Mar 31, 2023
DIRECTORS REPORT
To
The Members,
The Board hereby presents the 43rd Annual Report along with Audited Statements of Accounts for the
Financial Year ended March 31, 2023.
FINANCIAL SUMMARY
Particulars |
Amount In Lakhs |
|
2022-23 |
2021-22 |
|
Income: |
||
Revenue from operations |
642.67 |
521.83 |
Other Income |
184.38 |
185.39 |
Total Revenue (I) |
827.05 |
707.22 |
Expenses: |
||
Cost of Goods Sold |
360.40 |
361.12 |
Employee benefit expense |
53.50 |
52.87 |
Other expenses |
210.70 |
117.57 |
Total (II) |
624.60 |
531.56 |
Earning/(loss) before interest, tax, depreciation and amortization |
202.45 |
175.66 |
Depreciation and amortization expense |
75.89 |
99.60 |
Finance cost |
0.06 |
0.07 |
Profit for the year |
126.50 |
75.99 |
Exceptional items |
145.74 |
0.00 |
Profit before tax |
(19.24) |
75.99 |
Current tax |
22.75 |
12.00 |
Deferred tax |
(47.33) |
(15.71) |
Profit after tax |
5.34 |
79.70 |
Total comprehensive income for the year |
2.28 |
83.29 |
Net Worth |
6368.53 |
6363.19 |
In view of further expansion, directors do not recommend any dividend on equity shares for the year
ended on 31st March, 2023.
The closing balance of the retained earnings of the Company for Financial year 2022-2023, after all
appropriation and adjustments was Rs. 2.28 Lakhs.
The main operations of the Company is to create infrastructure development facilities for the installation
of Wind Turbine Generator. As one of the pioneer in the field of renewable energy, Company is very well
positioned to take advantage of ever increasing demand for the renewable energy resources. In view of
this development, your Directors are hopeful to achieve better results in the coming years.
As per SEBI Listing Regulations, corporate governance report with auditors'' certificate thereon and
management discussion and analysis are attached, which form part of this report.
The turnover of the Company for the year under review is Rs. 642.67 Lakhs as against Rs. 521.83 Lakhs in
the previous year. Your Directors are hopeful to improve & increase the growth rate in turnover and
profitability in current year.
Net Profit before tax for the year under review is Rs. -19.24 Lakhs as against Rs. 75.99 Lakhs in the
previous year. Net Profit after tax is at Rs. 5.34 Lakhs as against Rs. 79.70 Lakhs in the previous year.
Technological advancements and supportive policy measures have the ability to dramatically increase the
future of wind energy development in our nation and our world. Wind power has the unique ability to
provide even greater sources of distributed energy production, which means less risk and a stronger
energy portfolio. Our Policy framework in wind energy generation is extremely investor-friendly and an
attractive tariff and regulatory regime provide a strong foundation for the growth of the sector.
The Company has in place adequate internal financial controls with reference to financial statements.
During the year, such controls were tested and no reportable material weakness in the design or
operation was observed.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the year under review, there has been no change in the management of the Company. The
Company has received declarations from all the Independent Directors of the Company confirming that
they meet the criteria of independence as prescribed under the Companies Act, 2013 and the Listing
Agreement.
Pursuant to the provisions of the Companies Act, 2013 and the Listing Agreement, the Board has carried
out an annual performance evaluation of its own performance, and of the directors individually, as well
as the evaluation of its compliance committees. The manner in which the evaluation has been carried out
has been explained in detail in the Corporate Governance Report, which forms part of this Annual
Report.
The following policies of the Company are annexed to this report:
1) Policy for selection of Directors and determining Directors independence (Annexure I); and
2) Remuneration Policy for Directors, Key Managerial Personnel and other employees (Annexure II).
SUBSIDIARIES, TOINT VENTURES AND ASSOCIATE COMPANIES
No company has become or ceased to be a subsidiary, joint venture or associate during the financial year
2022-23.
DIRECTORS'' RESPONSIBILITY STATEMENT
Your Directors state that:
a) In the preparation of the annual accounts for the year ended March 31, 2023, the applicable
accounting standards have been followed along with proper explanation relating to material
departures;
b) They have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of
the Company as at March 31, 2023 and of the Profit and Loss of the Company for the year ended on
that date;
c) They have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
d) They have prepared the annual accounts on a going concern basis;
e) They have laid down internal financial controls to be followed by the company and that such
internal financial controls are adequate and are operating effectively; and
f) They have devised proper systems to ensure compliance with the provisions of all applicable laws
and that such systems are adequate and operating effectively.
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All contracts / arrangements / transactions entered by the Company during the financial year with
related parties were in the ordinary course of business and on an arm''s length basis. Directors draw
attention of the members to note no. 37 to the financial statement which sets out related party disclosures.
Board of Directors have appointed M/s. Jayesh R. Shah & Co., Chartered Accountants in the Annual
General Meeting held on September 30, 2022 for a period of five years to hold office till the conclusion of
the 47th Annual General Meeting of the Company. They have confirmed their eligibility and they are not
disqualified for appointment.
The Notes on financial statement referred to in the Auditors'' Report are self-explanatory and do not call
for any further comments. The Auditors'' Report does not contain any qualification, reservation or
adverse remark.
The Board has appointed M/s. Nidhi Shah & Associates, Practicing Company Secretaries, to conduct
Secretarial Audit for the financial year 2022-23. The Secretarial Audit Report for the financial year ended
March 31, 2023 is annexed herewith marked as Annexure III to this Report. The Secretarial Audit Report
does not contain any qualification, reservation or adverse remark.
