Mar 31, 2018
To,
The Members of
Alliance Integrated Metaliks Limited
The Board of Directors are pleased to present the Companyâs Twenty Ninth (29th) Annual Report of the Company for the Financial Year ended March 31, 2018.
FINANCIAL RESULTS
The standalone and consolidated financial statements for the financial year ended March 31, 2018, forming part of this Annual Report, have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs.
Key highlights of financial performance of your Company for the financial year 2017-18 are provided below:
(Rupees in Lakhs)
Particulars |
Standalone |
Consolidated |
||
Financial Year Ended March 31, 2018 |
Financial Year Ended March 31, 2017 |
Financial Year Ended March 31, 2018 |
Financial Year Ended March 31, 2017 |
|
Revenue from Operations |
8275.92 |
10456.64 |
8275.92 |
10456.64 |
Other Income |
57.61 |
65.65 |
57.61 |
65.65 |
Total Revenue |
8,333.53 |
10,522.29 |
8,333.53 |
10,522.29 |
Total Expenses |
15,248.09 |
18,072.87 |
15,248.09 |
18,072.87 |
Exceptional Items |
(12,396.29) |
(15,984.34) |
- |
- |
Share of Profit/(Loss) of Associates and Joint Venture |
- |
- |
(15,061.55) |
(15,984.34) |
Profit before Tax |
(19,310.86) |
(23,534.91) |
(21,976.12) |
(23,534.91) |
Tax Expenses |
||||
(1) Current Tax |
- |
- |
- |
- |
(2) Deferred Tax |
(973.68) |
(2,397.62) |
(973.68) |
(2,397.62) |
(3) Income Tax/MAT reversal/provision |
- |
(25.80) |
- |
(25.80) |
Net profit for the year |
(18,337.18) |
(21,111.49) |
(21,002.44) |
(21,111.49) |
Other comprehensive (loss)/income for the year |
6.31 |
13.83 |
6.31 |
13.83 |
Total comprehensive income for the year |
(18,330.87) |
(21,097.66) |
(20,996.13) |
(21,097.66) |
EPS |
(157.91) |
(181.80) |
(180.86) |
(181.80) |
OPERATIONS REVIEW AND THE STATE OF COMPANYâS AFFAIRS
The Company was established in the year 1989 by the name of B. S. Holdings and Credit Limited. The name of the Company was changed to Alliance Integrated Metaliks Limited (hereinafter referred to as âAIMLâ) in the year 2004.
The company has its production facility in Punjab to serve the Government and Private sector companies setting up power plants in India. The company intends to contribute its integrated facility to all major companies engaged in setting up power project by manufacturing and supplying heavy structures and equipmentâs related to power plants.
The customer list of the company includes Delhi Metro Rail Corporation [DMRC], L & T, BHEL, AFCONS, HCC, Doosan Power Systems, BGR Energy Systems Limited, Gyatri Projects Ltd, Ashoka Builcons Ltd, Sadbhav Engineering Ltd etc.
The registered office of the company is situated at 910, Ansal Bhawan, 16, K. G. Marg, New Delhi - 110001. The shares of the company are listed on Bombay Stock Exchange.
The state of affairs of the Company is presented as part of the Management Discussion and Analysis Report forming part of this Annual Report.
FINANCIAL PERFORMANCE Standalone
During the period under review, based on Standalone financial statements, the Company earned revenue from operations amounting to Rs. 8275.92 Lakhs as compared to Rs. 10456.64 Lakhs in the previous year. Loss after Tax stood at Rs. 18337.18 Lakhs as against Loss after Tax of Rs. 21,111.49 Lakhs in the previous year.
Consolidated
During the period under review, based on consolidated financial statements, the Company earned revenue from operations amounting to Rs. 8275.92 Lakhs as compared to Rs. 10456.64 Lakhs in the previous year. Loss after Tax stood at Rs. 21,002.44 Lakhs as against Loss after Tax of Rs. 21,111.49 Lakhs in the previous year.
CONSOLIDATED FINANCIAL STATEMENT
In pursuance of the provision of Section 129 (3) of Companies Act, 2013, a company has one or more subsidiaries or associate companies, it shall, in addition to standalone financial statements, prepare a consolidated financial statement of the company and of all the subsidiaries and associate companies in the same form and manner as that of its own and in accordance with applicable accounting standards, which shall also be laid before the annual general meeting of the company along with the laying of its financial statement. Your Company has two associates companies and consolidation of the same is mandatory as per the Companies (Amendment) Act, 2017.
The directors also present the audited consolidated financial statements incorporating the duly audited financial statements as prepared in compliance with the Companies Act, 2013, applicable Accounting Standards and SEBI Listing Regulations, 2015 as prescribed by SEBI is provided in the Annual Report.
DIVIDEND
In view of losses incurred during the period under review, the Board of Directors has not recommended any dividend on equity shares for the period ended March 31st, 2018.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
As per Section 124(6) of the Companies Act, 2013 read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended from time to time, all the shares in respect to which dividend has remained unclaimed/unpaid for a period of seven Consecutive year or more are required to transfer in the name of IEPF, but the company is not required to be transferred any amount to the IEPF established by the Central Government as the company has not declared any dividend for any financial year.
TRANSFER TO RESERVES
Your Company has not transfer any amount under the head Reserve in the Financial Statements for the Financial Year ended March 31, 2018. Whereas, the company has incurred losses during the period and has transfer the amount under the head Retained Earnings in Other Reserves to the Financial Statements for the Financial Year ended March 31, 2018 as prepared according to Indian Accounting Standards (Ind AS).
CAPITAL STRUCTURE OF THE COMPANY
The Share Capital Structure of the Company is categorised into two classes:-
S. No. |
Particulars |
Equity Shares |
1% Non Cumulative Redeemable Preference Shares |
1. |
Authorised Share Capital |
3,00,00,000 |
7,00,00,000 |
2. |
Paid Up Share Capital |
1,16,12,500 |
6,50,00,000 |
3. |
Value per Share |
10 |
10 |
During the period under review, there was no public issue, rights issue, bonus issue or preferential issue, etc. during the year. The Company has not issued shares with differential voting rights, sweat equity shares, nor has it granted any stock options.
INDIAN ACCOUNTING STANDARDS, 2015
The Ministry of Corporate Affairs (MCA), vide its notification in the Official Gazette dated February 16, 2015, notified the Indian Accounting Standards (Ind AS) and Ind AS has replaced the existing Indian GAAP prescribed under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. The Company and its associates has adopted Indian Accounting Standards (âInd ASâ) from April 01, 2016 (transition date to Ind AS is July 01, 2015) and the financial Statements have been prepared in accordance with recognition and measurement principal of Indian Accounting Standards (âInd ASâ) as prescribed under the Companies (Indian Accounting Standards) Rules, 2015, as specified in section 133 of the Companies Act, 2013.
The annexed financial statements comply in all material aspects with Indian Accounting Standards (Ind AS) notified under section 133 of the Companies Act, 2013 (the Act), Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time and other relevant provisions of the Act.
MATERIAL CHANGES AFFECTING THE COMPANY
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and date of this report. There has been no change in the nature of business of the Company.
CORPORATE GOVERNANCE
Pursuant to Regulation 34 of the Listing Regulations and Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 executed with the Stock Exchanges, the report on Management Discussion and analysis, the Report on Corporate Governance and the requisite Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance are provided in a separate section and forms part of this Annual Report.
DIRECTORSâ RESPONSIBILITY STATEMENT
Your Directors hereby confirm that:
a. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
b. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;
c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. the Directors have prepared the annual accounts on a going concern basis; and
e. the Directors, have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively;
f. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES
The Company has following Associate Companies as on March 31, 2018:
S. No. |
Name of the Company |
Status |
% of Holding |
1 |
ARGL Limited |
Associate |
46 |
2 |
ACIL Limited |
Associate |
46 |
In accordance with proviso to sub-section (3) of Section 129 of the Companies Act 2013, a statement containing salient features of the financial statements of the Companyâs associates and the report on their performance and financial position in Form AOC-1 is annexed to the financial statements and forms part of the Annual Report, which covers the financial position of the associate Company.
