Mar 31, 2015
Dear Members,
The Directors have pleasure in presenting their 25th Annual Report on
the business and operations of the Company and the accounts for the
financial year ended March 31th 2015.
1. Financial summary or highlights/Performance of the Company
Particulars Year ended on Year ended on
31/03/2015 31/03/2014
Total Revenue from operation 64684770 75631791
Total Expenditure 62639468 81654366
Profit/(Ioss) from Ordinary activities 2045302 (221630)
before tax
Less: Tax Expenses 677200 (667102)
Net Profit /(loss) from Ordinary 1368102 (1829384)
activities after tax
Add: balance brought forward 1643547 3472931
Balance carried forward to Balance 3011649 1643547
Sheet
2. Slate of Company's affair
The company is now mainly engaged in the business of merchant exporting
of footwear. With this change of business strategy, the company has
earned a profit of Rs. 2045302/- before tax after providing for
depreciation of Rs 1514652/- as compared to last year's loss of Rs.
2496486/-. No Material changes has been occurred subsequent to the
close of the financial year of the Company to which the balance sheet
relates and the date of the report also there is no change in the
nature of the business of the company during the year. The CSR
provisions were not applicable on the company during the year under
review. No deposits were accepted or remain unpaid, nor did any default
occur during the year.
3. Reserves and Dividends
No amount is transferred to the general reserve of the company during
the year. Also. Board of Director's do not recommended any dividend for
the financial year 2014-15.
4. Details in respect of adequacy of internal financial controls with
reference to the Financial Statements
The Company has a well placed proper and adequate internal control
system commensurate with the size and nature of its business. The Board
has appointed Internal Auditors to more strengthen the internal control
system. Internal Auditors directly reports to the Audit Committee or
Board of Directors of the Company. The Audit Committee reviews adequacy
and effectiveness of the Company's internal control environment and
monitors the implementation of audit recommendations.
5. Directors and KMP's
Mr. Deepak Mehrotra and Mr. Rajeev Agarwal has been appointed as
independent director on 21st March, 2015. Also, Ms. Parul Jain has been
appointed as Company secretary and Mr. Krishna Singh as Chief Financial
Officer. Mrs. Renu Agarwal was re-appointed as director in the last AGM
held on 29.09.2014 when retired by rotation.
The Board has met 5 tunes during the year 30.05.2014. 14.08,2014,
14.11.2014. 31.01.2015 and 21.03.2015 of which meetings proper notices
has been given. In accordance with the new- Companies Act, the Audit
Committee. Nomination and Remuneration Committee, Stakeholder
Relationship Committee & Vigil Mechanism was duly formulated. Mr. Anil
Agarwal (Managing Director) was appointed Chairman of Audit committee
along with Mr. Rajeev Agarwal (Independent Director) and Mr. Deepak
Mehrotra (Independent Director) of the Company. Further Ms. Renu
Agarwal, Mr Lalit K, Chhawchharia. Mr. Deepak Mehrotra and Mr. Rajeev
Agarwal were appointed as members of Nomination and Remuneration
Committee.
6. Statutory Auditors and Report
B, Chhawehharia & Co. (FRN-305123E) Chartered Accountant continue to be
the statutory auditors of the company having been appointed for 3 years
up to 2017 in the last AGM.
With reference to the qualification made in the Auditor Report in
relation to not disclosing particulars as required in pursuance to
Accounting Standard-15 "Employee Benefit", the members are informed
that the same was not possible since it is not received from LIC
respect to the Employee Gratuity Fund.
7. Secretarial Audit Report
A Secretarial Audit Report given by M/s Akarshika Goel & Co. (C.P. No
12770) a company secretary in practice is annexed herewith. With
reference to the qualifications made under Secretarial Audit Report the
members are informed:-
(a) In respect to the members who are promoters containing more than
900 members, the company has already initiated action to transfer the
same to public holdings.
(b) Regarding e-voting the same has been complied with.
(c) Since, there is absolutely 'NIL' volume of trading of the Company's
share on CSE and the company shares are actively traded in BSE, the
company has decided to delist its shares from CSE.
8. Share Capital
No equity shares. Sweat equity. Stock Options was made during the year.
No money was advance by the Company to purchase the Company's Share.