The Audit Committee comprises of three Independent Directors namely Mr. Chetan H. Mehta
(Chairman), Mr. Mitesh J. Kuvadia (Member) and Mr. Bhavin S. Shah (Member). All the
recommendations made by the Audit Committee were accepted by the Board.
The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in terms of the
Listing Agreement, comprises of senior executives of the Company. Protected disclosures can be made by
a whistle blower through an e-mail, or dedicated telephone line or a letter to the Chairman of the Audit
Committee.
Meetings of the Board
Six meetings of the Board of Directors were held during the year. For details of the meetings of the board,
please refer to the corporate governance report, which forms part of this report.
Particulars of Loans given, Investments made, Guarantees given and Securities provided
Particulars of loans given, investments made, guarantees given and securities provided are provided in
the notes to the Financial Statements.
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
As required under Section 134(3)(m) of the Companies Act, 2013 read with rule 8 of Companies
(Accounts) Rules, 2014, details of conservation of energy, technology absorption, foreign exchange
earnings and outgo are as follows:
Energy conservation is an area of priority and the Company has made all efforts to ensure continuous
monitoring and improvement in energy consumption in all its offices.
Being in the business of providing clean energy, the Company is constantly looking at innovation and
technology absorption to increase production efficiency in its business.
(C) Foreign Exchange Earnings and Outgo:
During the current period, there was no Foreign Exchange Earning. Also, the Company has not incurred
any expenditure towards Foreign Exchange during this period.
Extract of Annual Return of the Company is annexed herewith marked as Annexure IV to this Report.
Particulars of Employees and related disclosures
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act
read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 is annexed herewith marked as Annexure V to this Report.
No disclosure or reporting is required in terms of the provisions of Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, as there are no employees drawing remuneration in excess of the limits set out in the said rules.
Corporate Social Responsibility
The Company is not required to constitute Corporate Social Responsibility Committee in terms of the
provisions of Section 135 of the Companies Act, 2013.
Material changes and commitments affecting financial position between the end of the financial year
and date of the report
There has been no material changes and commitment affecting the financial position of the Company
which have occurred between the end of the financial year of the Company to which the financial
statements relate and the date of the report.
Your Directors state that no disclosure or reporting is required in respect of the following items as there
were no transactions on these items during the year under review:
1. Details relating to deposits covered under Chapter V of the Act.
2. Issue of equity shares with differential rights as to dividend, voting or otherwise.
3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.
4. Neither the Managing Director nor the Whole-time Directors of the Company receive any
remuneration or commission from any of its subsidiaries.
No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the
going concern status and Company''s operations in future.
Your Directors further state that during the year under review, there were no cases filed pursuant to the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Your Directors would like to express their sincere appreciation for the assistance and co-operation
received from the financial institutions, banks, government authorities and members during the year
under review. Your Directors also wish to place on record their deep sense of appreciation for the
committed services by the Company''s executives, staff and workers.
By Order of the Board of Directors
For Veer Energy & Infrastructure LimitedSd/- Sd/-
Yogesh M. Shah Bhavin S. Shah
Place: Mumbai Chairman & Managing Director Director
Date: 14th August, 2023 DIN: 00169189 DIN: 03129574
Mar 31, 2014
Dear Members,
The Directors have pleasure in presenting their 34th Annual Report of
the Company for the year ended 31st March, 2014.
FINANCIAL RESULT
PARTICULARS AS ON 31/03/2014 AS ON 31/03/2013
(AMOUNT. IN Â000Â) (AMOUNT. IN Â000Â)
Total Income (A) 6,60,063 8,18,765
Net Profit/ (loss) before
tax (B) 30,152 72,502
Less: Provision for Taxation 6,457 14,203
Prior year adjustments 529 878
(B -C) 23,166 57,421
Add: Profit/(Loss) Brought
forward from Last Year 1,46,534 94,074
1,69,700 1,51,494
Less: Appropriation - -
Transfer to General Reserve
Proposed Dividend & Tax 4,993 4,960
Balance carried to
Balance Sheet 1,64,707 1,46,534
DIVIDEND
Your Directors are pleased to recommend a dividend @ 6 Paise on Equity
Share of Re.1/- each for the year ended 31st March, 2014, subject to
approval of Members of the Company at the ensuing Annual General
Meeting.
OPERATIONS
The main Business of the Company is to create infrastructure
development facilities for the installation of Wind Turbine Generator.
As one of the pioneer in this field, Your Company is very well
positioned to take advantage of ever increasing demand for the
renewable energy resources. In view of this development, Your Directors
are hopeful to achieve better results in the coming years. Your
Directors are also exploring the possibilities of starting operations
in the state of Maharashtra, Gujarat and Rajasthan. During the current
year, the company has commissioned 20.00 MW in Rajasthan. Total MW
commissioned till date is 79.50 MW out of 79.5MW of total order in
Rajasthan by March 2014. Whilst in Gujarat Site 8.5 MW has been
commissioned. After great successful journey in Renewable Energy
Projects Company have boosted it''s confident to enter in sector of
Engineering and started its operations.
CORPORATE GOVERNANCE
Your Company has complied with the mandatory requirements of clause 49
of the listing agreement entered into with the Stock Exchange regarding
the Corporate Governance for the Financial Year 2013- 2014. The
compliance report along with Auditors Certificate is provided in the
Corporate Governance Report annexed to this report.
