Mar 31, 2015
Dear Members,
The Directors are pleased to present the 22nd Annual Report and the
Company's audited accounts for the financial year ended March 31,2015.
1. FINANCIAL RESULTS
The Company's financial performance, for the year ended March 31,2015
is summarised below
Consolidated
Particulars
Financial Financial
Year Year
Ended Ended
31.03.15 31.03.14
Sales/lncome from operations 5645.14 6091.84
Other operating Income 11.94 16.95
Total Income 5657.08 6108.79
Total Expenditure 5047.88 5555.39
Interest 243.06 181.00
Gross Profit after interest but 366.14 372.40
before Depreciation & Tax
Depreciation 220.76 186.31
Profit Before Tax 145.38 186.09
Provision for Tax
-Income Tax 42.01 94.29
-Tax Adjustments 7.28 5.71
-Deferred Tax Liability 6.80 (11.40)
Net Profit 89.29 97.49
Proposed Dividend 0.00 0.00
Carried to Balance Sheet 89.29 97.49
Paid up equity share capital 826.87 826.87
Reserves & Surplus 620.29 544.54
Standalone
Particulars
Financial Financial
Year Year
Ended Ended
31.03.15 31.03.14
Sales/lncome from operations 2401.10 2353.29
Other operating Income 3.34 5.25
Total Income 2404.44 2358.54
Total Expenditure 1871.30 1896.82
Interest 168.71 114.98
Gross Profit after interest 364.43 346.74but
before Depreciation & Tax
Depreciation 205.32 180.08
Profit Before Tax 159.11 166.65
Provision for Tax
-Income Tax 42.01 87.85
-Tax Adjustments 6.79 5.66
-Deferred Tax Liability 10.48 (10.83)
Net Profit 99.83 83.98
Proposed Dividend 0.00 0.00
Carried to Balance Sheet 99.83 83.98
Paid up equity share capital 826.87 826.87
Reserves & Surplus 593.60 506.23
2. REVIEW OF OPERATION AS AND STATE OF COMPANY'S AFFAIRS
Total income from operations (Net of excise) increased from Rs. 2358.54
lacs to Rs. 2404.44 lacs thereby registering an increase of 1.95%.
Profit before tax decreased to Rs. 159.11 lacs as against previous year
figure of Rs. 166.65 lacs. Consolidated total income decreased from
Rs. 6108.79 lacs to Rs. 5657.08 lacs. In the financial year 2014-15,
expanded capacity of the company came into operations. The company is
hopeful of achieving higher sales and increased profitability in the
ensuing year.
3. DIVIDEND
In order to conserve resources for meeting the Company's expansion
plans, the Directors of your Company express their inability to
recommend any dividend for the Financial Year 2014-15.
4. AMOUNT CARRIED TO RESERVES
The profit earned by the company are standing in the profit and loss
account of the company and no amount has been transferred to general
reserve during the year under report.
5. MATERIAL CHANGES AND COMMITMENTS BETWEEN THE END OF FINANCIAL YEAR
AND THE DATE OF REPORT.
No material changes and commitments have occurred after the close of
the year till the date of this Report, which affect the financial
position of the Company.
6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION
FUND
The provisions of Section 125(2) of the Companies Act, 2013 do not
apply as there was no dividend declared and paid last year.
7. ENERGY CONSERVATION AND TECHNOLOGY ABSORTION, FOREIGN EXCHANGE
EARNING AND OUT GO
The information pertaining to conservation of energy, technology
absorption, Foreign exchange Earnings and outgo as required under
Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of
the Companies (Accounts) Rules, 2014 is as follows:
(A) Conservation of Energy
i) The steps taken or impact on conservation of energy NIL
ii) The steps taken for utilizing alternate sources of energy NIL
iii) The capital investment on energy conservation equipments NIL
(B.) Technology Absorption
i) The efforts made towards technology absorption NIL
ii) The benefits derived like product improvement, N.A.
cost reduction, product development or import
substitution
iii) In case of imported technology(imported during N.A
the last 3 years reckoned from the beginning of
the Financial Year)
a) The details of Technology imported
b) The year of Import
c) Whether the technology been fully absorbed
d) If not fully absorbed, areas where absorption
has not taken place, and the reasons thereof
iv) The expenditure incurred on Research and Development NIL
(c) Foreign Exchange Earnings and outgo
i) The foreign exchange earned in terms of actual
inflows during the year RS.1,32,98,572
ii) The foreign exchange outgo during the year in
terms of actual outflows RS.27,17,601
STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT
POLICY OF THE COMPANY
In today's economic environment, risk management is a very important
part of the business. The main aim of risk management is to identify,
monitor and take precautionary measures in respect of the events that
may pose risk for the business. Your company's risk management is
embedded in the business processes. Your company has identified the
following risks:
Key Risk Impact to Uniroyal
Industries Limited
Commodity Price Risk Risk of price fluctuation
on basic raw material like
cotton, power as well as
finished goods in the
process of manufacturing
Uncertain global Impact on demand and
economic environment - realization of goods
slow growth in global manufactured by the
economy company
Interest rate risk Any increase in interest
rate can affect the
finance cost
Foreign Exchange risk Any volatility in the
currency market can
impact the overall
profitability
Human Resources risk Your company's ability to
deliver value is
dependent on its ability
to attract, retain and
nurture talent.
Attrition and non-
availability of the
required talent resource
can affect the overall
performance of the
company.
Competition risk The company is
exposed to competition
risk from other
companies and business
houses in the market.
Compliance risk - Any default can attract
increase in regulatory penal provisions
requirements
Industrial safety, The textile industry is
employee health and labor intensive and are
safety risk exposed to accidents,
health and injury risk due
to machinery breakdown,
human negligence, etc.
Key Risk Mitigation plans
Commodity Price Risk The Company try to
negotiate with its buyers
for the price fluctuation in
R M prices.