The Company does not have any subsidiary and joint venture as on March 31, 2018.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
1. Appointment of Director on the Board of Directors of the Company
In accordance with the provision of Section 161 of the Companies Act, 2013, Mr. Sanjiv Bhasin (DIN: 01119788) was appointed as an Additional Director (Non-Executive) of the Company and pursuant to the provision of Section 152, 160 and other applicable provisions of the Companies Act, 2013, he was regularize as Director (Non-Executive) of the Company in the 28th Annual General Meeting of the Company held on September 28, 2017.
In accordance with the provision of Section 161 of the Companies Act, 2013, Ms. Anuradha Kapur was appointed as an Additional Director of the Company (Non-Executive) of the Company. The Board of Directors has proposed to re-appoint Ms. Anuradha Kapur as Independent Director of the Company subject to the approval of members in ensuing Annual General Meeting scheduled to be held on 29th September, 2018 and the details of the appointment provided in the notice forming part of Annual Report.
2. Retire by Rotation on the Board of Directors of the Company
In accordance with the provisions of Section 152 the Companies Act, 2013 and the Article of Association of the Company read with Companies (Appointment and Qualification of Directors) Rules, 2014, Mr. Sanjiv Bhasin (DIN: 01119788) retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment. The details as required under Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 regarding Mr. Sanjiv Bhasin are provided in the Notice of the 29th Annual General Meeting. The Board recommends his re-appointment.
3. Resignation of Directors and Key Managerial Personnel
Pursuant to the provision of Section 168 of Companies Act, 2013, Ms. Ankita Wadhawan (DIN: 06971383) Independent Director of the Company has resigned from the office with effect from August 14, 2017.
Pursuant to the provision of Section 168 of Companies Act, 2013, Mr. Avijit Banerjee (DIN: 01357534) has resigned from the office with effect from November 28, 2017.
Pursuant to Section 203 of the Companies Act, 2013, Ms. Shagun Bajpai was appointed as Company Secretary of the Company w.e.f 18th October, 2016 and she has resigned w.e.f. 22nd April, 2017. On the resignation, the office of Company Secretary of the Company stands vacant and the Company is under process to appoint suitable person for the post.
A brief resume of the Director proposed to be appointed/ re-appointed, highlighting their industry expertise in specific functional areas, names of Companies in which they hold directorships is provided in the notice forms part of the notice forming part of Annual Report. Further, name of the Companies in which they hold the memberships/ chairmanships of Board Committees, as stipulated under SEBI Listing Regulations I provided in the Corporate Governance Section of this Annual report.
FAMILIARIZATION PROGRAMME
As per requirement under the provisions of Section 178 of the Companies Act, 2013 read with Companies (Meeting of the Board and its powers) Rules, 2014 and SEBI (Listing Obligations and Disclosure Requirements), Requirements, 2015, yours Company had adopted a familiarisation programme for independent directors to familiarise them with the Company, their role, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model, management structure, industry overview, internal control system and processes, risk management framework, functioning of various divisions, HR Management, CSR activities etc.
Your company aims to provide its independence Directors, insight into the Company enabling them to contribute effectively. The Company arranges site visit for the Directors, giving them insight of various projects and Directors are also informed of various developments relating to the industry on regular basis and are provided with specific regulatory updates from time to time.
Details of the familiarization programme of the Independent Directors are available on the website of the Company (URL: http://www.aiml.in/investors.php)
INDEPENDENT DIRECTORS DECLARATION
All the Independent Directors of the Company have given requisite declarations that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 and Regulations 16 & 25 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015
BOARD MEETINGS
The Board met Five (5) times during the period under review, the details of which are provided in the Corporate Governance Report that forms part of this Annual Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
BOARD EVALUATION
As per SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015, the Board evaluated the effectiveness of its functioning and that of the committees and of individual Directors by seeking their inputs on various aspects of Board/Committee governance such as the Board composition and structure, effectiveness of board processes, active participation and contribution of directors in the Board/ Committee meetings and the fulfilment of Directors obligation and their fiduciary responsibilities.
Further, the Independent Directors at their meeting, reviewed the performance of the Board, Chairman of the Board and of Non Executive Directors. The meeting also reviewed the co-ordination between the Company management and the Board which is required for the Board to effectively and reasonably perform their duties.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. To maintain its objectivity and independence, the internal audit function reports to the chairman of the Audit Committee and all significant audit observations and corrective actions are presented to the Committee.
EXTRACT OF ANNUAL RETURN
In terms of Section 134(3)(a) of the Companies Act, 2013 read with Rule 12(1) of Companies (Management & Administration) Rules, 2014, the extract of Annual Return of the Company in Form MGT-9 is attached as Annexure I to this Report.
Whereas, in pursuant to the Companies (Amendment) Act, 2017, the act has made substitution under Section 134(3)
(a) of the Companies Act, 2013 to place the extract of Annual Return on the website of the Company.
TRANSACTIONS WITH RELATED PARTIES
In accordance with Section 134(3) (h) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014, the particulars of contracts or arrangements with related parties, referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is attached as Annexure II to this Report.
AUDITORS
1. STATUTORY AUDITORS AND THEIR REPORT
Pursuant to provisions of Section 139 of the Companies Act, 2013 and rules framed there under, the statutory auditors of the Company M/s Raj Gupta & Co., Chartered Accountants was appointed from the conclusion of 28th Annual General Meeting (AGM) held on 28th September, 2017 till the conclusion of 33rd Annual General Meeting of the Company and such remuneration as may be fixed by the Board.
M/s Raj Gupta & Co., Chartered Accountants have furnished a certificate of their eligibility under Section 139 and 141 of the Companies Act, 2013 and the Rules framed thereunder for the appointment as Auditors of the Company and also as required under Regulation 33(1)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the auditors have confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.
However, for the Financial Year ended March 31, 2018, the auditors M/s Raj Gupta & Co., Chartered Accountants, had not reported any matter under section 143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under Section 134(3) of the Act. Further, the Auditorâs Report for Financial Year ended March 31, 2018 does not have any qualifications and adverse remarks and the notes on Financial Statements referred to in the Auditorsâ Report are self-explanatory and, therefore, do not call for further clarification.
DETAIL OF FRAUD AS PER AUDITORS REPORT
There is no fraud in the Company during the financial statements ended 31st March,2018, this is also being supported by the report of the auditors of the Company as no fraud has been reported in their audit report for the financial statements ended 31st March,2018.
2. SECRETARIAL AUDITORS
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s Nitika & Associates, Company Secretaries has undertaken the Secretarial Audit of the Company for the financial year 2017-18. The Report of the Secretarial Audit in Form MR-3 for the period ended March 31, 2018 is annexed as Annexure III to the Report. There are no qualifications, reservations or adverse remarks made by Secretarial Auditor in their report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Disclosure on particulars relating to loans, guarantees or investments under section 186 of the Companies Act, 2013 have been provided as part of the financial statements for the financial year ended March 31, 2018.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The details as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014, regarding conservation of energy, technology absorption and foreign exchange earnings and outgo are attached as Annexure IV to this Report.
COMMITTEES OF THE BOARD
The Companyâs Board has the following Committees:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholdersâ Relationship Committee
4. Corporate Social Responsibility Committee
The details of the membership and attendance at the meetings of the above Committees of the board are provided in the Corporate Governance Section of the annual report.
POLICY ON APPOINTMENT AND REMUNERATION
Pursuant to Section 178(3) of the Companies Act 2013, the Nomination and Remuneration Committee of the Board has framed a policy for selection and appointment of Directors and senior management personnel, which inter alia includes the criteria for determining qualifications, positive attributes and independence of a Director(s)/Key managerial personnel and their remuneration. The nomination and remuneration policy is available on the website of the Company (http://www.aiml.in/investors)
CORPORATE SOCIAL RESPONSIBILITY
A brief outline of the Corporate Social Responsibility Policy of the Company and the related details for the period 2017-2018 are set out in Annexure V of this report as per the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. The Composition of CSR committee and other related details are provided in the Corporate Governance section, forming part of this Report. The policy is available on the website of the Company.
