Mar 31, 2015
Dear Members,
The Directors have pleasure in presenting the 30th Annual Report
together with the Audited Financial Statements on standalone basis for
the year ended on 31st March, 2015.
1. FINANCIAL RESULTS:
(Standalone basis)
(Figures in Rs.)
Particulars For the For the
year ended year ended
on 31st on 31st
March,2015 March,2014
Total Income 21,20,43,985 18,68,40,418
Profit before Depreciation 73,27,093 61,45,760
and Tax
Less : Depreciation 20,80,658 17,25,842
Tax Expenses 7,73,049 13,92,963
Net Profit for the year 44,73,386 30,26,955
Add. Profit & Loss A/c Bal NIL NIL
of Previous year
Appropriations:
Proposed Dividend NIL NIL
Dividend Distribution Tax - N.A. N.A.
on Proposed Dividend
Transfer to General Reserve NIL NIL
Balance c/fd to Balance Sheet 44,73,386 30,26,955
as at 31.03.2015.
2. STATEMENT OF COMPANY'S AFFAIRS:
The year 2014-2015 was optimistic year for the company's operations
with rising trends. The revenue from the operation reached to during
the year the net income from operations increased marginally from last
year's revenue Rs. 18, 42, 02,998 to 20, 69, 41,194. The profit after
tax reported was Rs. 44, 73,386 increased by 47% from the figures of
the last year's Profit after Tax of Rs. 30, 26,955.
3. DIVIDEND:
In the view of the financial position of the company, The Board
directors do not recommended any dividend for the Financial Year ended
on 31st March, 2015.
4. TRANSFER TO RESERVES:
The Company has not transferred an amount to any reserve.
5. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:
The relations between Company and its employees being cordial and no
instance of any Industrial Dispute reported during the year 2014-15.
During the Financial Year the Company does not have any employee who
was drawing remuneration required to be disclosed pursuant to the
Section 197 of Companies Act, 2013 read with the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014. The required
disclosures with respect to Remuneration and other details of employees
are available at the registered office of the company during working
hours:
6. SUBSIDIARY COMPANY:
Since the Company has no subsidiary, provisions of Section 129(3) of
the act does not apply to the Company.
7. DEPOSITS:
During the Financial Year 2014-15 The Company has not accepted any
public deposit covered under Section 76 of the Companies Act, 2013.
8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS/OUTGO:
The particulars of Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings/outgo are set out in Annexure - I to this
Report
9. BOARD OF DIRECTORS:
During the year 2014-15 Mrs Sheetal Bhavesh Dadhia (Holding
DIN-07144050) is appointed as an Additional Director/Woman Director of
the Company w.e.f. 30th March 2015Subject to approval of Shareholder in
30th Annual General Meeting.
At the ensuing 30thAnnual General Meeting of the Company the Directors
Mr. Bhavesh Ramesh Dadhia (Having DIN 00726076) is liable to retire by
rotation and being eligible offers themselves for re-appointment. Board
recommends their re-appointment to the members for consideration in the
ensuing 30thAnnual General Meeting.
10. EXTRACT OF ANNUAL RETURN:
The Extract of Annual Return in Form MGT - 9 pursuant to Section 92 (3)
of the Companies Act, 2013 and rule 12 (1) of Companies (Management and
Administration) , Rules 2014 are as per Annexure - II to this Report.
11. NUMBER OF MEETINGS OF THE BOARD:
Five Board Meetings were held during the year 2014-15 pursuant to
Section 173 (1) of Companies Act, 2013 on 31st May, 2014, 14th August,
2014, 13th November, 2014 and 14th February, 2015 and 30thMarch 2015.
The further details regarding Board Meetings are given in the Board of
Directors Section of Corporate Governance Report annexed to this
Report.
12. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134 (3) (C) of the Companies Act, 2013 your
Directors state that:
(a) in the preparation of Annual Accounts for the year ended on 31st
March, 2015, the applicable accounting standards have been followed and
there are not material departures from the same.,
(b) the Directors have selected such accounting policies and applied
them consistently and 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 at the end of the financial year on 31st March, 2015 and
the profit and loss of the Company for that period.,
(c) 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, 2013 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities.,
(d) the Directors have prepared Accounts on 'going concern' basis., and
(e) The Directors have laid down internal financial controls to be
followed by the Company and that such financial controls are adequate
and are operating effectively.
(f) The Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are
adequate and operating effectively.
13. COMMENTS ON AUDIT REPORTS:
There are no qualification, reservation or adverse remark or disclaimer
made by M/s Arvind & Co Chartered Accountants and by M/s. HS
Associates, Company Secretary in Practice in his secretarial audit
report for the year ended on 31st March, 2015.
The Statutory Auditors have not reported any incident of fraud to the
Audit Committee of the Company in the year under review.
14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
As on 31st March, 2015 there was no outstanding balance or transactions
with respect to the Mutual Fund Investments. Also the Company has not
given loans or Guarantees covered under Section 186 of Companies Act,
2013.
15. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
During the year 2014-15 the Contract or Arrangements entered in to by
the Company with related parties were approved by the Audit Committee
pursuant to subsection (iv) (4) of Section 177 of Companies Act, 2013
and by the Board of Directors pursuant to Section 188 (1) of Companies
Act, 2013.