PERFORMANCE
The turnover of the Company for the year under review is Rs. 65.95
Crores as against Rs. 81.24 Crores in the previous year which is due to
change in Government Policy, your Directors are hopeful to improve the
growth rate in turnover and profitability in current year.
Net Profit before tax for the year under review is Rs. 3.02 Crores as
against Rs. 7.25 Crores in the previous year. Net Profit after tax and
other provisions is higher at Rs. 2.37 Crores as against Rs. 5.83
Crores in the previous year.
FUTURE PROSPECTS
India is one of the developing countries, and the scope for improvement
in India''s energy system is vast. India has the 5th largest power
generation portfolio worldwide. Coal and gas are the popular sources
and account for 58% and 9% share, respectively. The country has been
rapidly adding capacity over the last few years with total installed
power capacity growing to 223 GW in FY13 from 98 GW in FY 98. The
country transitioned from being the world''s 7th largest energy consumer
in 2000 to the 4th largest one within a decade. Economic growth and
increasing prosperity, coupled with factors such as growing rate of
urbanization, rising per capita energy consumption and widening access
to energy in the country, are likely to push energy demand further in
the country. The sector enjoys favourable regulatory policies,
especially in the generation segment. The government has permitted
100% FDI, with no added requirement of procuring license to set up a
power plant.
Wind Energy is where India competes globally in manufacturing and
deployment in the present scenario. Wind has emerged as the most
promising renewable energy source in India. As of March 2013, the
country had an installed wind capacity of 19.1 GW, making it the
world''s 5th largest wind energy producer. The Center for Wind Energy
Technology (C-WET) has revised the estimated on-shore wind energy
potential of the country from 49.1 GW (at 50 meter hub-height) to 102.8
GW (at 80 meter hub- height). While the estimated potential is
concentrated in Gujarat, wind power installations are led by Tamil
Nadu, followed by Gujarat and Maharashtra.
Today, it is well known fact that the people of Gujarat are the
happiest when it comes to electricity. Anyone visiting Gujarat
appreciates the stark difference in the quality of the electricity
supply between Gujarat and rest of the country.
Gujarat has the benefit of plenty of land available for wind power
generation mainly in the Kutch region. Industry experts said wind
velocity in the range of 6-7 meters per second is best suitable for the
wind power generation. This is available in Gujarat due to winds
blowing from Arabian Sea and in desert area of Kutch.
PUBLIC DEPOSITS
The Company has not accepted any deposits from public during the year
ended on 31st March 2014, in terms of the provisions of Section 58 A of
the Companies Act, 1956.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standard AS-21 on Consolidated
Financial Statements read with Accounting Standard AS-23 on Accounting
for Investments in Associates and AS-27 on Financial Reporting of
Interest in Subsidiaries, the audited Consolidated Financial Statements
are provided in the Annual Report.
SUBSIDIARIES
The Balance Sheet, Statement of Profit and Loss and other documents of
the subsidiary company is being attached with the Balance Sheet of the
Company. The Consolidated Financial Statements presented by the Company
include the financial results of its subsidiary company Veer Enterprise
GmbH.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Directors of the Company confirm pursuant to Section 217 (2AA) of
the Companies Act, 1956 as under:
1) That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with the proper
explanations relating to material departures.
2) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give true and fair view of the state of
affairs of the Company at the end of the financial year and of the
Profit or Loss of the Company for that period.
3) That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
4) That the directors have prepared the annual accounts on a going
concern basis.
AUDITORS & AUDITORS'' REPORT
M/s. Jayesh R. Shah & Co., Chartered Accountants, Mumbai, retire at the
conclusion of the ensuing Annual General Meeting, and being eligible,
has consented to act as the Statutory Auditors of the Company, if
re-appointed. You are requested to appoint the Statutory Auditors for
the Financial Year 2014-2015 and fix their remuneration.
Notes on Accounts referred to in the Auditors'' Report for the year are
self-explanatory and therefore does not call for any further comment
thereon.
CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING &
OUTGO
Foreign exchange outgo - Rs. 2,52,030/- on account of investment in
Subsidiary.
Considering the nature of the activities carried out by the Company,
the other particulars specified in 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 not applicable for
the year. However, constant endeavours are made to check power
consumption and optimize the use of energy.
PARTICULARS OF EMPLOYEES
None of the employees, during the year under review or part of it has
been drawn salary above limits specified under section 217 (2A) of the
Companies Act 1956 read with the Companies (Particulars of Employees)
Rules, 1975.
LISTING OF THE COMPANY''S SHARES
The Equity Shares of your Company are listed at The Stock Exchange -
Mumbai. The Company has paid annual listing fees for the financial year
2014-15.
DEMATERIALISATION
As the Members are aware, the Company''s shares are tradable
compulsorily in electronic format, your Company has established
connectivity with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (NSDL). In view of enormous
advantages offered by the Depository system, Members are requested to
avail the facility of dematerializations of the Company''s Shares on
depositories as aforesaid.
ACKNOWLEDGMENTS
Your Directors acknowledges with gratitude and wish to place on
records, their sincere appreciation for the support and co-operation
received by the Company from the various Government authorities,
bankers and Shareholders during the year.
By Order of the Board of Directors
For Veer Energy & Infrastructure Limited
Sd/-
Yogesh M. Shah
Chairman & Managing Director
Place: Mumbai
Date: 30th May, 2014
Mar 31, 2013
To, The Member of M/s. Veer Energy & Infrastructure Ltd.