Uncertain global The Company is trying
economic environment - its best to explore
slow growth in global alternative international
economy markets.
Interest rate risk The Company keep on
negotiating with Banks on
interest rates
Foreign Exchange risk The Company is hedging
its foreign exchange
transactions, when ever
major fluctuation is
expected.
Human Resources risk By continuously bench
marking of the best HR
practices across the
industry and carrying out
necessary improvements
to attract and retain the
best talent.
By putting in place
incentives and evaluating
the performance at each
stage of work. We do not
anticipate any major
issue for the coming five
years.
Competition risk The Company has
installed latest
technlology and keep on
updating the same to
cope with the
competition.
Compliance risk - By regularly monitoring
increase in regulatory and review of changes in
requirements regulatory framework.
By monitoring of
compliance through legal
compliance management
tools and regular internal
audit.
Industrial safety, By development and
employee health and implementation of critical
safety risk safety standards across
the various departments
of the factory, establishing
training need identification
at each level of employment
9 CORPORATE SOCIAL RESPONSIBILITY
The Company has not developed and implemented any Corporate Social
Responsibility initiatives as the said provisions are not applicable.
10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION
186 OF THE COMPANIES ACT, 2013
There were no loans, guarantees or investments made by the Company under
Section 186 of the Companies Act, 2013 during the year under review and
hence the said provision is not applicable.
11. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES
All contracts / arrangements / transactions entered by the Company
during the financial year with related parties were in the ordinary
course of business and on an arm's length basis. Your Directors draw
attention of the members to Note 10 to the financial statement which
sets out related party disclosures. The particulars of Contracts or
Arrangements made with related parties made pursuant to Section 188 are
annexed to this Board report in Form AOC-2 as Annexure -1.
12. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF
REMUNERATION AND DISCHARGE OF THEIR DUTIES
The Company's Policy relating to selection and appointment of
Directors, payment of Managerial remuneration, Directors'
qualifications, positive attributes, independence of Directors and
other related matters as provided under Section 178(3) of the Companies
Act, 2013 is furnished in Annexure-IIA & MB and is attached to this
report.
13. ANNUAL RETURN
The extracts of Annual Return pursuant to the provisions of Section 92
read with Rule 12 of the Companies (Management and administration)
Rules, 2014 is furnished in Form MGT-9 and is attached as Annexure-lll
to this Report.
14. BOARD MEETINGS
The Company had six Board meetings during the financial year under
review.
15. DEPOSITS
The Company has neither accepted nor renewed any deposits during the
year under review.
16. DECLARATION OF INDEPENDENT DIRECTORS
The Independent Directors have submitted their disclosures to the Board
that they fulfill all the requirements as stipulated in Section 149(6)
of the Companies Act, 2013 so as to qualify themselves to be appointed
as Independent Directors underthe provisions of the Companies Act, 2013
and the relevant rules.
17. AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM
The Audit Committee consists of the following members:
a. Mr.Anirudh Khullar
b. Mr. Sushil Gupta
c. Mr. PardeepAggarwal
The Audit Committee consists of independent Directors and hence viz.,
Mr. Anirudh Khullar, Mr. Sushil Gupta and Mr. PardeepAggarwal who form
the majority.
The Company has established a vigil mechanism and overseas through the
committee, the genuine concerns expressed by the employees and other
Directors. The Company has also provided adequate safeguards against
victimization of employees and Directors who express their concerns.
The Company has also provided direct access to the chairman of the
Audit Committee on reporting issues concerning the interests of co
employees and the Company.
18. SHARES
(A) BUY BACK OF SECURITIES
The Company has not bought back any of its securities during the year
under review.
(B) SWEAT EQUITY
The Company has not issued any Sweat Equity Shares during the year
under review.
(C) BONUS SHARES
No Bonus Shares were issued during the year under review.
(D) EMPLOYEES STOCK OPTION PLAN
The Company has not provided any Stock Option Scheme to the employees.
19. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT
Management's Discussion and Analysis Report for the year under review,
as stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India, is presented in a separate section forming part of
the Annual Report.
20. SUBSIDIARY COMPANIES, JOINT VENTURES AND ASSOCIATE COMPANIES
During the year under review, no company have become or ceased to be
Company's subsidiaries, joint venture or associate company. The company
has only one 100% subsidiary company. In accordance with the General
Circular No. 2/2011 issued by the Ministry of Corporate Affairs,
Government of India, the Balance Sheet, Profit and Loss account and
other documents of the subsidiary company are not being attached with
the balance Sheet of the company. However, the Annual Report contains
the consolidated financial statements of the holding company and its
subsidiary duly audited by the statutory auditors and the said
financial statements have been prepared in strict compliance with
applicable Accounting Standards and Listing Agreement. The consolidated
Financial Statements presented by the company include financial results
of the subsidiary company. A statement in respect of the subsidiary
giving the details of capital, reserves, total assets and liabilities,
details of investments, turnover, profit before taxation, provision of
tax, profit after taxation and proposed dividend is attached to this
report. The company will make available the Annual Accounts of the
subsidiary company and other related information to any member of the
company who is interested in obtaining the same. The annual accounts of
the subsidiary company are available for inspection at the registered
office of the company and that of the respective subsidiary between
11.00 A.M to 1.00 P.M on all working days.
21. CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Companies Act, 2013 ("the Act") and Accounting
Standard (AS) - 21 on Consolidated Financial Statements read with AS -
23 on Accounting for Investments in Associates and AS - 27 on Financial
Reporting of Interests in Joint Ventures, the audited consolidated
financial statement is provided in the Annual Report.
22. LISTING STATUS OF SHARES
Shares of your company are listed on The Stock Exchange Mumbai and
Delhi. Your company is regular in paying annual listing fees to the
concerned stock exchanges. There was no change in Authorised/Paid up
capital during the year.
