Directors Report of Usher Agro Ltd.
Mar 31, 2016
To The Members of Usher Agro Ltd.
The Directors have pleasure in presenting 20th Annual Report on the business and operations of the Company and the financial accounts for the Year ended 31st March, 2016.
FINANCIAL RESULTS
The financial performance of the Company, for the Financial Year ended 31st March, 2016 is summarized below:
(Rs. in Lakhs)
|
Particulars |
Figures as at the end of current reporting period |
|
Sales & Other Income |
158097.02 |
|
Profit before Financial Charges & Depreciation |
(13962.86) |
|
Less : Financial Charges |
12009.32 |
|
Cash Profit for the year |
(25972.18) |
|
Less : Depreciation |
3877.38 |
|
Profit before Tax |
(29849.56) |
|
Less : Provision for Tax including Fringe Benefit Tax |
- |
|
Less : Provision for Deferred tax |
(73.41) |
|
Less: Short Provision for tax of earlier years. |
137.59 |
|
Profit after Tax |
(29913.76) |
|
Balance brought forward from Previous Year |
15632.70 |
|
Balance available for Appropriation |
(14284.06) |
|
Appropriations : |
|
|
Proposed Dividend |
- |
|
Corporate Dividend Tax |
- |
|
Transferred to General Reserve |
- |
|
Debt Redemption Reserve |
- |
|
Debenture Redemption Reserve |
- |
|
Earning per Share (EPS) |
- |
|
Balance carried to Balance Sheet |
(14279.81) |
Business operations & Results.
During the year under review, the sales and other income of your Company have increased to Rs. 158097.02 lakhs within the period of as compare to Rs. 127766.12 Lakhs in the previous financial year (9 months). There is the loss in the financial year 2015-16. The Profit/Loss is Rs. (29913.76) Lakhs against profit of Rs. 4184.98 lakhs in previous year (9 months).
Dividend
In view of the loss incurred by the Company during the year, the Directors have not recommended any dividend for the financial year ended March 31, 2016. In the previous year the dividend was declared @Re. 0.5 per shares.
Transfer to Reserves
The Company has transferred nil amounts in the General Reserves during the financial year under review in pursuance to the provisions of Companies Act, 2013.
Share Capital
The paid up Equity Share Capital as on 31st March, 2016 was Rs. 3805.90 Lakhs. During the year under review, the Company has not issued any shares. There was no public issue, rights issue, bonus issue or preferential issue etc. during the year. The Company has not issued shares with differential voting rights, sweat equity shares nor has it granted any stock options.
Issue of Debentures
The Usher Agro Limited has Issued 50,325 Rated, Listed, Redeemable, Subordinated Non-Convertible Debentures ("Debentures" Or "NCDs") of a Face Value of INR 10,000 each for Cash Aggregating to INR 503,250,000 (The Rupee Equivalent Of USD 7,500,000) on 23rd December, 2015 to Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V (FMO), Annavan Saksenlaan 71, 2593 HW The Hague, The Netherlands. the Denture trustee is IDBI Trusteeship Services Limited, Asian Building, Ground Floor, 17, R. Kamani Marg, Ballard Estate, Mumbai - 400 001. Tel: 91 22 4080 7000 Fax: 91 22 6631 1776 Dir: 91 22 4080 7038 E-mail: [email protected]. India Rating & Research Pvt. Ltd. has assigned "IND D" for Non convertible debentures.
The proceeds from issue of debentures was fully utilized for the Issue of 503250- 12% Compulsory Convertible Cumulative Preference Shares of Rs. 1000 each to Usher Agro Limited by Usher Eco Power Ltd. The financing was utilized for the Expansion of Usher Eco Power''s rice husk based waste to energy facility (form 16 MW to 34 MW) and for setting up silica extraction facility to generate Silica(50TPD) from ensuing rice husk ash.
Debenture redemption Reserve
The Debenture redemption Reserve created for the FY 2015-16 is nil.
Consolidated Financial Statements
Pursuant to section 129 of the Companies Act 2013, the Company has prepares the Consolidated Financial statement of the Company and also of its subsidiary Usher Eco Power Limited & Usher Worldwide FZE.
Subsidiary Companies and Consolidated Financial Statements
The Consolidated Financial Statements of the Company and its subsidiaries, prepared in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act, 2013 (''the Act'') read with Rule 7 of the Companies (Accounts) Rules, 2014, form part of the Annual Report and are reflected in the Consolidated Financial Statements of the Company..
The Company has adopted a Policy for determining Material Subsidiaries in terms of Regulation 16 (c) of SEBI (LODR) Regulations, 2015 of the Listing Agreement. The Policy, as approved by the Board, is uploaded on the Company''s website at www.usheragro. com. The Company has two subsidiary i.e. Usher Eco Power Limited and one wholly owned subsidiary i.e. Usher Worldwide FZE.
Performance of the Subsidiaries
a) USHER ECO POWER LIMITED
Usher Eco Power Limited is into a Biomass based Power Generation Activity. The Company has commissioned the 16MW Rice husk based Co- generation Eco friendly power plant at Chhata Dist- Mathura, U.P. which is using Rice husk as a fuel. This Power Plant is eligible for CDM & REC benefits. The project is already registered in the UNFCCC and availed CDM benefits from this year. The subsidiary Company''s financial statement is attached to this annual financial report. This plant will further enhance its operational efficiency and will ensure uninterrupted availability of power at competitive prices. UEPL planned and started to setting up a new rice husk/multi fuel based biomass power plant which capacity would be 18 MW and company is in the process of setting up a 50TPD Silica extraction facility to generate silica from the ensuing rice husk ash. For setting up both the project UEPL closed the financial deal with FMO-DEG. UEPL also signed a agreement with Goodyear Tyre & Rubber Company, USA for supply of RH-Silica.
b) USHER WORLDWIDE FZE
Usher Worldwide FZE which is registered in a Free Zone Establishment (FZE) in the Sharjah Airport International Free Zone (SAIF Zone), United Arab Emirates have commenced commercial operations from FY 2014-15. This company has been incorporated in UAE for the purpose of general trading in rice and other commodities. This Company will provide strong foot hold to your Company in Middle East Asia and African market, which is the largest export market for rice as well as enable us to procure pulses from global market in most efficient and competitive terms, which is also a basic raw materials for us post expansion of pulses milling project.
During the year under review, no Company has become or ceased to be a subsidiary of the Company. A statement containing the salient features of the financial position of the subsidiary companies in Form AOC.1 is annexed as Annexure 2.
BUSINESS EXPANSION, DEVELOPMENTS & FUTURE OUTLOOK A) Silica 50TPD Plant
In the long run the Company envisions setting up a 50TPD Silica Plant in its Subsidiary Company i.e. Usher Eco Power Limited. This plant will produce silica from Rice Husk Ash through the said patented technology. This will further improve operational efficiency of the Company by value added use of waste i.e. Rice Husk Ash.
B) Tie up with Large Institutional Buyers
As overall vision of Usher Agro Ltd. to emerge as one stop solution for all basic foods over a period of time, the company has installed capacity for Rice, Wheat and Pulses Milling. The capacities in all above three segments have already commenced commercial production. As a business strategy Usher is focusing on whole sale market and bulk customers with committed off take for its large milling capacities. The company is making all of its best possible efforts to develop long term relationship with such large customers in each product segment.
FOREIGN EXCHANGE EARNINGS
Your Company has entered in to export market in January 2010. Since inception your Company has been focused on the domestic market and in future too our focus shall remain in that way. However with the installation of one of the most modern plant at Chhata and also to achieve progress in all markets, for the first time your Company has entered the export market in January 2010 and in very short period has been able to successfully tap the overseas market. Your directors are pleased to report that our products are well accepted in the export market and we are confident that in the coming years the export earnings will see quantum jump thereby earning precious foreign exchange for the country. Your Company is targeting mainly Middle East and Gulf countries for the export of rice and wheat based products. Further to focus on the said market and increase business operations the Company has already incorporated a wholly owned subsidiary in UAE i.e Usher Worldwide FZE. The Company follows a prudent hedging policy to manage significant foreign currency exposures.
Deposits
The Company has not accepted any deposit from the public under section 73 and 74 of the Companies Act, 2013.
BOARD OF DIRECTORS
The Company has Seven (7) Directors consisting of Four (4) Independent Directors one woman nominee director and one Managing Director and one whole time Director as on 31st March, 2016.
Independent and Non-Independent Non-Executive Directors
In terms of the definition of the Independent director as prescribed under Regulation 25 of SEBI (Listing Obligations And
Disclosure Requirements) Regulations, 2015 and Section 149(6) of the Companies Act, 2013 and based on confirmation/ disclosures received from the Directors, the following Non-Executive Directors are Independent Directors:-
Mr. Vijay Ranchan
Mr. Ajayprakash Arora
Mr. Shriprakash Arora
Mr. Prem Chand Tiwari
Woman Director
In terms of the provisions of Section 149 of the Companies Act, 2013 and Reg.17 (1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a company shall have at least one Woman Director on the Board of the company. Your Company has Ms. Baljinder Kaur Mandal as Nominee Director IDBI Bank on the Board of the Company since 29th June, 2013.
Declaration by Independent Director under sub-section (6) of section 149
The Company has received Declaration that the Independent Director meets the criteria of Independence laid down in subsection (6) of section 149 of the Companies Act 2013. The declaration in respect of the same is received at the first Board meeting of the Financial Year.
Managing Director and Chief Financial Officer
Mr. Vinod Kumar Chaturvedi has been serving as the Managing Director & Chief Financial Officer of the Company.
Whole Time Director
Mr. Manoj Pathak has been serving as whole Time director of the Company since 1st December, 2014.
Procedure for Nomination and Appointment of Directors:
The Nomination and Remuneration Committee is responsible for developing competency requirements for the Board based on the industry and strategy of the Company. Board composition analysis reflects in-depth understanding of the Company, including its strategies, environment, operations, and financial condition and compliance requirements. The Committee is also responsible for reviewing and vetting the CVs of potential candidate''s vis-a-vis the required competencies and meeting potential candidates, prior to making recommendations of their nomination to the Board. At the time of appointment, specific requirements for the position, including expert knowledge expected, is communicated to the appointee.
Appointments/Resignations from the Board of Directors
No appointment or resignation of director has taken place in the FY2015-16
Appointments/Resignations of the Key Managerial Personnel
Mr. Vinod Kumar Chaturvedi Managing Director has been re-designated as Chief Financial Officer of the Company in the Board Meeting held on 14th February, 2015. Mr. Manoj Pathak - Whole Time Director of the Company and Ms. Sarika Singh - Company Secretary of the Company are the Key Managerial personnel as per the provisions of the Companies Act, 2013.
Directors Retiring by Rotation
None of the Directors are retiring by rotation.
Number of Meetings of the Board
During the Financial Year 2015-16 four meeting of the Board of Director were held viz. 30th May 2015, 12th August, 2015, 7th November, 2015 and 13th February, 2016. Detailed information on the meetings of the Board are included in the report on Corporate Governance, which forms part of this Annual Report.
Committees of the Board
The Company has various committees which have been established as a part of the good corporate governance practices and are in compliance with the requirements of the relevant provisions of applicable laws.
The Company has following committee of the Board
- Audit Committee
- Nomination and Remuneration Committee
- Stakeholder''s Relationship Committee
- Corporate Social Responsibility Committee
- Finance Committee
The details with respect to the compositions, powers, roles, terms of reference, etc. of relevant committees are given in details in the ''Report on Corporate Governance'' of the Company which forms part of this Annual Report.
Corporate Social Responsibility Committee
In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, the company has established Corporate Social Responsibility (CSR) Committee and statutory disclosures with respect to the CSR Committee and an Annual Report on CSR Activities forms part of this Report. The Company has not made any provisions for the CSR in the FY 2015-16.
However the CSR provisions made in the financial year 2014-15 has not been fully utilized. T he details of the CSR expenditure for the FY 2014-15 is given in ANNEXURE - 3
Transfer of Amounts to Investor Education & Protection Fund
In accordance with the provisions of Sections 205A(5) and 205C of the Companies Act, 1956, an amount of Rs. 32,217 and Rs. 161098 being final & Interim Dividend dividend for the financial year 2007-08 lying unclaimed for a period of 7 years was transferred by the Company on 1st January 2016 and 29th January, 2016 to the Investor Education & Protection Fund.
Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace
The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee, known as the Prevention of Sexual Harassment (POSH) Committee, to inquire into complaints of sexual harassment and recommend appropriate action.
The Company has not received any complaint of sexual harassment during the financial year 2015-16.
Annual Evaluation of Board Performance and Performance of its Committees and of Directors:
Pursuant to the applicable provisions of the Act and the Listing Regulations, the Board has carried out an annual evaluation of its own performance, performance of the Directors as well as the evaluation of the working of its Committees.
The Nomination and Remuneration Committee has defined the evaluation criteria, procedure and time schedule for the Performance Evaluation process for the Board, its Committees and Directors.
Directors were evaluated on aspects such as attendance and contribution at Board/ Committee Meetings and guidance/ support to the management outside Board/ Committee Meetings. In addition, the Chairman was also evaluated on key aspects of his role, including setting the strategic agenda of the Board, encouraging active engagement by all Board members and motivating and providing guidance to the Managing Director & CFO.
Areas on which the Committees of the Board were assessed included degree of fulfillment of key responsibilities, adequacy of Committee composition and effectiveness of meetings.
The performance evaluation of the Independent Directors was carried out by the entire Board, excluding the Director being evaluated. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors, who also reviewed the performance of the Board as a whole. The Nomination and Remuneration Committee also reviewed the performance of the Board, its Committees and of the Directors. The Chairman of the Board provided feedback to the Directors on an individual basis, as appropriate. Significant highlights, learning and action points with respect to the evaluation were presented to the Board.
Corporate Governance
Your Company is committed to achieve the highest standards of Corporate Governance and adheres to the Corporate Governance requirements set by the Regulators/applicable laws. Accordingly, your Board functions as trustees of the shareholders and seeks to ensure that the long term economic value for its shareholders is achieved while balancing the interest of all the stakeholders. A separate section on Corporate Governance as stipulated under Regulation of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges this report.
Management Discussion and Analysis
The Management Discussion and Analysis Report for the year under review as stipulated under SEBI (LODR) Regulations, 2015 is presented in a separate section forming part of this Annual Report.
Vigil Mechanism/ Whistle Blower Policy
The Company has implemented a Whistle Blower Policy pursuant to which Whistle Blowers can raise concerns such as breach of Code of Conduct, fraud, bribery, corruption, employee misconduct, etc. Further, the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances and provides for adequate safeguards against victimization of Whistle Blower who avail of such mechanism and also provides for direct access to the Chairman of the Audit Committee, in exceptional cases. The functioning of the Vigil mechanism is reviewed by the Audit Committee from time to time. The details of the Whistle Blower Policy are explained in the Report on Corporate Governance and also available on the website of the Company (www.usheragro.com).