The Directors have pleasure in presenting their 33rd Annual Report of
the Company for the year ended 31st March, 2013.
FINANCIAL RESULT
PARTICULARS AS ON 31/03/2013
(AMOUNT. IN "000") AS ON 31/03/2012
(AMOUNT. IN "000")
Total Income (A) 8,18,765 7,24,155
Net Profit/ (loss) before tax (B) 72,502 72,086
Less: Provision for Taxation 14,203 29,856
Prior year adjustments 878 (4,205)
(B -C) 57,421 46,435
Add: Profit/(Loss)
Brought forward from 94,074 54,599
Last Year 1,51,494 1,01,034
Less: Appropriation 2,000
Transfer to General Reserve
Proposed Dividend & Tax 4,960 4,960
Balance carried to Balance Sheet 1,46,534 94,074
DIVIDEND
Your Directors are pleased to recommend a dividend @ 6 paise on Equity
Share of Re.1/- each for the year ended 31st March, 2013, subject to
approval of Members of the Company at the ensuing Annual General
Meeting.
OPERATIONS
The main Business of the Company is to create infrastructure
development facilities for the installation of Wind Turbine Generator.
As one of the pioneer in this field, Your Company is very well
positioned to take advantage of ever increasing demand for the
renewable energy resources. In view of this development, Your Directors
are hopeful to achieve better results in the coming years. Your
Directors are also exploring the possibilities of starting operations
in the state of Maharashtra, Gujarat and Rajasthan. During the current
year, the company has commissioned 28.90 MW in Rajasthan. Total MW
commissioned till date is 59.30 MW out of 79.5MW of total order in
Rajasthan by March 2013. The balance shall be commissioned in the year
2013-14
CORPORATE GOVERNANCE
Your Company has complied with the mandatory requirements of clause 49
of the listing agreement entered into with the Stock Exchange regarding
the Corporate Governance for the Financial Year 2012- 2013. The
compliance report along with Auditors Certificate is provided in the
Corporate Governance Report annexed to this report.
PERFORMANCE
The turnover of the Company for the year under review is Rs. 81.24
Crores as against Rs.72.19 Crores in the previous year which in the
opinion of the Directors are satisfactory as the power purchase policy
by Gujarat State Government is favorable and encouraging to the
industry, your Directors are hopeful to improve the growth rate in
turnover and profitability in current year. Net Profit before tax for
the year under review is Rs 7.25Crores as against Rs. 7.21 Crores in
the previous year. Net Profit after tax and other provisions is higher
at Rs.5.83 Crores as against Rs. 4.22 Crores in the previous year.
FUTURE PROSPECTS
India is one of the developing country, and the scope for improvement
in India''s energy system is vast. Renewable energy currently makes up
a negligible share (0.36%) of total primary commercial energy supply
while 96.9% of such supplies come from fossil fuels and 2.76% from
hydro and nuclear resources. The non-commercial combustible biomass
and wastes which contributes to the extent of 24.5% of the total energy
supplies are excluded in this balance.
Wind Energy is where India competes globally in manufacturing and
deployment in the present scenario. With these the market grew to be
third largest in the world riding on the success of strong policy and
regulatory framework. In 2011, India surpassed 3,000 MW in annual
installations. This marked a 138% growth over a two year horizon; a
remarkable achievement in times of global economic depression.
Today, it is well known fact that the people of Gujarat are the
happiest when it comes to electricity. Anyone visiting Gujarat
appreciates the stark difference in the quality of the electricity
supply between Gujarat and rest of the country.
Gujarat''s total installed wind power generation capacity stood at 3,010
MW in 2012-13. "Gujarat has the benefit of plenty of land available for
wind power generation mainly in the Kutch region. Industry experts said
wind velocity in the range of 6-7 meters per second is best suitable
for the wind power generation. This is available in Gujarat due to
winds blowing from Arabian Sea and in desert area of Kutch.
PUBLIC DEPOSITS
The Company has not accepted any deposits from public during the year
ended on 31st March 2013, in terms of the provisions of Section 58 A of
the Companies Act, 1956.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standard AS-21 on Consolidated
Financial Statements read with Accounting Standard AS-23 on Accounting
for Investments in Associates and AS-27 on Financial Reporting of
Interest in Subsidiaries, the audited Consolidated Financial Statements
are provided in the Annual Report.
SUBSIDIARIES
The Balance Sheet, Statement of Profit and Loss and other documents of
the subsidiary company is being attached with the Balance Sheet of the
Company. The Consolidated Financial Statements presented by the Company
include the financial results of its subsidiary company Veer Enterprise
GmbH.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Directors of the Company confirm pursuant to Section 217 (2AA) of
the Companies Act, 1956 as under:
1) That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with the proper
explanations relating to material departures
2) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give true and fair view of the state of
affairs of the Company at the end of the financial year and of the
Profit or Loss of the Company for that period
3) That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities
4) That the directors have prepared the annual accounts on a going
concern basis
AUDITORS & AUDITORS'' REPORT
Mr. Jayesh R. Shah & Co., Chartered Accountants, Mumbai, retire at the
conclusion of the ensuing Annual General Meeting, and being eligible,
has consented to act as the Statutory Auditors of the Company, if
re-appointed. You are requested to appoint the Statutory Auditors for
the Financial Year 2013-2014 and fix their remuneration.
Notes on Accounts referred to in the Auditors'' Report for the year are
self-explanatory and therefore does not call for any further comment
thereon.
CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING &
OUTGO
Foreign exchange outgo  Rs. 13, 97,600/- on account of investment in
Subsidiary
Foreign exchange outgo  Rs. 1,92,29,738/- on account of purchase of
machineries for engineering division.
Considering the nature of the activities carried out by the Company,
the other particulars specified in 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 not applicable for
the year. However, constant endeavors are made to check power
consumption and optimize the use of energy.
PARTICULARS OF EMPLOYEES
None of the employees, during the year under review or part of it has
been drawn salary above limits specified under section 217 (2A) of the
Companies Act 1956 read with the Companies (Particulars of Employees)
Rules, 1975.
LISTING OF THE COMPANY''S SHARES
The Equity Shares of your Company are listed at The Stock Exchange Â
Mumbai. The Company has paid annual listing fees for the financial year
2013-14.
DEMATERIALISATION
As the Members are aware, the Company''s shares are tradable
compulsorily in electronic format, your Company has established
connectivity with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (NSDL). In view of enormous
advantages offered by the Depository system, Members are requested to
avail the facility of dematerializations of the Company''s Shares on
depositories as aforesaid.
ACKNOWLEDGMENTS
Your Directors acknowledges with gratitude and wish to place on
records, their sincere appreciation for the support and co-operation
received by the Company from the various Government authorities,
bankers and Shareholders during the year.
By Order of the Board of Directors
For Veer Energy & Infrastructure Limited
Yogesh M. Shah
Chairman & Managing Director
Place: Mumbai
Date: 14th August, 2013
Mar 31, 2012
To The Members of M/s. Veer Energy & Infrastructure Ltd.
The Directors have pleasure in presenting their 32nd Annual Report of
the Company for the year ended 31st March, 2012.
FINANCIAL RESULT
PARTICULARS AS ON 31/03/2012 AS ON 31/03/2011
(AMOUNT. IN "000") (AMOUNT. IN "000")
Total Income (A) 7,24,155 4,37,987
Net Profit/(loss)
before tax (B) 72,086 51,996
Less: Provision for
Taxation Prior Year 29,856 16,761
Adjustment (c)
4,205 (204)
(A B -C) 46,435 35,439
Add: Profit/(Loss) Brought
forward from last year 54,599 26,119
1,01,034 61,559
Less: Appropriation 2000 2,000
Transfer to General Reserve
Proposed Dividend & Tax 4960 4,960
Balance carried to Balance Sheet 94,074 54,599
DIVIDEND
Your Directors are pleased to recommend a dividend @ 6 paise on Equity
Share of Rs.1/- each for the year ended 31st March, 2012, subject to
approval of Members of the Company at the ensuing Annual General
Meeting
OPERATIONS
The main Business of the Company is to create infrastructure
development facilities for the installation of Wind Turbine Generator.
As a pioneer in this field, Your Company is very well positioned to
take advantage of ever increasing demand for the renewable energy
resources. Since recession in the international market and in our
country is almost over. In view of this development, Your Directors are
hopeful to achieve better results in the coming years. Your Directors
are also exploring the possibilities of starting operations in the
state of Maharashtra. During the current year, the company has
commissioned 35MW in village Vinzalpur district Jamnagar and 20.40 MW
out of 79.5MW in Rajasthan by March 2012.
CORPORATE GOVERNANCE
Your Company has complied with the mandatory requirements of clause 49
of the listing agreement entered into with the Stock Exchange regarding
the Corporate Governance for the Financial Year 2011-2012. The
compliance report along with Auditors Certificate is provided in the
Corporate Governance Report annexed to this report.
PERFORMANCE
The turnover of the Company for the year under review is Rs. 72.19
crores as against Rs.43.32 crores in the previous year which in
the opinion of the Directors are satisfactory as the power purchase
policy by Gujarat State Government. Is favorable and
encouraging to the industry, your Directors are hopeful to improve the
growth rate in turnover and profitability in current year.
Net Profit before tax for the year under review is Rs 7.21crores as
against Rs. 5.20 crores in the previous year. Net Profit after tax
and other provisions is higher at Rs. 4.22 Crores as against Rs. 3.52
crores in the previous year.
FUTURE PROSPECTS
India is perceived as a developing country, but it is developing at a
pace that is not matched by many others. We have experienced
significant economic growth. Yet the fact remains that our growth is
constrained by energy supply and availability. Although we have seen an
impressive increase in installed capacity addition, from barely about
1,350 MW at the time of independence (1947) to about 160,000 MW today,
over 90,000 MW of new generation capacity is required in the next seven
years.
Wind energy is where India competes globally in manufacturing and
deployment in the present scenario. India has an installed capacity of
over 11,000 MW in wind energy, and occupies the fifth position in the
world, after USA, Germany, China and Spain. Our policy framework in
wind energy generation is extremely investor- friendly, and an
attractive tariff and regulatory regime provide a strong foundation for
the growth of the sector.
Gujarat has enormous potential for wind power generation. The average
velocity of wind in the state is just less than seven meters per
second, which is very much suitable for wind power generation. Besides
this, the state has the longest coast-line in the country and a desert
in Kutch. This makes land availability for the wind power projects.
Investor-friendly policies of the Government of Maharashtra and
technical viability of demonstration projects have attracted private
investment of more than Rs 11895 crores in the wind sector so far.
Nearly 2309 MW of private wind power projects have been installed in
the State upto Mar-2011.
