 51.91 190.24
Profit after tax 194.56 349.84
Opening balance in Statement of Profit and Loss 534.81 248.73
Amount available for appropriation 729.37 598.57
That the Directors recommend for
appropriation as under:
Proposed dividend on Equity Shares 61.68 54.68
Tax on Proposed dividend 10.02 9.08
Closing Balance in Statement of Profit and Loss 657.67 534.81
OPERATIONS AND RESULTS :
The ministry of Corporate Affairs [MCA] vide notification no. S.O.
447[E]dated February 28, 2011 amended the existing schedule VI to the
Companies Act, 1956. The Revised Schedule VI is applicable from
financial year commencing from April 1, 2011. The Financial Statements
of your Company for the year ended March 31, 2012 have been prepared in
accordance with the Revised Schedule VI and accordingly the previous
year's figures have been reclassified/regrouped to conform to this
year's Classification.
Net Revenue from operation increased slightly to Rs. 11319.86 Lacs as
compared to net revenue of Rs. 11010.83 Lacs. Net profit for the current
year is Rs. 194.56 Lacs [Excluding the octroi refund of Rs. 138.31 Lacs
received/receivable for Financial Year under review directly credited
to Capital reserve account; previous year Rs. Nil] as against Rs. 349.97
Lacs in the previous year. Higher depreciation, high finance cost and
increase in costs of production were the main cause of subdued profit
during the current year.
II. DIVIDEND :
Your directors recommend a dividend payment of Rs. 1.00 per equity share
of Rs. 10 each for the financial year 2011-12. The dividend payment on
equity shares will amount to Rs. 67.61 Lacs inclusive of tax on dividend
of Rs. 9.43 Lacs which will be borne by the Company. The dividend would
be Tax-free in the hands of the shareholders.
III. APPROPRIATION :
An amount of Rs. 122.86 Lacs is proposed to be retained in the Statement
of Profit and Loss.
IV. BUSINESS REVIEW :
Your company has a mission to be the best in the business and continues
to invest in building capacities. Operations of the third extrusion
press are stabilised, the fourth & fifth extrusion presses have started
and are expected to stabilize by the third quarter of the current year.
In the earlier year/s, the Company had announced to explore the
viability of a Hotel project. Due to technical intricacies, it was
decided by the Board to utilize the available land for installation of
the fourth and fifth extrusion presses.
As explained in the previous year's report, land has been acquired at
Gloshi near Nashik. Its utilization options shall be reviewed once the
policies of the Government of Maharashtra are announced. The offshore
wholly owned subsidiary company's activity at RAS Al Khaimah U.A.E. has
been dropped. The Company has not taken/ committed any capital exposure
for the same.
In view of the above macro changes, the Board has initiated a
expansion plan under "mega project" status declared by the Government
of Maharashtra at Nardhana, District-Dhule which will have
substantially higher capacity compared to the present plants. The
details of this huge expansion is being worked out. Plans are afoot to
complete this mega project within a period of three years from the zero
date of starting it.
V. CAPACITY EXPANSION :
In view of growing demand in various user sectors, increasing
applications, growth in per capita consumption, the Company has
increased its manufacturing capacities and overall allied equipments
along with upgrading existing facilities as well as installations of
certain equipments to reduce quantity of energy consumption and reduce
financial burden with optional consumption of energy. With five plants
in operation, the company has a single point agenda of sustaining
growth.
VI. LISTING OF SHARES :
The Companies securities are listed on the BSE Limited, Mumbai. The
listing fees for the financial year 2012-13 have been duly paid.
VII. PUBLIC DEPOSITS :
The Company has not accepted deposits from the public within the
meaning of Section 58A of the Companies Act, 1956 and as such no amount
of principal or interest was outstanding on the date of Balance Sheet.
VIII. CONVERSION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO :
Relevant information as required by Section 217 [1] [e] of the
Companies Act, 1956 is given in Annexure I forming part of this report.