23. DIRECTORATE
The Board consists of Executive and Non-executive Directors including
independent Directors who have varied experience in different
disciplines of corporate functioning. Mr. Pardeep Aggarwal an
independent director of the company resigned w.e.f 31.03.2015. The
Board places on record its deep appreciation for the valuable
contribution made by him during his tenure as Director of the Company.
In accordance with the provisions of the Act and the Articles of
Association of the Company Mr. Anirudh Khullar and Mr. Hassan Singh
Mejie Directors of the Company, retire by rotation at the ensuing
Annual General Meeting and being eligible have offered themselves for
re-appointment. The Board recommends the appointment of Mr. Anirudh
Khullar and Mr. Hassan Singh Mejie as directors of the company liable
to retire by rotation.
The Company has received declarations from all the Independent
Directors of the Company confirming that they meet the criteria of
independence as prescribed both under the Act and Clause 49 of the
Listing Agreement with the Stock Exchanges.
24. AUDITORS AND AUDITOR'S REPORT
M/s A G P R S & Associates, Chartered Accountants, Statutory Auditors
of the Company, hold office till the conclusion of the ensuing Annual
General Meeting and are eligible for re-appointment. They have
confirmed their eligibility to the effect that their re-appointment, if
made, would be within the prescribed limits under the Companies Act,
2013 and that they are not disqualified for re-appointment. The Board
recommends their re appointment as auditors of the company for the
financial year 2015-16.
The Notes on financial statement referred to in the Auditors' Report
are self-explanatory and do not call for any
further comments. The Auditors' Report does not contain any
qualification, reservation or adverse remark
25. COST AUDITORS AND COST AUDITOR'S REPORT
Cost audit is not applicable to the company for Financial Year 2014-15.
26. SECRETARIAL AUDITOR AND SCERETARIAL AUDITOR'S REPORT)
The Board has appointed Mr. Manish Aggarwal, Practising Company
Secretary (M. No. 7055), to conduct Secretarial Audit for the financial
year 2014-15. The Secretarial Audit Report for the financial year ended
March 31, 2015 is annexed herewith this Report. Copy of the Secretarial
Audit Report in Form MR-3 issued by the practicing company secretary is
enclosed as Annexure IV.
27. INTERNAL CONTROL SYSTEM
The company's internal control system is commensurate to the size and
nature of its business and it ensures timely and accurate financial
reporting in accordance with the applicable accounting standards;
optimum utilization, efficient monitoring, timely maintenance and
safety of assets; compliance with applicable laws, regulations, listing
agreement and management policies; effective Management information
system and review of other systems. During the year, such controls were
tested and no reportable material weakness in the design or operation
were observed
28. CORPORATE GOVERNANCE
The Company is committed to maintain the highest standards of corporate
governance and adhere to the corporate governance requirements set out
by SEBI. The report on Corporate Governance as stipulated under Clause
49 of the Listing Agreement forms an integral part of this Report. The
requisite certificate from the Auditors of the Company confirming
compliance with the conditions of corporate governance is attached to
the report on Corporate Governance.
29. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
In terms of the provisions of Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, we state that during the year under
report, none of the employees drew remuneration in excess of the limits
set out in the said rules.
30. DIRECTORS' RESPONSIBILITY STATEMENT
Your Directors state that:
a) in the preparation of the annual accounts for the year ended March
31,2015, the applicable accounting standards read with requirements set
out under Schedule III to the Act, have been followed and there are no
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 as at March 31,2015 and of the profit of the Company for
the year ended on that date;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
d) the Directors have prepared the annual accounts on a 'going concern'
basis;
e) the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and are operating effectively; and
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.
31. PERSONNEL AND INDUSTRIAL RELATIONS
The Employee relations continued to be co-ordial. The Directors wish to
place on record their sincere appreciation for the contribution of the
Employees of the Company at all levels.
32. GENERAL
Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these
items during the year under review:
1. Details relating to deposits covered under Chapter V of the Act.
2. Issue of equity shares with differential rights as to dividend,
voting or otherwise.
3. Issue of shares (including sweat equity shares) to employees of the
Company under any scheme.
4. Neither the Managing Director nor the Whole-time Directors of the
Company receive any remuneration or commission from any of its
subsidiaries.
5. No significant or material orders were passed by the Regulators or
Courts or Tribunals which impact the going concern status and Company's
operations in future.
Your Directors further state that during the year under review, there
were no cases filed pursuant to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal)Act, 2013.
33. ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the banks, Government
authorities, customers, vendors and members during the year under
review. Your Directors also wish to place on record their deep sense of
appreciation for the committed services by the Company's executives,
staff and workers.
Place: Panchkula For and on behalf of the Board
sd /-
Date: 29th May, 2015 (Arvind Mahajan)
Managing Director
Mar 31, 2014
The Members
Uniroyal Industries Limited,
The directors of your company are pleased to present the 21st Annual
Report together with audited accounts of the company for the Financial
Year ended 31st March, 2014.