The Rajasthan Government has adopted a new wind power policy to
facilitate installation of wind energy plants of 3,000 MW capacity
during the next three to four years and promote private investments in
the sector through a slew of incentives and concessions. Nearly 2072 MW
of wind power projects have been installed in the State upto Mar-2012.
Keeping all this scenario in mind and a rising demand for the renewable
energy, company has planned to come up with 200MW project at Gujarat
and is also planning to come up with 25MW in state of Maharashtra as
there is huge potential in the Industries and there is huge demand.
PUBLIC DEPOSITS
The Company has not accepted any deposits from public during the year
ended on 31st March 2012, in terms of the provisions of Section 58 A of
the Companies Act, 1956.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standard AS-21 on Consolidated
Financial Statements read with Accounting Standard AS-23 on Accounting
for Investments in Associates and AS-27 on Financial Reporting of
Interest in Subsidiaries, the audited Consolidated Financial Statements
are provided in the Annual Report.
SUBSIDIARIES
The Balance Sheet, Profit and Loss Account and other documents of the
subsidiary company is being attached with the Balance Sheet of the
Company. The Consolidated Financial Statements presented by the Company
include the financial results of its subsidiary company Veer Enterprise
GmbH
DIRECTORS' RESPONSIBILITY STATEMENT
The Directors of the Company confirm pursuant to Section 217 (2AA) of
the Companies Act, 1956 as under:
1) That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with the proper
explanations relating to material departures
2) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give true and fair view of the state of
affairs of the Company at the end of the financial year and of the
Profit or Loss of the Company for that period
3) That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities
4) That the directors have prepared the annual accounts on a going
concern basis
AUDITORS & AUDITORS' REPORT
Mr. Jayesh R. Shah & Co., Chartered Accountants, Mumbai, retire at the
conclusion of the ensuing Annual General Meeting, and being eligible,
has consented to act as the Statutory Auditors of the Company, if
re-appointed. You are requested to appoint the Statutory Auditors for
the Financial Year 2012-2013 and fix their remuneration.
Notes on Accounts referred to in the Auditors' Report for the year are
self-explanatory and therefore does not call for any further comment
thereon.
CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING &
OUTGO
Foreign exchange outgo - Rs. 50,34,897/- on account of investment in
Subsidiary
Considering the nature of the activities carried out by the Company,
the other particulars specified in 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 not applicable for
the year. However, constant endeavors are made to check power
consumption and optimize the use of energy.
PARTICULARS OF EMPLOYEES
None of the employees, during the year under review or part of it has
been drawn salary above limits specified under section 217 (2A) of the
Companies Act 1956 read with the Companies (Particulars of Employees)
Rules, 1975.
LISTING OF THE COMPANY'S SHARES
The Equity Shares of your Company are listed at The Stock Exchange -
Mumbai. The Company has paid annual listing fees for the financial year
2012-13.
DEMATERIALISATION
As the Members are aware, the Company's shares are tradable
compulsorily in electronic format, your Company has established
connectivity with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (NSDL). In view of enormous
advantages offered by the Depository system, Members are requested to
avail the facility of dematerializations of the Company's Shares on
depositories as aforesaid.
ACKNOWLEDGMENTS
Your Directors acknowledges with gratitude and wish to place on
records, their sincere appreciation for the support and co- operation
received by the Company from the various Government authorities,
bankers and Shareholders during the year.
By Order of the Board of Directors
For Veer Energy & Infrastructure Limited
SD/-
Yogesh M. Shah
Chairman & Managing Director
Place: Mumbai
Date: 23rd August, 2012
Mar 31, 2011
The Members
M/s. Veer Energy & Infrastructure Ltd.
The Directors have pleasure in presenting their 31st Annual Report of
the Company for the year ended 31st March, 2011.
FINANCIAL RESULT
PARTICULARS AS ON AS ON
31/03/2011 31/03/2010
(AMOUNT. IN (AMOUNT. IN
Ã000Ã) Ã000Ã)
Total Income (A) 4,37,987 3,38,450
Net Profit/ (loss) before tax (B) 51,996 55,084
Less: Provision for Taxation 16,761 21,938
Prior Year
Adjustment (c)
(204) -
(A B -C) 35,439 33,146
Add: Profit/(Loss) Brought 26,119 11
forward from
Last Year
61,559 33,157
Less: Appropriation 2,000 3,500
Transfer to General Reserve
Proposed Dividend & Tax 4,960 3,538
Balance carried to Balance Sheet 54,599 26,119
DIVIDEND
Your Directors are pleased to recommend a dividend @ 6 paise on Equity
Share of Rs.1/- each for the year ended 31st March, 2011, subject to
approval of Members of the Company at the ensuing Annual General
Meeting
OPERATIONS
The main Business of the Company is to create infrastructure
development facilities for the installation of Wind Turbine Generator.
As a pioneer in this field, Your Company is very well positioned to
take advantage of ever increasing demand for the renewable energy
resources. Since recession in the international market and in our
country is almost over, your Directors have decided to embark upon
major expansion by installing 5.1 MW plants for which the Company has
already acquired 16 acres of land and started implementation of the
project by installing Six WTG of 225 KW at the site and one WTG of
850KW. In view of this development, Your Directors are hopeful to
achieve better results in the coming years. Your Directors are also
exploring the possibilities of starting operations in the state of
Tamilnadu, Maharashtra and Rajasthan. During the current year, the
company has commissioned 17MW out of 25MW in Jamnagar district by March
2011. The wind turbines of 850KW were procured from Gamesa Wind
turbines Ltd. Also company has added single 850KW machine Gamesa make
as its own investment.