Risk Management Policy
Your Company has Board approved Risk Management Policy wherein all material risks faced by the Company are indentified and accessed and policy and procedures has been put in place for monitoring and mitigating. The policy is also uploaded on the website of the Company www.usheragro.com. Since the Risk Management Policy has been adopted, the Company has dissolved the Risk Management Committee constituted.
Board diversity
The Company recognizes and embraces the importance of a diverse board in its success. The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors. The Board Diversity Policy is available on our website, www.usheragro.com.
Loans, Guarantees or Investments in Securities
The company is holding 69.48% share capital of Usher Eco Power Ltd and given a loan of Rs. 13 Crore also the company has given corporate guarantee for foreign currency loan of USD 13.25 Million to Usher Eco power Limited subsidiary of Usher Agro Limited. The Company has also given Corporate Guarantee for foreign currency loan of USD 28.00 million taken by Usher Eco Power Limited from Nederlandse Financierings-Maatschappij voor Ontwikkelingslanden N.V ("FMO") and DEG - Deutsche Investitions- und Entwicklungsgesellschaft mbH ("DEG"). The company is holding 100% share capital of Usher Worldwide FZE, UAE and given Corporate Guarantee of USD 6.00 Million in favour of Responsibility Fair Trade Fund a contractual investment fund organized and existing under the laws of Switzerland for the credit facility sanctioned to Usher Worldwide FZE UAE. The Company has also invested in the preference shares of the Usher Eco power limited on 28.01.2016. As per the terms of Issue of Debentures, the proceeds from the issue of debentures were invested in Usher Eco Power Limited through 503250-12% Compulsory Convertible Cumulative Preference Shares Rs. 1000 each. The Company has also made additional Investment of 134200- 0% Compulsory Convertible Non Cumulative Preference Shares of Rs. 1000 each
Significant and Material Orders Passed By the Regulators or Courts or Tribunals
The Company has paid penalty under Reg. 33 (3) SEBI (LODR) Regulations, 2015 for Non submission of the Financial Results for the Quarter & year ended 31.03.2016 the Company has paid Rs. 86250 to BSE limited and Rs. 4, 60,590 for National stock Exchange of India Limited. CFSIT Inc. has filed winding up petition for recovery of their outstanding dues of Rs. 6548.14 lakhs with the interest @12% p.a. as per the advance payment and supply contract. PT Bank May bank Indonesia Tbk, Mumbai has filed Winding up petition against the company for recovery of their outstanding dues of Rs. 1778.18 lakh with the interest @16.40% p.a. However, Members attention is drawn to the matter of emphasis and Statement on Contingent Liabilities, commitments in the notes forming part of the Financial Statement.
Material Changes & Commitment Affecting the Financial Position of the Company
Invocation of Strategic Debt Restructuring (SDR) by lenders: As per the minutes of the meeting of the Joint Lenders Forum (JLF) held on May 13, 2016, the lenders have decided in favour of invocation of Strategic Debt Restructuring (SDR) in the Company to preserve the value of the Company and adopted the "Reference Date" for the purpose as May 13, 2016.
Remuneration Policy
The Company has in place a Nomination, Remuneration and Evaluation Policy for the Directors, Key Managerial Personnel and other employees, pursuant to the provisions of the Act and SEBI (LODR) Regulations, 2015 same is uploaded on the website of the Company www.usheragro.com
Contracts or Arrangements with Related Parties
All Related Party Transactions that were entered into during the financial year were on an arm''s length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Companies Act, 2013 (''the Act'') and SEBI (LODR) Regulations, 2015. There were no materially significant Related Party Transactions made by the Company during the year that would have required Shareholder approval. All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are repetitive in nature. A statement of all Related Party Transactions is placed before the Audit Committee for its review on a quarterly basis, specifying the nature, value and terms and conditions of the transactions. The Company has adopted a Related Party Transactions Policy. The Policy, as approved by the Board, is uploaded on the Company''s website: www.usheragro.com.
Details of the transactions with Related Parties are provided in the accompanying financial statements.
Internal Financial Control Systems and their Adequacy
The Company has laid down set of standard, process structures which enables to implement internal financial control across the organization and ensure that the same are adequate and operating effectively.
AUDITORS
M/s. Jayesh Sanghrajka & Co.LLP, Chartered Accountants, Mumbai (Firm Registration No 104184W/W100075) appointed as the Statutory Auditors of the Company in the Extra Ordinary General Meeting of the Company held on 20th July, 2016 to fill the casual vacancy caused by resignation of M/S. V.S Kankariya & Co. Chartered Accountants, Mumbai. The Auditor of the Company has resigned on 28th May, 2016, hence casual vacancy is caused in the office of the Statutory Auditor of the Company.
M/s. Jayesh Sanghrajka & Co.LLP, Chartered Accountants, Mumbai (Firm Registration No 104184W/W100075) will retire at the forthcoming Annual General Meeting of the Company and are eligible for the re-appointment subject to the approval of Shareholder in the Annual general Meeting. Pursuant to the provisions of section 139 and 141 of the Act a written consent towards such appointment has been obtained from M/s. Jayesh Sanghrajka & Co.LLP, Chartered Accountants, Mumbai (Firm Registration No 104184W/W100075) along with a written certificate to the effect that their appointment if made will be within the limits prescribed under Section 139 of the Companies Act. 2013. As required under the Listing Regulations, they have also confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India
With reference to the Auditors'' qualified opinion, matter of emphasis and observations in the Auditors'' Report, the explanation/ comments of the Board in accordance with the provisions of Section 134(3)(f) of the Companies Act, 2013 are set out in Annexure 1.
Secretarial Auditor
Pursuant to section 204 of the companies act, 2013 Company has appointed Ms. Palak Desai practicing Company secretary Mumbai as its secretarial Auditor to conduct the secretarial Audit for the Financial Year 2015-16.the Company provided all the assistance and facilities to the secretarial Auditor for conducting their Audit. The report of the Secretarial Auditor for the FY 2015-16 in the prescribed form MR-3 is annexed to this report as Annexure 4.
Cost audit/auditor
Pursuant to the provisions of section 148 of the Companies Act, 2013 and Companies (Cost Records and Audit) Rules, 2014, the products manufactured by the Company were not covered for maintenance of cost records and therefore, the Company discontinued the cost audit and consequently, the Company has not appointed cost auditor for the financial year 2015-16.
Employee Remuneration
This is to confirm that none of the employee of the Company were in receipt of remuneration of not less than Rs. 60 lakhs during the year or Rs. 5 lakhs per month during any part of the said year as required under Section 197 (12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
The ratio of the remuneration of each director to the median employee''s remuneration and other details in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this report as Annexure 5.
Statutory Disclosures ⢠The disclosures to be made under sub-section (3) (m) of Section 134 of the Companies Act 2013 read with Rule (8)(3) of the Companies (Accounts) Rules, 2014 by your Company are explained as under:
(A) Conservation of Energy
(i) the steps taken or impact on conservation of energy;
The Company is aware about energy consumption and environmental issues related with it and continuously making sincere efforts towards conservation of energy. The maintenance of the Boiler and Electrical Equipment is carried out regularly with optimum care with the help of the technical professionals and modern equipment. The Company is in fact engaged in the continuous process of further energy conservation through improved operational and maintenance practices. Your Company is having a rice husk fired 1 MW co-generation captive power plant at Mathura, which helped to save the cost of power consumption and also generating power in eco friendly manner by supporting environment.
(ii) the steps taken by the Company for utilizing alternate sources of energy
The company has already commissioned 1MW co-generation captive power plant at Mathura to use its rice husk which is waste product during the production of rice, the company has also installed 16MW biomass power plant in its subsidiary company M/s Usher Eco Power Ltd to generate the energy through renewal sources of energy.
(iii) the capital investment on energy conservation equipments
During the year, the Company has made substantial progress in installing state of the art equipment. These equipment are highly efficient and consume less energy with the increased productivity. With the present resources, the Company had taken overall measures to reduce the consumption of energy. This was rendered possible through proper maintenance on regular intervals of Plant & Machinery and other electrical installed in the manufacturing/processing unit of the Company. The Company has also implemented ''CONTINUOUS PAR BOILING PROCESS PLANT'' which is imported technology from Thailand and implemented first time in India. With the implementation of the said modern technology, the process time to produce Par Boiled rice will reduce significantly from 10-12 hours in case of conventional process to 5-6 hours which will provide better operational efficiency and substantial saving in energy consumption. We have also installed water treatment plant along with the said continuous Par Boiling Plant to recycle and reuse the water consumed in Par Boiling process. This will save water and also reduce the discharge of processed water. At our Chhata plant we have installed Husk fired furnace to generate hot Air for drying the paddy. This furnace are patented and imported from Thailand. With the help of this furnace drying process will have less energy consumption as compared to traditional drying process which uses steam as medium of heat for drying.
(B) Technology Absorption
i. The Company is using latest technology in rice and wheat milling which is well established the world over. The Company has installed new equipment with latest technology for the purpose of rice processing. The Company has carried out R&D in house so as to improve the quality of the Rice Bran, one of the bye-products of rice milling process (8% of the total output). The Company has evolved the process to reduce the content of Nakku (Broken Rice) in the Rice Bran.
i. The Benefit derived like product improvement, cost reduction, product development or import substitution.
ii. In case of imported technology (The Company has not imported any technology during the last three financial years.)
iii. Expenditure on research & development - the company has actively participated in research & development of new technology of Silica extraction with IISc Bangalore and has incurred around Rs. 36 Crore till now in establishing & commissioning its small plant at Chhata, Mathura
(C) Foreign Exchange Earnings and Outgo
During the year under review, the foreign exchange outgo was Rs. 928.90 Lakhs (Prev. Yr. Rs. 657.22 Lakhs) and the foreign exchange earnings on exports on FOB Basis were Rs. 500.35 Lakhs (Prev. Yr. Rs. 3755.14 Lakhs).
Extracts of Annual Return Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of Section 92 of the Companies Act 2013, read with Rule 12 of the Companies (Management and Administration) Rules, 2014 the extracts of the Annual Return as at
March 31, 2016 forms part of this report as Annexure 6.
Directorsâ Responsibility Statement
In accordance with Section 134(5) of the Companies Act, 2013, your Board of Directors confirms that:
a) in the preparation of the annual accounts, the applicable Accounting Standards have been followed and that there is no material departure;
b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year;
c) proper and sufficient care has been taken for maintenance of adequate accounting records as provided in the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;
d) The annual accounts of the Company have been prepared on a "going concern" basis;
e) the directors had laid down internal financial controls to be followed by the Company and that such controls are adequate and were operating effectively; and
f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively
Acknowledgement
The Directors wish to convey their appreciation to all of the Company''s employees for their enormous personal efforts as well as their collective contribution to the Company''s performance. The Directors would also like to thank the shareholders, customers, dealers, suppliers, bankers, Government and all the other business associates for the continuous support given by them to the Company and their confidence in its management.
For and on behalf of the Board of Directors
Manoj Pathak Vinod Kumar Chaturvedi
Whole Time Director Managing Director & CFO
Din No.00606160 Din No. 00325197
Place: Mumbai
Date: 13th August, 2016
Mar 31, 2015
The Directors have pleasure in presenting 19th Annual Report on the
business and operations of the Company and the financial accounts for
the Nine months ended on 31st March, 2015.
FINANCIAL RESULTS
The financial performance of the Company, for the Financial Year (Nine
Months) ended 31st March, 2015 is summarized below:
(Rs,in Lacs)
Nine Months Ended 31.03.2015
Sales & Other Income 1,27,674.96
Profit before Financial
Charges & Depreciation 16,785.05
Less : Financial Charges 8,231.67
Cash Profit for the year 8,553.38
Less : Depreciation 3,136.12
Profit before Tax 5,417.26
Less : Provision for Tax for current year 414.48
Less : Provision for Deferred tax 817.80
Profit after Tax 4184.98
Balance brought forward from Previous Year 16,783.52
Balance available for Appropriation 20,968.50
Appropriations :
Proposed Dividend 190.30
Corporate Dividend Tax 38.74
Transferred to General Reserve
Transfer to Debt Redemption Reserve 4,000.00
Earning per Share (EPS) 11.00
Balance carried to Balance Sheet 16,739.45 *The Company has changed the
financial year. Hence the figures are not comparable with PY figurers.
State of Company's Affairs
Your Company has achieved stabilization of all of its existing Rice and
Wheat milling capacities, which are operational now at optimum capacity
utilization levels. The enhancement of production capacities and
consolidation of processes and systems derived the synergies and
optimized the use of available resources because of which your Company
is being able to maintain its growth irrespective of prevailing
difficult economic and market conditions.
During the period (Nine Month) under review, the sales and other income
of your Company have increased to Rs. 12,7674.96 lacs from Rs. 12,2282.01
lacs in the previous year, recording a growth of over 39%. Profit after
tax is Rs. 4184.98 lacs against that of Rs. 6445.53 lacs in previous year.
Management of the Company under the direction of your Board of
Directors continued to achieve the targets of cutting down the cost of
operations and bettering the efficiency by using better alternated
resources/ means and methods of operations.
Company Performance
The Company achieved a new landmark in revenues, crossing the Rs. 1300.00
crores milestone on a consolidated basis. The Company,s profit before
tax on a consolidated basis is Rs. 47.67 crores during the nine months
period, as compared to Rs. 61.53 crores in the previous year. The Company
earned a net profit of Rs. 40.93 crores during the period of nine months,
as against a net profit of Rs. 60.32 crores in the previous year, on a
consolidated basis.
Share Capital
The paid up Equity Share Capital as on 31st March, 2015 was Rs. 38.05
crores. During the year under review, the Company has not issued any
shares. There was no public issue, rights issue, bonus issue or
preferential issue etc. during the year. The Company has not issued
shares with differential voting rights, sweat equity shares nor has it
granted any stock options.
Change in Financial Year
In accordance to section 2(17) of the Companies Act 2013 the Company
has changed the financial year from July-June to April- March. The
financial year 2014-15 is for nine months from 1st July, 2014 to 31st
March, 2015.
Dividend
The Board of directors of the company has proposed dividend for the FY
2014-15(nine months) @ Rs. 0.5 per share (5%). (If the final dividend, as
recommended above, is declared by the Members at the Annual General
Meeting, the total outflow towards dividend on Equity Shares for the
nine months would be Rs. 2.29 crores (including dividend distribution
tax). In the previous year no dividend was declared.
Transfer to Reserves
The Company has transferred nil amounts in the General Reserves during
the financial year under review in pursuance to the provisions of
Companies Act, 2013.
Consolidated Financial Statements
Pursuant to section 129 of the Companies Act 2013, the Company has
prepared the Consolidated Financial statement of the Company and also
of its subsidiary Usher Eco Power Limited & Usher Worldwide FZE, UAE.
OPERATIONS
Rice Milling
Usher Agro is amongst the largest producer and processor of non-basmati
rice in India. The company has the largest single location Rice milling
facilities in India for rice processing. The company does processing of
paddy in its four high-capacity plants at Mathura, Chhata and Buxar.