FINANCIAL RESULTS
The financial performance of the company, for the year ended March
31,2014 is summarized below:
Particulars Consolidated
Financial Year Financial Year
Ended Ended
31.03.14 31.03.13
Sales/Income from operations 6091.84 5393.08
Other o perating Inco me 16.95 16.99
Total Income 6108.79 5410.07
Total Expend iture 5555.39 4859.95
Interest 181.00 214.57
Gross Profit after interest but 372.40 335.55
before Depreciation & Tax
Depreciation 186.31 200.26
Profit Before Tax 186.09 135.29
Provision for Tax
-Income Tax 94.29 52.62
-Tax Ad j ustments 5.71 (3.23)
-Deferred Tax Liability (11.40) (6.15)
Net Profit 97.49 92.05
Pro posed Dividend 0.00 0.00
Carried to Balance Sheet 97.49 92.05
Paid up equity share capital 826.87 826.87
Reserves & Surplus 544.54 447.05
Particulars
Financial Year Financial Year
Ended Ended
31.03.14 31.03.13
Sales/Income from operations 2353.29 2146.95
Other o perating Inco me 5.25 4.25
Total Income 2358.54 2151.20
Total Expenditure 1896.82 1688.46
Interest 114.98 140.54
Gross Profit after interest but 346.74 322.20
before Depreciation & Tax
Depreciation 180.08 193.75
Profit Before Tax 166.65 128.45
Provision for Tax
-Income Tax 87.85 50.35
-Tax Ad j ustments 5.66 (3.23)
-Deferred Tax Liability (10.83) (6.01)
Net Profit 83.98 87.34
Pro posed Dividend 0.00 0.00
Carried to Balance Sheet 83.98 87.34
Paid up equity share capital 826.87 826.87
Reserves & Surplus 506.23 422.25
(REVIEW OF OPERATIONS
Total income from operations (Net of excise) increased from Rs. 2151.20
lacs to Rs. 2358.54 lacs thereby registering an increase of 9.64%.
Profit before tax increased to Rs. 166.65 lacs as against previous year
figure of Rs. 128.45 lacs. Consolidated total income increased from Rs.
5410.07 lacs to Rs. 6108.79 lacs.
During the year company has made substantial expansion of its
manufacturing capacity by incurring an outlay of 675 lacs. Term loan of
Rs. 490 lacs was availed from HDFC bank and the balance was financed
through internal accruals. Expanded capacity has become operational in
April, 2014 and the company is hopeful of achieving higher sales and
increased profitability in the ensuing year.
(DIVIDEND)
In order to conserve resources for meeting the Company''s expansion
plans, the Directors of your Company express their inability to
recommend any dividend for the Financial Year 2013-14.
(SUBSIDIARY COMPANIES AND JOINT VENTURES)
The company has only one 100% subsidiary company and no subsidiary was
added during the year. In accordance with the General Circular No.
2/2011 issued by the Ministry of Corporate Affairs, Government of
India, the Balance Sheet, Profit and Loss account and other documents
of the subsidiary company are not being attached with the balance Sheet
of the company. However, the Annual Report contains the consolidated
financial statements of the
holding company and its subsidiary duly audited by the statutory
auditors and the said financial statements have been prepared in strict
compliance with applicable Accounting Standards and Listing Agreement.
The consolidated Financial Statements presented by the company include
financial results of the subsidiary company. A statement in respect of
the subsidiary giving the details of capital, reserves, total assets
and liabilities, details of investments, turnover, profit before
taxation, provision of tax, profit after taxation and proposed dividend
is attached to this report. The company will make available the Annual
Accounts of the subsidiary company and other related information to any
member of the company who is interested in obtaining the same. The
annual accounts of the subsidiary company are available for inspection
at the registered office of the company and that of the respective
subsidiary between 11.00 A.M to 1.00 P.M on all working days.
(CONSOLIDATED FINANCIAL STATEMENT)
In accordance with the Accounting Standard (AS) - 21 on Consolidated
Financial Statements read with AS - 23 on Accounting for Investments in
Associates and AS - 27 on Financial Reporting of Interests in Joint
Ventures, the audited consolidated financial statement is provided in
the Annual Report.
A statement under Section 212 of the Companies Act, 1956 in respect of
the subsidiaries of the Company is annexed and forms an integral part
of the annual accounts.
(LISTING status of shares)
Shares of your company are listed on The Stock Exchange Mumbai and
Delhi. Your company is regular in paying annual listing fees to the
concerned stock exchanges. There was no change in Authorised/Paid up
capital during the year.
(DIRECTORATE)
The Board consists of Executive and Non-executive Directors including
independent Directors who have varied experience in different
disciplines of corporate functioning
Mrs. Rashmi Mahajan, Mr. Sushil Gupta and Mr. Pardeep Aggarwal would
retire by rotation as directors of the company at the forthcoming
Annual General Meeting and being eligible they offered themselves for
re-appointment as directors of the company.
The Board recommends the appointment of Mrs. Rashmi Mahajan, Mr. Sushil
Gupta and Mr. Pardeep Aggarwal as directors of the company liable to
retire by rotation.
(AUDITORS AND aUdITOR''S REPORT))
M/s A G P R S & Associates, Chartered Accountants, are the present
Auditors of the company. Pursuant to section 139 of the Companies Act,
2013, they would retire as auditors at the forthcoming 21st Annual
General Meeting of the company. Being eligible they have offered
themselves for re appointment. The Board recommends their re
appointment as auditors of the company for the financial year 2014-15.
The observations of the Auditors have been fully explained in notes to
accounts "Note No. 28".
(COST AUDITORS)
For the Financial Year 2013-14, the Board of Directors of the company
have appointed on the recommendation of the Audit Committee, "C L
Bansal & Associates" Cost Accountants ( Firm registration No. 101042)
as cost auditors for auditing the cost accounts pertaining to the
company.
(corporate governance)
The report on corporate Governance as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges is attached and forms part
of the Annual report.
The requisite certificate from the Auditors of the company confirming
compliance with the conditions of the Corporate Governance as
stipulated under the aforesaid clause 49 is attached to this report.
(INTERNAL CONTROL SYSTEM)
The company''s internal control system is commensurate to the size and
nature of its business and it ensures:- Timely and accurate financial
reporting in accordance with the applicable accounting standards;
Optimum utilization, efficient monitoring, timely maintenance and
safety of assets;
Compliance with applicable laws, regulations, listing agreement and
management policies;
Effective Management information system and review of other systems.
(CORPORATE GOVERNANCE)
The report on Corporate Governance as stipulated under Clause 49 of the
Listing agreement with the Stock Exchanges is attached and forms part
of the Annual report.