CORPORATE GOVERNANCE
Your Company has complied with the mandatory requirements of clause 49
of the listing agreement entered into with the Stock Exchange regarding
the Corporate Governance for the Financial Year 2009-10. The compliance
report along with Auditors Certificate is provided in the Corporate
Governance Report annexed to this report.
PERFORMANCE
The turnover of the Company for the year under review is Rs. 43.32
crores as against Rs.33.82 crores in the previous year which in the
opinion of the Directors are satisfactory as the power purchase policy
by Gujarat State Government. Is favorable and encouraging to the
industry, your Directors are hopeful to improve the growth rate in
turnover and profitability in current year. Net Profit before tax for
the year under review is Rs 5.19 crores as against Rs. 5.51 crores in
the previous year. Net Profit after tax and other provisions is higher
at Rs.3.54 Crores as against Rs. 3.31 crores in the previous year.
FUTURE PROSPECTS
The company has planned to come up with other 180MW project at
different location in Gujarat. For this project, company has signed MOU
with Vibrant Gujarat for wind power generation.
The new strategy of the company is to establish its presence in the
European market for the 2 reasons: -
1. To bring the new technology and investors for wind energy and to
expand its business.
2. Also to step forward into new renewable energy sector i.e Solar
energy. For which the technology will be imported from Europe.
For this reasons, company has established new wholly owned subsidiary
named Veer Enterprise GmbH in Stuttgart, Germany.
PUBLIC DEPOSITS
The Company has not accepted any deposits from public during the year
ended on 31st March 2011, in terms of the provisions of Section 58 A of
the Companies Act, 1956.
DIRECTORS
The Board has appointed Mr. Arvind M Shah, Mr. Prakash A Patel as the
Additional Directors on the Board of the Company.
Mr. Ritesh P Choksi & Mr. Ravindra V Joshi cease to hold the office as
director.
The Company has received notices for appointment of Mr. Arvind M Shah,
Mr. Prakash A Patel for the office of the Director.
DIRECTORSÃ RESPONSIBILITY STATEMENT
The Directors of the Company confirm pursuant to Section 217 (2AA) of
the Companies Act, 1956 as under:
1) That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with the proper
explanations relating to material departures
2) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give true and fair view of the state of
affairs of the Company at the end of the financial year and of the
Profit or Loss of the Company for that period
3) That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities
4) That the directors have prepared the annual accounts on a going
concern basis
AUDITORS & AUDITORSÃ REPORT
Mr. Jayesh R. Shah & Co., Chartered Accountants, Mumbai, retire at the
conclusion of the ensuing Annual General Meeting, and being eligible,
has consented to act as the Statutory Auditors of the Company, if
re-appointed. You are requested to appoint the Statutory Auditors for
the Financial Year 2011-2012 and fix their remuneration.
Notes on Accounts referred to in the Auditorsà Report for the year are
self-explanatory and therefore does not call for any further comment
thereon.
CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING &
OUTGO
Foreign exchange outgo - 5, 83,547.00
Considering the nature of the activities carried out by the Company,
the other particulars specified in 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 not applicable for
the year. However, constant endeavors are made to check power
consumption and optimize the use of energy.
PARTICULARS OF EMPLOYEES
None of the employees, during the year under review or part of it has
been drawn salary above limits specified under section 217 (2A) of the
Companies Act 1956 read with the Companies (Particulars of Employees)
Rules, 1975.
LISTING OF THE COMPANYÃS SHARES
The Equity Shares of your Company are listed at The Stock Exchange Ã
Mumbai. The Company has paid annual listing fees for the financial year
2011-12.
DEMATERIALISATION
As the Members are aware, the CompanyÃs shares are tradable
compulsorily in electronic format, your Company has established
connectivity with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (.NSDL). In view of enormous
advantages offered by the Depository system, Members are requested to
avail the facility of dematerializations of the CompanyÃs Shares on
depositories as aforesaid.
ACKNOWLEDGMENTS
Your Directors acknowledges with gratitude and wish to place on
records, their sincere appreciation for the support and co- operation
received by the Company from the various Government authorities,
bankers and Shareholders during the year.
By Order of the Board of Directors
For Veer Energy & Infrastructure Limited
SD/-
Yogesh M. Shah
Chairman & Managing Director
Place: Mumbai
Date : 23rd July, 2011
Mar 31, 2010
The Directors have pleasure in presenting their 30th Annual Report of
the Company for the year ended 31 st March, 2010.
FINANCIAL RESULT
PARTICULARS AS ON 31/03/2010 [AMOUNT.IN"000"] AS ON 31/03/2009
[AMOUNT IN "000"]
Total Income (A) 3,38,450 2,07,009
Net Profit/ (loss) before tax(B) 55,084 30,518
Less: Provision for
Taxation Prior Year 21,938 9,283
Adjustment (c)(A+B-C) 33,146 21,235
Add: Prof h/(Loss) Brought
forward from 11 235
Last Year 33,157 21,670
Less: Appropriation 3,500 2,500
Transfer to General Reserve
Proposed Dividend & Tax 3,538 2,359
Balance carried to Balance Sheet 26,119 16,811
DIVIDEND
Your Directors are pleased to recommend a dividend @ 6 paise on Equity
Share of Rs.l/- each for the year ended 31st March, 2010, subject to
approval of Members of the Company at the ensuing Annual General
Meeting
OPERATIONS
The main Business of the Company is to create infrastructure
development facilities for the installation of Wind Turbine Generator.