9. Details of Subsidiary and its performance and financial position
The company has a subsidiary company i.e. Blackberry Properties
Advisory' Private Limited. Its registered office is at 5-F, Everest
46/C, Chowringee Road, Kolkata-700071. The Blackberry Property Advisory
Private Limited does not have any business operation. However it gets a
rent from a premise which is rented out. The company has earned a net
profit of Rs.264268 /- as compared to last year's loss of Rs.
43620.00/-
10. Particulars of loans, guarantees or investments under section 186
The company has deployed funds in interest bearing ICD's during the
year to M/s WIG Brothers Cons. Private Limited. The loan has been
approved by the board and interest is being received regularly.
11. Particulars of contracts or arrangements with related parties
The company does not have any contract or arrangements with related
parties referred to in sub-section (1) of section 188 of the Companies
Act, 2013. Therefore, Form AOC-2 prescribed therein may be considered
as NIL.
12. Conservation Of Energy & Technology Absorption
The company constantly endeavors to conserve energy. Ail steps in
pursuance thereof have already been taken in the previous years. Ever
since the nature of the business was changed from manufacturing
exporters to merchant exporter expenditure on technology up-gradation,
product development etc has also been curtailed as not required for the
nature of business.
13. Foreign exchange earnings and Outgo
The Foreign Exchange earned in terms of actual inflows is Rs. 525.85
lacs and the Foreign Exchange outgo is Rs. 6.37 lacs during the year.
14. Extract of the annual return
The extract of annual return in Form No MGT9 has attached with the
Board's report.
15. Managerial Remuneration
i. Total remuneration to the MD has remained unchanged at Rs.
1680000/- during the year.
ii. There were only 10 employees on permanent roll of the company as
on March 31,2015.
iii. The total remuneration paid to ICMP's appointed on 21.03.2015 was
based on the terms of the service contract which had been paid for
availing their services.
iv. The percentile increase in the salaries of the other employees is
13% whereas percentile increase in the salaries of the managerial
personnel is nil.
16. Variations in the market capitalization
Market Capitalization as on 31-03-2015= 2,68,21,809/- (2970300*9.03)
Market Capitalization as on 31 -03-2014 1,21,48,527/- (2970300*4.09)
Price Earnings Ratio (Price/EPS): As on 31 -03-2015-0.46; As on 31
-03-2014- (0.62)
17. Directors' Responsibility Statement
As per Section 134 of the Companies Act, 2013, your Directors hereby
confirm that.
(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
(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 and
loss of the company for that period;
(c) the directors had 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;
(d) the directors had prepared the annual accounts on a going concern
basis:
(e) the directors, had laid down internal financial controls to be
followed by the company and that such internal financial 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,
18. E-Mail ID's of Shareholders
Pursuant to the "Green Initiative in Corporate Governance", the
Ministry of Corporate Affairs, Government of India, through its
Circular Nos. 17/2011 & 18/2011 dated 21 April 2011 & 29 April 2011
respectively, has allowed companies to send official documents to their
shareholders electronically. Please update your e-mail address (i) to
the Depository Participant, where the shares are held in electronic
form and (ii) to the Company / Share Transfer Agent, where shares are
held in the physical form.
The shareholders are requested to make a note that from next year the
Company shall follow the Green Initiative and send the Annual Report
and the AGM notice and other communications only by electronic media.
19. Acknowledgements
Your Directors take this opportunity to thank Regulatory and Government
Authorities the Company's shareholders, investors, customers, bankers,
and other stakeholders for their continued support to the company. Your
Directors express their deep sense of appreciation towards all the
employees and staff of the company.
For and on behalf of the Board of Directors
Worldwide Leather Exports Limited
Date: 17th July 2015 Managing Director
Place: Gurgaon Anil Agarwal
Mar 31, 2014
TO THE MEMBERS
The Directors present the 24rd Annual Report together with the Audited
Statement of Accounts for the year ended 31 st March, 2014.
Financial Result Rs. In Lacs
2013-14 2012-13
Sales and other operating income 756.32 1000.02
Profit before depreciation 18.08 -00.80
Depreciation 20.28 22.70
Profit/ (Loss) after extraordinary -18.29 -15.85
Items & Tax
Surplus from previous year 34.73 50.58
Transfer to General Reserve 0.00 0.00
Proposed Dividend NIL NIL
Surplus Carried to Balance Sheet 16.44 34.73
Performance
Sales inclusive of export incentives have decreased over the previous
year from 11002.02 lacs to 756.32 lacs. The financial year 2013-14
shows a loss of Rs 24.96 lacs after providing for Rs.20.28 lacs towards
depreciation.