The requisite certificate from the auditors of the company confirming
compliance with the conditions of the corporate Governance as
stipulated under the aforesaid clause 49 is attached to this report.
(PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 217(2A) OF THE COMPANIES
ACT, 1956 )
During the year under report, none of the employees was in receipt of
remuneration exceeding the limits prescribed under section 217(2A) of
the Companies Act, 1956 read with Companies (Particulars of employees)
Rules, 1975 as amended.
(ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION)
Pursuant to the Companies (Disclosure of particulars in the Report of
the Board of Directors) Rules, 1988, the particulars of energy
conservation and technology absorption are enclosed herewith as given
as Annexure A forming integral part of this Directors'' Report.
(DIRECTORS'' RESPONSIBILITY STATEMENT")
Pursuant to section 217 (2AA) of the Companies Act, 1956, it is hereby
confirmed:
(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 and loss of the company for that period.
(iii) That 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 for preventing and detecting fraud and other
irregularities.
(iv) That the directors have prepared the annual accounts on a going
concern basis.
(PERSONNEL AND INDUSTRIAL RELATIONS)
The Employee relations continued to be co-ordial. The Directors wish to
place on record their sincere appreciation for the contribution of the
Employees of the Company at all levels.
(ACKNOWLEDGEMENT)
Your Directors would like to express their appreciation for the
assistance and co-operation received from the banks, Government
authorities, customers, vendors and members during the year under
review. Your Directors also wish to place on record their deep sense of
appreciation for the committed services by the Company''s executives,
staff and workers.
Place: Panchkula For and on behalf of the Board
sd/-
Date: 29th May, 2014 (Arvind Mahajan)
Managing Director
Mar 31, 2013
The Member of Uniroyal Industries Limited,
The directors of your company are pleased to present the 20th Annual
Report together with audited accounts of the company for the Financial
Year ended 31 st March, 2013.
FINANCIAL RESULTS
The financial performance of the company, for the year ended March
31,2013 is summarized below:
Particulars Consolidated Standalone
Financial Financial Financial Financial
Year Year Year Year
Ended Ended Ended Ended
31.03.13 31.03.12 31.03.13 31.03.12
Sales/Income
from operations 5393.08 4333.03 2146.95 1454.60
Other operating
Income 16.99 9,70 425 5.80
Total Income 5410.07 4342.73 2151.20 1460.40
Total Expenditure 4859.95 3922.15 1688.46 1119.00
Interest 214.57 219.85 140.54 150.17
Gross Profit
after interest but 335.55 200.73 322.20 191.23
before
Depreciation & Tax
Depreciation 200.26 194.52 193.75 187.96
Profit Before
Tax 135.29 128.45 3.27
Provision for Tax
-Income Tax 52.62 50.35 9.33
-Tax Adjustments (3.23) (4.80) (3.23) (4.80)
-Deferred Tax
Liability (6.15) (4.05) (6.01) (4.29)
Net Profit 92.05 1.07 87.34 3.03
Proposed Dividend 0.00 0.00 0.00
Crried to
Balance Sheet 92.05 87.34 3.03
Paid up equity
share capital 826.87 826.87 826.87 826.87
Reserves & Surplus 447.05 355.00 422.25 334.91
REVIEW OF OPERATIONS
Total income from operations (Net of excise) increased from Rs. 1460.40
lacs to Rs. 2151.20 lacs thereby registering an increase of 47.30%.
Profit after tax increased to Rs. 87.34 lacs as against previous year
figure of Rs. 3.03 lacs. Consolidated total income increased from Rs.
4342.73 lacs to Rs. 5410.07 lacs.
Company is hopeful of achieving higher sales and increased
profitability in the ensuing year.
In order to conserve resources for meeting the Company''s expansion
plans, the Directors of your Company express their inability to
recommend any dividend for the Financial Year 2012-13.
SUBSIDIARY COMPANIES AND J PINT VENTURES^
The company has only one 100% subsidiary company and no subsidiary was
added during the year. In accordance with the General Circular No.
2/2011 issued by the Ministry of Corporate Affairs, Government of
India, the Balance Sheet, Profit and Loss account and other documents
of the subsidiary company are not being attached with the balance Sheet
of the company. However, the Annual Report contains the consolidated
financial statements of the holding company and its subsidiary duly
audited by the statutory auditors and the said financial statements
have been prepared in strict compliance with applicable Accounting
Standards and Listing Agreement. The consolidated Financial Statements
presented by the company include financial results of the subsidiary
company. A statement in respect of the subsidiary giving the details of
capital, reserves, total assets and liabilities, details of
investments, ¦ turnover, profit before taxation, provision of tax,
profit after taxation and proposed dividend is attached to this report.
The company will make available the Annual Accounts of the subsidiary
company and other related information to any member of the company who
is interested in obtaining the same. The annual accounts of the
subsidiary company are available for inspection at the registered
office of the company and that of the respective subsidiary between
11.00 A.M to 1.00 P.M on all working days.
(CONSOLIDATED FINANCIAL STATEMENT)
A statement under Section 212 of the Companies Act, 1956 in respect of
the subsidiaries of the Company is annexed and forms an integral part
of the annual accounts. The consolidated financial statements of the
company and its subsidiary companies are prepared in accordance with
the AS-21 " Consolidated Financial Statements'' prescribed by the
Institute of Chartered Accountants of India, form part of the Annual
Report.
(LISTING STATUS OF SHARES)
Shares of your company are listed on The Stock Exchange Mumbai and
Delhi. Your company is regular in paying annual listing fees to the
concerned stock exchanges. There was no change in Authorised/Paid up
capital during the year.