AUDIT COMMITTEE
The Audit Committee comprises Mr. Gaurav Pabby, Independent Director as Chairman and Mr. Devinder Singh Sodhi, Independent Director and Mr. Sanjiv Bhasin, Non-Executive Director as Members. The Board of Directors have accepted all the recommendation of the Audit Committee. The Audit Committee was reconstituted by the Board of Directors of the Company on the resignation of Mr. Avijit Banerjee and whereas, Mr. Sanjiv Bhasin was appointed as a new member of the Audit Committee to comply with the provisions of Section 177 of the Companies Act, 2013.
VIGIL MECHANISM
The Company has in place a vigil mechanism in the form of Whistle Blower Policy. It aims at providing avenues for employees to raise complaints and to receive feedback on any action taken and seeks to reassure the employees that they will be protected against victimization and for any whistle blowing conducted by them in good faith. The policy is intended to encourage and enable the employees of the Company to raises serious concerns within the organization rather than overlooking a problem or handling it externally.
The Company is committed to the highest possible standard of openness, probity and accountability. It contains safe guards to protect any person who uses the Vigil Mechanism by raising any concern in good faith. The Company protects the identity of the whistle blower, if the whistle blower so desires, however the whistle blower needs to attend any disciplinary hearing or proceedings as may be required for investigation of the complaint. The mechanism provides for a detailed complaint and investigation process.
If circumstances so require, the employee can make a complaint directly to the Chairman of the Audit Committee. The Company also provides a platform to its employees for having direct access to the Managing Director. The Company Secretary is the Compliance Officer. The confidentiality of those reporting violations is maintained and they are not subjected to any discriminatory practice.
RISK MANAGEMENT
The Company has developed and implemented a Risk Management Policy. The details of elements of risk are provided in the Management Discussion and Analysis section of this Annual Report.
ANTI SEXUAL HARASSMENT POLICY
The Company has in place an Anti Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All women employees (permanent, contractual, temporary, trainees) are covered under this policy. During the period 2017-18, no complaints were received by the committee.
PARTICULARS OF EMPLOYEES
The details as required in terms of the provisions of Section 197 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are attached as Annexure - VI to this Report.
The particulars of employees as required in terms of the provisions of Section 197 read with Rule 5 (2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is Nil.
PUBLIC DEPOSITS
During the period under review, the Company has not accepted any deposits from public, members or employees under the Companies Act, 2013 and as such, no amount of principal or interest on public deposits was outstanding as on the date of balance sheet.
SIGNIFICANT AND MATERIAL ORDERS
No significant and material orders have been passed by any regulators or courts or tribunals impacting the going concern status and Companyâs operations in future.
DEMATERIALISATION AND LISTING
The equity shares of the Company are admitted to the depository system of National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). As on 31st March, 2018, 92,42,498 Equity Shares representing 79.591% of the Equity Share Capital of the Company are in dematerialized form. The Equity Shares of the Company are compulsorily traded in dematerialized form as mandated by the Securities and Exchange Board of India (SEBI). The International Securities Identification Number (ISIN) allotted to the Company with respect to its Equity Shares is INE123D01016.
The Equity shares of the Company are listed on BSE Limited.
RECONCILIATION OF SHARE CAPITAL AUDIT
As per the directive of the Securities & Exchange Board of India, the Reconciliation of Share Capital Audit was carried out on quarterly basis for the quarter ended June 30th, 2017, September 30th, 2017, December 31 *, 2017 and March 31st, 2018 by a Company Secretary in Practice. The purpose of the audit was to reconcile the total number of shares held in National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL) and in physical form with respect to admitted, issued and paid up capital of the Company.
The aforesaid Reports of Reconciliation of Share Capital were submitted to the BSE Limited, where the equity shares of the Company are listed.
INDUSTRIAL RELATIONS
During the period under review, the relations between the Management and the workmen were highly cordial. Human resources initiatives such as skill up gradation, training, appropriate reward & recognition systems and productivity improvement were the key focus areas for development of the employees of the Company.
INVESTOR RELATIONS
Your Company always endeavors to promptly respond to shareholdersâ requests/grievances. Each and every issue raised by the shareholders is taken up with utmost priority and every effort is made to resolve the same at the earliest. The Stakeholders Relationship Committee of the Board periodically reviews the status of the redressal of investorsâ grievances.
GOODS AND SERVICE TAX (GST)
GST is an Indirect Tax which has replaced many Indirect Taxes in India. The Goods and Service Tax Act was passed in the Parliament on 29th March 2017. Goods and Service Tax (GST) came into effect from July 01, 2017 through the implementation of one Hundred and first amendment of the Constitution of India. The tax replaced existing multiple cascading taxes levied by the Central and State Government. As GST is one indirect tax for the entire country.
Your company has successfully implemented and migrated to GST followed by the changes across various departments/operation of the Company.
ACKNOWLEDGEMENT
Your Directors wish to place on record the sincere and dedicated efforts of all the employee of the Company. Your Directors also take this opportunity to offer their sincere thanks to the Financial Institutions, Banks and other Government Agencies, valued customers and the investors for their continued support, co-operation and assistance.
By Order of the Board
For Alliance Integrated Metaliks Limited
Mahesh Ochani
Date : August 14, 2018 DIN: 01199650
Place: New Delhi Director
Mar 31, 2016
TO
THE MEMBERS,
ALLIANCE INTEGRATED METALIKS LIMITED
The Directors are pleased to present the 27th Annual Report on the business and operations of your Company along with the audited financial statements for the period ended 31st March, 2016.
FINANCIAL RESULTS
As the current financial year comprises a period of nine months from July 1, 2015 to March 31, 2016, therefore, numbers pertaining to current financial year 2015-16 are not comparable with numbers of previous financial year 2014-15. However, The Companyâs financial performance, for the period ended 31st March, 2016 and year ended 30th June, 2015 is summarized below:
(Rupees in Lacs)
PARTICULARS |
Period ended 31st March, 2016 (9 Months) |
Year ended 30th June, 2015 (12 Months) |
Revenue from Operations |
16,307.90 |
43,312.42 |
Expenditures (excluding depreciation and finance costs) |
15,591.32 |
39,516.61 |
Depreciation |
2,030.69 |
2,116.98 |
Finance Cost |
3,287.68 |
4,379.73 |
Profit/(Loss) before Taxation |
(4,601.79) |
(2,700.90) |
Tax Expenses |
(1,412.89) |
(869.08) |
Profit/(Loss) after Tax |
(3,188.90) |
(1,831.82) |
Earning per Equity Share (Rs. per Share) |
||
(1) Basic after extraordinary item |
(27.46) |
(16.43) |
(2) Diluted after extraordinary item |
(27.46) |
(16.43) |
PERFORMANCE
During the period under review, the Company earned revenue from operations amounting to Rs. 16,307.90 Lacs as compared to Rs. 43,312.42 Lacs in the previous year. Loss after Tax stood at Rs. 3188.90 as against Loss after Tax of Rs. 1831.82 lacs in the previous year.
DIVIDEND
The Board of Directors has not recommended any dividend for the period ended 31.03.2016.
CONSOLIDATED FINANCIAL STATEMENT
In accordance with Section 129 of the Companies Act, 2013, Consolidated Financial Statements are attached and form part of the Annual Report and the same shall be laid before the ensuing Annual General Meeting along with the Financial Statements of the Company.
STATE OF COMPANYâS AFFAIRS
The state of affairs of the Company is presented as part of the Management Discussion and Analysis Report forming part of the Annual Report.
CORPORATE GOVERNANCE
As stipulated under Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 executed with the Stock Exchanges, the report on Management Discussion and Analysis, the Report on Corporate Governance and the requisite Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance are provided in a separate section and forms part of the Annual Report.
FINANCIAL YEAR
Pursuant to section 2(41) of the Companies Act, 2013, the Company adopted April-March as its financial year and accordingly the year under review comprised of Nine months only i.e from 1st July, 2015 to 31st March, 2016. From 2016-17 & onwards, the financial year of the Company shall be for a period of 12 months i.e. from 1st April to 31st March.