The world economic conditions and demand for shoes continue to be
tough. The infiationatory costs in India continue to rise while the
selling prices overseas continue to fall. The company''s sales have
declined for the past 2 years. Manufacturing shoes has been producing
losses for the past 2 year Wages in 1 ndia continue to rise briskly,
and also, the Gratuity and allied compensations were mounting.
In view of all this, in the interest of the Company and its
shareholders, the Management decided to end its manufacturing
operations in October 2013 and changed its business model, to enter
into merchant exports, besides exploring other new avenues of business.
Your Company is presently procuring packed shipments of footwear
against its export orders. This model has saved the company from
exposure to rising costs of labor and material and is yielding profits
for the company.
In view of the loss in the current year, the CMD of the company has
forgone his performance incentive payment..
Dividend
The Directors express their inability to recommend any dividend.
Fixed Deposit
The Company has neither invited nor accepted fixed deposit from the
public within the meaning of Companies (Acceptance of Deposit) Rule
1975.
Directors Responsibility Statement
In terms of provisions of Section 217(2A A) of the Companies Act, 1956
your Directors confirm that: -
In the preparation of Annual Accounts the applicable accounting
standard have been followed along with proper explanation and no
material departure have been made from the same;
They have selected such accounting policy and applied them consistently
and made judgments and estimates that are reasonable and prudent so as
to give a true and fair view of state of affairs of the Company at the
end of the financial year and profit or loss of the company for that
period:
They have taken proper and sufficient care for the maintenance of
adequate accounting record in accordance with the provision of
Companies Act. 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
The Annual accounts have been prepared on a going concern basis.
Directors
Pursuant to the provision of Section 256(3) of the Companies Act, 1956
and Article 84 of the Article of Association ofthe Company, Mrs. Renu
Agarwal, Director, retires by rotation and being eligible oilers
herself for re-appointment. Your Directors recommend his
re-appointment.
Particular of employees
There were no employees in respect of whom particulars pursuant to
section 217(2A) of the Companies Act. 1956 read with Companies
(Particular of Employee amendment rule) 1998 are required to be given.
Conservation of Energy, Technology Absorption and Foreign Exchange
Earning and Outgo As required under the Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rule 1988 the
information is furnished below.
A Conservation of Energy
The Company has on going program to increase the awareness of Employee
on conservation of Energy.
Regular maintenance of captive generator sets, switching off machine
and other Electrical Equipment when not in use are standard practices
at the manufacturing facility and being regularly followed. B
Technology Absorption Effort made for Technology absorption is as per
Form - B attached as Annexure to this report. C Foreign Exchange
Earning and Outgo The total foreign exchange earnings of the company
during the year under review was Rs.660.68 lacs on account of exports
and the total foreign exchange outgo was Rs.11.32 lacs on account of
commissions, traveling expenses, trade fair expenses advertisement and
foreign bank charges. Auditors M/s B. Chhawchharia & Co. Chartered
Accountant, Auditors of the Company retire at the conclusion of the
ensuing Annual General Meeting and being eligible offer themselves for
re-appointment. The Company has received a certificate to the effect
that their reappointment, if made, will be within the prescribed limit
under Section 224( 1B) of the Companies Act, 1956. Auditor''s Report
The qualification in the Auditors'' report is adequately explained in
relevant notes to the accounts. Listing of Shares The Shares of the
Company are listed and traded in two stock exchanges i.e. Mumbai and
Calcutta (Regional) Stock Exchange and addresses of the stock exchanges
are mentioned elsewhere in this Annual Report. The Company has paid the
Annual Listing fees to Mumbai and Calcutta Stock exchanges. E-Mail
ID''s of Shareholders Pursuant to the "Green Initiative in Corporate
Governance", the Ministry of Corporate Affairs. Government of India,
through its Circular Nos. 17/2011 & 18/2011 dated 21 April 2011 & 29
April 2011 respectively, has allowed companies to send official
documents to their shareholders electronically. Please update your
e-mail address (i) to the Depository Participant, where the shares are
held in electronic form and (ii) to the Company / Share Transfer Agent,
where shares are held in the physical form.