The company has a Total Rice Milling Capacity of 1,081,440 MTPA
Wheat
Usher Agro is into producing fine & superfine Wheat flour (Maida),
Semolina premium (Rawa/Suji), R-Aata, Whole meal Aata (Chakki Aata),
Daliya and Wheat Bran (Choker). Our Wheat products are also sold under
the well-known brand 'Rasoi Raaja,. It has 125,400 MTPA milling
capacity for Wheat.
Pulses
With an overall vision to emerge as one stop solution to all basic
food, the company has set up a plant for Pulses and Pulses Flour
Milling at Chhata, Dist- Mathura, U.P. The company has set up pulses
Processing plant with a capacity of 105,600 MTPA and a Pulses Flour
mill with a capacity of 23,100 MTPA. After the said expansion the
company has moved one step further in its vision to become a complete
basic food processor
SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of the Company and its
subsidiaries, prepared in accordance with Accounting Standard 21 issued
by the Institute of Chartered Accountants of India, form part of the
Annual Report and are reflected in the Consolidated Financial
Statements of the Company. The Company has adopted a Policy for
determining Material Subsidiaries in terms of Clause 49 of the Listing
Agreement. The Policy, as approved by the Board, is uploaded on the
Company,s website at www.usheragro.com
The Company has two subsidiaries i.e. Usher Eco Power Limited and
wholly owned subsidiary i.e. Usher Worldwide FZE, UAE.
Mr. Vinod Kumar Chaturvedi is also the Managing Director and Mr. Manoj
Pathak is Joint Managing Director of Usher Eco Power Ltd.
Performance of the Subsidiaries
a) USHER ECO POWER LIMITED
Usher Eco Power Limited is into Power Generation Activity. The Company
has commissioned the 16MW Biomass based Co- generation Eco friendly
power plant at Chhata Dist- Mathura, U.P. which is using Bio Mass i.e.
Rice husk, baggasse etc. as a fuel. This Power Plant is eligible for
CDM & REC benefits. The project is already registered in the UNFCCC and
can start getting CDM benefits from this year. The subsidiary Company,s
financial statements are attached to this annual financial report. This
plant will further enhance its operational efficiency and will ensure
uninterrupted availability of power at competitive prices.
b) USHER WORLDWIDE FZE, UAE.
Usher Worldwide FZE which is registered in a Free Zone Establishment
(FZE) in the Sharjah Airport International Free Zone (SAIF Zone),
United Arab Emirates have commenced commercial operations this year.
This company has been incorporated in UAE for the purpose of general
trading in rice and other commodities. This Company will provide strong
foot hold to your Company in Middle East Asia and African market, which
is the largest export market for rice as well as enable us to procure
pulses from global market in most efficient and competitive terms,
which is also a basic raw materials for us post expansion of pulses
milling project.
During the year under review, no Company has become or ceased to be a
subsidiary of the Company. A statement containing the salient features
of the financial position of the subsidiary companies in Form AOC.1 is
annexed as Annexure 1.
BUSINESS EXPANSION, DEVELOPMENTS & FUTURE OUTLOOK
A) Capacity Expansion and Pulses Initiative
With an overall vision to emerge as one stop solution to all basic
food, the Company has embarked on the increase of its Rice Milling
capacity and setting up a plant for Pulses and Pulses Flour milling at
Chhata, Dist. Mathura, U.P. The Company has successfully commissioned a
Rice Milling Plant of 4,86,000 MTPA after which total Rice milling
capacity stands to 1,081,440 MTPA. In addition, the company has also
successfully commissioned a pulses processing mill with a capacity of
105,600 MTPA and a pulses flour mill with a capacity of 23,100 MTPA.
The Company is proud to state that the machineries for the said
expansion projects have been imported from world class manufacturers
from Japan and Switzerland. Successful commissioning of said expansion
projects have ensured a significant step towards the vision to become a
complete basic food miller.
B) Rice fortification plant
The Company has successfully commissioned imported rice fortification
plant. The Company is selling the fortified rice to the mid-day meal
projects of various states of the government through Programme for
Appropriate Technology in Health (PATH). The said plant has already
commenced its commercial production in November 2012. In view of the
high profitability of the rice fortification plant, Usher Agro Ltd. is
also planning to further increase the production capacity of fortified
rice in the current year. The Company also envisions exporting
fortified rice to other countries. Fortified rice prevents loss of
iron and vitamins from rice during the milling process.
C) Venture into Silica
Usher Agro Ltd has successfully commenced commercial production of the
Silica plant of 5 Tons per Day at Chhata Mathura. The technology for
the manufacturing of silica has been taken from IISC Bangalore, which
is a patented technology and Usher Agro Ltd is the first company to
implement this novel project first time in the world. Now the Company
will be in a position to supply eco friendly green silica at
competitive rate to the customers. Significant work has been done in
the area of marketing of silica manufactured by this plant to global
players. Also in the long run the Company envisions setting up a 50TPD
Silica Plant in its Subsidiary Company i.e. Usher Eco Power Limited.
This plant will produce silica from Rice Husk Ash through the said
patented technology. This will further improve operational efficiency
of the Company by value added use of waste i.e. Rice Husk Ash.
D) Tie up with Large Institutional Buyers
As overall vision of Usher Agro Ltd. to emerge as one stop solution for
all basic foods over a period of time, the company has installed
capacity for Rice, Wheat and Pulses Milling. The capacities in all
above three segments have already commenced commercial production. As a
business strategy Usher is focusing on whole sale market and bulk
customers with committed off take for its large milling capacities. The
company is making all of its best possible efforts to develop long term
relationship with such large customers in each product segment.
FOREIGN EXCHANGE EARNINGS
Your Company has entered in to export market in January 2010. Since
inception your Company has been focused on the domestic market and in
future too our focus shall remain in that way. However with the
installation of one of the most modern plant at Chhata and also to
achieve progress in all markets, for the first time your Company has
entered the export market in January 2010 and in very short period has
been able to successfully tap the overseas market. Your directors are
pleased to report that our products are well accepted in the export
market and we are confident that in the coming years the export
earnings will see quantum jump thereby earning precious foreign
exchange for the country. Your Company is targeting mainly Middle East
and Gulf countries for the export of rice and wheat based products.
Further to focus on the said market and increase business operations
the Company has already incorporated a wholly owned subsidiary in UAE
i.e. Usher Worldwide FZE and this Company has commenced commercial
business activities this year and we can now expect more export values
in future. The Company follows a prudent hedging policy to manage
significant foreign currency exposures.
DEPOSITS
The Company has not accepted any deposit from the public under section
73 and 74 of the Companies Act, 2013.
BOARD OF DIRECTORS
The Company has Seven (7) Directors consisting of Four (4) Independent
Directors one woman nominee director and one Managing Director and one
whole time Director as on 31st March, 2015
Independent and Non-Independent Non-Executive Directors
In terms of the definition of the independent director as prescribed
under Clause 49 of the Listing Agreement entered with Stock Exchanges
and Section 149(6) of the Companies Act, 2013 and based on
confirmation/disclosures received from the Directors, the following
Non-Executive Directors are Independent Directors:-
Mr. Vijay Ranchan Mr. Ajayprakash Arora Mr. Shriprakash Arora Mr. Prem
Chand Tiwari
Woman Director
In terms of the provisions of Section 149 of the Companies Act,
2013 and Clause 49 of the Listing Agreement, a company shall have at
least one Woman Director on the Board of the company. Your Company has
Ms. Baljinder Kaur Mandal as Nominee Director IDBI Bank on the Board of
the Company since 29th June, 2013.
Declaration by Independent Director under sub-section (6) of section
149
The Company has received Declaration that the Independent Director
meets the criteria of Independence laid down in sub- section (6) of
section 149 of the Companies Act 2013. The declaration in respect of
the same is received at the first Board meeting of the Financial Year.
Number and dates of meetings of the Board and attendance of the
directors
Since the company has changed the financial year hence the three board
meeting are held on 28th August, 2014, 13th November,
2014 and 14th February, 2015 the details about the attendance is given
in the corporate governance report forming part of the Directors Report
Managing Director and Chief Financial Officer
Mr. Vinod Kumar Chaturvedi has been serving as the Managing Director &
Chief Financial Officer of the Company.
Whole Time Director
Mr. Manoj Pathak has been serving as whole Time director of the Company
since 1st December, 2014.
Procedure for Nomination and Appointment of Directors
The Nomination and Remuneration Committee is responsible for developing
competency requirements for the Board based on the industry and
strategy of the Company. Board composition analysis reflects in-depth
understanding of the Company, including its strategies, environment,
operations, and financial condition and compliance requirements. The
Committee is also responsible for reviewing and vetting the CVs of
potential candidate,s vis-Ã -vis the required competencies and meeting
potential candidates, prior to making recommendations of their
nomination to the Board. At the time of appointment, specific
requirements for the position, including expert knowledge expected, is
communicated to the appointee
Appointments/Resignations from the Board of Directors
At the Annual General Meeting held on 20th December, 2014 the members
have approved the appointment of Mr. Vijay Ranchan, Mr. Ajayprakash
Arora, Mr. Shriprakash Arora and Mr. Prem Chand Tiwari as Independent
Directors for term of five years. Mr. Manoj Pathak has been appointed
as the Whole Time Director of the Company
Appointments/Resignations of the Key Managerial Personnel
Mr. Vinod Kumar Chaturvedi Managing Director has been re- designated as
Chief Financial Officer of the Company in the Board Meeting held on
14th February, 2015. Mr. Manoj Pathak
- Whole Time Director of the Company and Ms. Sarika Singh
- Company Secretary of the Company are the Key Managerial personnel as
per the provisions of the Companies Act, 2013 and were already in the
office before the commencement of the Companies Act, 2013.
Directors Retiring by Rotation
None of the Directors are retiring by rotation.
Committees of the Board
The Company has various committees which have been established as a
part of the good corporate governance practices and are in compliance
with the requirements of the relevant provisions of applicable laws.
The Company has following committee of the Board
- Audit Committee
- Nomination and Remuneration Committee
- Stakeholder's Relationship Committee
- Corporate Social Responsibility Committee
- Risk Management Committee
- Finance Committee
- Preferential share Allotment Committee
The details with respect to the compositions, powers, roles, terms of
reference, etc. of relevant committees are given in details in the
'Report on Corporate Governance, of the Company which forms part of
this Annual Report.
Corporate Social Responsibility Committee
In compliance with Section 135 of the Companies Act, 2013 read with the
Companies (Corporate Social Responsibility Policy)
Rules 2014, the company has established Corporate Social Responsibility
(CSR) Committee and statutory disclosures with respect to the CSR
Committee and an Annual Report on CSR Activities forms part of this
Report as Annexure 2
In the financial year 2014-15 the Company has not made any expenditure
on CSR. Being the 1st year the company is the process of finalization
of project on CSR and will make every endeavor to utilize its CSR
expenditure during the year.
Policy on Prevention, Prohibition and Redressal of Sexual Harassment at
Workplace
The Company has zero tolerance for sexual harassment at workplace and
has adopted a Policy on Prevention, Prohibition and Redressal of Sexual
Harassment at the Workplace, in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the Rules there under. The Policy aims to
provide protection to employees at the workplace and prevent and
redress complaints of sexual harassment and for matters connected or
incidental thereto, with the objective of providing a safe working
environment, where employees feel secure. The Company has also
constituted an Internal Complaints Committee, known as the Prevention
of Sexual Harassment (POSH) Committee, to inquire into complaints of
sexual harassment and recommend appropriate action.
The Company has not received any complaint of sexual harassment during
the financial year 2014-15.
Annual Evaluation of Board Performance and Performance of its
Committees and of Directors The Nomination and Remuneration Committee
at its meeting held on 13th November, 2014 and the Board of Directors
at its meeting held on 13th November, 2014 respectively, had laid down
criteria for performance evaluation of Directors, Chairperson, MD &
CFO, Board Level Committees and Board as a whole and also the
evaluation process for the same.
The statement indicating the manner in which formal annual evaluation
of the Directors, the Board and Board level Committees are given in
detail in the report on Corporate Governance, which forms part of this
Annual Report. The performances of the members of the Board, the Board
level Committees and the Board as a whole were evaluated at the meeting
of Independent Directors held on 13th February, 2015. The Company has
formulated Nomination Remuneration Evaluation Policy & upload the same
on company,s website www.usheragro.com
CORPORATE GOVERNANCE
Your Company is committed to achieve the highest standards of Corporate
Governance and adheres to the Corporate Governance requirements set by
the Regulators/applicable laws. Accordingly,
your Board functions as trustees of the shareholders and seeks to
ensure that the long term economic value for its shareholders is
achieved while balancing the interest of all the stakeholders. A
separate section on Corporate Governance as stipulated under Clause 49
of the Listing Agreement with the Stock Exchanges is enclosed to this
report. The report on Corporate Governance also contains certain
disclosures required under the Companies Act, 2013.
MANAGEMENT DISCUSSION AND ANALYSIS
The Management 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
this Annual Report.
Vigil Mechanism/ Whistle Blower Policy The Company has implemented a
Whistle Blower Policy pursuant to which Whistle Blowers can raise
concerns such as breach of Code of Conduct, fraud, bribery, corruption,
employee misconduct, etc. Further, the mechanism adopted by the Company
encourages the Whistle Blower to report genuine concerns or grievances
and provides for adequate safeguards against victimization of Whistle
Blower who avail of such mechanism and also provides for direct access
to the Chairman of the Audit Committee, in exceptional cases. The
functioning of the Vigil mechanism is reviewed by the Audit Committee
from time to time. The details of the Whistle Blower Policy are
explained in the Report on Corporate Governance and also available on
the website of the Company (www.usheragro.com).
Risk Management Policy
Your Company has Board approved Risk Management Policy wherein all
material risks faced by the Company are indentified and accessed and
policy and procedures has been put in place for monitoring and
mitigating. The policy is also uploaded on the website of the Company
www.usheragro.com.
Board diversity
The Company recognizes and embraces the importance of a diverse board
in its success. The Board has adopted the Board Diversity Policy which
sets out the approach to diversity of the Board of Directors. The Board
Diversity Policy is available on our website at www.usheragro.com.
Loans, Guarantees or Investments in Securities The details regarding
loans, guarantees and investment in securities of subsidiary companies
are given in the financial statements under notes to accounts.
Significant and Material Orders Passed By The Regulators Or Courts Or
Tribunals There are no significant material orders passed by the
Regulators or Courts or Tribunal which would impact the going concern
status of the Company and its future operation. However, Members
attention is drawn to the Statement on Contingent Liabilities,
commitments in the notes forming part of the Financial Statement.