(DIRECTORAfD
The Board consists of Executive and Non-executive Directors including
independent Directors who have varied experience in different
disciplines of corporate functioning
Mr.Akhil Mahajan, Mr.Abhay Mahajanand Mr. KK Malik would retire by
rotation as directors of the company at the forthcoming Annual General
Meeting and being eligible they offered themselves for re-appointment
as directors of the company.
The Board recommends the appointment of Mr. Akhil Mahajan, Mr. Abhay
Mahajan and Mr. K K Malik as directors of the company liable to retire
by rotation.
(AUDITORS AND AUDITOR''S REPORT)
M/s A G P R S & Associates, Chartered Accountants, are the present
Auditors of the company. Pursuant to section 224 of the Companies Act,
1956, they would retire as auditors at the forthcoming 20th Annual
General Meeting of the company. Being eligible they have offered
themselves for re appointment. The Board recommends their re
appointment as auditors of the company for the financial year 2013-14.
The observations of the Auditors have been fully explained in notes to
accounts "Note No. 28".
(COST AUDITORS)
For the financial year 2012-13, the Board of Directors of the company
has appointed on the recommendation of Audit Committee "C L Bansal &
Associates" Cost Accountants ( Firm registration No. 101042) as cost
auditors for auditing the cost accounts pertaining to the company.
For the Financial Year 2013-14, the Board of Directors of the company
have appointed on the recommendation of the Audit Committee, "C L
Bansal & Associates" CostAccountants ( Firm registration No. 101042) as
cost auditors for auditing the cost accounts pertaining to the company.
(CORPORATE GOVERNANCE)
The report on corporate Governance as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges is attached and forms part
of the Annual report.
The requisite certificate from the Auditors of the company confirming
compliance with the conditions of the Corporate Governance as
stipulated under the aforesaid clause 49 is attached to this report.
(INTERNAL CONTROLSYSTEM )
The company''s internal control system is commensurate to the size and
nature of its business and it ensures:- Timely and accurate financial
reporting in accordance with the applicable accounting standards;
Optimum utilization, efficient monitoring, timely maintenance and
safety of assets; Compliance with applicable laws, regulations, listing
agreement and management policies; Effective Management information
system and review of other systems.
(CORPORATE GOVERNANCE)
Report on Corporate Governance and Management Discussion & Analysis
Report, in terms of Clause 49 of the Listing Agreement are Governance
is also annexed and formed part of this. A certificate from the
Auditors confirming compliance with the conditions of corporate
governance is also annexed.
(PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 217(2A) OF THE COMPANIES
ACT, 1956 )
During the year under report, none of the employees was in receipt of
remuneration exceeding the limits prescribed under section 217(2A) of
the Companies Act, 1956 read with Companies (Particulars of employees)
Rules, 1975 as amended.
(ENERGY CONSERVATION ANDTECHNOLOGY ABSORPTION)
Pursuant to the Companies (Disclosure of particulars in the Report of
the Board of Directors) Rules, 1988, the particulars of energy
conservation and technology absorption are enclosed herewith as given
as Annexure A forming integral part of this Directors'' Report.
(DIRECTORS'' RESPONSIBILITY STATEMENT ) Pursuant to section 217 (2AA) of
the Companies Act, 1956, it is hereby confirmed:
(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 and loss of the company for that period.
(iii) That 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 for preventing and detecting fraud and other
irregularities.
(iv) That the directors have prepared the annual accounts on a going
concern basis.
(PERSONNEL AND INDUSTRIAL RELATIONS)
The Employee relations continued to be co-ordial. The Directors wish to
place on record their sincere appreciation for the contribution of the
Employees of the Company at all levels.
(ACKNOWLEDGEMENT)
Yours directors take this opportunity to thank the customers, business
associates, banks, various statutory authorities, Central and State
Governments for their consistent support and encouragement. Your
directors also place on record their sincere appreciation for the
dedication and committed services rendered by the employees at all
levels. The Directors also express their sincere thanks to all the
Shareholders for the continued support and trust they have reposed in
the management.
Place: Panchkula For Uniroyal Industries Limited
sd/-
Date: 30th May, 2013 (Arvind Mahajan)
Managing Director
Mar 31, 2012
The directors have pleasure in presenting their 19th Annual Report and
audited accounts of the company for the Financial Year ended 31st
March, 2012.
FINANCIAL RESULTS
The financial performance of the company, for the year ended March
31, 2012 is summarized below:
(Rs. In Lacs)
Particulars Consolidated Standalone
Financial Financial Financial Financial
Year Year Year Year
Ended Ended Ended Ended
31.03.12 31.03.11 31.03.12 31.03.11
Sales/Income from
operations 4333.03 5123.94 1454.60 1342.87
Other operating
Income 9.70 67.01 5.30 66.17
Total Income 4342.73 5190.95 1460.40 1409.04
Total Expenditure 3922.16 4713.00 1119.00 1011.28
Interest 219.85 166.00 150.17 106.06
Gross Profit after
interest but before 200.72 311.94 191.23 291.70
Depreciation & Tax
Depreciation 194.52 184.12 187.96 178.07
Profit Before Tax 6.20 127.82 3.27 113.63
Provision for Tax
- Income Tax 9.99 30.82 9.33 26.98
- Tax Adjustments (4.80) (2.98) (4.80) (2.60)
- Deferred Tax
Liability (4.05) 3.22 (4.29) 2.62
Net Profit 5.06 96.76 3.03 86.63
Proposed Dividend 0.00 0.00 0.00 0.00
Carried to Balance Sheet 5.06 96.76 3.03 86.63
Paid up equity share
capital 826.87 826.87 826.87 826.87
Reserves & Surplus 355.00 349.94 334.91 331.88
REVIEW OF OPERATIONS
Total income from operations (Net of excise) increased from Rs. 1409.04
lacs to Rs. 1460.40 lacs thereby registering an increase of 3.65%.