The shareholders are requested to make a note that from next year the
Company shall follow the Green Initiative and send the Annual Report
and the AGM notice and other communications only by electronic media.
Acknowledgement
Your Directors take this opportunity to express grateful thanks to the
Central Government and State Government and Vijaya Bank for their
support and guidance to the Company from time to time. The Directors
wish to place on record their appreciation of the efficient and loyal
services rendered by the workers, officers, and staff members of the
Company. Your company''s industrial relation continued to be excellent
during the year.
For and behalf of the Board of Directors
Date: 30th May, 2014 (Anil Agarwal)
(Chairman & Managing Director)
Place: Gurgaon Chairman & Managing Director
Mar 31, 2013
TO THE MEMBERS
The Directors present the 23rd Annual Report together with the
Audited Statement of Accounts for the year ended 31st March, 2013.
Financial Result
Rs. In Lacs
2012-13 2011-12
Sales and other operating income 1000.02 1521.04
Profit before depreciation -00.80 67.80
Depreciation 22.70 28.07
Profit/(Loss) after extraordinary -15.85 25.35
Items & Tax
Surplus from previous year 50.58 25.23
Transfer to General Reserve 0.00 0.00
Proposed Dividend NIL NIL
Surplus Carried to Balance Sheet 34.73 50.58
Performance
Sales inclusive of export incentives have decreased over the previous
year from 1521.04 lacs to 1000.02 lacs. The financial year 2012-13
shows a loss of Rs 23.50 lacs after providing for Rs.22.70 lacs towards
depreciation.
The Company''s performance declined mainly due to depressed European
economic conditions. Even though the company achieved a turnover of 10
crores, due to increased labor and material costs and high inflation in
India, the Company incurred operational losses with respect to the
realizable value of Export Orders. Orders from our Customers from Spain
and Italy, and other neighbouring countries have dried up. Our decade
old buyers of UK have also decreased their buying. In view of the acute
situation of mounting losses in the operations of the company, staff
and labour has been reduced. Expenses on the participation in the Garda
fair has also been curtailed. Options of shifting the factory to remote
areas where cheaper labor may be available or to excise free Industrial
Zones for production for the domestic market are being considered.
However, the real estate investments of the company are doing well and
further exposures are being planned in this area. .
In view of the loss in the current year, the CMD of the company has
forgone his performance incentive payment..
Dividend
The Directors express their inability to recommend any dividend.
Fixed Deposit
The Company has neither invited nor accepted fixed deposit from the
public within the meaning of Companies (Acceptance of Deposit) Rule
1975.
Directors Responsibility Statement
In terms of provisions of Section 217(2AA) of the Companies Act, 1956
your Directors confirm that: -
- In the preparation of Annual Accounts the applicable accounting
standard have been followed along with proper explanation and no
material departure have been made from the same;
- They have selected such accounting policy and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of state of affairs of the
Company at the end of the financial year and profit or loss of the
company for that period;
- They have taken proper and sufficient care for the maintenance of
adequate accounting record in accordance with the provision of
Companies Act, 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
- The Annual accounts have been prepared on a going concern basis.
Directors
Pursuant to the provision of Section 256(3) of the Companies Act, 1956
and Article 84 of the Article of Association of the Company, Mr. Lalit
Chhawchharia, Director, retires by rotation and being eligible offers
himself for re-appointment. Your Directors recommend his
re-appointment.
Particularof employees
There were no employees in respect of whom particulars pursuant to
section 217(2A) of the Companies Act, 1956 read with Companies
(Particularof Employee amendment rule) 1998 are required to be given.
Conservation of Energy, Technology Absorption and Foreign Exchange
Earning and Outgo
As required under the Companies (Disclosure of Particulars in the
Report of the Board of Directors) Rule 1988 the information is
furnished below.
A Conservation of Energy
The Company has on going program to increase the awareness of Employee
on conservation of Energy. Regular maintenance of captive generator
sets, switching off machine and other Electrical Equipment when not in
use are standard practices at the manufacturing facility and being
regularly followed.
B Technology Absorption
Effort made for Technology absorption is as per Form - B attached as
Annexure to this report.