Remuneration Policy
The Company has in place a Nomination, Remuneration and Evaluation
Policy for the Directors, Key Managerial Personnel and other employees,
pursuant to the provisions of the Act and Clause 49 of the Listing
Agreement same is uploaded on the website of the Company
www.usheragro.com
Contracts or Arrangements with Related Parties
All Related Party Transactions that were entered into during the
financial year were on an arm,s length basis, in the ordinary course of
business and were in compliance with the applicable provisions of the
Companies Act, 2013 ('the Act,) and the Listing Agreement. There were
no materially significant Related Party Transactions made by the
Company during the year that would have required Shareholder approval
under Clause 49 of the Listing Agreement. All Related Party
Transactions are placed before the Audit Committee for approval. Prior
omnibus approval of the Audit Committee is obtained for the
transactions which are repetitive in nature. A statement of all Related
Party Transactions is placed before the Audit Committee for its review
on a quarterly basis, specifying the nature, value and terms and
conditions of the transactions. The Company has adopted a Related Party
Transactions Policy. The Policy, as approved by the Board, is uploaded
on the Company,s website at www.usheragro.com.
Details of the transactions with Related Parties are provided in the
accompanying financial statements under note 42 (Notes to the
standalone financial statements).
Transfer of amounts to Investor Education and Protection Fund
In accordance with the provision of the section 205A (5) read with
section 205 C of the Companies Act 1956 an amount of Rs. 429658/- being
dividend for the FY 2006-07 lying unclaimed for 7 years was transferred
to Investor Education & Protection Fund (IEPF).
The Company has uploaded the details of unpaid and unclaimed amounts
lying with the Company as on 20th December, 2014 (date of last Annual
General Meeting) on the website of the Company (www.usheragro.com), as
also on the Ministry of Corporate Affairs website.
Internal Financial Control Systems and their Adequacy The Company has
laid down set of standard, process structures which enables to
implement internal financial control across the organization and ensure
that the same are adequate and operating effectively.
AUDITORS AND AUDITORS REPORT
Statutory Auditor
M/s. V.S. Kankariya and Co., (Firm Registration No. 104719W) Chartered
Accountants will retire at the forthcoming Annual General Meeting of
the Company and are eligible for the re- appointment subject to the
approval of Shareholders in the Annual General Meeting. Pursuant to the
provisions of section 139 and 141 of the Act a written consent towards
such appointment has been obtained from M/s. V.S. Kankariya and Co.,
Chartered Accountants along with a written certificate to the effect
that their appointment if made will be within the limits prescribed
under Section 139 of the Companies Act. 2013.
The statutory audit report does not contain any qualification,
reservation or adverse remark or disclaimer made by statutory auditor
for the Financial Year Nine months ended 31st March, 2015.
Secretarial Auditor
Pursuant to section 204 of the Companies Act, 2013 Company has
appointed M/s Palak Desai Practicing Company secretary, Mumbai as its
secretarial Auditor to conduct the secretarial Audit for the Financial
Year nine months ended 2014-15. The Company has provided all the
assistance and facilities to the Secretarial Auditor for conducting
their Audit. The report of the Secretarial Auditor for the FY 2014-15
in the prescribed form MR-3 is annexed to this report as Annexure 3
Cost Auditor
Pursuant to the provisions of section 148 of the Companies Act, 2013
and Companies (Cost Records and Audit) Rules, 2014, the products
manufactured by the Company were not covered for maintenance of cost
records and therefore, the Company discontinued the cost audit and
consequently, the Company has not appointed cost auditor for the
financial year 2014-15.
Material Changes and Commitment Affecting Financial Position of the
Company
The Company has no Material Changes and Commitment Affecting Financial
Position of the Company.
Employee Remuneration
This is to confirm that none of the employee of the Company were in
receipt of remuneration of Rs. 60 lakhs or more during the year or Rs. 5
lakhs or more per month during any part of the said year as required
under Section 197 (12) of the Act read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
The ratio of the remuneration of each director to the median employee,s
remuneration and other details in terms of sub- section 12 of Section
197 of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, are
forming part of this report as Annexure 4.
Statutory Disclosures
- The disclosures to be made under sub-section (3) (m) of Section 134
of the Companies Act 2013 read with Rule (8)(3) of the Companies
(Accounts) Rules, 2014 by your Company are explained as under:
(A) Conservation of Energy
(i) The steps taken or impact on conservation of energy;
The Company is aware about energy consumption and environmental issues
related with it and continuously making sincere efforts towards
conservation of energy. The maintenance of the Boiler and Electrical
Equipment is carried out regularly with optimum care with the help of
the technical professionals and modern equipment. The Company is in
fact engaged in the continuous process of further energy conservation
through improved operational and maintenance practices. Your Company is
having a rice husk fired 1 MW co-generation captive power plant at
Mathura, which helped to save the cost of power consumption and also
generating power in eco friendly manner by supporting environment.
(ii) The steps taken by the Company for utilizing alternate sources of
energy
The company has already commissioned 1MW co-generation captive power
plant at Mathura to use its rice husk which is waste product during the
production of rice, the company has also installed 16MW biomass power
plant in its subsidiary company M/s Usher Eco Power Ltd to generate the
energy through renewal sources of energy.
(iii) the capital investment on energy conservation equipments
During the year, the Company has made substantial progress in
installing state of the art equipment. These equipment are highly
efficient and consume less energy with the increased productivity. With
the present resources, the Company had taken overall measures to reduce
the consumption of energy. This was rendered possible through proper
maintenance on regular intervals of Plant & Machinery and other
electrical installed in the manufacturing/processing unit of the
Company. The Company has also implemented 'CONTINUOUS PAR BOILING
PROCESS PLANT, which is imported technology from Thailand and
implemented first time in India. With the implementation of the said
modern technology, the process time to produce Par Boiled rice will
reduce significantly from 10-12 hours in case of conventional process
to 5-6 hours which will provide better operational efficiency and
substantial saving in energy consumption. We have also installed water
treatment plant along with the said continuous Par Boiling Plant to
recycle and reuse the water consumed in Par Boiling process. This will
save water and also reduce the discharge of processed water. At our
Chhata plant we have installed Husk fired furnace to generate hot Air
for drying the paddy. This furnace are patented and imported from
Thailand. With the help of this furnace drying process will have less
energy consumption as compared to traditional drying process which uses
steam as medium of heat for drying.
(B) Technology Absorption
i. The Company is using latest technology in rice and wheat milling
which is well established the world over. The Company has installed new
equipment with latest technology for the purpose of rice processing.
The Company has carried out R&D in house so as to improve the quality
of the Rice Bran, one of the by-products of rice milling process. The
Company has evolved the process to reduce the content of Nakku (Broken
Rice) in the Rice Bran.
i. The Benefit derived like product improvement, cost reduction,
product development or import substitution.
ii. In case of imported technology (The Company has not imported any
technology during the last three financial years.)
iii. Expenditure on research & development - the company has actively
participated in research & development of new technology of Silica
extraction with IISc Bangalore and has incurred around Rs, 36 Crore
till now in establishing & commissioning its small plant at Chhata,
Mathura
(C) Foreign Exchange Earnings and Outgo
During the year under review, the foreign exchange outgo was Rs 657.22
lacs (Prev. Yr. Rs, 783.89 lacs) and the foreign exchange earnings on
exports on FOB Basis wereRs, 3755.14 lacs (Prev. Yr. Rs, 4944.43
lacs).
- There is no significant and material orders passed by the any
regulators or courts or tribunals impacting the going concern status
and company,s operations in future;
- No stock options were issued to the Directors' of Your Company.
Extracts of Annual Return
Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of
Section 92 of the Companies Act 2013, read with Rule 12 of the
Companies (Management and Administration) Rules, 2014 the extracts of
the Annual Return as at March 31, 2015 forms part of this report as
Annexure 5.
DIRECTORS, RESPONSIBILITY STATEMENT
In accordance with Section 134(5) of the Companies Act, 2013, your
Board of Directors confirms that:
a) in the preparation of the annual accounts, the applicable Accounting
Standards have been followed and that there is no material departure;
b) the directors had selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Company at the end of the financial year and of the profit or loss
of the Company for the year (Nine months ended on 31st March, 2015)
c) proper and sufficient care has been taken for maintenance of
adequate accounting records as provided in the Companies Act, 2013, for
safeguarding the assets of the Company and for preventing and detecting
frauds and other irregularities;
d) The annual accounts of the Company have been prepared on a "going
concern" basis;
e) the directors had laid down internal financial controls to be
followed by the Company and that such controls are adequate and were
operating effectively; and
f) the directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were
adequate and operating effectively
ACKNOWLEDGEMENT
The Directors wish to convey their appreciation to all of the Company,s
employees for their enormous personal efforts as well as their
collective contribution to the Company,s performance. The Directors
would also like to thank the shareholders, customers, dealers,
suppliers, bankers, Government and all the other business associates
for the continuous support given by them to the Company and their
confidence in its management.
For and on behalf of the Board of Directors
Manoj Pathak Vinod Kumar Chaturvedi
Whole Time Director Managing Director & CFO
Din No. 00606160 Din No. 00325197
Place: Mumbai
Dated: 30th May, 2015
Jun 30, 2014
The Members of
Usher Agro Ltd.
The Directors have pleasure in presenting 18th Annual Report on the
business and operations of the Company and the financial accounts for
the year ended 30th June, 2014.
1. Financial Results
The financial performance of the Company, for the year ended 30th June,
2014 is summarised below:
Year ended Year ended
Particulars 30.06.2014 30.06.2013
Sales & Other Income 122436.26 95157.04
Profit before Financial Charges & Depreciation 16312.34 13070.71
Less : Financial Charges (7665.93) (5054.74)
Cash Profit for the year 8646.41 8015.97
Less : Depreciation (2059.06) (1501.79)
Profit before Tax 6782.46 6523.18
Less: Provision for Tax including Fringe benefit Tax (689.15) (1738.70)
Less : Provision for Deferred tax (428.01) (154.50)
Less: Short / (Excess) Provision for (249.13) (93.90)
tax of earlier years.
Profit after Tax 6694.66 4536.08
Balance brought forward from Previous Year 13088.86 9652.78
Balance available for Appropriation 19859.31 14188.86
Appropriations :
Transferred to General Reserve - 600.00
Debt Redemption Reserve 3000.00 500.00
Earning per Share (EPS) 17.59 11.92
Balance carried to Balance Sheet 16859.31 13088.86
Your Company has achieved stabilization of all of its existing Rice and
Wheat milling capacities, which are operational now at optimum capacity
utilization levels, except newly installed capacity expansion which
have commenced commercial operations in the current financial year. The
enhancement of production capacities and consolidation of processes and
systems derived the synergies and optimized the use of available
resources because of which your Company is being able to maintain its
growth despite of prevailing difcult economic and market conditions.
During the year under review, the sales and other income of your
Company have increased to Rs. 1,22,436.26 Lacs from Rs. 95157.04 lacs
in the previous year, recording a growth of over 28.67%. Profit after
tax also increased to Rs. 6,694.66 lacs against that of Rs. 4,536.08
lacs in previous year, registering a growth of 47.59%. Management of
the Company under the direction of your Board of Director continued to
achieve the targets of cutting down the cost of operations and
bettering the efciency by using better alternated resources/means and
methods of operation.
2. APPROPRIATIONS Dividend
The Board of directors of the Company does not recommend any dividend
for the financial year 2013-14.
Transfer to Reserves
The Company has transferred Nil amount in the General Reserves during
the financial year under review in pursuance to the provisions of
Companies (Transfer of Profits to Reserves) Rules, 1975.
3. SUBSIDIARY COMPANIES
The Company has two subsidiary i.e. Usher Eco Power Limited and one
wholly owned subsidiary i.e. Usher Worldwide FZE, UAE. a) USHER ECO
POWER LIMITED
Usher Eco Power Limited is into Power Generation Activity. The Company
has commissioned the 16 MW Rice husk based co-generation Eco friendly
power plant at Chhata Dist: Mathura, U.P. which is using Bio Mass i.e.
Rice husk as a fuel. This Power Plant is eligible for CDM & REC
benefits. The project is recently registered in the UNFCCC and will
start getting CDM benefits from the next year. The Company has commenced
power generation from 24th April, 2012 and commercial operations from
7th November 2012. The subsidiary Company''s financial statement is
attached to this annual financial report. This plant will further
enhance
its operational efciency in next year and will ensure uninterrupted
availability of power at competitive rates. b) USHER WORLDWIDE FZE
Usher Worldwide FZE which is registered in a Free Zone Establishment
(FZE) in the Sharjah Airport International Free Zone (SAIF Zone),
United Arab Emirates has not yet commenced its business. This company
has been incorporated in UAE for the purpose of general trading in rice
and other commodities. This Company will provide strong foot hold to
your Company in Middle East Asia and African market, which is the
largest export market for rice as well as enable us to procure pulses
from global market in most efcient and competitive terms, which is also
a basic raw materials for us post expansion of pulses milling project.
4. GRAIN STORAGE SILOS AT CHHATA PLANT
Storage of grains is considered to be the best in Silos from cost and
operational point of view. Along with the expansion of milling capacity
at Chhata your Company is also enhanced its storage capacity by putting
up Hopper Bottom Silos and Flat Bottom Silos besides your Company is
contemplating to enhance the more Silos storage capacity. The Silos
storage capacity stands to 36,000 MT. The significant increase in the
Silos facility will help in reducing the labour, packing material cost
in addition to savings in wastages.
5. BUSINESS EXPANSION, DEVELOPMENTS & FUTURE OUTLOOK
A) Capacity Expansion and Pulses Initiative
With an overall vision to emerge as one stop solution to all basic
food, the Company has embarked on the increase of its Rice Milling
capacity and setting up a plant for Pulse and Pulse Flour milling
capacity at Chhata, U.P. The Company has successfully commissioned a
Rice Milling Plant of 4,86,000 TPA after which total Rice milling
capacity stands to 1,081,440 TPA. In addition, the company has also
successfully commissioned a pulses processing mill with a capacity of
105,600 TPA and a pulses four mill with a capacity of 23,100 TPA. The
Company is proud to state that the machineries for the said expansion
projects have been imported from world class manufacturers from Japan
and Switzerland. Successful commissioning of said expansion projects
have ensured a significant step towards the vision to become a complete
basic food miller.
B) Rice fortifcation plant
The Company has successfully commissioned imported rice fortifcation
plant. The Company is selling the fortifed rice to the mid-day meal
projects of various states of the government through Programme for
Appropriate Technology in Health (PATH). The said plant has already
commenced its commercial production in November 2012. In view of the
high Profitability of the rice fortifcation plant, Usher Agro Ltd. is
also planning to further increase the production capacity of fortifed
rice in the future. The Company also envisions exporting fortifed rice
to other countries. Fortified rice prevents loss of iron and vitamins
from rice during the milling process.
C) Venture into Silica
Usher Agro Ltd has successfully commenced commercial production of the
Silica plant at Chhata Mathura. The technology for the manufacturing of
silica has been taken from IISC Bangalore, which is a patented
technology and Usher Agro Ltd. is the first company to implement this
novel project first time in the world. Now the Company will be in a
position to supply eco friendly green silica at competitive rate to the
customers. Significant work has been done in the area of marketing of
silica manufactured by this plant to global players. Also in the long
run the Company envisions setting up a 50TPD Silica Plant in its
subsidiary Company i.e. Usher Eco Power Limited. This plant will
produce silica from Rice Husk Ash through the said patented technology.