Profit after tax remained at Rs. 3.03 lacs. Consolidated total income
decreased from Rs. 5190.95 lacs to Rs. 4342.73 lacs on account of drop
in sales of subsidiary A M Textiles and Knitwears Limited due to change
in entry tax policy in the Punjab State.
Company is hopeful of achieving higher sales and increased
profitability in the ensuing year.
SUBSIDIARY COMPANIES AND JOINT VENTURES
The company has only one 100% subsidiary company and no subsidiary was
added during the year. In accordance with the General Circular No.
2/2011 issued by the Ministry of Corporate Affairs, Government of
India, the Balance Sheet, Profit and Loss account and other documents
of the subsidiary company are not being attached with the balance Sheet
of the company. However, the Annual Report contains the consolidated
financial statements of the holding company and its subsidiary duly
audited by the statutory auditors and the said financial statements
have been prepared in strict compliance with applicable Accounting
Standards and Listing Agreement. The consolidated Financial Statements
presented by the company include financial results of the subsidiary
company. A statement in respect of the subsidiary giving the details of
capital, reserves, total assets and liabilities, details of
investments, turnover, profit before taxation, provision of tax, profit
after taxation and proposed dividend is attached to this report. The
company will make available the Annual Accounts of the subsidiary
company and other related information to any member of the company who
is interested in obtaining the same. The annual accounts of the
subsidiary company are available for inspection at the registered
office of the company and that of the respective subsidiary between
11.00 A.M to 1.00 P.M on all working days.
CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Accounting Standard (AS-21), Consolidated
Financial Statements are attached and form part of the Annual report.
LISTING STATUS OF SHARES
Shares of your company are listed on The Stock Exchange Mumbai and
Delhi. Your company is regular in paying annual listing fees to the
concerned stock exchanges. There was no change in Authorised/Paid up
capital during the year.
DIRECTORATE
The Board consists of Executive and Non-executive Directors including
independent Directors who have varied experience in different
disciplines of corporate functioning
Mr. Pradeep Aggarwal and Mr. Anirudh Khullar would retire by rotation
as directors of the company at the forthcoming Annual General Meeting
and being eligible they offered themselves for re-appointment as
directors of the company.
The Board recommends the appointment of Mr. Pardeep Aggarwal and Mr.
Anirudh Khullar as directors of the company liable to retire by
rotation.
AUDITORS AND AUDITOR'S REPORT
M/s AG P R S & Associates, Chartered Accountants, are the present
Auditors of the company. Pursuant to section 224 of the Companies Act,
1956, they would retire as auditors at the forthcoming 19th Annual
General Meeting of the company. Being eligible they have offered
themselves for re appointment. The Board recommends their re
appointment as auditors of the company for the financial year 2012-13.
The observations of the Auditors have been fully explained in notes to
accounts "Note No. 28".
CORPORATE GOVERNANCE
The report on corporate Governance as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges is attached and forms part
of the Annual report.
The requisite certificate from the Auditors of the company confirming
compliance with the conditions of the Corporate Governance as
stipulated under the aforesaid clause 49 is attached to this report.
INTERNAL CONTROL SYSTEM
The company's internal control system is commensurate to the size and
nature of its business and it ensures:- Timely and accurate financial
reporting in accordance with the applicable accounting standards;
Optimum utilization, efficient monitoring, timely maintenance and
safety of assets; Compliance with applicable laws, regulations, listing
agreement and management policies; Effective Management information
system and review of other systems.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review, as
stipulated under clause 49 of the Listing Agreement with the Stock
Exchanges is presented in a separate section forming part of the Annual
report.
PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 217(2A) OF THE COMPANIES
ACT, 1956
During the year under report, none of the employees was in receipt of
remuneration exceeding the limits prescribed under section 217(2A) of
the Companies Act, 1956 read with Companies (Particulars of employees)
Rules, 1975 as amended.
ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION
Pursuant to the Companies (Disclosure of particulars in the Report of
the Board of Directors) Rules, 1988, the particulars of energy
conservation and technology absorption are enclosed herewith as given
as Annexure A forming integral part of this Directors' Report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to section 217 (2AA) of the Companies Act, 1956, it is hereby
confirmed:
(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 and loss of the company for that period.
(iii) That 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 for preventing and detecting fraud and other
irregularities.
(iv) That the directors have prepared the annual accounts on a going
concern basis.
PERSONNEL AND INDUSTRIAL RELATIONS
The Industrial relations continued to be cordial. The Directors wish to
place on record their appreciation for the contribution of the workers
and officers of the company at all levels.
ACKNOWLEDGEMENT
The directors of your company wish to place on record their gratitude
for co operation extended by the customers, business associates, banks,
various statutory authorities, Central and State Governments. Your
directors also place on record their sincere appreciation for the
dedication and committed services rendered by the employees at all
levels. The Directors also express their sincere thanks to all the
Shareholders for the continued support and trust they have reposed in
the management
For and on behalf of the Board
-sd/-
Arvind Mahajan
Managing Director
Dated: 30th May, 2012
Place: Panchkula
Mar 31, 2010
The directors have great pleasure in presenting their 17th Annual
Report on the business and operations of your company together with
Audited Statement of Accounts of the company for the Financial Year
ended 31st March, 2010 and the Auditors Report thereon.