C Foreign ExchangeEarningand Outgo
The total foreign exchange earnings of the company during the year
under review was Rs.842.64 lacs on account of exports and the total
foreign exchange outgo was Rs.37.57 lacs on account of commissions,
traveling expenses, trade fair expenses .advertisement and foreign bank
charges.
Auditors
M/s B. Chhawchharia & Co. Chartered Accountant, Auditors of the Company
retire at the conclusion of the ensuing Annual General Meeting and
being eligible offer themselves for re-appointment. The Company has
received a certificate to the effect that their reappointment, if made,
will be within the prescribed limit under Section 224( 1B)
oftheCompaniesAct, 1956.
Auditor''s Report
The qualification in the Auditors'' report is adequately explained in
relevant notes to the accounts.
Listing of Shares
The Shares of the Company are listed and traded in two stock exchanges
i.e. Mumbai and Calcutta (Regional) Stock Exchange and addresses of the
stock exchanges are mentioned elsewhere in this Annual Report. The
Company has paid the Annual Listing fees to Mumbai and Calcutta Stock
exchanges.
E-Mail ID''s of Shareholders
Pursuant to the "Green Initiative in Corporate Governance", the
Ministry of Corporate Affairs, Government of India, through its
Circular Nos. 17/2011 & 18/2011 dated 21 April 2011 & 29 April 2011
respectively, has allowed companies to send official documents to their
shareholders electronically. Please update your e-mail address (i) to
the Depository Participant, where the shares are held in electronic
form and (ii) to the Company / Share Transfer Agent, where shares are
held in the physical form.
The shareholders are requested to make anote that from next year the
Company shall follow the Green Initiative and send the Annual Report
and the AGM notice and other communications only by electronic media.
Acknowledgement
Your Directors take this opportunity to express grateful thanks to the
Central Government and State Government and Vijaya Bank for their
support and guidance to the Company from time to time. The Directors
wish to place on record their appreciation of the efficient and loyal
services rendered by the workers, officers, and staff members of the
Company. Your company''s industrial relation continued to be excellent
during the year.
For and behalf of the Board of Directors
Date: 29th May, 2013 (Anil Agarwal)
Place: Gurgaon Chairman & Managing Director
Mar 31, 2012
TO THE MEMBERS
The Directors present the 22nd Annual Report together with the Audited
Statement of Accounts for the year ended 31st March, 2012.
Financial Result Rs. In Lacs
2011-12 2010-11
Sales and other operating income 1521.04 954.26
Profit before depreciation(29.41) 67.80 41.55
Depreciation 28.07 29.41
Profit/ (Loss) after extraordinary 25.35 20.73
Items & Tax
Add: Surplus from previous year 25.23 9.50
Transfer to General Reserve 0.00 5.00
Proposed Dividend NIL NIL
Surplus Carried to Balance Sheet 50.58 25.23
Performance
Sales inclusive of export incentives have increased over the previous
year. The financial year 2011-12 shows a profit of Rs.39.72 lacs after
providing for Rs.28.07 lacs towards depreciation.
The Company's performance improved despite the European economics.
Efforts to secure orders continues by taking active participation in
the most popular Riva Del Garda, Italy fair. The Company's portfolio of
Footwear from the R&D aspect is being appreciated in the international
market, the company had good orders in hand and the turnover in the
year was better.
Dividend
The Directors express their inability to recommend any dividend.
Fixed Deposit
The Company has neither invited nor accepted fixed deposit from the
public within the meaning of Companies (Acceptance of Deposit) Rule
1975.
Directors Responsibility Statement
In terms of provisions of Section 217(2AA) of the Companies Act, 1956
your Directors confirm that: -
In the preparation of Annual Accounts the applicable accounting
standard have been followed along with proper explanation and no
material departure have been made from the same; They have selected
such accounting policy and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and
fair view of state of affairs of the Company at the end of the
financial year and profit or loss of the company for that period; They
have taken proper and sufficient care for the maintenance of adequate
accounting record in accordance with the provision of Companies Act,
1956, for safeguarding the assets of the company and forpreventing and
detecting fraud and other irregularities; The Annual accounts have been
prepared on a going concern basis.
Directors
Pursuant to the provision of Section 256(3) of the Companies Act, 1956
and Article 84 of the Article of Association of the i Company, Mr.
B.P.Singh, Director, retires by rotation and being eligible offers
himself for re-appointment. Your Directors recommend his
re-appointment.