This will further improve operational efficiency of the Company by
value added use of waste i.e. Rice Husk Ash.
D) Modernization and Capacity Expansion of Rice Milling facilities at
Buxar- Bihar
Rice Milling process and technology has seen good amount of progress
during the last five years, in keeping pace with the advancement in the
technology we have modernised the existing rice milling facility at
Buxar and also additional capacity of 46,800 MTPA rice milling at the
same complex has been added during the current year thereby making the
total rice milling capacity to 93,600 MTPA at Buxar.
E) Setting up of 1 MW Captive Power Plant at Buxar- Bihar With the
above rice milling capacity expansion project at Buxar- Bihar
availability of rice husk, a bye-product of rice milling, will
increase. To take the advantage of the availability of bye product and
to be self reliant on the power front your Company has setup a gasifer
power plant of 1 MW at Buxar, Bihar for captive use. This power plant
will help to reduce the cost of operation with better efciencies and
better efcient value added utilization of Bye product.
F) Expansion of Wheat milling Capacity at Mathura Currently we are
having 75,000 MTPA wheat milling capacity at Mathura and your Company
has expanded its existing wheat milling capacity by 50,000 MTPA to make
total wheat milling capacity of 1,25,000 MTPA. This capacity expansion
has increased the existing wheat milling capacity by more than 60% and
also will strengthen overall commitment and vision of Company to be a
one step basic food solution.
5. FOREIGN EXCHANGE EARNINGS
Your Company has entered in to export market in January 2010. Since
inception your Company has been focused on the domestic market and in
future too our focus shall remain in that way. However with the
installation of one of the most modern plant at Chhata and also to
achieve progress in all markets, for the frst time your Company has
entered the export market in January 2010 and in very short period has
been able to successfully tap the overseas market. Your directors are
pleased to report that our products are well accepted in the export
market and we are confdent that in the coming years the export earnings
will see quantum jump thereby earning precious foreign exchange for the
country. Your Company is targeting mainly Middle East, Africa and Gulf
countries for the export of rice and wheat based products. Further to
focus on the said market and increase business operations the Company
has already incorporated a wholly owned subsidiary in UAE i.e Usher
Worldwide FZE and this Company is expected to commence commercial
business activities in F.Y. 2014-15 and after that we can
expect more export values in future. The Company follows a prudent
hedging policy to manage significant foreign currency exposures.
6. BOARD OF DIRECTORS
As per the provisions of Section 149 of the Companies Act
2013, which has come into force with efect from 1st April,
2014, an Independent Director shall hold ofce for a term up to five
consecutive years on the Board of a company and is not liable to retire
by rotation. In compliance with the provisions of Section 149 read with
Schedule IV of the Act, the appointment of Mr. Vijay Ranchan, Mr. Mr,
Ajay Prakash Arora, Mr. Shri Prakash Arora and Mr. Prem Chand Tiwari
being placed before the Members in previous General Meeting for their
approval. In the opinion of the Board, they fulfl the conditions
specified in the Act and the Rules made there under for appointment as
Independent Directors and are independent of the management. Members
are requested to refer to the Notice of the Annual General Meeting and
the Explanatory Statement for details of the qualifcations and
experience of the Directors and the period of their appointment. The
Board commends the passing of the Resolutions at Item Nos. 3 to 6 of
the Annual General Meeting Notice.
7. AUDITORS AND AUDITORS REPORT
The retiring statutory auditors, namely, M/s. Parekh Shah and Lodha
(Firm Registration No. 107487W), Chartered Accountants and M/s. Ajmera
Ajmera & Associates (Firm Registration No. 123989W), Chartered
Accountants, have expressed their unwillingness to be re-appointed and
that a special notice in terms of provisions of Section 115 of the
Companies Act, 2013 ("the Act") read with Section 140 of the Act has
also been received from the members of the company for the appointment
of new statutory auditors M/s. V.S. Kankariya and Co., (Firm
Registration No. 104719W) Chartered Accountants in place of the
retiring statutory auditors M/s. Parekh Shah and Lodha, Chartered
Accountants and M/s. Ajmera Ajmera & Associates, Chartered Accountants.
The company has forthwith communicated to the retiring auditors of the
special notice. Pursuant to the provisions of section 139 and 141 of
the Act a written consent towards such appointment has been obtained
from M/s. V.S. Kankariya and Co., Chartered Accountants along with a
written certifcate to the efect that their appointment if made will be
within the limits prescribed under Section 139 of the
Companies Act, 2013 and that they are not disqualifed for appointment
under section 141 of the Act. The Board of Directors recommends their
appointment as Statutory Auditors.
The observations and comments given in the Auditors'' Report read
together with notes to accounts are self- explanatory and do not call
for any further information and explanation under section 134 of the
Companies Act, 2013.
8. DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors
report that
i) In the preparation of the Annual Accounts, the applicable accounting
standards have been followed and there are no material departures;
ii) 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 & fair view of the state of afairs of
the Company as at 30th June, 2014 and of the Profit of the Company for
the year ended on that date.
iii) Proper and sufcient care has been taken for the maintenance of
adequate accounting records in accordance with the provision of the
Companies Act, 1956 for safeguarding the assets of the Company and
preventing and detecting fraud and other irregularities;
iv) The annual accounts have been prepared on a going
concern basis.
9. FORMATION OF VARIOUS COMMITTEES:
Details of various committees constituted by the Board of Directors as
per the provision of Clause 49 of the Listing Agreement and the
Companies Act, 2013 are given in the Corporate Governance Report and
form part of this report.
10. CORPORATE SOCIAL RESPONSIBILITY:
The particulars of the CSR committee constituted by the company
pursuant to the provisions of Section 135 of the Companies Act, 2013
and the rules forming part of the same are included in the Corporate
Governance Report annexed and forming part of this Annual Report.
11. POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL
HARASSMENT AT WORKPLACE
The Company has adopted a Policy on Prevention, Prohibition and
Redressal of Sexual Harassment at the Workplace, to provide protection
to employees at the
workplace and for prevention and redressal of complaints of sexual
harassment and for matters connected or incidental thereto, with the
objective of providing a safe working environment, where employees feel
secure. The Company has also constituted an Internal Complaints
Committee, known as the Prevention of Sexual Harassment (POSH)
Committee, to inquire into complaints of sexual harassment and
recommend appropriate action. The Company has not received any
complaint of sexual harassment during the financial year 2013-14
12. CONSOLIDATED FINANCIAL STATEMENTS:
The audited consolidated financial statements of your Company as on 30th
June, 2014, which form part of the annual report, have been prepared
pursuant to Clause 41 of the Listing Agreement entered with the Stock
Exchanges, in accordance with provisions of the Companies Act, 1956 and
the Accounting Standards AS-21 on Consolidated Financial Statements.
13. ENVIRONMENTAL PROTECTION & POLLUTION CONTROL
Your Company regards preservation of the environment as one of its
primary social responsibilities. Accordingly, the Company places great
emphasis on compliance with pollution control norms. Your Company is
having all the environment clearance from the appropriate authorities
for all the plant.
14. LISTING OF SHARES
The Securities of the Company are listed at National Stock Exchange of
India Limited and Bombay Stock Exchange Limited. The listing fees for
these Stock Exchanges were paid.
15. DEPOSITS
During the year, the Company did not accept any deposits from the
public within the meaning of section 58A of the Companies Act, 1956 and
the rules made there under.
16. PARTICULARS OF EMPLOYEES
The Company has not paid any remuneration attracting the provisions of
section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of Employees) Rules, 1975. Hence no information is
required to be appended to this report in this regard.
17. INSURANCE
All properties and insurable interests of the Company including
Building and Plant & Machinery have been adequately insured.
18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
a. Conservation of Energy & Technology Absorption: i) Energy
Conservation Measures taken: The Company is aware about energy
consumption and environmental issues related with it and continuously
making sincere eforts towards conservation of energy. The maintenance
of the Boiler and Electrical Equipment is carried out regularly with
optimum care with the help of the technical professionals and modern
equipment. The Company is in fact engaged in the continuous process of
further energy conservation through improved operational and
maintenance practices.
Your Company is having a rice husk fred 1 MW co-generation captive
power plant at Mathura, which helped to save the cost of power
consumption and also generating power in eco friendly manner by
supporting environment. ii) Additional Investments/Proposals, if any,
being implemented for reduction of consumption of energy During the
year, the Company has made substantial progress in installing state of
the art equipment. These equipment are highly efcient and consume less
energy with the increased productivity. With the present resources, the
Company had taken overall measures to reduce the consumption of energy.
This was rendered possible through proper maintenance on regular
intervals of Plant & Machinery and other electrical installed in the
manufacturing/processing unit of the Company.
The Company has also implemented ''CONTINUOUS PAR BOILING PROCESS PLANT''
which is imported technology from Thailand and implemented frst time in
India. With the implementation of the said modern technology, the
process time to produce Par Boiled rice will reduce significantly from
10-12 hours in case of conventional process to 5-6 hours which will
provide better operational efciency and substantial saving in energy
consumption.
We have also installed water treatment plant along with the said
continuous Par Boiling Plant to recycle and reuse the water consumed in
Par Boiling process. This will save water and also reduce the discharge
of processed water. At our Chhata plant we have installed Husk fred
furnace to generate hot Air for drying the paddy. This furnace are
patented and imported from Thailand. With the help of this furnace
drying process will have less energy consumption as compared to
traditional drying process which uses steam as medium of heat for
drying.
iii) Impact of i & ii above for reduction of energy consumption
With the use of husk based power plant the Company has captive power
which along with the energy conservation measures has resulted in
lesser energy consumption.
iv) Total Energy consumption and Energy consumption per
unit of production as per Form ''A''
The additional information as required under the provisions of Section
217(1)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given as Annexure-I to this report and forms part of it.
19. HUMAN RESOURCE & INDUSTRIAL RELATIONS
Industrial relations were harmonious throughout the year. The Board
wishes to place on record their sincere appreciation to the
co-operation extended by all employees in maintaining cordial relations
and their commitment towards the growth of the Company.
20. SEBI REGULATION AND LISTING FEES
Your Company has complied with all the rules and regulations which are
stipulated on the corporate sectors time to time.
The Annual Listing Fees for the year under review has been paid to The
BSE Limited, Mumbai and The National Stock Exchange of India Limited
where your Company''s shares are listed.
21. MANAGEMENT DISCUSSION AND ANALYSIS
A separate report on Management Discussion and Analysis is appended
herewith and forms a part of Directors'' Report.
22. CORPORATE GOVERNANCE REPORT
The Company is committed to maintain the highest standards of corporate
governance. The directors adhere to the requirements set out by the
Securities Exchange Board of India''s Corporate Governance Practice and
have
implemented all the stipulations prescribed. Pursuant to clause 49 of
the Listing Agreement with Stock Exchanges, a separate section titled
''Report on Corporate Governance'' has been included in this Annual
Report along with the certifcate on its compliance.
23. SECRETARIAL AUDIT REPORT
Keeping with the high standards of corporate governance adopted by the
Company and also to ensure proper compliance with provisions of the
various applicable corporate laws, regulations and guidelines issued by
the securities exchange Board of India and other statutory authorities
your Company is taking care of all the statutory compliances and submit
its Secretarial Audit Report for all the quarters to the Stock
Exchange.
24. INTERNAL CONTROL SYSTEMS
The internal Control System is an essential element of the Corporate
Governance and plays key role in identifying, minimizing and managing
risks that are significant for the Company, contributing to the
safeguarding of stakeholders investments and the Company''s assets.
The Company''s internal control procedures are tailored to match the
organization''s pace of growth and increasing complexity of operations.
The adequacy and efectiveness of internal controls are monitored
regularly by the Internal Auditors and the audit observations are
reported and discussed by the senior management and the operations
teams.
25. ACKNOWLEDGEMENT
Your Directors express their sincere gratitude for the continued
support and guidance received by the Company from the various State and
Central Government Authorities and other regulatory agencies. Your
Directors would like to acknowledge the continued support and
co-operation extended by Financial Institution, Banks, Government
Departments, Vendors, Contractors, Distributors, Dealers and valued
customers and employees, who have contributed in the success of your
Company
For and on Behalf of the Board
Sd/-
Place: Mumbai Vinod Kumar Chaturvedi
Date: 28th August, 2014 Managing Director
Jun 30, 2013
To The Members of Usher Agro Ltd.
The Directors have pleasure in presenting 17th Annual Report together
with Audited Statement of Accounts for the year ended 30th June, 2013.
1. FINANCIAL RESULTS
The financial performance of the Company, for the year ended 30th June,
2013 is summarised below:
(Rs. in Lacs)
Particulars Year ended Year ended
30.06.2013 30.06.2012
Sales & Other Income 95157.04 81365.75
Profit before Financial
Charges & Depreciation 13070.71 10892.23
Less : Financial Charges 5045.74 3904.64
Cash Profit for the year 8024.97 6987.59
Less : Depreciation 1501.79 1464.96
Profit before Tax 6523.18 5522.63
Less : Provision for Tax
including Fringe Benefit Tax 1738.70 1135.13
Less : Provision for Deferred tax 154.50 107.73
Less: Short Provision for tax
of earlier years. 93.90 46.48
Profit after Tax 4536.08 4233.29
Balance brought forward
from Previous Year 9652.78 7183.01
Balance available for Appropriation 14188.86 11416.3
Appropriations :
Proposed Dividend - 570.89
Corporate Dividend Tax - 92.63
Transferred to General Reserve 600.00 600.00
Debt Redemption Reserve 500.00 500.00
Earning per Share (EPS) 11.88 11.12
Balance carried to Balance Sheet 13088.86 9652.78
During the year your Company has achieved stabilization of the last
expansion of rice milling capacity of 291600 MTPA, and as a result of
which your Company achieved a remarkable growth during the current
financial year. The enhancement of production capacities and
consolidation of processes and systems derived the synergies and
optimized the use of available resources because of which your Company
was able to maintain its growth irrespective of prevailing difficult
economic and market conditions.
During the year under review, the sales and other income of your
Company have increased to Rs. 95157.04 Lacs from Rs. 81365.75 lacs in the
previous year, recording a growth of over 17%. The Company''s Profit
before tax increased to Rs. 6523.18 lacs from Rs. 5522.63 lacs in the
previous year reflecting a healthy growth of approximately 18%. Profit
after tax also increased to Rs. 4536.08 lacs against that of Rs. 4233.28
lacs in previous year, registering a growth of 7%.
Management of the Company under the direction of your Board of Director
continued to achieve the targets of cutting down the cost of operations
and bettering the efficiency by using better alternated resources/means
and methods of operation.
2. APPROPRIATIONS Dividend
The Board of directors of the Company does not recommend any dividend
for the financial year 2012-13. In view of ongoing capacity expansion
of Rice Milling and Pulses Milling at Chhata, Mathura which when
implemented will double the Rice Milling capacity of the Company and to
ensure smooth operations of such a large capacity expansion project the
Company needs to preserve reserves for the forthcoming year.