DIRECTORSâ RESPONSIBILITY STATEMENT
Pursuant to the provisions contained in Section 134(5) of the Companies Act, 2013, the Directors hereby confirm that:
a) In the preparation of the annual accounts for the nine months ended 31st March, 2016, the applicable Accounting Standards have been followed and there are no material departures from the same;
b) the Directors have selected such accounting policies and applied them consistently and made 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, 2016 and of the loss of the Company for that period;
c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) The Directors have prepared the Annual Accounts on a going concern basis;
e) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
SUBSIDIARIES AND ASSOCIATES
The Company has following Associate Companies as on March 31, 2016:
S. No. |
Name of the Company |
Status |
1 |
ARGL Limited |
Associate |
2 |
ACIL Limited |
Associate |
In accordance with proviso to sub-section (3) of Section 129 of the Companies Act 2013, a statement containing salient features of the financial statements of the Companyâs associates and the report on their performance and financial position in Form AOC-1 is annexed to the financial statements and forms part of the Annual Report, which covers the financial position of the associate Company. (Annexure-I)
The Company does not have any subsidiary and joint venture as on March 31, 2016.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Pursuant to Section 203 of the Companies Act, 2013 the Board of Directors of the Company appointed Ms. Prerna Wadhwa as Company Secretary of the Company.
Mr. Avijit Banerjee, (DIN:01357534) Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. The Board of Directors recommends his appointment.
A brief resume of the Director proposed to be appointed/ re-appointed, as required under Regulation 36 (3)(a) of SEBI (Listing Obligations and disclosure Requirements) Regulations, 2015 and Companies Act 2013, forms part of the notice convening Annual General Meeting.
FAMILIARIZATION PROGRAMME
Details of the familiarization programme of the Independent Directors are available on the website of the Company (URL: http://www.aiml.in/investors.php)
INDEPENDENT DIRECTORS DECLARATION
The Company has received the necessary declaration from each Independent Director in accordance with Section 149 (7) of the Companies Act, 2013, that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
BOARD MEETINGS
The Board met 6 times during the period, the details of which are provided in the Corporate Governance Report that forms part of this Annual Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and SEBI Listing Regulations, 2015.
BOARD EVALUATION
The Board evaluated the effectiveness of its functioning and that of the committees and of individual Directors by seeking their inputs on various aspects of Board/Committee governance such as the Board composition and structure, effectiveness of board processes, active participation and contribution of directors in the Board/ Committee meetings and the fulfillment of Directors obligation and their fiduciary responsibilities.
Further, the Independent Directors at their meeting, reviewed the performance of the Board, Chairman of the Board and of Non Executive Directors. The meeting also reviewed the co-ordination between the Company management and the Board which is required for the Board to effectively and reasonably perform their duties.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. To maintain its objectivity and independence, the internal audit function reports to the chairman of the Audit Committee and all significant audit observations and corrective actions are presented to the Committee.
STATUTORY AUDITORS AND AUDITORSâ REPORT
M/s A.C. Gupta & Associates, Chartered Accountants, (Firm Regd. No: 008079N) were appointed Statutory Auditors of the Company to hold office up to the conclusion of 29th Annual General Meeting of the Company subject to the ratification of their appointment at every Annual General Meeting. M/s A.C. Gupta & Associates, Chartered Accountants have confirmed their eligibility and willingness to accept office, if their appointment is ratified at the ensuing Annual General Meeting. The proposal for the ratification of their appointment is included in the notice for Annual General Meeting sent herewith.
The Company has received a consent letter from the statutory auditors for their appointment, and a certificate from them that their appointment, if ratified, shall be in accordance with the conditions as prescribed under the Companies Act, 2013 and that they are not disqualified for appointment.
The Auditorâs Report does not contain any qualifications, reservations or adverse remarks. The Report is attached hereto and is self-explanatory requiring no further elucidation
SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s C. Shandilya & Associates, Company Secretaries has undertaken the Secretarial Audit of the Company for the financial year 2015-16. The Report of the Secretarial Audit in Form MR 3 for the period ended March 31, 2016 is annexed as Annexure II to the Report. There are no qualifications, reservations or adverse remarks made by Secretarial Auditor in their report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Disclosure on particulars relating to loans, guarantees or investments under section 186 of the Companies Act, 2013 have been provided as part of the financial statements.
TRANSACTIONS WITH RELATED PARTIES
In accordance with Section 134(3) (h) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014, the particulars of contracts or arrangements with related parties, referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is attached as Annexure III to this Report.
EXTRACT OF ANNUAL RETURN
In terms of Section 134(3) (a) of the Companies Act, 2013 read with Rule 12(1) of Companies (Management & Administration) Rules, 2014, the extract of Annual Return of the Company in Form MGT-9 is attached as Annexure IV to this Report.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The details as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014, regarding conservation of energy, technology absorption and foreign exchange earnings and outgo are attached as Annexure V to this Report.
COMMITTEES OF THE BOARD
The Companyâs Board has the following Committees:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders Relationship Committee
4. Corporate Social Responsibility Committee
The details of the membership and attendance at the meetings of the above Committees of the board are provided in the Corporate Governance Section of the annual report.
POLICY ON APPOINTMENT AND REMUNERATION
Pursuant to Section 178(3) of the Companies Act 2013, the Nomination and Remuneration Committee of the Board has framed a policy for selection and appointment of Directors and senior management personnel, which inter alia includes the criteria for determining qualifications, positive attributes and independence of a Director(s)/Key managerial personnel and their remuneration. The nomination and remuneration policy is available on the website of the Company (http://www.aiml.in/investors)
CORPORATE SOCIAL RESPONSIBILITY
A brief outline of the Corporate Social Responsibility Policy of the Company and the related details for the period 2015-2016 are set out in Annexure VI of this report as per the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. The Composition of CSR committee and other related details are provided in the Corporate Governance section, forming part of this Report. The policy is available on the website of the Company.
AUDIT COMMITTEE
The Audit Committee comprises Mr. Gaurav Pabby, Independent Director as Chairman and Mr. Devinder Singh Sodhi, Independent Director and Mr. Avijit Banerjee, Non-Executive Director as Members. The Board of Directors has accepted all the recommendation of the Audit Committee.
VIGIL MECHANISM
The Company has in place a vigil mechanism in the form of Whistle Blower Policy. It aims at providing avenues for employees to raise complaints and to receive feedback on any action taken and seeks to reassure the employees that they will be protected against victimization and for any whistle blowing conducted by them in good faith. The policy is intended to encourage and enable the employees of the Company to raise serious concerns within the organization rather than overlooking a problem or handling it externally.
The Company is committed to the highest possible standard of openness, probity and accountability. It contains safeguards to protect any person who uses the Vigil Mechanism by raising any concern in good faith. The Company protects the identity of the whistle blower if the whistle blower so desires, however the whistle blower needs to attend any disciplinary hearing or proceedings as may be required for investigation of the complaint. The mechanism provides for a detailed complaint and investigation process.
If circumstances so require, the employee can make a complaint directly to the Chairman of the Audit Committee. The Company also provides a platform to its employees for having direct access to the Managing Director. The Company Secretary is the Compliance Officer. The confidentiality of those reporting violations is maintained and they are not subjected to any discriminatory practice.
RISK MANAGEMENT
The Company has developed and implemented a Risk Management Policy. The details of elements of risk are provided in the Management Discussion and Analysis section of the Annual Report.
ANTI SEXUAL HARASSMENT POLICY
The Company has in place an Anti Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All women employees (permanent, contractual, temporary, trainees) are covered under this policy. During the period 2015-16, no complaints were received by the committee.
PARTICULARS OF EMPLOYEES
The details as required in terms of the provisions of Section 197 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are attached as Annexure - VII to this Report.
The particulars of employees as required in terms of the provisions of Section 197 read with Rule 5 (2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is Nil.
PUBLIC DEPOSITS
During the period under review, the Company has not accepted any deposits from public, members or employees under the Companies Act, 2013 and as such, no amount of principal or interest on public deposits was outstanding as on the date of balance sheet.
SIGNIFICANT AND MATERIAL ORDERS
No significant and material orders have been passed by any regulators or courts or tribunals impacting the going concern status and Companyâs operations in future.