Particular of employees
There were no employees in respect of whom particulars pursuant to
section 217(2A) of the Companies Act, 1956 read with Companies
(Particular of Employee amendment rule) 1998 are required to
be given. Conservation of Energy, Technology Absorption and Foreign
Exchange Earning and Outgo As required under the Companies (Disclosure
of Particulars in the Report of the Board of Directors) Rule 1988 the
information is furnished below.
A Conservation of Energy
The Company has on going program to increase the awareness of Employee
on conservation of Energy. Regular maintenance of captive generator
sets, switching off machine and other Electrical Equipment when not in
use are standard practices at the manufacturing facility and being
regularly followed.
B Technology Absorption
Effort made for Technology absorption is as per Form - B attached as
Annexure to this report.
C Foreign Exchange Earning and Outgo
The total foreign exchange earnings of the company during the year
under review was Rs. 1329.03 lacs on account of exports and the total
foreign exchange outgo was Rs.29.30 lacs on account of commissions,
traveling expenses, trade fair expenses .advertisement and foreign bank
charges and Rs. 107.43 lacs for import of raw material.
Auditors
M/s B. Chhawchharia & Co. Chartered Accountant, Auditors of the Company
retire at the conclusion of the ensuing Annual General Meeting and
being eligible offer themselves for re-appointment. The Company has
received a certificate to the effect that their reappointment, if made,
will be within the prescribed limit under Section 224(1 B) of the
Companies Act, 1956.
Auditor's Report
The qualification in the Auditors' report is adequately explained in
relevant notes to the accounts.
Listing of Shares
The Shares of the Company are listed and traded in two stock exchanges
i.e. Mumbai and Kolkata (Regional) Stock Exchange and addresses of the
stock exchanges are mentioned elsewhere in this Annual Report. The
Company has paid the Annual Listing fees to Mumbai and Kolkata Stock
exchanges.
ISO 9001:2000 CERTIFICATION
Your Company continues to enjoy the status of ISO 9001:2000
E-Mail ID's of Shareholders
Pursuant to the "Green Initiative in Corporate Governance", the
Ministry of Corporate Affairs, Government of India, through its
Circular Nos. 17/2011 & 18/2011 dated 21 April 2011 & 29 April 2011
respectively, has allowed companies to send official documents to their
shareholders electronically. Please update your e-mail address (i) to
the Depository Participant, where the shares are held in electronic
form and (ii) to the Company / Share Transfer Agent, where shares are
held in the physical form.
The shareholders are requested to make a note that from next year the
Company shall follow the Green Initiative and send the Annual Report
and the AGM notice and other communications only by electronic media.
Acknowledgement
Your Directors take this opportunity to express grateful thanks to the
Central Government and State Government and Vijaya Bank for their
support and guidance to the Company from time to time. The Directors
wish to place on record their appreciation of the efficient and loyal
services rendered by the workers, officers, and staff members of the
Company. Your company's industrial relation continued to be excellent
during the year.
E-Mail ID's of Shareholders
Pursuant to the "Green Initiative in Corporate Governance", the
Ministry of Corporate Affairs, Government of India, through its
Circular Nos. 17/2011 & 18/2011 dated 21 April 2011 & 29 April 2011
respectively, has allowed companies to send official documents to their
shareholders electronically. Please update your e-mail address (i) to
the Depository Participant, where the shares are held in electronic
form and (ii) to the Company / Share Transfer Agent, where shares are
held in the physical form.
The shareholders are requested to make a note that from next year the
Company shall follow the Green Initiative and send the Annual Report
and the AGM notice and other communications only by electronic media.
Acknowledgement
Your Directors take this opportunity to express grateful thanks to the
Central Government and State Government and Vijaya Bank for their
support and guidance to the Company from time to time. The Directors
wish to place on record their appreciation of the efficient and loyal
services rendered by the workers, officers, and staff members of the
Company. Your company's industrial relation continued to be excellent
during the year.
For and behalf of the Board of Directors
Date: 31st July, 2012 (Anil Agarwal)
Place: Gurgaon Chairman & Managing Director
Mar 31, 2010
The Directors present the 20th Annual Report together with the Audited
Statement of Accounts for the year ended 31st March, 2010.