As a pioneer in this field, Your Company is very well positioned to
take advantage of ever increasing demand for the renewable energy
resources. Since recession in the international market and in our
country is almost over, your Directors have decided to embark upon
major expansion by installing 5.1 MW plants for which the Company has
already acquired 16 acres of land and started implementation of the
project by installing Two WTG of 225 KW at the site. In view of this
development, Your Directors are hopeful to achieve better results in
the coming years. Your Directors are also exploring the possibilities
of starting operations in the state of Tamilnadu and Maharashtra.
During the current year, the Company has decided to develop Wind Farm
Infrastructure in Gujarat up to 200MW in 3 to 4 phases against this;
the company has already proceeded to develop 50MW infrastructure in
Bhavnagar District and another 25MVV infrastructure in Kutch District
Gujarat. The Board of Directors is hopeful to complete this project on
or before 30/09/2010. Another 50Mw is planned to be completed on or
before 31/03/2011.
The company has also decided to develop its own Wind Farm for 5.1 MW in
Gujarat and out of this the company has successfully installed and
completed 1.35MW in Kutch District during the year. Balance 3.75MW
project will be completed before 31/03/2011 In order to secure
necessary finance for above project, the company has decided to raise
long term finance from different sources like banks, financial
institutions, QIB & QIP and necessary resolution is placed before the
members for their approval.
CORPORATE GOVERNANCE
Your Company has complied with the mandatory requirements of clause 49
of the listing agreement entered into with the Stock Exchange regarding
the Corporate Governance for the Financial Year 2009-10. The
compliance report along with Auditors Certificate is provided in the
Corporate Governance Report annexed to this report.
PERFORMANCE
The turnover of the Company for the year under review is Rs. 33.82
crores as against Rs.20.70 crores in the previous year which in the
opinion of the Directors are satisfactory as the power purchase policy
by Gujarat State Government. Is favorable and encouraging to the
industry, your Directors are hopeful to improve the growth rate in
turnover and profitability in current year. Net Profit before tax for
the year under review is Rs 5.51 crores as against Rs. 3.05 crores in
the previous year registering a robust increase of 58%. Net Profit
after tax and other provisions is higher at Rs.3.31 Crores as against
Rs. 2.12 crores in the previous year.
FUTURE PROSPECTS
Your Directors are confident of achieving higher growth and
profitability and are planning to raise necessary funds for long term
capital expenditure and enhanced working capital requirement for which
necessary approvals of the Members are being sought under section 81(
1) (a) of the Companies Act.1956.
PUBLIC DEPOSITS
The Company has not accepted any deposits from public during the year
ended on 31st March 2010, in terms of the provisions of Section 58 A of
the Companies Act, 1956.
DIRECTORS
The Board has appointed Mr. Ravindra Joshi, Mr. Joseph Tauro Mr.
Dhimant Shah and Mr.Bhavin Shah as the Additional Directors on the
Board of the Company.
Mr. Pankaj M. Choksi ceases to hold the office as director.
The Company has received notices for appointment of Mr. Ravindra Joshi,
Mr. Joseph Tauro Mr. Dhimant Shah and Mr. Bhavin Shah for the office of
the Director.
DIRECTORS RESPONSIBILITY STATEMENT
The Directors of the Company confirm pursuant to Section 217 (2AA) of
the Companies Act, 1956 as under:
1) That in the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with the proper
explanations relating to material departures
2) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give true and fair view of the state of
affairs of the Company at the end of the financial year and of the
Profit or Loss of the Company for that period
3) That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities
4) That the directors have prepared the annua] accounts on a going
concern basis AUDITORS & AUDITORS REPORT
Mr. Jayesh R. Shah & Co., Chartered Accountants, Mumbai, retire at the
conclusion of the ensuing Annual General Meeting, and being eligible,
has consented to act as the Statutory Auditors of the Company, if
re-appointed. You are requested to appoint the Statutory Auditors for
the Financial Year 2010-2011 and fix their remuneration.
Notes on Accounts referred to in the Auditors Report for the year are
self-explanatory and therefore does not call for any further comment
thereon.
CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING &
OUTGO Foreign exchange outgo - Nil
Considering the nature of the activities carried out by the Company,
the other particulars specified in 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 not applicable for
the year. However, constant endeavors are made to check power
consumption and optimize the use of energy. PARTICULARS OF EMPLOYEES
None of the employees, during the year under review or part of it has
been drawn salary above limits specified under section 217 (2A) of the
Companies Act 1956 read with the Companies (Particulars of Employees)
Rules, 1975. LISTING OF THE COMPANYS SHARES
The Equity Shares of your Company are listed at The Stock Exchange -
Mumbai. The Company has paid annual listing fees for the financial year
2009-10 DEMATERIALISATION
As the Members are aware, the Companys shares are tradable
compulsorily in electronic format, your Company has established
connectivity with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (NSDL). In view of enormous
advantages offered by the Depository system, Members are requested to
avail the facility of dematerializations of the Companys Shares on
depositories as aforesaid. ACKNOWLEDGMENTS
Your Directors acknowledges with gratitude and wish to place on
records, their sincere appreciation for the support and co- operation
received by the Company from the various Government authorities,
bankers and Shareholders during the year.
By Order of the Board of Directors
For Veer Energy & Infrastructure Limited
SD/-
Yogesh M. Shah
Place: Mumbai Chairman& Managing Director
Date: 30th April, 2010