DEMATERIALISATION AND LISTING
The equity shares of the Company are admitted to the depository system of National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). As on 31st March, 2016, 92, 42,499 Equity Shares representing 79.59% of the Equity Share Capital of the Company are in dematerialized form. The Equity Shares of the Company are compulsorily traded in dematerialized form as mandated by the Securities and Exchange Board of India (SEBI). The International Securities Identification Number (ISIN) allotted to the Company with respect to its Equity Shares is INE 123D01016.
The Equity shares of the Company are listed on BSE Limited, Ahmedabad Stock Exchange Limited and Jaipur Stock Exchange Limited.
RECONCILIATION OF SHARE CAPITAL AUDIT
As per the directive of the Securities & Exchange Board of India, the Reconciliation of Share Capital Audit was carried out on quarterly basis for the quarter ended September 30, 2015, December 31, 2015 and March 31, 2016 by a Company Secretary in Practice. The purpose of the audit was to reconcile the total number of shares held in National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL) and in physical form with respect to admitted, issued and paid up capital of the Company.
The aforesaid Reports of Reconciliation of Share Capital were submitted to the BSE Limited, Ahemdabad Stock Exchange Limited and Jaipur Stock Exchange Limited where the equity shares of the Company are listed.
INDUSTRIAL RELATIONS
During the period under review, the relations between the Management and the workmen were highly cordial. Human resources initiatives such as skill up gradation, training, appropriate reward & recognition systems and productivity improvement were the key focus areas for development of the employees of the Company.
INVESTOR RELATIONS
Your Company always endeavors to promptly respond to shareholdersâ requests/grievances. Each and every issue raised by the shareholders is taken up with utmost priority and every effort is made to resolve the same at the earliest. The Stakeholders Relationship Committee of the Board periodically reviews the status of the redressal of investorsâ grievances.
ACKNOWLEDGEMENT
Your Directors wish to place on record the sincere and dedicated efforts of all the employee of the Company. Your Directors also take this opportunity to offer their sincere thanks to the Financial Institutions, Banks and other Government Agencies, valued customers and the investors for their continued support, co-operation and assistance.
BY ORDER OF THE BOARD
FOR ALLIANCE INTEGRATED METALIKS LIMITED
Sd/-
Place: New Delhi Avijit Banerjee
Dated: 6th August, 2016 (Chairman)
DIN: 01357534
Jun 30, 2015
The Directors are pleased to present the 26th Annual Report on the
business and operations of your Company along with the standalone
financial statements for the financial year ended 30th June, 2015.
FINANCIAL RESULTS (Rupees in Lacs)
PARTICULARS Year ended Year ended
30th June, 2015 30th June, 2014
Revenue from Operations 43312.42 52567.40
Expenditures 46013.32 52474.90
Profit/(loss) before Taxation (2700.90) 92.50
Tax Expenses (869.08) (6.64)
Profit/(loss) after Tax (1831.82) 99.14
Add: Accumulated Profits 53.43 30.34
Balance Available for appropriation (1778.39) 129.48
APPROPRIATION
Dividend on Preference Shares 65.00 65.00
Tax on Dividend of Preference Shares 11.20 11.05
Net Profit/(loss) Transferred
to Balance Sheet (1854.59) 53.43
PERFORMANCE
During the year under review, the Company earned revenue from
operations amounting to Rs. 43312.42 Lacs as compared to Rs. 52567.40
Lacs in the previous year. Loss after Tax stood at Rs. 1831.82 as
against Profit after Tax of Rs. 99.14 lacs in the previous year.
DIVIDEND
The Board of Directors has not recommended any dividend for the
financial year ended 30.06.2015.
STATE OF COMPANY'S AFFAIRS
The state of affairs of the Company is presented as part of the
Management Discussion and Analysis Report forming part of the Annual
Report.
CORPORATE GOVERNANCE
As stipulated under Clause 49 of the Listing Agreement executed with
the Stock Exchanges, the report on Management Discussion and Analysis,
the Report on Corporate Governance and the requisite Certificate from
the Auditors of the Company confirming compliance with the conditions
of Corporate Governance are provided in a separate section and forms
part of the Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the provisions contained in Section 134(5) of the Companies
Act, 2013, the Directors hereby confirm that:
a) in the preparation of the annual accounts for the year ended 30th
June, 2015, the applicable Accounting Standards have been followed and
there are no material departures from the same;
b) the Directors have selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company as at 30th June, 2015 and of the loss of the Company for
that period;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
d) the Directors have prepared the Annual Accounts on a going concern
basis;
e) the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and are operating effectively; and
f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are
adequate and operating effectively.
SUBSIDIARIES AND ASSOCIATES
The Company has following Associate Companies as on June 30, 2015:
S.
No. Name of the Company Status
1 ARGL Limited Associate
2 ACIL Limited Associate
The Company does not have any subsidiary or joint venture as on June
30, 2015.
In accordance with proviso to sub-section (3) of Section 129 of the
Companies Act 2013, a statement containing salient features of the
financial statements of the Company's associates and the report on
their performance and financial position in Form AOC-1 is annexed to
the financial statements and forms part of the Annual Report, which
covers the financial position of the associate Companies. (Annexure-I)
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Subsequent to the year under review, Mr. Ashish Pandit (DIN: 00139001)
and Mr. Sunil Kumar Mahalwal (DIN: 00499382), Independent Directors of
the Company have resigned from the Company effective from May 28, 2015.
The Board wishes to place on record, their appreciation for the
contribution made by them as the Directors of the Company during their
association with the Company.
Further, Pursuant to the provisions of sub-section (4) of Section 161
of the Companies Act, 2013 and to meet the requirement of Section 149
of the Companies Act, 2013 and the Listing Agreement, Mr. Devinder
Singh Sodhi (DIN: 06459840) and Mr. Gaurav Pabby (DIN: 07190551) were
appointed as the Non-executive, Independent Directors on the Board of
the Company effective from May 28, 2015 to fill the casual vacancies
caused by the resignation of Mr. Ashish Pandit and Mr. Sunil Kumar
Mahalwal. Mr. Gauran Pabby and Mr. Devinder Singh Sodhi are proposed to
be appointed as the Independent Directors in the ensuing Annual General
Meeting.
During the year under review, to meet the requirement of Section 149 of
the Companies Act, 2013 and the Listing Agreement, the Board of
Directors co-opted Ms. Ankita Wadhawan (DIN: 06971383) on the Board as
a woman Director effective from March 31, 2015. Ms. Wadhawan is
proposed to be appointed as an Independent Director in the ensuing
Annual General Meeting.
Pursuant to Section 203 of the Companies Act, 2015 the Board of
Directors of the Company appointed Mr. Pawan Kumar as Chief Financial
Officer of the Company effective from August 29, 2014.
Pursuant to the provisions of Section 196, 197, 198 and 203 read with
Schedule V of the Companies Act, 2013 and relevant rules issued
thereunder, Mr. Daljit Singh Chahal (DIN: 03331560) was appointed as
Whole-time Director on the Board of the Company in the last Annual
General Meeting of the Company held on 27th December, 2014 for a period
of five years commencing from December 2, 2014 to December 1, 2019.
Mr. Mahesh Ochani, (DIN: 01199650) Director of the Company retires by
rotation at the ensuing Annual General Meeting and being eligible
offers himself for re-appointment. The Board of Directors recommends
his appointment.
A brief resume of the Directors proposed to be appointed /
re-appointed, as required under Clause 49 of the Listing Agreement and
Companies Act 2013, forms part of the notice convening Annual General
Meeting.
FAMILIARIZATION PROGRAMME
Details of the familiarization programmer of the Independent Directors
are available on the website of the Company
(URL:http://www.aiml.in/investors.php)
INDEPENDENT DIRECTORS DECLARATION
The Company has received the necessary declaration from each
Independent Director in accordance with Section 149 (7) of the
Companies Act, 2013, that they meet the criteria of independence as
provided in Section 149(6) of the Companies Act, 2013 and Clause 49 of
the Listing Agreement.