The related party transactions were at arm's length basis and were in
the ordinary course of business of the Company. The other details with
respect to related party transactions in Form AOC - 2 are set out in
Annexure - IV to this Report. The policy on Related Party Transactions
is available on Company's website- www.synthikofoilsltd.com
16. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION
OF THE COMPANY:
There were no material changes and commitments affecting the financial
position of the Company between the end of the financial year of the
Company to which the financial statements relate and the date of the
report.
17. EVALUATION OF BOARD:
The performance of Board, its Committees and Individual Directors were
reviewed during the year pursuant to subsection (p) (3) of Section 134
of Companies Act, 2013.
On Account of one independent director on the board the company is in
process of to appoint another independent director for the year
2015-2016.Also the performance of Committees of the Board were reviewed
by the same and forthwith the evaluated performance of Board,Individual
Directors and Committees were found to be satisfactory as during the
year 2014-15.
18. CORPORATE GOVERNANCE REPORT & MANAGEMENT DISCUSSION AND ANALYSIS
STATEMENT:
As the Corporate Governance of listing Agreement is voluntary adopted
by company on the view of good corporate practices and for the same
Report on Corporate Governance is also prepared along with necessary
certificates and Statement of Management Discussion and Analysis are
annexed to this report as Annexure - III.
19. STATUTORY AUDITORS:
The Statutory Auditors of the Company M/s Arvind & Company (Membership
No: 36700) hold office until the conclusion of forthcoming 30thAnnual
General Meeting of the Company and are eligible for re-appointment. The
Board has received necessary Certificate from Statutory Auditors and
the Audit Committee has recommended their re-appointment. Hence the
Board hereby recommend to the members the re-appointment of Statutory
Auditors till the conclusion of 32nd Annual General Meeting of the
Company subject to the ratification of appointment by the members at
respective Annual General Meetings.
20. INTERNAL AUDITORS:
As per section 138 of the Companies Act, 2013. The Company has
appointed Mr. Santosh Shah as the internal auditors for the financial
year to 2015-2016 to conduct the internal audit and to ensure adequacy
of the Internal controls, adherence to Company's policies and ensure
statutory and other compliance through, periodical checks and internal
audit.
21. SECRETARIAL AUDITOR REPORT:
The Secretarial Audit Report of M/s HS Associates, Company Secretaries
for the year ended on 31st March, 2015 states that the Composition of
Board of directors of the company is in process of reconstitution in
view to comply with. The Board has re-appointed HS Associates, Company
Secretaries as the Secretarial Auditors of the Company for the
Secretarial Audit of the financial year ended on 31st March, 2016.
22. COMMITTEES OF THE BOARD:
The Board has constituted necessary Committees pursuant to the
provisions of required applicable laws and acts, rules framed there
under and Listing Agreement with Stock Exchanges. The required
Committees of the Board are being duly constituted by taking necessary
efforts as on view of good corporate practice. The details about
Committees and Schedules of Meetings are being provided as an part of
annual report and such Committees are appointed by abiding the required
meetings among the Board of Directors of the Company.
23. WHISTLE BLOWER:
The Board of Directors have set up the Whistle Blower Policy i.e. Vigil
Mechanism for Directors and Employees of the Company to report concerns
about unethical behaviour, actual or suspected fraud, or violations of
Company's Code of Conduct or Ethics Policy. The detailed Vigil
Mechanism Policy is available at Company's Website: www.
synthikofoilsltd.com.
24. INTERNAL FINANCIAL CONTROLS:
The Board hereby reports that the Internal Financial Controls were
reviewed by the Audit Committee and there were adequate Internal
Financial Controls existed in the Company with respect to the Financial
Statements for year ended on 31st March, 2015 and the Internal
Financial Controls are operating effectively.
25. DISCLOSURE UNDER SEXUAL HARASSMENT ACT:
As required by the Sexual Harassment of Women at Workplace (Prevention,
Prohibition &Redressal) Act, 2013, the Company has formulated and
implemented a policy on prevention of sexual harassment at workplace
with a mechanism of lodging complaints, redressal for the benefits of
its employees. There were no complaints filed against any of the
employees of the Company under this Act.
26. ACKNOWLEDGEMENTS:
The Board of Directors hereby express thanks to all the Shareholders,
Customers, Suppliers, Associates, Employees and various Authorities for
extending their valued support and patronage to the Company.
For and on behalf of the Board
Ramesh Dadhia
Date: 14/08/2015 (DIN 00726044)
Mumbai Managing Director
Mar 31, 2014
The Members,
Synthiko Foils Limited
The Directors have great pleasure in presenting 29th Annual Report
along with the Audited Balance sheet and Profit and Loss Account for
the year ended March 31, 2014.
1. Financial results:
Particulars Year ended on
31-03-2014 Year ended on
31-03-2013
Amount in Rs. Amount in Rs.
Total Income 186,840,418 133,098,242
Depreciation 1,725,842 1,644,443
Net Profit/(Loss) before Tax 4,419,918 2,402,417
Less: Provision for Taxation 1,392,963 738,868
Net Profit/(Loss) after Tax 3,026,955 1,663,550
2. Performance review:
In the current financial year, your Company reported Turnover of Rs.