Transfer to Reserves
The Company has transferred Rs. 600.00 Lacs in the General Reserve during
the financial year under review in pursuance to the provisions of
Companies (Transfer of profits to Reserves) Rules, 1975.
3. SUBSIDIARY COMPANIES
The Company has two subsidiary viz. Usher Eco Power Limited and Usher
Worldwide FZE.
a) USHER ECO POWER LIMITED
Usher Eco Power Limited is into Power Generation Activity. The Company
has commissioned the 16MW Rice husk based Co- generation Eco friendly
power plant at Chhata Dist- Mathura, U.P. which is using Bio Mass i.e.
Rice husk as a fuel. This Power Plant is eligible for CDM & REC
benefits. The project is recently registered in the UNFCCC and will
start getting CDM benefits from the next year. The Company has
commenced power generation from 24th April, 2012 and commercial
operations from 7th November 2012. The subsidiary Company''s financial
statement is attached to this annual financial report. This plant will
further enhance its operational efficiency in next year and will ensure
uninterrupted availability of power at good rates.
b) USHER WORLDWIDE FZE
Usher Worldwide FZE which is registered in a Free Zone Establishment
(FZE) in the Sharjah Airport International Free Zone (SAIF Zone),
United Arab Emirates has not yet commenced its business. The Company
has incorporated a Company in UAE for the purpose of general trading in
rice and other commodities. The Company has given a sum of AED63090
(equivalent to '' 10.22 lacs) towards its incorporation expenses. Though
the Company has been incorporated on 03.06.2012, however operations
have not been started till the balance sheet date. This Company will
provide strong foot hold to your Company in Middle East Asia and
African market, which is the largest export market for rice.
4. GRAIN STORAGE SILOS AT CHHATA PLANT
Storage of grains is considered to be the best in Silos from cost and
operational point of view. Along with the expansion of milling capacity
at Chhata your Company is also enhanced its storage capacity by putting
up Hopper Bottom Silos and Flat Bottom Silos besides your Company is
contemplating to enhance the more Silos storage capacity. The Silos
storage capacity post expansion stands to 45000MT. The significant
increase in the Silos facility will help in reducing the labour,
packing material cost in addition to savings in wastages.
5. BUSINESS EXPANSION, DEVELOPMENTS & FUTURE OUTLOOK
A) Capacity Expansion and Pulses Initiative
With an overall vision to emerge as one stop solution to all basic
food, the Company has embarked on the increase of its Rice Milling
capacity and setting up a plant for Pulse and Pulse Flour milling
capacity at Chhata, U.P. The Company is in the process of setting up a
Rice Milling Plant of 5,00,000 TPA after which its Rice milling
capacity will increase to 1,081,440 TPA. In addition, Usher Agro is
also in the process of setting up a pulses processing mill with a
capacity of 100,000 TPA and a pulses flour mill with a capacity of
40,000 TPA. The Company is proud to state that the work for the above
mentioned expansion plans is in full swing and the plants are expected
to be operational by the end of calendar year 2013. After the said
expansion the Company will move one step further in its vision to
become a complete basic food processor.
B) Rice fortification plant
The Company has successfully commissioned rice fortification plant.
During the year the Company is planning to sell the fortified rice to
the mid-day meal projects of Government of Andhra Pradesh and Orissa
through Programme for Appropriate Technology in Health (PATH). The said
plant has already commenced its commercial production in November 2012.
In view of the high profitability of the rice fortification plant,
Usher Agro Ltd. is also planning to further increase the production
capacity of fortified rice in the financial year 2013-2014. The Company
also envisions exporting fortified rice to other countries.
C) Venture into Silica
Usher Agro Ltd has commenced the construction activity of silica plant
at Chhata Mathura and is expected to complete the said project by Dec
2013. The technology for the manufacturing of silica has been taken
from IISC Bangalore, which is a patented technology and Usher Agro Ltd
will have the opportunity to do this novel project first time in the
world. On successful commissioning of the plant, the Company will be in
a position to supply eco friendly green silica at competitive rate to
the customers. Significant work has been done in the area of marketing
of silica manufactured by this plant to global players. Also in the
long run the Company envisions setting up a 50TPD Silica Plant in its
subsidiary Company i.e. Usher Eco Power Limited. This plant will
produce silica from Rice Husk Ash through the said patented technology.
This will further improve operational efficiency of the Company by
value added use of waste i.e. Rice Husk Ash.
D) Modernization and Capacity Expansion of Rice Milling facilities at
Buxar- Bihar
Rice Milling process and technology has seen good amount of progress
during the last five years, in keeping pace with the advancement in the
technology we are modernizing the existing rice milling facility at
Buxar and also adding additional capacity of 46,800 MTPA rice milling
facility at the same complex thereby making the total rice milling
capacity at Buxar to 93,600 MTPA. The said expansion will be
operational by the end of calendar year 2013.
E) Setting up of 1MW Captive Power Plant at Buxar- Bihar
With the above rice milling capacity expansion project at Buxar- Bihar
availability of rice husk, a bye-product of rice milling, will
increase. To take the advantage of the availability of bye product and
to be self reliant on the power front your Company is planning to setup
a co-generation power plant of 1 MW at Buxar, Bihar for captive use.
This power plant will help to reduce the cost of operation with better
efficiencies and better efficient value added utilization of By
product.
F) Expansion of Wheat milling Capacity at Mathura
Currently we are having 75,000 MTPA wheat milling capacity at Mathura
and your Company is planning to expand its existing wheat milling
capacity by 50,000 MTPA to make wheat milling capacity of 1,25,000
MTPA. This capacity expansion will increase the existing wheat milling
capacity by more than 60% and also will strengthen overall commitment
and vision of Company to be a one step source for basic food. We have
already given the order for Wheat milling plant. The said expansion is
expected to be operational by the end of Calender year 2013.
5. FOREIGN EXCHANGE EARNINGS
Your Company has entered in to export market in January 2010. Since
inception your Company has been focused on the domestic market and in
future too our focus shall remain in that way. However with the
installation of one of the most modern plant at Chhata and also to
achieve progress in all markets, for the first time your Company has
entered the export market in January 2010 and in very short period has
been able to successfully tap the overseas market. Your directors are
pleased to report that our products are well accepted in the export
market and we are confident that in the coming years the export
earnings will see quantum jump thereby earning precious foreign
exchange for the country. We are happy to convey you that we started
our exports from focusing Middle East as prime destination and now we
are exporting to 22 different countries including Middle East, African
and European Countries. In the current financial year under report your
Company has exported rice worth Rs. 11454.93 lacs in compared to previous
year of Rs. 9345.38 lacs. Your Company is targeting mainly Middle East
and Gulf countries for the export of rice and wheat based products.
Further to focus on the said market and increase business operations
the Company has already incorporated a wholly owned subsdiary in UAE
i.e Usher Worldwide FZE and this Company is expected to commence
commercial business activities in F.Y 2013-14 and after that we can
expect more export values in future.
The Company follows a prudent hedging policy to manage significant
currency exposures. It has proved successful in protecting against the
effect of fluctuations in the foreign exchange market.
6. BOARD OF DIRECTORS
IDBI Bank withdrawn the Nomination of Mr. Narayanan Krishnan and
instead appointed Ms. Baljinder Kaur Mandal with effect from 29.06.2013
Pursuant to the provisions of Sections 255 and 256 of the Companies
Act, 1956 and in terms of the Articles of Association of the Company,
Mr. Vijay Ranchan and Mr. Ajay Prakash Arora Directors of the Company
are liable to retire by rotation at the ensuing Annual General Meeting
and being eligible, offer themselves for re-appointment. A brief
profile of the Directors seeking re-appointment covering nature of
their expertise in specific functional areas, the names of the
companies in which they hold directorship and committee membership is
furnished as a part of the Corporate Governance Report. The Board of
Directors recommends their re-appointment
Your Directors have approved the re-appointment of Dr. Vinod Kumar
Chaturvedi as the Managing Director of the Company for a period of five
years with effect from 5th September, 2013. Appropriate resolution
seeking your approval for the re- appointment of Dr. Vinod Kumar
Chaturvedi as the Managing Director of the Company, has already been
included in the notice of the Annual General Meeting.
7. AUDITORS AND AUDITORS REPORT
M/s. Parekh Shah & Lodha (Firm Registration No.107487W) Chartered
Accountants, together with M/s. Ajmera And Associates (Firm
Registration No. 123989W), Chartered Accountants appointed as Joint
Statutory Auditors of the Company to hold the office from the
conclusion of this Annual General Meeting until the conclusion of the
next Annual General Meeting, . The Audit Committee members and the
Board of Directors have recommended the appointment of M/s. Parekh Shah
& Lodha (Firm Registration No.107487W) Chartered Accountants and M/s.
Ajmera & Associates, Chartered Accountants as the joint Statutory
Auditors of the Company. The Company has received letter from them to
the effect that their appointment, if made, would be within the
prescribed limits under Section 224(1B) of the Companies Act, 1956 and
that they are not disqualified for re-appointment within the meaning of
Section 226 of the said Act. The Board of Directors recommends their
appointment as Joint Statutory Auditors.
The observations and comments given in the Auditors'' Report read
together with notes to accounts are self-explanatory and do not call
for any further information and explanation under Section 217(3) of the
Companies Act, 1956.
8. COST AUDITORS
In conformity with the directives of the Central Government, the
Company has appointed M/s. NKJ & Associates, Practising Cost
Accountant, Proprietary Firm Registration no. 101893 with address at.
C- 403, Rudra Ansh CHSL, Plot No. 1, Sector No. 48 Nerul, Navi Mumbai-
400706 as the Cost Auditor under section 233B of the Companies Act,
1956 to conduct the cost audit of Usher Agro Ltd. for the year 2012-13.
9. DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors
report that
i) in the preparation of the Annual Accounts, the applicable accounting
standards have been followed and there are no material departures;
ii) 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 & fair view of the state of affairs of
the Company as at 30th June, 2013 and of the profit 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 provision of the
Companies Act, 1956 for safeguarding the assets of the Company and
preventing and detecting fraud and other irregularities;
iv) The annual accounts have been prepared on a going concern basis.
10. ENVIRONMENTAL PROTECTION & POLLUTION CONTROL
Your Company regards preservation of the environment as one of its
primary social responsibilities. Accordingly, the Company places great
emphasis on compliance with pollution control norms. Your Company is
having all the environment clearance from the appropriate authorities
for all the plant.
11. LISTING OF SHARES
The Securities of the Company are listed at National Stock Exchange of
India Limited and BSE Limited. The listing fees for these Stock
Exchanges were paid.
12. DEPOSITS
During the year, the Company did not accept any deposits from the
public within the meaning of section 58A of the Companies Act, 1956.
13. PARTICULARS OF EMPLOYEES
The Company has not paid any remuneration attracting the provisions of
section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of Employees) Rules, 1975. Hence no information is
required to be appended to this report in this regard.
14. INSURANCE
All properties and insurable interests of the Company including
Building and Plant & Machinery have been adequately insured.
15. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
a. Conservation of Energy & Technology Absorption:
i. Energy Conservation Measures taken:
The Company is aware about energy consumption and environmental issues
related with it and continuously making sincere efforts towards
conservation of energy. The maintenance of the Boiler and Electrical
Equipments is carried out regularly with optimum care with the help of
the technical professionals and modern equipments.
The Company is in fact engaged in the continuous process of further
energy conservation through improved operational and maintenance
practices.
Your Company is having a rice husk bio-mass fired 1 MW co-generation
captive power plant at Mathura, which helped to save the cost of power
consumption and also generating power in eco friendly manner by
supporting environment.
ii. Additional Investments/Proposals, if any, being implemented for
reduction of consumption of energy
During the year, the Company has made substantial progress in
installing state of the art equipments. These equipments are highly
efficient and consume less energy with the increased productivity. With
the present resources, the Company had taken overall measures to reduce
the consumption of energy. This was rendered possible through proper
maintenance on regular intervals of Plant & Machinery and other
electrical installed in the manufacturing/ processing unit of the
Company.
The Company has also implemented ''CONTINOUES PAR BOILING PROCESS PLANT''
which is imported technology from Thailand and implemented first time
in India. With the implementation of the said modern technology PAR
BOILING Plant the process to produce Par Boiling rice will reduce
significantly from 10-12 hours in case of conventional process to 5-6
hours which will provide better operational efficiency and substantial
saving in energy consumption. We have also installed water treatment
plant along with the said continuous Par Boiling Plant to recycle and
reuse the water consumed in Par Boiling process. This will save water
and also protect from released from processed water.
At our chhata plant we have installed rice Husk fire furnace to
generate hot Air for drying the paddy. This furnace are patented and
imported from Thailand. With the help of this furnace drying process
will have less energy consumption as compared to traditional drying
process which uses steam as medium of heat for drying.
iii. Impact of i & ii above for reduction of energy consumption
With the use of husk based power plant the Company has captive power
which along with the energy conservation measures has resulted in
lesser energy consumption.
iv. Total Energy consumption and Energy consumption per unit of
production as per Form ''A''
The additional information as required under the provisions of Section
217(1)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given as Annexure-I to this report and forms part of it.
16. HUMAN RESOURCE & INDUSTRIAL RELATIONS
Industrial relations were harmonious throughout the year. The Board
wishes to place on record their sincere appreciation to the
co-operation extended by all employees in maintaining cordial relations
and their commitment towards the growth of the Company.
17. SEBI REGULATION AND LISTING FEES
Your Company has complied with all the rules and regulations which are
stipulated on the corporate sectors time to time.
The Annual Listing Fees for the year under review has been paid to The
BSE Limited, Mumbai and The National Stock Exchange of India Limited
where your Company''s shares are listed.
18. MANAGEMENT DISCUSSION AND ANALYSIS
A separate report on Management Discussion and Analysis is appended
herewith and forms a part of Directors'' Report.
19. CORPORATE GOVERNANCE REPORT
The Company is committed to maintain the highest standards of corporate
governance. The directors adhere to the requirements set out by the
Securities Exchange Board of India''s Corporate Governance Practice and
have implemented all the stipulations prescribed.
Pursuant to clause 49 of the Listing Agreement with Stock Exchanges, a
separate section titled ''Report on Corporate Governance'' has been
included in this Annual Report along with the certificate on its
compliance.
20. SECRETARIAL AUDIT REPORT
Keeping with the high standards of corporate governance adopted by the
Company and also to ensure proper compliance with provisions of the
various applicable corporate laws, regulations and guidelines issued by
the securities exchange Board of India and other statutory authorities
your Company is taking care of all the statutory compliances and submit
its Secretarial Audit Report for all the quarters to the Stock
Exchange.
21. INTERNAL CONTROL SYSTEMS
The internal Control System is an essential element of the Corporate
Governance and plays key role in identifying, minimizing and managing
risks that are significant for the Company, contributing to the
safeguarding of stakeholders investments and the Company''s assets.
The Company''s internal control procedures are tailored to match the
organization''s pace of growth and increasing complexity of operations.
The adequacy and effectiveness of internal controls are monitored
regularly by the Internal Auditors and the audit observations are
reported and discussed by the senior management and the operations
teams.