BOARD MEETINGS
The Board met 8 times during the year, the details of which are
provided in the Corporate Governance Report that forms part of this
Annual Report. The intervening gap between the meetings was within the
period prescribed under the Companies Act, 2013 and the Listing
Agreement.
BOARD EVALUATION
The Board evaluated the effectiveness of its functioning and that of
the committees and of individual Directors by seeking their inputs on
various aspects of Board/Committee governance such as the Board
composition and structure, effectiveness of board processes, active
participation and contribution of directors in the Board/ Committee
meetings and the fulfillment of Directors obligation and their
fiduciary responsibilities.
Further, the Independent Directors at their meeting, reviewed the
performance of the Board, Chairman of the Board and of Non Executive
Directors. The meeting also reviewed the co-ordination between the
Company management and the Board which is required for the Board to
effectively and reasonably perform their duties.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size,
scale and complexity of its operations. To maintain its objectivity
and independence, the internal audit function reports to the chairman
of the Audit Committee and all significant audit observations and
corrective actions are presented to the Committee.
STATUTORY AUDITORS AND AUDITORS' REPORT
M/s A.C. Gupta & Associates, Chartered Accountants, Statutory Auditors
of the Company (Firm Regd. No: 008079N) have confirmed their
eligibility and willingness to accept office, if reappointed. The
proposal for ratification of their reappointment is included in the
notice for Annual General Meeting sent herewith.
The Company has received a consent letter from the statutory auditors
for their appointment, and a certificate from them that their
appointment, if made, shall be in accordance with the conditions as
prescribed under the Companies Act, 2013 and that they are not
disqualified for appointment.
The Auditor's Report does not contain any qualifications, reservations
or adverse remarks. The Report is attached hereto and is
self-explanatory requiring no elucidation.
SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company has appointed M/s S. Khurana &
Associates, Company Secretaries to undertake the Secretarial Audit of
the Company. The Report of the Secretarial Audit in Form MR 3 for the
Financial Year ended June 30, 2015 is annexed as Annexure II to the
Report. There are no qualifications, reservations or adverse remarks
made by Secretarial Auditor in their report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Disclosure on particulars relating to loans, guarantees or investments
under section 186 of the Companies Act, 2013 have been provided as part
of the financial statements.
TRANSACTIONS WITH RELATED PARTIES
In accordance with Section 134(3) (h) of the Companies Act, 2013 read
with Rule 8(2) of Companies (Accounts) Rules, 2014, the particulars of
contracts or arrangements with related parties, referred to in Section
188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is
attached as Annexure III to this Report.
EXTRACT OF ANNUAL RETURN
In terms of Section 134(3)(a) of the Companies Act, 2013 read with Rule
12(1) of Companies (Management & Administration) Rules, 2014, the
extract of Annual Return of the Company in Form MGT-9 is attached as
Annexure IV to this Report.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The details as required under Section 134(3)(m) of the Companies Act,
2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014, regarding
conservation of energy, technology absorption and foreign exchange
earnings and outgo are attached as Annexure V to this Report.
COMMITTEES OF THE BOARD
The Company's Board has the following Committees:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders Relationship Committee
4. Corporate Social Responsibility Committee
The details of the membership and attendance at the meetings of the
above Committees of the board are provided in the Corporate Governance
Section of the annual report.
POLICY ON APPOINTMENT AND REMUNERATION
Pursuant to Section 178(3) of the Companies Act 2013, the Nomination
and Remuneration Committee of the Board has framed a policy for
selection and appointment of Directors and senior management personnel,
which inter alia includes the criteria for determining qualifications,
positive attributes and independence of a Director(s)/Key managerial
personnel and their remuneration..
CORPORATE SOCIAL RESPONSIBILITY
A brief outline of the Corporate Social Responsibility Policy of the
Company and the related details for the year 2014-2015 are set out in
Annexure VI of this report as per the format prescribed in the
Companies (Corporate Social Responsibility Policy) Rules, 2014. The
Composition of CSR committee and other related details are provided in
the Corporate Governance section, forming part of this Report. The
policy is available on the website of the Company.
AUDIT COMMITTEE
The Audit Committee comprises Mr. Gaurav Pabby, Independent Director as
Chairman and Mr. Devinder Singh Sodhi, Independent Director and Mr.
Avijit Banerjee, Non-Executive Director as Members. The Board of
Directors have accepted all the recommendation of the Audit Committee.
VIGIL MECHANISM
The Company has in place a vigil mechanism in the form of Whistle
Blower Policy. It aims at providing avenues for employees to raise
complaints and to receive feedback on any action taken and seeks to
reassure the employees that they will be protected against
victimization and for any whistle blowing conducted by them in good
faith. The policy is intended to encourage and enable the employees of
the Company to raise serious concerns within the organization rather
than overlooking a problem or handling it externally.
The Company is committed to the highest possible standard of openness,
probity and accountability. It contains safeguards to protect any
person who uses the Vigil Mechanism by raising any concern in good
faith. The Company protects the identity of the whistle blower if the
whistle blower so desires, however the whistle blower needs to attend
any disciplinary hearing or proceedings as may be required for
investigation of the complaint. The mechanism provides for a detailed
complaint and investigation process.
If circumstances so require, the employee can make a complaint directly
to the Chairman of the Audit Committee. The Company also provides a
platform to its employees for having direct access to the Managing
Director. The Company Secretary is the Compliance Officer. The
confidentiality of those reporting violations is maintained and they
are not subjected to any discriminatory practice.
RISK MANAGEMENT
The Company has developed and implemented a Risk Management Policy. The
details of elements of risk are provided in the Management Discussion
and Analysis section of the Annual Report.
ANTI SEXUAL HARASSMENT POLICY
The Company has in place an Anti Sexual Harassment Policy in line with
the requirements of the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013. An Internal
Complaints Committee has been set up to redress complaints received
regarding sexual harassment. All women employees (permanent,
contractual, temporary, trainees) are covered under this policy. During
the year 2014-15, no complaints were received by the committee.
PARTICULARS OF EMPLOYEES
The details as required in terms of the provisions of Section 197 read
with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 are attached as Annexure - VII to
this Report.
The particulars of employees as required in terms of the provisions of
Section 197 read with Rule 5 (2) & (3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 is Nil.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted any deposits
from public, members or employees under the Companies Act, 2013 and as
such, no amount of principal or interest on public deposits was
outstanding as on the date of balance sheet.
SIGNIFICANT AND MATERIAL ORDERS
No significant and material orders have been passed by any regulators
or courts or tribunals impacting the going concern status and Company's
operations in future.
DEMATERIALISATION AND LISTING
The equity shares of the Company are admitted to the depository system
of National Securities Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL). As on 30th June 2015, 92,42,499 Equity
Shares representing 79.59% of the Equity Share Capital of the Company
are in dematerialized form. The Equity Shares of the Company are
compulsorily traded in dematerialized form as mandated by the
Securities and Exchange Board of India (SEBI). The International
Securities Identification Number (ISIN) allotted to the Company with
respect to its Equity Shares is INE 123D01016.
The Equity shares of the Company are listed on BSE Limited, Ahmedabad
Stock Exchange Limited and Jaipur Stock Exchange Limited.
RECONCILIATION OF SHARE CAPITAL AUDIT
As per the directive of the Securities & Exchange Board of India, the
Reconciliation of Share Capital Audit was carried out on quarterly
basis for the quarter ended September 30, 2014, December 31, 2014,
March 31, 2014 and June 30, 2015 by a Company Secretary in Practise.
The purpose of the audit was to reconcile the total number of shares
held in National Securities Depository Limited (NSDL), Central
Depository Services (India) Limited (CDSL) and in physical form with
respect to admitted, issued and paid up capital of the Company.
The aforesaid Reports of Reconciliation of Share Capital were submitted
to the the BSE Limited, Ahemdabad Stock Exchange Limited and Jaipur
Stock Exchange Limited where the equity shares of the Company are
listed.
INDUSTRIAL RELATIONS
During the year under review, the relations between the Management and
the workmen were highly cordial. Human resources initiatives such as
skill up gradation, training, appropriate reward & recognition systems
and productivity improvement were the key focus areas for development
of the employees of the Company.