FINANCIAL RESULTS (Rs. In Lacs)
Particulars Consolidated Standalone
Financial
Year Financial
Year Financial
Year Financial
Year
Ended Ended Ended Ended
31.03.10 31.03.09 31.03.10 31.03.09
Sales/Income from
operations 3840.76 3138.20 1048.67 928.46
Other operating Income 160.93 36.33 154.38 32.13
Total Income 4001.69 3174.53 1203.05 960.59
Total
Expenditure 3532.16 2894.49 793.81 714.28
Interest 118.96 113.42 72.59 85.66
Gross Profit after
interest but
before Depreciation &
Tax 350.57 166.62 336.65 160.65
Depreciation 159.04 149.90 153.02 149.38
Profit Before
Tax 191.53 16.72 183.63 11.27
Provision for
Tax
-Income
Tax 34.12 12.20 32.51 11.85
FBTCLOD. 0.00 5.03 0.00 4.56
-Tax
Adiustments1. 1.18 3.59 0.94 3.59
-Deferred Tax
Liability (3.53) (7.62) (4.40) (9.12)
Net Profit 159.76 3.521 54.59 0.39
Proposed
Dividend 0.00 0.00 0.00 0.00
Carried to Balance
Sheet 159.76 3.521 54.59 0.39
Paid up equity share
capital 826.87 826.87 826.87 826.87
Reserves & Surplus 253.20 93.44 245.25 90.67
REVIEW OF OPERATIONS
Sales and income from operations increased from Rs. 928.46 lacs to Rs.
1048.67 lacs thereby registering an increase of 12.95%. Profit after
tax increased from Rs. 0.39 lacs to Rs. 154.59 lacs due to higher
turnover and share of profits earned received from Uniroyal Builders
and Developers. Consolidated total income increased from Rs. 3174.53
lacs to Rs. 4001.69 lacs i.e an increase of 26.05%.
Company is implementing an expansion project with an outlay of Rs. 640
lacs. Project has been financed by way of term loan of Rs. 480 lacs by
our existing bankers State Bank of India. Margin requirement has been
met through internal accruals. Enhanced capacity is likely to come into
operation by end of second quarter of this fiscal 2010-11. Company
expects to do better both in terms of turnover and profitability in the
current year.
LISTING STATUS OF SHARES
Shares of your company are listed on The Stock Exchange Mumbai and
Delhi. Your company is regular in paying annual listing fees to the
concerned stock exchanges. There was no change in Authorised/Paid up
capital during the year.
DIRECTORATE
The Board consists of Executive and Non -executive Directors including
independent Directors who have varied experience in different
disciplines of corporate functioning
Mr. Akhil Mahajan, Mr. Abhay Mahajan and Mr. K K Malik would retire by
rotation as directors of the company at the forthcoming Annual General
Meeting and being eligible they offered themselves for re-appointment
as directors of the company.
The Board recommends the appointment of Mr. Akhil Mahajan, Mr. Abhay
Mahajan and Mr. K K Malik as directors of the company liable to retire
by rotation.
The tenure of Mrs. Rashmi Mahajan as Executive Director of the company
expired on 30.06.2010. She was again re-appointed as Executive Director
of the company w.e.f.01.04.2010 in the Board Meeting held on
15.03.2010. Her appointment is subject to the approval of the
shareholders by way of Special Resolution in the Annual General
Meeting. The same is therefore being placed before the shareholders in
the forthcoming Annual General Meeting.
The salary of Mr. Arvind Mahajan Managing Director of the company was
enhanced from 01.04.2010 in the Board Meeting held on 15.03.2010. The
increase is subject to the approval of the shareholders by way of
Special Resolution in the Annual General Meeting. The same is therefore
being placed before the shareholders in the forthcoming Annual General
Meeting
AUDITORS REPORT
The notes on Accounts referred in the Auditors Report are self
explanatory and therefore do not call for any further comments.
AUDITORS
M/s AG P R S & Associates, Chartered Accountants, are the present
Auditors of the company. Pursuant to section 224 of the Companies Act,
1956, they would retire as auditors at the forthcoming 17th Annual
General Meeting of the company. Being eligible they have offered
themselves for re appointment
The Board recommends their re appointment as auditors of the company
for the financial year 2010-11.
CORPORATE GOVERNANCE
Your directors reaffirm their continued commitment to the high
standards of Corporate Governance. Your company firmly believes in
maintaining and implementing the Corporate Governance Practices
prescribed by SEBI and clause 49 of the Listing Agreement with the
Stock Exchanges. A detailed report on compliance of Corporate
Governance and managements discussion and analysis as stipulated in
Clause 49 of the listing agreement is enclosed and forms part of this
report. In line with the said provisions, the company has obtained a
certificate from the auditors of the company, which is annexed and
forms part of this report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report is appended to the
Annual report.
Management Discussion and Analysis Report as required under clause 49
of the Listing agreement with the stock exchanges forms a part of this
Directors Report.
PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 217(2A) OF THE COMPANIES
ACT.1956.
During the year under report, none of the employees was in receipt of
remuneration exceeding the limits prescribed under section 217(2A) of
the Companies Act 1956 read with Companies (Particulars of employees)
Rules, 1975 as amended.
ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION
Pursuant of the Companies (Disclosure of particulars in the Report of
the Board of Directors) Rules, 1988, the particulars of energy
conservation and technology absorption are enclosed herewith as
Annexure A forming integral part of this Directors Report.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to section 217 (2AA) of the Companies Act, 1956, it is hereby
stated
(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 and loss of the company for that period.
(iii) That the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provis
-ions of the Companies 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.
PERSONNEL AND INDUSTRIAL RELATIONS
The Industrial relations continued to be cordial. The Directors thank
all the employees for their sincere efforts, active involvement and
devoted services rendered at all levels.
ACKNOWLEDGEMENT
The Board of Directors wish to place on record the efforts and
dedicated services extended by the employees at all levels and the
support received at all times from customers, suppliers, agents, and
general public and for their confidence reposed in the management
Your Directors are also grateful to the Central and State Government
Authorities and Companys Bankers for their continued assistance and
support. The Directors also express their sincere thanks to all the
Shareholders for the continued support and trust they have reposed in
the management
For and on behalf of the Board
Sd/-
Place: Panchkula (Arvind Mahajan)
Dated: 28.05.2010 Managing Director