IX. MANAGEMENT DISCUSSION AND ANALYSIS REPORT :
Pursuant to clause 49 [VI] of the Listing Agreement with the Bombay
Stock Exchange, Management Discussion and Analysis Report is given in
Annexure II forming part of this Annual Report.
X. CORPORATE GOVERNANCE :
In terms of Corporate Governance disclosures stipulated in clause 49 of
the listing agreement with the Stock Exchange, details are provided in
Annexure III. The certificate from the Company's Auditors confirming
the compliance of conditions of Corporate Governance is also annexed,
forming part of this Annual Report.
A declaration in regard to compliance with the Code of Conduct by the
Directors and Senior Management personnel signed by the Managing
Director forms part of the Annual Report.
XI. PARTICULARS OF EMPLOYEES :
Information prescribed under Section 217 [2A] of the Companies Act,
1956 read with Companies [Disclosure of particulars in the Report of
Board of Directors] Rules, 1968, is annexed as Point 4 of Annexure-IV
forming part of this Annual Report.
XII. DIRECTORS' RESPONSIBILITY STATEMENT :
Pursuant to Section 217[2AA] of the Companies Act, 1956, the Directors
confirm that:
[1] I n the preparation of the annual accounts, the applicable
accounting standards have been followed with explanatory notes relating
to material departures;
[2] Appropriate accounting policies have been selected and applied
consistently and judgments and estimates made are reasonable and
prudent so as to give true and fair view of the state of affairs of the
Company at the end of the financial year and the Statement of Profit
and Loss of the Company for the year ended March 31, 2012 and cash flow
as on that date;
[3] Proper and sufficient care has been taken for maintaining 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;
[4] The annual accounts have been prepared on a going concern basis.
XIII. DIRECTORATE :
In accordance with the provisions of the Companies Act, 1956 and the
Company's Articles of Association, Shri Sudarshan Chokhani and Shri
Shyantanu Chokhani retire by rotation and being eligible, offer
themselves for re-appointment. In terms of clause 49 of the listing
Agreement with the Stock Exchange, relevant details of the directors to
be re-appointed are provided as annexure to the notice of the Annual
General Meeting.
Members approval is being sought for the re-appointment of Shri
Sudarshan Chokhani as the Managing Director of the Company on the terms
of appointment set out in explanatory statement annexed to the notice
of the meeting.
XIV. AUDITORS :
M/s Lodha & Co., Chartered Accountants, Auditors of the Company are due
to retire at the ensuing Annual General Meeting and are eligible for
re-appointment. The Statutory Auditors have submitted a certificate to
your Company that they have subjected themselves for the peer review
process of the Institute of Chartered Accountants of India for the
Financial year 2011-12; and to the effect that the re-appointment, if
made, would be within the limits prescribed under section 224 [1B] of
the Companies Act, 1956. Your Directors recommend their re-appointment.
XV. COST AUDIT :
Pursuant to the provisions of Section 233B of the Companies Act, 1956,
The Central Government has prescribed Cost Audit for the Company. Based
on the recommendation of the Audit Committee, Shri Hemant V. Shah, Cost
Accountant has been appointed as the Cost Auditor of the Company for
the financial year 2011-12 to Conduct the audit of the cost records of
the Company.
XVI. ACKNOWLEDGEMENT :
Your Directors take this opportunity to thank and place on record their
appreciation for the services rendered by the officers, staff and
workers of the Company at all levels for their dedicated efforts during
the year to improve the performance of the Company. Your Directors
sincerely convey their appreciation to the bankers, primary metal
suppliers and other business associates, regulatory authorities,
customers, vendors and shareholders for their continued trust and
confidence reposed in the Company.
For and behalf of the Board of Directors
Place : Mumbai Chaitan Maniar
Date : May 31, 2012 Chairman
Mar 31, 2010
The Directors have pleasure in presenting the Thirtyfirst Annual
Report on the business and operations together with the Audited
Statement of Accounts of the Company for the year ended on March 31,
2010.