184,202,998/- (Rupees Eighteen crore forty two lakh two thousand nine
hundred and ninety eight only) as against Rs. 127,987,647/- (Rupees
twelve crore seventy nine lakh eighty seven thousand six hundred and
forty seven only) in the financial year 2012-13. After making necessary
provisions, the net profit after tax for the financial year 2013-14
stood at Rs. 3,026,955 (Rupees thirty lakh twenty six thousand nine
hundred and fifty five only) as against Rs. 1,663,550/- (Rupees sixteen
lakh sixty three thousand five hundred and fifty only) in the financial
year 2012-13.
3. Dividend:
In view of financial position of the Company, your Directors do not
recommend any dividend for the year 2013- 2014.
4. Directors:
Mr. Dilip D. Punjabi, Director of the Company, retires by rotation and
being eligible offered himself for re- appointment. The Members are
requested to re-appoint him in the ensuing Annual General Meeting.
5. Fixed deposits:
The Company has not accepted public deposits within the meaning of
section 58A of the Companies Act, 1956 and rules framed there under.
6. Subsidiaries:
Since the Company has no subsidiary, provisions of section 212 of the
Companies Act, 1956 does not apply to the Company.
7. Auditors:
M/s. Arvind & Company, Chartered Accountants, and statutory auditors of
your company hold office until the conclusion of the forthcoming Annual
General Meeting and have signified their willingness to be re-appointed
and have further confirmed that their appointment if made shall be
within the limits specified under Section 224 (1B) of the Companies
Act, 1956.
In view of the above members are requested to re-appoint M/s. Arvind &
Company as statutory auditors from the conclusion of ensuing Annual
General Meeting till the conclusion of next Annual General Meeting.
8. Auditors'' report:
The Auditors'' Report states that the company has given guarantee for
loans taken by firm in which company is a partner from banks.
9. Particulars of employees:
There were no employees who were in receipt of the remuneration in
excess of the limits as set out in the provisions of section 217(2A) of
the Companies Act, 1956 and rules made thereunder.
10. Particulars of conservation of energy technology absorption:
Further, the details of total energy consumption and energy consumption
per unit of production in the prescribed format under Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 is enclosed as Annexure A to this report.
12. Corporate governance report:
The Report on Corporate Governance and management Discussion and
Analysis are annexed to this report as Annexure - II and III
respectively.
13. Compliance certificate:
Compliance Certificate as required under Section 383A of the Companies
Act, 1956 prepared and issued by HS Associates, Company Secretaries in
Practice is annexed to this report as Annexure B.
14. Directors responsibility statement:
The Board of Directors hereby confirms:
i. That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
ii. That 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 of the
Profit or Loss of the Company for that period.
iii. That the Directors have taken proper and sufficient care for the
maintenances of adequate accounting records in accordance with the
provision of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. That the Directors have prepared the Annual accounts on a going
concern basis.
15. Stock exchange requirements:
Being listed at BSE Limited, your company has paid listing fees till
March, 2015.
16. Acknowledgement:
Your Directors take this opportunity to place on record, gratitude for
corporation and support received from their Banker, various departments
and agencies of Central and State Government and dedication and
commitment of the staff at all levels.
For and on behalf of the Board
Sd/-
Date: August 14, 2014 Ramesh Dadhia
Place: Jawhar Managing Director
Mar 31, 2013
To, The Members of Synthiko Foils Limited
The Directors have great pleasure in presenting 28th Annual Report
along with the Audited Balance sheet and Profit and Loss Account for
the year ended March 31, 2013.
1. Financial results:
Particulars Year ended on Year ended on
31-03-2013 31-03-2012
Amount in Rs. Amount in Rs.
Total Income 133,098,242 136,200,881
Depreciation 1,644,443 1,459,196
Net Profit/(Loss] before Tax 2,402,417 3,895,001
Less: Provision for Taxation 738,868 1,005,054
Net Profit/(Loss] after Tax 1,663,550 2,889,947
2. Performance review:
In the current financial year, your Company reported Turnover of Rs.
127,987,647/- (Rupees twelve crore seventy nine lacs eighty seven
thousand six hundred and forty seven only) as against Rs. 129,256,894/-
(Rupees twelve crore ninety two lacs fifty six thousand eight hundred
and ninety four only) in the financial year 2011-12. Due to decline in
sales, your Company reported lower profit in comparison to the previous
year. After making necessary provisions, the net profit after tax for
the financial year 2012-13 stood at Rs. 1,663,550 (Rupees sixteen lacs
sixty three thousand five hundred and fifty only) as against Rs.
2,889,947/- (Rupees twenty eight lacs eighty nine thousand nine hundred
forty seven only) in the financial year 2011-12.
3. Dividend:
In view of financial position of the Company, your Directors do not
recommend any dividend for the year 2012-2013.
4. Directors:
Mr. Dilip D. Punjabi, Director of the Company, retires by rotation and
being eligible offered himself for re-appointment. The Members are
requested to re-appoint him in the ensuing Annual General Meeting.
5. Fixed deposits:
The Company has not accepted public deposits within the meaning of
section 58A of the Companies Act, 1956 and rules framed there under.
6. Subsidiaries:
Since the Company has no subsidiary, provisions of section 212 of the
Companies Act, 1956 does not apply to the Company.
7. Auditors:
M/s. Arvind & Company, Chartered Accountants, and statutory auditors of
your company hold office until the conclusion of the forthcoming Annual
General Meeting and have signified their willingness to be re-appointed
and have further confirmed that their appointment if made shall be
within the limits specified under Section 224 (IB) of the Companies
Act, 1956.