Financial Result
Rs. In Lacs
2009-10 2008-09
Sales and other income 983.26 1265.12
Profit before depreciation (29.64) 39.74
82.26
And extraordinary item (NIL)
Depreciation 29.64 29.81
Profit/ (Loss) after extraordinary 7.40 30.29
Items & Tax
Add: Surplus from previous year 2.09 1.80
Transfer to General Reserve NIL 30.00
Proposed Dividend NIL NIL
Surplus Carried to Balance Sheet 9.49 2.90
Performance
Sales inclusive of export incentives have decreased over the previous
year. The financial year 2009-10 shows a profit of Rs.7.40 lacs after
providing Rs. 29.64 lacs towards depreciation.
The Companys performance could not improve due to the rolling effect
of the global melt down which hit the Companys business during this
financial year. Efforts to secure orders continues by taking active
participation in the most popular Riva Del Garda, Italy fair. Though
the Companys portfolio of Footwear from the R&D aspect is being
appreciated in the international market, orders have shrunk due to
acute competition in the international market especially in view of the
forex rate conditions prevailing overseas.
Dividend
The Directors express their inability to recommend any dividend
Fixed Deposit
The Company has neither invited nor accepted fixed deposit from the
public within the meaning of Companies (Acceptance of Deposit) Rule
1975.
Directors Responsibility Statement
In terms of provisions of Section 217(2AA) of the Companies Act, 1956
your Directors confirm that: -
- In the preparation of Annual Accounts the applicable accounting
standard have been followed along with proper explanation and no
material departure have been made from the same;
- They have selected such accounting policy and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of state of affairs of the
Company at the end of the financial year and profit or loss of the
company for that period;
- They have taken proper and sufficient care for the maintenance of
adequate accounting record in accordance with the provision of
Companies Act, 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
- The Annual accounts have been prepared on a going concern basis.
Directors
Pursuant to the provision of Section 256(3) of the Companies Act, 1956
and Article 84 of the Article of Association of the Company, Mr.
B.P.Singh, Director, retires by rotation and being eligible offers
himself for re-appointment. Your Directors recommend his
re-appointment.
Particular of employees
There were no employees in respect of whom particulars pursuant to
section 217(2A) of the Companies Act, 1956 read with Companies
(Particular of Employee amendment rule) 1998 are required to be given.
Conservation of Energy, Technology Absorption and Foreign Exchange
Earning and Outgo As required under the Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rule 1988 the
information is furnished below.
A Conservation of Energy
The Company has on going program to increase the awareness of Employee
on conservation of Energy. Regular maintenance of captive generator
sets, switching off machine and other Electrical Equipment when not in
use are standard practices at the manufacturing facility and being
regularly followed.
B Technology Absorption
Effort made for Technology absorption is as per Form - B attached as
Annexure to this report.
C Foreign Exchange Earning and Outgo
The total foreign exchange earnings of the company during the year
under review was Rs.888.97 lacs on account of exports and the total
foreign exchange outgo was Rs.31.23 lacs on account of commissions,
traveling expenses and foreign bank charges.
Auditors
M/s B. Chhawchharia & Co. Chartered Accountant, Auditors of the Company
retire at the conclusion of the ensuing Annual General Meeting and
being eligible offer themselves for re-appointment. The Company has
received a certificate to the effect that their reappointment, if made,
will be within the prescribed limit under Section 224(1B) of the
Companies Act, 1956.
Auditors Report
The qualification in the Auditors report is adequately explained in
relevant notes to the accounts.
Listing of Shares
The Shares of the Company are listed and traded in two stock exchanges
i.e. Mumbai and Calcutta (Regional) Stock Exchange and addresses of the
stock exchanges are mentioned elsewhere in this Annual Report. The
Company has paid the Annual Listing fees to Mumbai and Calcutta Stock
exchanges.
ISO 9001:2000 CERTIFICATION
Your Company continues to enjoy the status of ISO 9001: 2000
Acknowledgement
Your Directors take this opportunity to express grateful thanks to the
Central Government and State Government and Vijaya Bank for their
support and guidance to the Company from time to time. The Directors
wish to place on record their appreciation of the efficient and loyal
services rendered by the workers, officers, and staff members of the
Company. Your companys industrial relation continued to be excellent
during the year.
For and behalf of the Board of Directors
Date : 26th July, 2010 (Anil Agarwal)
Place : Gurgaon Chairman & Managing Director
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