INVESTOR RELATIONS
Your Company always endeavors to promptly respond to shareholders'
requests/grievances. Each and every issue raised by the shareholders is
taken up with utmost priority and every effort is made to resolve the
same at the earliest. The Stakeholders Relationship Committee of the
Board periodically reviews the status of the redressal of investors'
grievances.
ACKNOWLEDGEMENT
Your Directors wish to place on record the sincere and dedicated
efforts of all the employee of the Company. Your Directors also take
this opportunity to offer their sincere thanks to the Financial
Institutions, Banks and other Government Agencies, valued customers and
the investors for their continued support, co-operation and assistance.
By Order of the Board
For Alliance Integrated Metaliks Limited
Sd/-
Place : New Delhi
(Avijit Banerjee)
Date : 26th August, 2015
Chairman
DIN: 01357534
Jun 30, 2014
THE MEMBERS,
ALLIANCE INTEGRATED METALIKS LIMITED
The Directors take pleasure in presenting the Twenty-Fifth Annual
Report together with the Audited Annual Accounts of the Company for
the financial year ended 30th June, 2014.
FINANCIAL RESULTS (Rupees in Lacs)
PARTICULARS 2013-2014 2012-2013
Revenue from Operations 52567.40 17203.22
Expenditures 52474.90 17180.63
Profit before Taxation 92.50 22.59
Tax Expenses (6.64) (7.29)
Profit after Tax 99.14 29.88
ADD:-Accumulated Profits 30.34 10.94
Balance available for appropriation 129.48 40.82
APPROPRIATIONS
Dividend on Preference Shares 65.00 9.08
Tax on Dividend of Preference Shares 11.05 1.40
Net Profit Transferred to Balance Sheet 53.43 30.34
COMPANY OVERVIEW
AIML is engaged in the process of manufacturing of steel and processing
of alloy products catering primarily to automobile applications and,
also for industrial, defence and engineering applications. It is also
engaged in the manufacture of sponge iron, hot briquetted iron, iron
ore pellets, pig iron, alloy steel billets, blooms, ingots and rolled
products, auto components and processors. The Company''s business
interests include:
1. Manufacturing of power plants BTG, BOP support structures to any
configuration in welded/bolted connection options & ducting solutions
2. Manufacturing of welded/riveted steel girders as per IRS B-1 codes
in any grade of steel and any profile
3. Manufacturing of sugar plant components/turnkey fabrication
solutions for sugar/cement/ petrochemical plants
4. Manufacturing of composite deck columns & beam solutions in steel
or composite construction, for multi-storey buildings and sky scrapers
as per codal requirements
5. Manufacturing of portals and crane girders for heavy PEB''s
applications
6. Design & build any complex structure for nuclear power plant,
aerospace and defence technology by using optimum grade steel like
domex, duplex on demand
7. Organised system based erection and launching solutions for
structures and bridge girders on demand
8. Design and build options on demand
BUSINESS PERFORMANCE
During the year under review, the Company has earned revenue from
Operations of Rs. 52567.40 lacs as compared to Rs. 17203.22 lacs in the
previous year. EBITDA is Rs. 5859.77 lacs as compared to Rs. 2093.63
lacs in the previous yeaar. Profit after tax (PAT) stood at Rs 99.14
lacs as against Rs. 29.88 lacs in the previous year.
CHANGE IN CAPITAL STRUCUTRE
During the year under review, the Company bought back 38,50,000 equity
shares, due to which Issued, Subscribed and Paid-up Capital of the
Company has reduced from Rs. 80,46,25,000 (Rupees Eighty Crores Forty
Six Lacs and Twenty Five Thousand) divided into 1,54,62,500 Equity
Shares of Rs. 10/- each and 6,50,00,000 Preference Shares of Rs. 10/-
each to Rs. 76,61,25,000 (Rupees Seventy Six Crores, Sixty One Lacs and
Twenty Five Thousand) divided into 116,12,500 Equity Shares of Rs. 10/-
each and 650,00,000 Preference Shares of Rs. 10/ - each.
DIVIDEND
For the year ended 30th June, 2014, the Board of Directors have
recommended dividend @ 1% on Fully Paid- up Redeemable Non Cumulative
Preference Shares. No dividend is recommended on Equity Shares of the
Company. The total outgo on account of dividend on Preference Shares
will be Rs. 76.05 lacs (including dividend tax of Rs.11.05 lacs).
DIRECTORS
During the year under review, Mr. Avijit Banerjee (DIN- 01357534),
Director of the Company retires at the ensuing Annual General Meeting
in accordance with Section 152(6) of the Companies Act, 2013, and being
eligible offers himself for re-appointment.
Pursuant to Companies Act, 2013, Mr. Ashish Pandit (DIN: 00139001) and
Mr. Sunil Kumar Mahalwal (DIN: 00499382), Directors are proposed to be
appointed as Independent Directors of the Company. The Company has
received declarations from them confirming that they meet the criteria
of independent Director as prescribed under sub-section (6) of Section
149 of the Companies Act, 2013 and under Clause 49 of the Listing
Agreement with the Stock Exchange.
Further, the tenure of Mr. Mahesh Ochani (DIN: 01199650) as Managing
Director of the Company comes to an end on 2nd December, 2014, and as
per the Companies Act, 2013 there is requirement to appoint Managing
Director, or Chief Executive Officer or Manager and in their absence, a
Whole-time director. Accordingly, the Board has appointed Mr. Daljit
Singh Chahal, Director of the Company as its Whole-time Director
subject to the approval of the shareholders of the Company.
Brief resume of the Directors proposed to be appointed/re-appointed as
stipulated under Clause 49 of the Listing Agreements is provided in the
notice forming part of the Annual Report. Further, the companies in
which they hold memberships/chairmanships of Board Committees, is
provided in the Corporate Governance Section of this Annual Report.
AUDITOR''S REPORT
The Auditors Report attached hereto is self explanatory and therefore,
does not call for any further comments.
AUDITORS
M/s A.C. Gupta & Associates, Chartered Accountants, Statutory Auditors
of the Company, retire at the ensuing Annual General Meeting of the
Company and have expressed their willingness for reappointment as
Statutory Auditors in accordance with the Companies Act, 2013 and
confirmed that their reappointment, if made, will be within the
prescribed limits under Section 141(3)(g) of the Companies Act, 2013
and they are not disqualified for such reappointment within the meaning
of Section 141 of the said act.
COST AUDITORS
In terms of Section 148 of the Companies Act, 2013, Mr. Yash Pal
Sardana (Membership No. 17996) Practicing Cost Accountant was appointed
by the Board to audit the cost records of the Company for the year
ended 30th June, 2015.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted any deposits
from public.
DE-MATERIALISATION OF SHARES
The Company has admitted its equity shares to the depository system of
National Securities Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL) for dematerialisation of shares. The
International Securities Identification Number (ISIN) allotted to the
Company with respect to Equity Shares is INE 123D01016. The Equity
Shares of the Company are compulsorily traded in dematerialized form as
mandated by the Securities and Exchange Board of India (SEBI).
As on 30th June, 2014 9,24,2500 Equity Shares representing 79.59% of
your Company''s Equity Share capital are in dematerialized form.
LISTING AT STOCK EXCHANGES
The shares of the Company are listed on The Bombay Stock Exchange
Limited, The Ahmedabad Stock Exchange Limited, The Delhi Stock Exchange
Association Limited and The Jaipur Stock Exchange Limited.
The Company has paid the annual listing fee to the Stock exchanges for
the year 2014- 2015.
STATUTORY INFORMATION
- Particulars of Employees under section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of Employees) Rules, 1975 as
amended are Nil.
- Statutory details of Energy Conservation and Technology Absorption, R
& D activities and Foreign Exchange Earnings & Outgo as required under
Section 217(1)(e) of the Companies Act, 1956 and rules prescribed there
under i.e. the Companies (Disclosure of Particulars in Report of Board
of Directors) Rules, 1988 are given in the Annexure and form part of
this Annual Report.