In view of the above members are requested to re-appoint M/s. Arvind &
Company as statutory auditors from the conclusion of ensuing Annual
General Meeting till the conclusion of next Annual General Meeting.
8. Auditors'' report:
The Auditors'' Report states that the company has given guarantee for
loans taken by firm in which company is a partner from banks.
9. Particulars of employees:
There were no- employees who were in receipt of the remuneration in
excess of the limits as set out in the provisions of section 217(2A) of
the Companies Act, 1956 and rules made thereunder.
10. Particulars of conservation of energy technology absorption:
Further, the details of total energy consumption and energy consumption
per unit of production in the prescribed format under Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 is enclosed as Annexure A to this report.
11. Foreign exchange earnings and outgoings:
The details of the foreign exchange transactions are given below:
(In Rupees)
Particulars 2012-2013 2011-2012
Total Foreign Exchange Earned 4,881,000 NIL
Total Foreign Exchange Used 62,952,000 45,936,000
12. Corporate governance report:
The corporate governance code is mandatory for the listed company
having paid-up capital of Rs. 3,00,00,000/- (Rupees Three Crores) or
more. Since the paid up capital of the Company as on March 31, 2013 is
Rs. 85,71,000/- (Rupees Eighty Five Lacs Seventy One Thousand only)
i.e. below the aforesaid limit, the Corporate Governance code is not
mandatory to the Company.
13. Compliance certificate:
Compliance Certificate as required under Section 383A of the Companies
Act, 1956 prepared and issued by HS Associates, Company Secretaries in
Practice is annexed to this report as Annexure B.
14. Directors responsibility statement:
The Board of Directors hereby confirms:
i. That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
ii. That 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 of the
Profit or Loss of the Company for that period.
iii. That the Directors have taken proper and sufficient care for the
maintenances of adequate accounting records in accordance with the
provision of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. That the Directors have prepared the Annual accounts on a going
concern basis.
15. Stock exchange requirements:
Being listed at BSE Limited, your company has paid listing fees till
March, 2014.
16. Acknowledgement:
Your Directors take this opportunity to place on record, gratitude for
corporation and support received from their Banker, various departments
and agencies of Central and State Government and dedication and
commitment of the staff at all levels.
For and on behalf of the Board
Sd/-
Ramesh Dadhia
Chairman & Managing Director
Place: Jawhar
Date: May 30, 2013
Mar 31, 2012
The Directors have great pleasure in presenting 27th Annual Report
along with the Audited Balance sheet and Profit and Loss Account for
the year ended March 31, 2012.
1. FINANCIAL RESULTS:
Particulars Year ended on Year ended on
31-03-2012 31-03-2011
Amount in Rs. Amount in Rs.
Total Income 136,200,881 100,833,594
Depreciation 1,459,196 1,186,273
Net Profit/(Loss) before Tax 3,895,001 3,123,912
Less: Provision for Taxation 1,005,054 561,600
Net Profit/(Loss) after Tax 2,889,947 2,460,184
Balance b/f from Previous Year 7,397,117 4,936,932
Balance c/f to Balance Sheet 10,287,065 7,397,117
2. PERFOMANCE REVIEW:
In the current financial year, your Company reported Turnover of Rs.
129,256,894/- (Rupees Twelve Crore Ninety Two Lacs Fifty Six Thousand
Eight Hundred and Ninety Four only) as against Rs. 9,15,91,529/-
(Rupees Nine Crore Fifteen Lacs Ninety One Thousand Five Hundred Twenty
Nine only) in the financial year 2010-11. Due to increase in sales,
your Company reported higher profit in comparison to the previous year.
After making necessary provisions, the net profit after tax for the
financial year 2011-12 stood at Rs. 2,889,947 (Rupees Twenty Eight
Lacs Eighty Nine Thousand Nine Hundred Forty Seven Only) as against Rs.
24,60,184/- (Rupees Twenty Four Lacs Sixty Thousand One Hundred Eighty
Four only) in the financial year 2010-11.
3. DIVIDEND:
In view of financial position of the Company, your Directors do not
recommend any dividend for the year 2011-2012.
4. DIRECTORS:
Mr. Dilip D. Punjabi, Director of the Company, retires by rotation and
being eligible offered himself for re-appointment. The Members are
requested to re-appoint him in the ensuing Annual General Meeting.
5. FIXED DEPOSITS:
The Company has not accepted public deposits within the meaning of
section 58A of the Companies Act, 1956 and rules framed there under.
6. SUBSIDIARIES:
Since the Company has no subsidiary, provisions of section 212 of the
Companies Act, 1956 does not apply to the Company.
7. AUDITORS:
M/s. Arvind & Company, Chartered Accountants, and statutory auditors of
your company hold office until the conclusion of the forthcoming Annual
General Meeting and have signified their willingness to be re-appointed
and have further confirmed that their appointment if made shall be
within the limits specified under Section 224 (1B) of the Companies
Act, 1956.
In view of the above members are requested to re-appoint M/s. Arvind &
Company as statutory auditors from the conclusion of ensuing Annual
General Meeting till the conclusion of next Annual General Meeting.
