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Directors Report of Vasundhara Rasayans Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the 27th Annual Report and Audited Accounts of your Company for the year ended 31st March, 2014.

1. YOUR COMPANY''S SUMMARISED FINANCIAL RESULTS ARE AS UNDER:

(Rupees in thousands) CURRENT YEAR PREVIOUS YEAR ENDED 31.03.2014 ENDED 31.03.2013

Turnover 208586314 186373974

Other Income 1434240 2424812

Profit/(Loss) before

exceptional, items & taxation 21376075 8255308

Profit/(Loss) before taxation 21366400 8241414

Provision for Taxation Net Profit after Taxation 14087596 4807745



2. OPERATIONS

During the year under review the turnover of the Company Rs.20.85 Crores in comparison to the previous year''s figure at Rs.18.63 Crores.

The company has achieved net profit after tax which is reported at Rs.140.87 lacs in comparison to profit of Rs.48.07 lacs in the previous year. The company has been trying hard to reduce the interest and other costs and to get more profits. In future after adopting all cost cutting measures and by improving its overall sales the company is hopeful of performing much better and improves its profitability accordingly.

3. DIVIDEND

Your Directors are proposing 5% dividend during the year.

4. FINANCIAL ACTIVITIES

Even though the company needs more working capital to meet with the production and supply against orders in hand, the company is managing with its present level of working capital facilities.

5. DIRECTORS

In accordance with the provision of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company Dr. Parag Ashok Sharma, Director, retires by rotation at the ensuing Annual General Meeting of your Company and being eligible, offers himself for re-appointment. The board has revised the remuneration payable to Sri Rajesh Pokerna. w.e.f. for 1-4-2014.

6. AUDITORS

M/s Agarwal Gupta Nokari & Rustagi Associates, Chartered Accountants, Auditors of the Company hold office till the conclusion of the ensuing Annual General Meeting. The Auditors have furnished a certificate, under section 224(1) of the Companies Act, 1956, of their eligibility for reappointment, therefore Your Directors recommend M/s Agarwal Gupta Nokari & Rustagi Associates, Chartered Accountants for appointment as your Company''s Statutory Auditors from the conclusion of this Annual General Meeting till the conclusion of the next

Annual General Meeting.

7. CORPORATE GOVERNANCE

Your Company is committed to business integrity, high ethical values and professionalism in all its activities. As an essential part of this commitment, the Board of Directors support high standards in corporate governance. A separate report on Corporate Governance along with the certificate of the Auditors, M/s Agarwal, Gupta, Nokari & Rustagi Associates, confirming compliance of the conditions of corporate governance, as stipulated under clause 49 of Listing Agreements entered into with the Stock Exchanges is annexed.

8. DEPOSITS

During the year under review, your Company has not accepted any deposits.

9. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EARNINGS AND OUTGO

Additional information on conservation of Energy, Technology absorption and foreign exchange earnings and outgo as required to be disclosed in terms of Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 is set out in Annexure and forms part of this report.

10. PARTICULARS OF EMPLOYEES

None of the employees is drawing remuneration in excess of the ceiling laid down under the provision of Section 217 (2) (A) of the Companies Act, 1956 as amended read with the Companies (particulars of Employees) Rules, 1975.

11. DIRECTORS RESPONSIBILITY STATEMENT

In compliance of recently introduced Section 217 (2AA) in the Companies Act, 1956, your Directors state that:

i) That in the preparation of the Annual Accounts, the applicable accounting standards have been followed and there has been no material departure;

ii) That the selected accounting policies were applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state-of-affairs of the Company as at 31st March, 2014 and of the profit of the Company for the year ended on that date;

iii) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safe guarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Annual Accounts have been prepared on a going concern basis.

12. ACKNOWLEDGEMENTS

The Directors wish to place on record their sincere thanks and gratitude to the State Bank of India for their continued assistance and co-operation, and the customers for their continued support and patronage.

REGISTERED OFFICE BY ORDER OF THE BOARD OF DIRECTORS Shed No.42, Phase II, IDA, Mallapur, Hyderabad - 500 076, Telangana State. Sd/- Sd/- (PRAKASH CHAND JAIN) (RAJESH POKERNA) MANAGING DIRECTOR WHOLE TIME DIRECTOR

Dated this 22nd Day of August, 2014


Mar 31, 2013

Dear Members,

The Directors have pleasure in presenting the 26th Annual Report and Audited Accounts of your Company for the year ended 31 st March, 2013.