I. FINANCIAL RESULTS :: [Rs. in Lacs]
For the year ended March 31
Particulars
2010 2009
Total Income 7013.66 7021.08
Earnings before Interest, Depreciation
Exceptional Income and Tax 953.79 686.92
Interest and Finance Charges 313.56 243.25
Depreciation 56.27 47.97
Exceptonal Income - (50.03)
Profit Before Taxation 583.96 445.73
Provision for Current Tax including
Fringe Benefit Tax 129.75 65.34
Taxation for earlier years (5.53) -
Provision for Deferred Tax 230.08 (66.28)
MAT Credit - (55.94)
Profit Afer Tax 229.66 502.61
Surplus/(Defcit) brought forward from
previous year 77.78 (424.83)
Profit available for appropriation total 307.44 77.78
APPROPRIATIONS :
Proposed Dividend on Equity Shares 50.18 -
Tax on Proposed Dividend 8.53 -
Surplus carried forward to next Year 248.73 77.78
total 307.44 77.78
OPERATIONS AND RESULTS :
The year under review has been a year of consolidation with your
company achieving net sales of Rs. 7009.29 Lacs and EBIDT of Rs. 953.79
Lacs as compared to net sales of Rs. 7015.90 Lacs and EBIDT of Rs.
686.92 Lacs in the previous year. However due to absence of exceptonal
income, higher depreciation, high interest and fnance charges and
substantial provision for deferred tax, the profit afer tax is Rs.
229.66 Lacs as compared to Rs. 502.61 Lacs in previous year. By all
counts the results achieved are due to focused business approach,
vigilant fnancial discipline and dedication by one and all at Sudal.
SudalÃs main business is to manufacture aluminum extrusions in diferent
alloys for varied user industries. Your Company is Commited for Growth
and has accelerated its pace to enlarge more market share in this
particular business as the Company is of first choice by the user
industry. In Q4 2010 further steps have been envisaged for phase wise
extensive growth. Plans are afoot in that direction.
II. dIVIdend :
The Board of Directors are pleased to recommend a maiden dividend of
Re. 1.00 per equity share of Rs.10 each [10%] for the year ended March
31, 2010. The dividend payment on equity shares will amount to Rs.
58.71 Lacs inclusive of tax on dividend of Rs. 8.53 Lacs which will be
borne by the Company. The dividend would be Tax-free in the hands of
the shareholders.
III. APPROPRIATION : :
An amount of Rs. 248.73 Lacs is proposed to be retained in the Profit
and Loss Account.
IV. BUSINESS REVIEW ::
The Third Extrusion press is nearing completion of commissioning and is
expected to start Production from Q2 of 2010 - 11 which is anticipated
to meet the growing demand for the varied extrusions manufactured by
the Company. With the benefit of upgradation and moderrnisation of the
existing capacity and further growth plans, the management expects
substantial growth in top line and bottom line of the Company for the
next year/s.
V. CAPACITY EXPANSION ::
The fnancial year 2009-2010 has been - first a year of the
consolidation and second a year of inflection point from which the
Company has embarked on a well chartered journey of sustained and
profitable growth. Your Company has been gathering strength for
extensive growth. Strength in terms of substantial increase in casting
capacity, putting up a third extrusion press, strict financial
discipline and concentrating on high margin products. The extensive
growth plans are being formulated in area of forward and backward
integration related to aluminum downstream value added products. It
also covers planning for inorganic growth of the Company across the
entire manufacturing chain from raw materials to finished products.
During the year under review there has been addition to gross block
[including work in progress] of Rs. 310.15 Lacs. The full production
beneft therefrom is expected from Q3 of the current year.
VI. LISTING OF SHARES ::
The Companies securities are listed on the Bombay Stock Exchange
Limited, Mumbai. The listing fees for the fnancial year 2010-2011 have
been duly paid.