8. PARTICULARS OF EMPLOYEES:
There were no employees who were in receipt of the remuneration in
excess of the limits as set out in the provisions of section 217(2A) of
the Companies Act, 1956 and rules made thereunder.
9. PARTICULARS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION:
Further, the details of total energy consumption and energy consumption
per unit of production in the prescribed format under Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 is enclosed as Annexure A to this report.
10. FOREIGN EXCHANGE EARNINGS AND OUTGOINGS:
The details of the foreign exchange transactions are given below:
(Rupees in Lacs)
Particulars 2011-2012 2010-2011
Total Foreign Exchange Earned Nil Nil
Total Foreign Exchange Used 459.36 272.99
11. CORPORATE GOVERNANCE REPORT:
The corporate governance code is mandatory for the listed company
having paid-up capital of Rs. 3,00,00,000/- (Rupees Three Crores) or
more. Since the paid up capital of the Company as on March 31, 2012 is
Rs. 85,71,000/- (Rupees Eighty Five Lacs Seventy One Thousand only)
i.e. below the aforesaid limit, the Corporate Governance code is not
mandatory to the Company.
12. COMPLIANCE CERTIFICATE:
Compliance Certificate as required under Section 383A of the Companies
Act, 1956 prepared and issued by HS Associates, Company Secretaries in
Practice is annexed to this report as Annexure B.
13. DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors hereby confirms:
i. That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
ii. That 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 of the
financial year and of the Profit or Loss of the Company for that
period.
iii. That the Directors have taken proper and sufficient care for the
maintenances of adequate accounting records in accordance with the
provision of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. That the Directors have prepared the Annual accounts on a going
concern basis.
14. STOCK EXCHANGE REQUIREMENTS:
Being listed at The Bombay Stock Exchange Limited, your company has
paid listing fees till March, 2013.
15. ACKNOWLEDGEMENT
Your Directors take this opportunity to place on record, gratitude for
corporation and support received from their Banker, various departments
and agencies of Central and State Government and dedication and
commitment of the staff at all levels.
ON BEHALF OF THE BOARD
FOR SYNTHIKO FOILS LIMITED
SD/-
RAMESH DADHIA
CHAIRMAN & MANAGING DIRECTOR
PLACE: JAWHAR
DATE: AUGUST 30, 2012
Mar 31, 2011
TO THE MEMBERS OF SYNTHIKO FOILS LIMITED
The Directors have great pleasure in presenting 26th Annual Report
along with the Audited Balance sheet and Profit and Loss Account, for
the year ended March 31, 2011.
1. FINANCIAL RESULTS:
Particulars Year ended on Year ended on
31-03-2011 31-03-2010
Amount in Rs. Amount in Rs.
Total Income 10,08,33,594 8,74,58,670
Depreciation 11,86,273 10,74,986
Net Profit/(Loss) before Tax 31,23,912 22,83,616
Less: Provision for Taxation 5,61,600 3,75,000
Net Profit/(Loss) after Tax 24,60,184 18,18,203
Balance b/f from Previous Year 49,36,932 31,18,729
Balance c/f to Balance Sheet 73,97,116 49,36,932
2. PERFOMANCE REVIEW:
In the current financial year, your Company reported Turnover of Rs.
9,15,91,529/- (Rupees Nine Crore Fifteen Lacs Ninety One Thousand Five
Hundred Twenty Nine only) as against Rs. 7,71,82,619/- (Rupees Seven
Crores Seventy One Lacs Eighty Two Thousand Six Hundred Nineteen only)
in the financial year 2009-10. Due to increase in sales, your Company
reported higher profit in comparison to the previous year. After making
necessary provisions, the net profit after tax for the financial year
2010-11 stood at Rs. 24,60,184/- (Rupees Twenty Four Lacs Sixty
Thousand One Hundred Eighty Four only) as against Rs. 18,18,203/-
(Rupees Eighteen Lacs Eighteen Thousand Two Hundred Three only) in the
financial year 2009-10.
3. DIVIDEND:
In view of financial position of the Company, your Directors did not
recommend any dividend for the year 2010-2011.
4. DIRECTORS:
Mr. Dilip D. Punjabi, Director of the Company, retires by rotation and
being eligible offered himself for re-appointment. The Members are
requested to re-appoint him in the ensuing Annual General Meeting.
Mr. Sunil Bang has resigned as Director of the Company with effect from
April 1, 2011; board thanked him for providing valuable service during
his tenure.
5. FIXED DEPOSITS:
The Company has not accepted public deposits within the meaning of
section 58A of the Companies Act, 1956 and rules framed there under.
6. SUBSIDIARIES:
Since the Company has no subsidiaries, provision of section 212 of the
Companies Act, 1956 do not apply to the Company.
7. AUDITORS:
M/s. Arvind & Company, Chartered Accountants, and statutory auditors of
your company hold office until the conclusion of the forthcoming Annual
General Meeting and have signified their willingness to be re-appointed
and have further confirmed that their appointment if made shall be
within the limits specified under Section 224 (1B) of the Companies
Act, 1956.
In view of the above members are requested to re-appoint M/s. Arvind &
Company as statutory auditors from the conclusion of ensuing Annual
General Meeting till the conclusion of next Annual General Meeting.
8. SHARE CAPITAL:
The Authorised Share Capital of the Company is Rs. 1,00,00,000/-
(Rupees One Crore only) divided into 10,00,000 (Ten Lacs) equity shares
of Rs.10/- each.