1. YOUR COMPANY''S SUMMARISED FINANCIAL RESULTS ARE AS UNDER: ¦

(in Rupees) CURRENT YEAR PREVIOUS YEAR ENDED 31.03.2013 ENDED 31.03.2012

Turn over 186373974 202010833

Other Income 2287577 7864025

Profit/(Loss) before exceptional, items & taxation 8118073 6480690

Profit/(Loss) before txation 8241414 6440462

Net Profit after Taxation 4807745 4437930



2. OPERATIONS

During the year under review the turnover of the Company Rs.18.63 Crores in comparison to the previous year''s figure at Rs.20.20 Crores.

The company has achieved net profit after tax which is reported at Rs 48 07 lacs in comparison to profit of Rs.44.37 lacs in the previous year. The company has been trying hard to reduce the interest and other costs and to get more profits in future after adopting all cost cutting measures and by improving its overall sates the company is hopefui of performing much better and improves its profitability accordingly. J

3. DIVIDEND

Your Directors are proposing 5% dividend during the year.

4. FINANCIAL ACTIVITIES

Even though the company needs more working capital to meet with the production and supply against orders in hand, the company is managing with its present level of working capital facilities.

5. DIRECTORS

In accordance with the provision of the Companies Act, 1956 and the Articles of Association of the Company Shri Rajiv Pritidas Kakodkar, Director retires by rotation at the ensuing Annual General Meeting of your Company and being eligible offers himself for re-appointment The reappointment and revision of remuneration of Shri Sunil Kumar Jain, Whole Time Director, Shri Rajesh Pokerna, Whole Time Director, Shri Sanjay Kumar Jain, Executive Director is put for ratification and approval of the Shareholders of the Company. Further revision of Remuneration of Shri Prakash Chand Jain, Managing Director of our Company is also put for ratification and approval of the Shareholders of the Company.

6. AUDITORS

M/s Agarwai Gupta Nokari & Rustagi Associates, Chartered Accountants, Auditors of the Company hold office till the conclusion of the ensuing Annual General Meeting. The Aud iters have furnished a certificate, under section 224(1) of the Compan ies Act, 1956, of their eligibility for reappointment, therefore Your Directors recommend M/s Agarwai Gupta Nokari & Rustagi Associates, Chartered Accountants for appointment as your Company''s Statutory Auditors from the conclusion of this Annual General Meeting till the conclusion of the next Annual Genera! Meeting.

7. CORPORATE GOVERNANCE

Your Company is committed to business integrity, high ethical values and professionalism in all its activities. As an essentia! part of this commitment, the Board of Directors support high standards in corporate governance, A separate report on Corporate Governance along with the certificate of the Auditors, M/s Agarwai, Gupta, Nokari & Rustagi Associates, confirming compliance of the conditions of corporate governance, as stipulated under clause 49 of Listing Agreements entered into with the Stock Exchanges is annexed.

8. DEPOSITS

During the year under review, your Company has not accepted any deposits.

9. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EARNINGS AND OUTGO

Additional information on conservation of Energy, Technology absorption and foreign exchange earnings and outgo as required to be disclosed in terms of Section 217(1 ){e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 is set out in Annexure and forms part of this report.

10. PARTICULARS OF EMPLOYEES

None of the employees is drawing remuneration in excess of the ceiling laid down underthe prevision of Section 217 (2) (A) of the Companies Act, 1956 as amended reaa with the Companies (particulars of Employees) Rules, 1975.

11. DIRECTORS RESPONSIBILITY STATEMENT

lr"compliance of recently introduced Section 217 (2AA) in the Companies Act 1956, your Directors state that;

i) That in the preparation of the Annual Accounts, the applicable accounting standards have been followed and there has been no material departure;

ii) That the selected accounting policies were applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fai r view oft he state-of-affairs of the Company as at 31st March, 2013 and of the profit of the Company for the year ended on that date;

iii) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 1956 for safe guarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Annual Accounts have been prepared on a going concern basis.

12. ACKNOWLEDGEMENTS

The Directors wish to place on record their sincere thanks and gratitude to the btate Bank of India for their continued assistance and co-operation and the customers for their contin ued support and patronage.

REGISTERED OFFICE BY 0RDER OF THE B0ARD 0F DIRECTORS Shed No,42, Phase II, IDA, Mallapur, Hyderabad - 500 076, Andhra Pradesh. (PRAKASH CHAND JAJN) (RAJESH POKERNA) MANAGING DIRECTOR WHOLE TIME DIRECTOR

Dated this 241h Day of August, 2013

 
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