22. CONSOLIDATED FINANCIAL STATEMENT
As per Accounting Standard 21 issued by the Institute of Chartered
Accountants of India the Consolidated Financial Statements along with
the notes to accounts are enclosed with this report.
23. ACKNOWLEDGEMENT
Your Directors express their sincere gratitude for the continued
support and guidance received by the Company from the various State and
Central Government Authorities and other regulatory agencies.
Your Directors would like to acknowledge the continued support and
co-operation extended by Financial Institution, Banks, Government
Departments, Vendors, Contractors, Distributors, Dealers and valued
customers and employees, who have contributed in the success of your
Company
For and on Behalf of the Board
Place: Mumbai Vinod Kumar Chaturvedi
Date : 29th August, 2013 Managing Director
Jun 30, 2012
To The Members Usher Agro Limited
The Directors take pleasure in presenting 16th Annual Report together
with Audited Statement of Accounts for the year ended 30th June, 2012.
1 FINANCIAL RESULTS (Rs. in Lacs)
Particulars Year ended Year Ended
30.06.2012 30.06.2011
Sales & Other Income 81365.75 56254.50
Profit before Financial Charges
& Depreciation 10892.23 7639.87
Less : Financial Charges 3904.64 2184.02
Cash Profit for the year 6987.59 5455.85
Less : Depreciation 1464.96 870.09
Profit before Tax 5522.63 4585.76
Less : Provision for Tax
including Fringe Benefit Tax 1135.13 698.45
Less : Provision for Deferred tax 107.73 311.11
Less: Short Provision for tax
of earlier years. 46.48 33.74
Profit after Tax 4233.29 3542.45
Balance brought forward from
Previous Year 7183.01 4708.47
Balance available for
Appropriation 11416.30 8250.92
Appropriations :
Proposed Dividend 570.89 570.89
Corporate Dividend Tax 92.63 97.02
Transferred to General Reserve 600.00 400.00
Debt Redemption Reserve 500.00 --
Earning per Share (EPS) 11.10 11.19
Balance carried to Balance Sheet 10152.78 7183.01
During the year your Company has achieved stabilization of the expanded
capacity of rice milling capacity of 2,91,600 MTPA, and as a result of
which your Company achieved a remarkable growth during the current
financial year. The enhancement of production capacities and
consolidation of processes and systems derived the synergies and
optimized the use of available resources.
During the year under review, the sales and other income of your
Company have increased to Rs. 81365.75 lacs from Rs. 56254.50 lacs in the
previous year, recording a growth of over 45%. The Company's Profit
before tax increased to Rs. 5522.63 lacs from Rs. 4585.76 lacs in the
previous year reflecting a healthy growth of approximately 21%. Profit
after tax also increased to Rs. 4233.29 lacs against that of Rs. 3542.45
lacs in previous year, registering a growth of 20 %.
Management of the Company under the direction of your Board of Director
continued to achieve the targets of cutting down the cost of operations
and bettering the efficiency by using better alternated resources/
means and methods of operation.
2 APPROPRIATIONS
Dividend
The Board of directors are pleased to recommend a Dividend of Rs. 1.50/-
per equity share (i.e. 15%) for the financial year ended 30th June,
2012. The total payout on account of the dividend including corporate
dividend tax will be Rs. 663.52 lacs.
Transfer to Reserves
The Company has transferred 600 Lacs (P.Y. Rs. 400 Lacs) in the General
Reserve during the financial year under review in pursuance to the
provisions of Companies (Transfer of profits to Reserves) Rules, 1975.
Transfer to Debt Redemption Reserve
The Company has transferred 500 Lacs in the Debt Redemption Reserve
during the financial year under review.
3 SUBSIDIARY COMPANY
The Company has Usher Eco Power Limited and Usher Worldwide FZE two
subsidiary Company. Usher Eco Power Limited is into Power Generation
Activity. The Company has commissioned the 16MW Rice husk based
Co-generation Eco friendly power plant at Chhata Dist-Mathura, U.P.
which is using Bio Mass i.e. rice husk as a fuel. This Power Plant is
eligible for CDM & REC benefits. The Company has commenced power
generation from 24th April, 2012 and will be able to commercially sell
power from October 2012. The subsidiary Company's financial statement
is attached to this annual financial report. Usher Worldwide FZE which
is registered in a Free Zone Establishment (FZE) in the Sharjah Airport
International Free Zone (SAIF Zone), United Arab Emirates has not yet
commenced its business. The Company has incorporated a Company in UAE
for the purpose of general trading in rice and other commodities. The
Company has given a sum of AED63090 (equivalent to Rs.. 9.53 lacs)
towards its incorporation expenses. Though the Company has been
incorporated on 03.06.2012, however operations have not been started
till the balance sheet date as there are further formalities to be
complied with.
4 STABILISATION OF NEW RICE MILLING CAPACITY AT CHHATA PLANT
In the previous year on 28th March, 2011 the Company commenced
commercial production of new rice milling capacity of Chhata plant with
capacity of 2,91,600 MTPA. After said expansion the total rice milling
capacity of the Chhata Plant is 4,86,000 MTPA and total rice milling
capacity of the Company is 5,43,600 MTPA. Out of the said total Rice
Milling Capacity and post expansion now the Company is having the
capacity to process and produce Par Boiled Rice 4,50,000 MTPA, which is
one of the largest in the country. This expansion project was one of
the largest and the fastest executed expansion project in the rice
milling industry at one single location in the country. In the current
financial year this expansion project has achieved stabilization and
expected to reach an optimum capacity utilization level in the current
year.
5. GRAIN STORAGE SILOS AT CHHATA PLANT
Storage of grains is considered to be the best in Silos from cost and
operational point of view. Along with the expansion of milling capacity
at Chhata your Company is also enhanced its storage capacity by putting
up Hopper Bottom Silos and Flat Bottom Silos besides your Company is
contemplating to enhance the more Silos storage capacity. The Silos
storage capacity post expansion stands to 32500MT. The significant
increase in the Silos facility will help in reducing the labour,
packing material cost in addition to savings in wastages.
6 ENTERING PULSES MARKET
Presently the Company has finalised plans to install capacity for
pulses and pulse flour milling at Chhata, Dist. Mathura, U.P. We are
planning to set up facilities for pulses processing and Besan Mill.
Financial closure at this project has already been achieved and land
has also been acquired.
7 BUSINESS EXPANSION, DEVELOPMENTS & FUTURE OUTLOOK
A) Rice fortification plant
Usher Agro Ltd has imported a rice fortification plant. The Company is
planning to sell the fortified rice to the mid-day meal projects of
Government of Andhra Pradesh and Orissa through Programme for
Appropriate Technology in Health (PATH). This project will be
supplementing the turnover of the Company. The new plant is expected to
commence its commercial production in October 2012. Usher Agro Ltd. is
also planning to further increase the production capacity of fortified
rice in the financial year 2013-2014. The Company also envisions
exporting fortified rice to other countries.
B) Venture into Silica
Usher Agro Ltd has commenced the construction activity of silica plant
at Chhata Mathura and is expected to complete the project in January
2013. The technology for the manufacturing of silica has been obtained
from IISC Bangalore, which is a patented technology and Usher Agro Ltd
will have the opportunity to do this novel project first time in the
world. On successful commissioning of the plant, the Company will be in
a position to supply eco friendly green silica at a competitive rate to
its customers.
C) Modernization and Capacity Expansion of Rice Milling facilities at
Buxar- Bihar
Rice Milling process and technology has seen good amount of progress
during the last five years, in keeping pace with the advancement in the
technology we are modernizing the existing rice milling facility at
Buxar and also adding additional capacity of 46,800 MTPA rice milling
facility at the same complex thereby making the total rice milling
capacity at Buxar to 93,600 MTPA.
D) Setting up of 1MW Captive Power Plant at Buxar- Bihar
With the above rice milling capacity expansion project at Buxar- Bihar
availability of rice husk, a bye- product of rice milling, will
increase. To take the advantage of the availability of bye product and
to be self reliant on the power front your Company has setup a
co-generation power plant of 1 MW at Buxar, Bihar for captive use. This
power plant will help to reduce the cost of operation with better
efficiencies and better efficient value added utilization of Bye
product.
E) Expansion of Wheat milling Capacity at Mathura
Currently we are having 75,000 MTPA wheat milling capacity at Mathura
and your Company is expanding its existing wheat milling capacity by
50,000 MTPA to make wheat milling capacity of 1,25,000 MTPA. This
capacity expansion will increase the existing wheat milling capacity by
more than 60% and also will strengthen overall commitment and vision of
Company to be a one stop basic food solution.
8 FOREIGN EXCHANGE EARNINGS
Your Company has entered in to export market very recently in January
2010. Since inception your Company has focused on the domestic market
and in future too our focus shall remain in that way. However with the
installation of one of the most modern plant at Chhata and also to
achieve progress in all markets, for the first time your Company has
entered the export market in January 2010 and within very short period
has been able to successfully tap the overseas market. Your directors
are pleased to report that our products are well accepted in the export
market and we are confident that in the coming years the export
earnings will see quantum jump thereby earning precious foreign
exchange for the country. In the current financial year under report
your Company has exported rice worth Rs. 9345.38 Lacs in compared to
previous year of Rs. 5952.84 lacs. Your Company is targeting mainly
Middle East and Gulf countries besides Affrican & Europian Countries
for the export of rice and wheat based products.
9 BOARD OF DIRECTORS
In accordance with the provisions of the Companies Act, 1956, Mr. Shri
Prakash Arora and Mr. Pemchand Tiwari, Directors retires by rotation at
the ensuing Annual General Meeting and being eligible offer themselves
for reappointment. Your Directors recommend their re-appointment.
10 AUDITORS AND AUDITORS REPORT
M/s Parekh Shah & Lodha, Chartered Accountants, Statutory Auditors of
the Company, hold office until the conclusion of the ensuing Annual
General Meeting and being eligible, have offered themselves for re-
appointment. The Company has received letter from them to the effect
that their re-appointment, if made, would be within the prescribed
limits under Section 224(1B) of the Companies Act, 1956 and that they
are not disqualified for re-appointment within the meaning of Section
226 of the said Act. The Board of Directors recommends their
re-appointment as Statutory Auditors.
The observations and comments given in the Auditors' Report read
together with notes to accounts are self-explanatory and do not call
for any further information and explanation under Section 217(3) of the
Companies Act, 1956.
11 DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors
report that
i) in the preparation of the Annual Accounts, the applicable accounting
standards have been followed and there are no material departures;
ii) 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 & fair view of the state of affairs of
the Company as at 30th June, 2012 and of the profit 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 provision of the
Companies Act, 1956 for safeguarding the assets of the Company and
preventing and detecting fraud and other irregularities;
iv) the annual accounts have been prepared on a going concern basis.
12 ENVIRONMENTAL PROTECTION & POLLUTION CONTROL
Your Company regards preservation of the environment as one of its
primary social responsibilities. Accordingly, the Company places great
emphasis on compliance with pollution control norms. Your Company is
having all the environment clearance from the appropriate authorities
for all the plant.
13 INSURANCE
All properties and insurable interests of the Company including
Building and Plant & Machinery have been adequately insured.
14 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO a Conservation of Energy & Technology Absorption
i. Energy Conservation Measures taken
The Company is aware about energy consumption and environmental issues
related with it and continuously making sincere efforts towards
conservation of energy. The maintenance of the Boiler and Electrical
Equipments is carried out regularly with optimum care with the help of
the technical professionals and modern equipments.
The Company is in fact engaged in the continuous process of further
energy conservation through improved operational and maintenance
practices.
Your Company is having a rice husk 1 MW co-generation captive power
plant at Mathura, which helped to save the cost of power consumption
and also generating power in eco friendly manner by supporting
environment.
ii. Additional Investments/Proposals, if any, being implemented for
reduction of consumption of energy
During the year, the Company has made substantial progress in
installing state of the art equipments. These equipments are highly
efficient and consume less energy with the increased productivity. With
the present resources, the Company had taken overall measures to reduce
the consumption of energy. This was rendered possible through proper
maintenance on regular intervals of Plant & Machinery and other
electrical installed in the manufacturing/processing unit of the
Company.
The Company has also implemented 'CONTINOUES PAR BOILING PROCESS PLANT'
which is imported technology from Thailand and implemented first time
in India. With the implementation of the said modern technology PAR
BOILING Plant the process to produce Par Boiling rice will reduce
significantly from 10-12 hours in case of conventional process to 5-6
hours which will provide better operational efficiency and substantial
saving in energy consumption.
We have also installed water treatment plant along with the said
continuous Par Boiling Plant to recycle and reuse the water consumed in
Par Boiling process. This will save water and also protect from
released from processed water.
At our chhata plant we have installed Husk fire furnace to generate hot
Air for drying the paddy. This furnace are patented and imported from
Thailand. With the help of this furnace drying process will have less
energy consumption as compared to traditional drying process which uses
steam as medium of heat for drying.
iii. Impact of i & ii above for reduction of energy consumption
With the use of husk based power plant the Company has captive power
which along with the energy conservation measures has resulted in
lesser energy consumption.
iv. Total Energy consumption and Energy consumption per unit of
production as per Form
The additional information as required under the provisions of Section
217(1)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given as Annexure-I to this report and forms part of it.
15 DEPOSITS
During the year, the Company did not accept any deposits from the
public within the meaning of section 58A of the Companies Act, 1956.
16 PARTICULARS OF EMPLOYEES
The Company has not paid any remuneration attracting the provisions of
section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of Employees) Rules, 1975. Hence no information is
required to be appended to this report in this regard.
17 HUMAN RESOURCE & INDUSTRIAL RELATIONS
Industrial relations were harmonious throughout the year. The Board
wishes to place on record their sincere appreciation for the
co-operation extended by all employees in maintaining cordial relations
and their commitment towards the growth of the Company.
18 SEBI REGULATION AND LISTING FEES
Your Company has complied with all the rules and regulations which are
stipulated on the corporate sectors time to time.
The Annual Listing Fees for the year under review has been paid to The
BSE Limited and The National Stock Exchange of India Limited where your
Company's shares are listed.
19 MANAGEMENT DISCUSSION AND ANALYSIS
A separate report on Management Discussion and Analysis is appended
herewith and forms a part of Directors' Report.
20 CORPORATE GOVERNANCE REPORT
The Company is committed to maintain the highest standards of corporate
governance. The directors adhere to the requirements set out by the
Securities Exchange Board of India's Corporate Governance Practice and
have implemented all the stipulations prescribed.
Pursuant to clause 49 of the Listing Agreement with Stock Exchanges, a
separate section titled 'Report on Corporate Governance' has been
included in this Annual Report along with the certificate on its
compliance.
21 SECRETARIAL AUDIT REPORT
Keeping with the high standards of corporate governance adopted by the
Company and also to ensure proper compliance with provisions of the
various applicable corporate laws, regulations and guidelines issued by
the securities exchange Board of India and other statutory authorities
your Company is taking care of all the statutory compliances and submit
its Secretarial Audit Report for all the quarters to the Stock
Exchange.