The Issued & Subscribed share capital of the Company is Rs. 87,00,000/-
(Rupees Eighty Seven Lacs only) divided into 8,70,000 of Rs. 10/- each
and the Paid up capital of the Company is Rs. 85,71,000/- (Rupees
Eighty Five Lacs Seventy One Thousand only) and balance Rs. 1,29,000/-
(Rupees One Lac Twenty Nine Thousand only) are calls in arrears.
9. PARTICULARS OF EMPLOYEES:
There were no employees who were in receipt of the remuneration in
excess of the limits as set out in terms of the provisions of section
217(2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975 and amendment thereto.
10. PARTICULARS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION: The
Company is taking optimum effort to conserve the energy and technology
absorption.
Further, the details of total energy consumption and energy consumption
per unit of production in the prescribed format under Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 is enclosed as Annexure A to this report.
14. DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors hereby confirms:
i. That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
ii. That 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 of the
financial year and of the Profit or Loss of the Company for that
period.
iii. That the Directors have taken proper and sufficient care for the
maintenances of adequate accounting records in accordance with the
provision of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. That the Directors have prepared the Annual accounts on a going
concern basis.
15. LISTING
The trading in shares was suspended w.e.f.18th February, 2002 due to
non compliances of certain clauses of listing agreement. However, the
Company has taken all necessary steps to comply with the necessary
compliances and with effect from September 1, 2010 the trading in
shares of the Company has been resumed by the Bombay Stock Exchange.
16. STOCK EXCHANGE REQUIREMENTS:
Being listed at The Bombay Stock Exchange Limited, your company has
paid listing fees till March, 2012.
17. ACKNOWLEDGEMENT
Your Directors wish to acknowledge all their stakeholders and are
grateful for the excellent support received from the Shareholders,
Bankers, Government authorities, and other business associates. Your
Directors recognize and appreciate the hard work and efforts put in by
all the employees of the Company and their contribution to the growth
of the Company in a very challenging environment.
ON BEHALF OF THE BOARD
FOR SYNTHIKO FOILS LIMITED
Sd/-
RAMESH DADHIA
CHAIRMAN & MANAGING DIRECTOR
PLACE: JAWHAR
DATE: AUGUST 29, 2011
Mar 31, 2010
To The Members OF SYNTHIKO FOILS LIMITED.
The Directors have great pleasure in presenting 25th Annual Report
along with the Audited Balance Sheet and Profit & Loss Account, for the
year ended 31st March, 2010.
1. FINANCIAL RESULTS
Particulars Year ended on Year ended on
31-03-2010 31-03-2009
Total Income 8,74,58,669 8,16,01,423
Depreciation 10,74,986 10,32,808
Net Profit/(Loss) before Tax 22,83,617 15,00,685
Less: Provision for Taxation 3,75,000 2,65,000
Provision for FBT NIL 35,000
(Excess)/Short provision of FBT 82,760 (17,414)
Earlier year TDS w/off
Interim & Final Dividend
Dividend Tax paid
Net Profit/(Loss) after Tax 18,18,203 12,18,098
Balance b/f from Previous Year 31,18,729 19,00,631
Balance available for Appropriation
Balance c/f to Balance Sheet 49,36,932 3,118,730
2. DIVIDEND
In view of financial position of the Company, your Directors did not
recommend any dividend for the year under review.
3. DIRECTORS
During the year Mr. Dilip D. Punjabi, Director who is retiring by
rotation but being eligible offer himself for re-appointment.
4. CORPORATE GOVERNANCE
The Board had implemented Corporate Governance Code in pursuance of
Clause 49 of Listing Agreement during the year. The report on Corporate
Governance is annexed hereto forming part of this report. The requisite
certificate from HS Associates, Practicing Company Secretary, on
implementation of requirements of the Corporate Governance is also
annexed herewith forming part of this report (Annexure-1).
5. AUDITORS
M/s. Arvind & Co., Chartered Accountants, Mumbai Auditor of the
Company, retires at the conclusion of the ensuing Annual General
Meeting and is eligible for re-appointment.
6. COMPLIANCE CERTIFICATE
Compliance Certificate as required under Section 383A of the Companies
Act, 1956 prepared and issued by HS Associates, Company Secretaries in
Practice, is annexed hereto (Annexure-2).
7. DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors hereby confirms:
i. That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
ii. That 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 of the
financial year and of the Profit or Loss of the Company for that
period.
iii. That the Directors have taken proper and sufficient care for the
maintenances of adequate accounting records in accordance with the
provision of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. That the Directors have prepared the Annual accounts on a going
concern basis.
8. DEPOSITS
During the year under review, the Company has neither accepted nor
invited any Public deposits and hence the provisions of Section 58A of
the Companies Act, 1956 read with the Companies (Acceptance of
Deposits) Rules, 1975 are not attracted and the information relating
thereto is nil.
9. PARTICULARS OF EMPLOYEES
There were no employees who were in receipt of the remuneration in
excess of the limits as set out in terms of the provisions of Section
217(2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975 as amended.
10. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNING AND OUTGO AS PER SECTION 217(1) COMPANIES ACT,
1956 READ WITH DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS RULES, 1988.
A. Power & Fuel consumption
Sr. Particulars Current year Previous year
No.