VII. PublIc dePoSItS : :
The Company has not accepted deposits from the public within the
meaning of section 58A of the Companies Act, 1956 and as such no amount
of principal or interest was outstanding on the date of Balance Sheet.
VIII. CONVERSION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO :
Relevant information as required by section 217 [1] [e] of the
Companies Act, 1956 is given in Annexure-I forming part of this report.
IX. MANAGEMENT DISCUSSION AND ANALYSIS REPORT ::
Pursuant to clause 49 [VI] of the Listing Agreement with the Bombay
Stock Exchange, Management Discussion and Analysis Report is given in
Annexure-II forming part of this Annual Report.
X. CORPORATE GOVERANACE ::
In terms of Corporate Governance disclosures stipulated in clause 49 of
the listing agreement with the Stock Exchange, details are provided in
Annexure-III. The ceritficate from the Companys Auditors confirming
the compliance of conditions of Corporate Governance is also annexed,
forming part of this Annual Report.
A declaration in regard to compliance with the Code of Conduct by the
Directors and Senior Management personnel signed by the Joint Managing
Director forms part of the Annual Report.
XI. PARTICULARS OF EMPLOYEES ::
Information prescribed under section 217 (2A) of the Companies Act,
1956 read with Companies (Disclosure of particulars in the Report of
Board of Directors) Rules, 1968, is annexed as Point 4 of Annexure- III
forming part of this Annual Report.
XII. DIRECTORS RESPONSIBILITY STATEMENT ::
Pursuant to section 217[2AA] of the Companies Act, 1956, the Directors
confirm that : :
[1] In the preparation of the annual accounts, the applicable
accounting standards have been followed with explanatory notes relating
to material departures;
[2] Appropriate accounting policies have been selected and applied
consistently and judgments and estmates made are reasonable and prudent
so as to give true and fair view of the state of afairs of the Company
at the end of the fnancial year and the Profit and Loss Account of the
Company for the year ended March 31, 2010 and cash fow as on that date;
[3] Proper and suffcient care has been taken for maintaining 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;
[4] The annual accounts have been prepared on a going concern basis.
XIII. DIRECTORATE :
In accordance with the provisions of the Companies Act, 1956 and the
Companys Articles of Association, Shri Chaitan M. Maniar and Shri
Manoj O. Shah retire by rotation and being eligible, offer themselves
for re-appointment in terms of clause 49 of the listing Agreement with
the Stock Exchange. Relevant details of the directors to be
re-appointed are being provided as annexure to the notice of the Annual
General Meeting.
XIV. AUDITORS ::
M/s Lodha & Company, Chartered Accountants, Auditors of the Company who
retire at the forthcoming Annual General Meeting are eligible for
re-appointment and have expressed their willingness to accept office,
if re-appointed. They have given a certificate to the effect that the
re-appointment, if made, would within the limits prescribed under
section 224 [1B] of the Companies Act, 1956. Your Directors recommend
their re-appointment.
XV. COST AUDIT ::
Pursuant to the provisions of section 233B of the Companies Act, 1956
and on recommendation of the Audit Committee, Shri Narottam L Tola,
practicing cost accountant, has been appointed as Cost Auditor of the
Company for the year 2009-10 to Conduct audit of the cost records
maintained by the Company.
XVI. ACKNOWLEDGEMENTS ::
The Directors take this opportunity to place on record their sincere
appreciation for the continued trust and confidence reposed in the
Company by the bankers, primary metal suppliers and other business
associates, regulatory authorities, customers, vendors and
shareholders. The Directors also acknowledge their appreciation for the
services rendered by the officers, staff and workers of the Company at
all levels for their dedicated efforts to improve the performance of
the Company.
For and behalf of the Board of Directors
Place:: Mumbai Chaitan M. Maniar
date : : april 29, 2010 Chairman