22 INTERNAL CONTROL SYSTEMS
The internal Control System is an essential element of the Corporate
Governance and plays key role in identifying, minimizing and managing
risks that are significant for the Company, contributing to the
safeguarding of stakeholders investments and the Company's assets.
The Company's internal control procedures are tailored to match the
organization's pace of growth and increasing complexity of operations.
The adequacy and effectiveness of internal controls are monitored
regularly by the Internal Auditors and the audit observations are
reported and discussed by the senior management and the operations
teams.
23 CONSOLIDATED FINANCIAL STATEMENTS
As per AS 21 the Consolidated Financial Statement along with the notes
to accounts are enclosed with this report.
24 ACKNOWLEDGEMENT
Your Directors express their sincere gratitude for the continued
support and guidance received by the Company from the various State and
Central Government Authorities and other regulatory agencies.
Your Directors would like to acknowledge the continued support and
co-operation extended by Financial Institution, Banks, Government
Departments, Vendors, Contractors, Distributors, Dealers and valued
customers and employees, who have contributed in the success of your
Company
For and on Behalf of the Board
Place : Mumbai Vinod Kumar Chaturvedi
Date : 29th August, 2012 Managing Director
Jun 30, 2010
The Directors take pleasure in presenting Fourteenth Annual Report
together with Audited Statement of Accounts for the year ended 30th
June, 2010.
1. FINANCIAL RESULTS
(Rs. in lacs)
Particulars 2009-10 2008-09
Sales & Other Income 34267.38 20948.91
Profit before Financial Charges
& Depreciation 4853.49 2741.79
Less: Financial Charges 1406.73 537.15
Cash Profit for the year 3446.75 2204.64
Less: Depreciation 534.71 232.51
Profit before Tax 2912.04 1972.13
Less: Provision for Tax including
Fringe Benefit Tax 425.90 219.77
Less: Provision for Deferred tax 134.32 258.58
Less: Short Provision for tax of
earlier years. (0.80) 9.13
Profit after Tax 2352.63 1484.65
Balance brought forward from
Previous Year 2816.29 1656.02
Balance available for Appropriation 5168.92 3140.67
Appropriations:
Proposed Dividend 222.62 106.31
Corporate Dividend Tax 37.83 18.06
Transferred to General Reserve 200.00 200.00
Earning per Share (EPS) 10.91 7.26
Balance carried to Balance Sheet 4708.47 2816.29
During the year your Company started utilizing the expanded capacity of
rice milling setup in the previous year and as a result of which your
company achieved a remarkable growth in the operations during the
current financial year. The enhancement of production capacities and
consolidation of processes and systems derived the synergies and
optimized the use of available resources.
During the year under review, the sales and other income of your
Company have increased to Rs 34267.38 Lacs from Rs 20948.91 lacs in the
previous year, recording a growth of over 64% The Companys Profit
before depreciation and tax increased to Rs 3446.75 Lacs from Rs 2204.64
Lacs in the previous year reflecting a healthy growth of approximately
56%. Profit after tax also increased to Rs 2352.63 Lacs against Rs
1484.65 Lacs in previous year, registering a growth of over 58 %.
Management of the Company under the direction of your Board of Director
continued to achieve the targets of cutting down the cost of operations
and bettering the efficiency by using better alternated resources/means
and methods of operation.
2. APPROPRIATIONS
DIVIDEND
The Board of directors of the Company in their meeting held on 14th
April, 2010, recommended an Interim Dividend ofRs 1.00 per equity share
fully paid up which is considered as final dividend for the financial
year ended 30" June, 2010. The total payout on account of the dividend
including corporate dividend tax will be Rs 260.46 Lacs.
TRANSFER TO RESERVES
The Company has transferred Rs 200 Lacs (P.Y. Rs 200 Lacs) in the General
Reserve during the financial year under review in pursuance to the
provisions of companies (Transfer of profits to Reserves) Rules, 1975.
3. SUBSIDIARY COMPANY
As on date of this report, the company has one subsidiary company
namely Usher Eco Power Limited as a result of allotment of 91,70,000
equity shares ofRs 10 each fully paid up allotted to the company on 22nd
August, 2010 by Usher Eco Power Limited. After the said allotment the
company holds 70.18% stake in Usher Eco Power Limited. Since Usher Eco
Power Limited has become subsidiary of the company after the balance
sheet date hence preparation of the consolidated financial statement as
prescribed in AS-21 is not required.
4. CHANGES IN SHARE CAPITAL
On 15th December 2009 the company has issued 60,00,000 warrants on
preferential basis to the promoters and others to raise Rs 2,460 lacs
through preferential allotment.
The above preferential issue has been done interalia to partly fund the
ongoing rice milling capacity expansion project of the company at
Chhata, U.P. and investment in group /associate companies.
On 10th March, 2010, out of said warrants 10,00,000 warrants were
converted into 10,00,000 equity shares of Rs 10 each fully paid up and
the said shares are now listed with The Bombay Stock Exchange Limited
and The National Stock Exchange of India Limited.
5. LISTING OF EQUITY SHARES WITH THE NATIONAL STOCK EXCHANGE .OF
(INDIA) LIMITED
Your companys equity shares are now also listed with the National
Stock Exchange of India Limited with the symbol USHERAGRO w.e.f.
30,th July, 2010.
6. BUSINESS EXPANSION, DEVELOPMENTS & FUTURE OUTLOOK
A. Capacity Expansion of Chhata Rice Mill
Looking into the promising future of the food processing industry in
general and basic food segment i.e Rice, Wheat, and Pulse milling in
particular, your company is enhancing its existing rice milling
capacity of Chhata Plant by more than 100%. At present your Chhata rice
milling plant is having capacity of 1,94,400 MTPA and with expansion of
2,91,600 MTPA your Chhata rice milling capacity will be 4,86,000 MTPA
and total rice milling capacity will be 5,43,600 MTPA.
Post expansion your company will emerge amongst the top five rice
millers of the country on overall milling basis and will have the
largest Par-Boiled Rice Milling capacity in the country.
B. Modernization and Capacity Expansion of Buxar Rice Mill
Rice Milling process and technology has seen good amount of progress
during the last five years, in keeping pace with the advancement in the
technology we are modernizing the existing facility of rice milling at
Buxar and also adding additional capacity 50000 MTPA thereby making the
total capacity at Buxar to 96800 MTPA.
C. Setting up of 1MW Captive Power Plant at Buxar- Bihar
With the expansion of the capacity of rice milling at Buxar
availability of husk ,a bye-product of rice milling, will increase. To
take advantage of the of bye product and to be self reliant on the
power front your company is planning to setup a co- generation power
plant of 1 MW at Buxar, Bihar for captive use. This power plant will
help to reduce the cost of operation and increase the production with
better capacity utilisation.
D. Setting up of grain storage Silos at Chhata Plant
Storage of Grains is considered to be the best in Silos from cost and
operational point of view. Presently we are having Hopper Bottom Silos
(Storage Vessel) having storage capacity of 2500 MT at Chhata plant.
Along with the expansion of milling capacity at Chhata your company is
also enhancing its storage capacity by putting up Hopper Bottom Silos
of 2500 MT and Flat Bottom Silos of 30000MT. Besides, your company is
contemplating to enhance the Silos storage capacity to 75000 MT. The
Silos facility so created will help in reducing the labour, packing
material cost in addition to savings in wastages.
E. Expansion of Wheat milling Capacity at Mathura
Currently we are having 75000 MTPA wheat milling capacity plant at
Mathura and your company is planning to expand its existing wheat
milling capacity from 75000 to 125000 MTPA. This capacity expansion
will increase the existing wheat milling capacity by more than 60% from
its existing capacity.
7. FOREIGN EXCHANGE EARNINGS
Right from its inception your company has been focused on the domestic
market and in future too our focus shall remain that way. However with
the installation of one of the most modern plant at Chhata, for the
first time your company has entered the export market in January 2010
and in very short period of six month has been able to successfully tap
the overseas market. Your directors are pleased to report that our
products are well accepted in the export market and we are confident
that in the coming years the export earnings will see quantum jump
thereby earning precious foreign exchange for the country. For the year
under report your company has exported rice worth Rs 1948.36 lacs on FOB
basis. Your company is targeting mainly Middle East and Gulf countries
for the export of rice and wheat based products.
8. BOARD OF DIRECTORS
The Board of Directors of the Company comprises of qualified
individuals possessing the skills, experience and expertise necessary
to guide the Company. They have contributed immensely for the growth of
the Company.
Mr. A.P. Arora and Mr. S.P. Arora, Directors of the Company who retires
by rotation in accordance with the provisions of the Articles of
Association of the Company and being eligible offer themselves for
reappointment.
9. AUDITORS
M/s Parekh Shah & Lodha, Chartered Accountants, have expressed their
consent for the re-appointment as Statutory Auditors from the
conclusion of ensuing Annual General Meeting of the Company and have
confirmed that the appointment, if made, will be in accordance with the
limits specified under section 224(1B) of the Companies Act, 1956.
10. AUDITORS REPORT
The observations, if any, made by the Statutory Auditors in the
Auditors Report are self-explanatory and do not require any further
clarification.
11. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA)ofthe Companies Act, 1956, your Directors
report that
i) in the preparation of the Annual Accounts, the applicable accounting
standards have been followed and there are no material departures; ii)
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 & fair view of the state of affairs of the
Company as at 30th June, 2010 and of the profit 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 provision of the
Companies Act, 1956 for safeguarding the assets of the Company and
preventing and detecting fraud and other irregularities;
iv) the annual accounts have been prepared on a going concern basis.
12. ENVIRONMENTAL PROTECTION AND POLLUTION CONTROL
Your Company regards preservation of the environment as one of its
primary social responsibilities. Accordingly, the Company places great
emphasis on compliance with pollution control norms. Your company is
having all the environment clearance from the appropriate authorities
for all the plants.
13. INSURANCE
All properties and insurable interests of the Company including
Building and Plant & Machineries and inventories have been adequately
insured.
14. CONSERVATION OF ENERGY, TECHNOLOGY
a. Conservation of Energy & Technology Absorption:
i. Energy Conservation Measures taken:
The Company is aware about energy consumption and environmental issues
related with it and continuously making sincere efforts towards
conservation of energy. The maintenance of the Boiler and Electrical
Equipments is carried out regularly with optimum care with the help of
the technical professionals and modern equipments.
The Company is in fact engaged in the continuous process of further
energy conservation through improved operational and maintenance
practices.
Your company is having a rice bio-mass fired 1MW co-generation captive
power plant at Mathura, which helped to save the cost of power
consumption.
ii. Additional Investments/Proposals, if any, being implemented for
reduction of consumption of energy
During the year, the company has made substantial progress in
installing state of the art equipments. These equipments are highly
efficient and consume less energy with the increased productivity. With
the present resources, the Company had taken overall measures to reduce
the consumption of energy. This was rendered possible through proper
maintenance on regular intervals of Plant & Machinery and other
electrical installed in the manufacturing/processing unit of the
Company.
iii. Impact of and II above for reduction of energy consumption
With the use of husk based power plant the company has captive power
which along with the energy conservation measures has resulted in
lesser energy consumption.
iv. Total Energy consumption and Energy consumption per unit of
production as per FormA
The additional information as required underthe provisions of Section
217(l)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given as Annexure-I to this report and forms part of it.
15. DEPOSITS
During the year, the Company did not accept any deposits from the
public within the meaning of section 58A of the Companies Act, 1956.
16. PARTICULARS OF EMPLOYEES
The Company has not paid any remuneration attracting the provisions of
section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of Employees) Rules, 1975. Hence no information is
required to be appended to this report in this regard.
17. HUMAN RESOURCE AND INDUSTRIAL RELATIONS
Industrial relations were harmonious throughout the year. The Board
wishes to place on record their sincere appreciation to the co-
operation extended by all employees in maintaining cordial relations.
18. SEB1 REGULATION AND LISTING FEES
Your company has complied all the rules and regulations which are
stipulated on the corporate sectors time to time.
The Annual Listing Fees for the year under review has been paid to The
Bombay Stock Exchange, Mumbai and The National Stock Exchange of India
Limited, Mumbai where your companys shares are listed.
19. MANAGEMENT DISCUSSION AND ANALYSIS
A separate report on Management Discussion and Analysis is appended
herewith and forms a part of Directors Report.
20. CORPORATE GOVERNANCE REPORT
The Company is committed to maintain the highest standards of corporate
governance. The directors adhere to the requirements set out by the
Securities Exchange Board of Indias Corporate Governance Practice and
have implemented all the stipulations prescribed. Pursuant to clause
49 of the Listing Agreement with Stock Exchanges, a separate section
titled Report on Corporate Governance has been included in this
Annual Report along with the certificate on its compliance.
21. SECRETARIAL AUDIT REPORT
Keeping with the high standards of corporate governance adopted by the
Company and also to ensure proper compliance with provisions of the
various applicable corporate laws, regulations and guidelines issued by
the securities exchange Board of India and other statutory authorities
your company is taking care of all the statutory compliances and submit
its Secretarial Audit Report for all the quarters to the Stock
Exchange.
22. INTERNAL CONTROL SYSTEMS
The internal Control System is an essential element of the Corporate
Governance and plays key role in identifying, minimizing and managing
risks that are significant for the Company, contributing to the
safeguarding of stakeholders investments and the Companys assets.
The Companys internal control procedures are tailored to match the
organizations pace of growth and increasing complexity of operations.
The adequacy and effectiveness of internal controls are monitored
regularly by the Internal Auditors and the audit observations are
reported and discussed by the senior management and the operations
teams.
23. ACKNOWLEGEMENT
Your Directors express their sincere gratitude for the continued
support and guidance received by the Company from the various State and
Central Government Authorities and other regulatory agencies.
Your Directors would like to acknowledge the continued support and
co-operation extended by Financial Institution, Banks, Government
Departments, Vendors, Contractors, Distributors, Dealers and valued
customers and employees, who have contributed in the success of your
Company.
For and on Behalf Of The Board
Place : Mumbai V. K. Chaturvedi
Date : 30th August, 2010 Managing Director
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article
More Information on Usher Agro Ltd.
-
Usher Agro Ltd. Tools
- Bulk Deals
- Block Deals
-
Usher Agro Ltd. Company Details
- Company Profile
- Company History
- Management Team
- Capital Structure
- Product Mix
- Banker/Auditor/Registrar
-
Company History
- BSE Price History
- NSE Price History
-
Usher Agro Ltd. Key Financial Ratios
- Ratios
-
Usher Agro Ltd. Results
- Quarterly Results
- Half Yearly Results
- Nine Months Results
- Annual Results
-
Usher Agro Ltd. Financial Data
- Audited Results
- Cash Flow
- Balance Sheet
-
Usher Agro Ltd. Reports
- Accounting Policies
- Auditors Report
- Directors Report
- Notes To Account
-
Usher Agro Ltd. Corporate Announcements
- Book Closure
- Dividend
- Board Meetings