1. Electricity
a) Purchased
Unit 94541 68771
Total Amount 645649 Rs.4,14,610/-
Rate/Unit 6.83 6.02
b) Own Generation
(i) Through diesel generator
Units 15585.33 28829.72
Units per ltr. of
diesel oil 559560.06 Rs. 10,77,118/-
Cost/unit 35.90 37.36
(ii) Through fuel
Units 34382 54,609
Units per ltr. Of
fuel oil/gas 11,14,439 Rs. 15,76,019/-
Cost/unit 32.41 28.26
11. SUBSIDIARIES
Since the Company has no subsidiaries, hence provision of Section 212
of the Companies Act, 1956 is not applicable.
12. LISTING
The Company's shares were listed at the Bombay Stock Exchange, Mumbai
however the trading in the shares were suspended w.e.f.18th February,
2002 due to non compliances of certain clauses of listing agreement.
However, the Company has taken all necessary steps to comply with the
necessary compliances and is in the process of revocation of
suspension.
13. ACKNOWLEDGEMENTS
Your Company and its Directors wish to sincerely thank all the
customers and commercial banks for their continuing support and
co-operation.
Your Directors express their appreciation for the dedicated and sincere
services rendered by the employees of the Company. Your Directors
sincerely thank the shareholders for the confidence reposed by them in
the company and from the continued support and co- operation extended
by them.
On behalf of the Board
FOR SYNTHIKO FOILS LIMITED
Sd/-
RAMESH DADHIA
CHAIRMAN & DIRECTOR
Place: Thane
DATED: 31st August,2010
Mar 31, 2009
The Directors have great pleasure in presenting 24th Annual Report
along with the Audited Balance Sheet and Profit & Loss Account, for the
year ended 31st March, 2009.
1. FINANCIAL RESULTS
(Rs. In 000)
Particulars Year ended Year ended
on 31-03-2009 on 31-03-2008
Total Income 81601.42 56259.73
Depreciation 1032.81 1014.95
Net ProfhV(Loss) before Tax 1500.68 1538.82
Less: Provision for Taxation 265.00 200.00
Provision for FBT 35.00 30.00
(Excess)/Short provision of FBT (17.41) 2.60
Earlier year TDS w/off -- --
Interim & Final Dividend -- --
Dividend Tax paid -- --
Net Profit/(Loss) after Tax 1218.10 1311.43
Balance b/f from Previous Year 1900.63 589.20
Balance available for Appropriation -- --
Balance c/f to Balance Sheet 3117.73 1900.63
2. DIVIDEND
In view of financial position of the Company, your Directors did not
recommend any dividend for the year under review.
3. DIRECTORS
During the year Mr. Sunil Kimar Bang, Director who is retiring by
rotation but being eligible offer himself for re-appointment.
Under review, Mr.Ramesh Dadhia was appointed as Managing Director and
Mr.Bhavesh Dadhia was appointed as Whole Time Director w.e.f. 1 st
September, 2009 during the year.
Hence you are requested to appoint/re-appoint themselves in the
forthcoming Annual General Meeting of the Company.
4. CORPORATE GOVERNANCE
The Board had implemented Corporate Governance Code in pursuance of
Clause 49 of Listing Agreement during the year. The report on Corporate
Governance is annexed hereto forming part of this report. The requisite
certificate from Arvind & Co., Chartered Accountants, on implementation
of requirements of the Corporate Governance is also annexed herewith
forming part of this report (Annexure-A).
5. AUDITORS
M/s. Arvind & Co., Chartered Accountants, Mumbai Auditor of the
Company, retire at the conclusion of the ensuing Annual General Meeting
and are eligible for re-appointment.
6. COMPLIANCE CERTIFICATE
Compliance Certificate as required under Section 383 Aof the Companies
Act, 1956 prepared and issued by HS Associates, Company Secretaries in
Practice, is annexed hereto (Annexure-B).
7. DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors hereby confirm:
i. That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
ii. That 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 of the
financial year and of the Profit or Loss of the Company for that
period.
iii. That the Directors have taken proper and sufficient care for the
maintenances of adequate accounting records in accordance with the
provision of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
iv. That the Directors have prepared the Annual accounts on a going
concern basis.
8. DEPOSITS
During the year under review the Company has neither accepted nor
invited any Public deposits and hence the provisions of Section 58Aof
the Companies Act, 1956 read with the Companies (Acceptance of
Deposits) Rules, 1975 are not attracted and the information relating
thereto is nil.
9. PARTICULARS OF EMPLOYEE
There were no employees who were in receipt of the remuneration in
excess of the limits as set out in terms of the provisions of Section
217(2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975 as amended.
10. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNING AND OUTGO AS PER SECTION 217(1) COMPANIES
(DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES,
1988.
During the year company had consumed 68771 No of units of Rs.6.02 each
aggregating to Rs.4,14,610/ - previous year the company has consumed
51881 No. of Units of Rs.4.90 each aggregating to Rs.2,52,827/-.
Also the Company had consumed fuel (LDO) 54,609 No. of Units of
rs.28.86 each aggregating to Rs. 15,76,019/- previous year the company
had consumed fuel (LDO) 52,376 No. of Units of Rs.25.03 each
aggregating to Rs. 13,10,970/-.
Also the Company had consumed Diesel (for generator) 28829.72 No. of
Units of Rs.37.36 each aggregating to Rs. 10,77,118/- previous year the
company had consumed Diesel (for Generator) 8154.40 No. of Units of
35.85 each aggregating to Rs.2,92,331/-.
11. SUBSIDIARIES
Since the Company has no subsidiaries, hence provision of Section 212
of the Companies Act, 1956 is not applicable.
12. LISTING
Companys shares were listed at the Bombay Stock Exchange, Mumbai
however the trading in the shares were suspended w.e.f.lS111 February,
2002 due to non compliances of certain clauses of listing agreement.
The company is complied with the necessary compliances and is in the
process of revocation of suspension.
13. ACKNOWLEDGEMENTS
Your Company and its Directors wish to sincerely thank all the
customers and commercial banks for their continuing support and
co-operation.
Our Directors express their appreciation for the dedicated and sincere
services rendered by the employees of the Company. Your Directors
sincerely thank the shareholders for the confidence reposed by them in
the company and from the continued support and co-operation extended by
them.
On behalf of the Board
For SYNTHIKO FOILS LIMITED
Sd/-
RAMESH DADHIA
(CHAIRMAN & DIRECTOR)
Place: Jawhar
DATED: 31.08.2009
Mar 31, 2005
The Directors have pleasure in presenting their 20lh Annual Report for
the year ended 31st March, 2005.
1. FINANCIAL RESULTS: (Amt. In Rs.)
PARTICULARS Year ended Year ended
2005 2004
Total Income 1,88,37,695 1,34,96,944.39
Add/Less: Depreciation (Net) 6,26,903.00 6,07,895.00
Profit/(Loss) before Taxation 5,33,848.51 67,579.77
Less: Provision for Taxation Income Tax 0.00 7,500.00
Deferred Tax (14,183.00) (18,953.00)
Add: Prior year Adjustments Nil Nil
Net Profit/(Loss) transferred to Balance Sheet Nil Nil
Balance Brought forward from previous
year (24,41,989.76) (23,37,439.53)
Balance carried forward to Balance
Sheet (20,38,691.25) (22,96,312.76)
2. DIVIDEND:
In view of insufficient profit earned during the year, no dividend is
recommended.
3. FIXED DEPOSITS:
Our company has not accepted any deposits from the public.
4. DIRECTORS:
During the year there is no changes among the Directorship of the
Company.
5. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 217 (2A) of the Companies (Amendment) Act, 2000,
the Directors confirm that:
i) In the preparation of Annual Accounts for the Financial year ended 3
lsl March, 2005 the applicable Accounting Standards have been followed.
ii) Appropriate Accounting policies have been selected and applied
consistently and have 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 on 31s1 March, 2005 and loss of the Company for the
year ended on that date.
iii) Proper and sufficient care has been taken 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.
iv) The Annual Accounts have been prepared on a going concern basis.
6. AUDITORS:
M/s. Arvind & Company, Chartered Accountants, Mumbat will cease to hold
their office at the conclusion of the forthcoming Annual General
Meeting and being eligible, offer themselves for re-appointment.
7. PARTICULARS OF EMPLOYEES:
Information in accordance with the provisions of Section 217 (2A) of
the Companies Act, 1956 regarding particulars of employees is not given
since the company did not have any employee drawing remuneratiork in
excess of the limits prescribed by the said section.
8. SUBSIDIARIES:
Since the Company has no subsidiaries, provision of section 212 of the
Companies Act, 1956 is not applicable.
9. COMPLIANCE CERTIFICATE:
As required under provision of Sub-Section (1) of section 383A of the
Companies Act, the Board appointed M/s. H. Shetye Associates, Company
Secretaries to carry out the examination of records and issue the
Compliance Certificate as required under Companies (Compliance
Certificate) Rules 2001. Copy of the Certificate is attached.
10. CORPORATE GOVERNANCE CODE:
The Board had implemented Corporate Governance Code in pursuance of
clause 49 of Listing Agreement during the year. The report on Corporate
Governance is annexed hereto forming part of this report.
11. LISTING :
Companys shares were listed at Mumbai Stock Exchange however the
trading in the shares were suspended w.e.f. 18* February, 2002 due to
non compliances of certain clauses of listing agreement. The company is
in the process of complying the same and revoking the suspension.
12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, ADAPTATION AND
INNOVATION:
During the year the company had consumed 42470 No. of units of Rs.4.25
each aggregating to Rs. 1.80,497.00. Previous year the company had
consumed 33,873 No. of units of Rs.3.84 each aggregating to Rs.
1,30.069.25.
Also, the company had consumed fuel [LDO] consumed 24368 No. of r.nits
of Rs. 18.85 each aggregating toRs.4,59,461.00
Total Foreign Exchange spent by the Company is Rs.Nil. Total Foreign
Exchange earned by the company is Rs. 20,40,030/-.
13. ACKNOWLEDGEMENT:
Your Directors wish to place on record their appreciations of the
whole-hearted co-operation received from the Banks and various
government Authorities and Companys staff and workers.
ON BEHALF OF THE BOARD
FOR SYNTHIKO FOILS LIMITED
PLACE: Mumbai
DATED: 30th June, 2005 Sd/-
RAMESH DADHIA
(CHAIRMAN CUM EXECUTIVE DIRECTOR)
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