RECONCILIATION OF SHARE CAPITAL AUDIT
As per the directive of the Securities & Exchange Board of India
("SEBI"), M/s Iqneet Kaur & Company, Company Secretaries, New Delhi,
undertakes the Share Capital Audit on a quarterly basis. The purpose of
the audit is to reconcile the total number of shares held in National
Securities Depository Limited (NSDL), Central Depository Services
(India) Limited (CDSL) and in physical form with the admitted, issued
and paid up capital of the Company.
The Share Capital Audit Reports as submitted by M/s Iqneet Kaur &
Company, Company Secretaries, New Delhi, on quarterly basis was
forwarded to all the Stock Exchanges, where the Equity Shares of the
Company are listed.
CASH FLOW STATEMENT
As required by Clause 32 of the Listing Agreement a Cash Flow Statement
is annexed and forms part of this Annual Report.
CORPORATE GOVERNANCE
A separate Section on Corporate Governance, Management Discussion and
Analysis and the certificate from the CEO, CFO and Company''s Statutory
Auditors as required under Clause 49 of the Listing Agreement with
stock exchange, is forming part of the Annual Report.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217 (2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, it is
hereby confirmed: -
1. that in the preparation of the annual accounts for the period ended
on 30.06.2014 the applicable accounting standards have been followed;
2. that 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 and of the profit of the Company for the year
under review;
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; and
4. that the annual accounts have been prepared on a going concern
basis.
INDUSTRIAL RELATIONS
During the year under review, the relations between the management and
the workmen were highly cordial.
INVESTOR RELATIONS
Your Company always endeavors to promptly respond to shareholders''
requests/grievances. Each and every issue raised by the shareholders is
taken up with utmost priority and every effort is made to resolve the
same at the earliest. The Stakeholders Relationship Committee of the
Board periodically reviews the status of the redressal of investors''
grievances.
EMPLOYEES'' WELFARE
The Company continued to implement the employee welfare programmes and
schemes with utmost zeal. The welfare programmes were constantly
reviewed and improvements were made wherever necessary.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation for all the
stakeholders including all the employees of the Company for their
dedicated efforts. Your Directors also take this opportunity to offer
their sincere thanks to the Financial Institutions, Banks and other
Government Authorities for their continued support.
By Order of the Board
For Alliance Integrated Metaliks Limited
Sd/-
Place : New Delhi (Ashish Pandit)
Date : 02.12.2014 Chairman
DIN: 00139001
Jun 30, 2013
TO THE MEMBERS,of ALLIANCE INTEGRATED METALIKS LIMITED
The Directors take pleasure in presenting the Twenty-Fourth Annual
Report together with the Audited Annual Accounts of the Company for the
financial year ended 30th June, 2013.
FINANCIAL RESULTS (Rupees in Lacs)
PARTICULARS 2012-2013 2011-2012
Revenue from Operations 17203.22 2726.43
Expenditures 17180.63 2718.50
Profit before Taxation 22.59 7.93
Tax Expenses (7.29) 3.74
Profit after Tax 29.88 4.19
ADD:-Accumulated Profits 10.94 6.75
Balance available for appropriation 40.82 10.94
APPROPRIATIONS
Dividend on Preference Shares 9.08
Tax on Dividend of Preference Shares 1.40
Net Profit Transferred to Balance Sheet 30.34 10.94
PERFORMANCE
During the year under review, the Company has earned revenue from
Operations of Rs. 17203.22 lacs as compared to Rs. 2726.43 lacs in the
previous year. Profit after tax (PAT) stood at Rs 29.88 lacs as against
Rs. 4.19 lacs in the previous year.
CHANGE IN CAPITAL STRUCUTRE
During the year under review, the Authorised share capital of your
Company was increased from Rs. 55,00,00,000 (Rupees Fifty Five Crores)
divided into 3,00,00,000 (Three Crores) Equity Shares of Rs. 10/- each
and 2,50,00,000 (Two Crores Fifty Lacs) Preference Shares of Rs. 10/-
each to Rs.1,00,00,00,000 (Rupees One Hundred Crores) divided into
3,00,00,000 (Three Crores) Equity Shares of Rs. 10/- each and
7,00,00,000 (Seven Crores) Preference Shares of Rs. 10/- each.
The company has allotted 6,50,00,000 (Six Crore and Fifty Lacs) fully
paid 1% Redeemable Non Cumulative Preference Shares of face value of
Rs. 10/- each at a premium of Rs. 90/- per share to M/s W.L.D.
Investments Private Limited.
DIVIDEND
For the year ended 30th June, 2013, the Board of Directors recommends
dividend @ 1% on Fully Paid-up Redeemable Non Cumulative Preference
Shares for the year ended 30th June, 2013. However, in view of the
ongoing expansion projects of the Company no dividend is recommended on
Equity Shares of the Company. The total outgo on account of dividend on
Preference Shares will be Rs. 10.48 lacs (including dividend tax of
Rs.1.40 lacs).
DIRECTORS
Mr. Sunil Kumar retires at the ensuing Annual General Meeting and being
eligible offers himself for re-appointment.
AUDITOR REPORT
The Auditor''s Report attached hereto is self explanatory and
therefore, does not call for any further comments. AUDITORS
M/s A.C. Gupta & Associates, Chartered Accountants, Statutory Auditors
of the Company hold office until the conclusion of the ensuing Annual
General Meeting and have confirmed their eligibility and willingness to
accept the office if re-appointed. The Audit Committee and your
Directors recommend the re-appointment of M/s A.C. Gupta & Associates.
The Company has received letter from M/s A.C. Gupta & Associates,
Chartered Accountants, to the effect that their re-appointment, if
made, would be within the prescribed limits under Section 224 (1B) of
the Companies Act, 1956 and that they are not disqualified from such
appointment in terms of Section 226 of the Companies Act, 1956.
COST AUDITOR
Pursuant to the Companies (Cost Accounting Records) Rules, 2011 issued
by the Ministry of Corporate Affairs, Mr.Yash Pal Sardana (membership
No. 17996) Practicing Cost Accountant, was appointed to conduct audit
of cost records of Company''s Plant for the year ended 30th June,
2013.Cost Auditor Reports would be submitted within prescribed time.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted any public
deposits within the meaning of Section 58A and 58AA of the Companies
Act, 1956 read with the Companies (Acceptance of Deposits) Rules, 1975.
Hence no information is required to be furnished in this respect.
DE- MATERIALISATION OF SHARES
Company''s Equity Shares are available for de- materialization on both
the depositories ''viz., NSDL & CDSL. Shareholders may be aware that
SEBI has made trading in your Company''s shares mandatorily in
de-materialized form. As on 30th June, 2013, 11,672,000 Equity Shares
representing 75.49% of your Company''s Equity Share capital have been
de-materialized.
LISTING AT STOCK EXCHANGES
The shares of Company are listed on Bombay Stock Exchange Limited,
Delhi Stock Exchange Limited, Jaipur Stock Exchange Limited and
Ahmedabad Stock Exchange Limited.
The Company has paid the annual listing fee to the Stock exchanges for
the year 2013- 2014.
STATUTORY INFORMATION
- Particulars of Employees under Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975 as amended are Nil.
- Statutory details of Energy Conservation and Technology Absorption,
R & D activities and Foreign Exchange Earnings & Outgo as required
under Section 217(1) (e) of the Companies Act, 1956 and rules
prescribed there under i.e. the Companies (Disclosure of Particulars in
Report of Board of Directors) Rules, 1988 are given in the Annexure and
form part of this Annual Report.
FOREIGN EXCHANGE EARNINGS AND OUTGO
Foreign Exchange earned - Nil Foreign Exchange outgo - 70.82 Lacs
BUY BACK
In accordance with the provisions of Section 77A, 77AA and 77B of the
Companies Act, 1956 and SEBI (Buy Back of Securities) Regulations,
1998, the shareholders of the Company have approved the Buy Back of
38,50,000 fully paid Equity Shares for a price not exceeding Rs. 171/-
through postal ballot.
CORPORATE GOVERNANCE
A separate section on Corporate Governance forms part of Directors''
Report and the certificate from the Managing Director and Auditors
confirming compliance of Corporate Governance norms as stipulated in
Clause 49 of the Listing Agreement with the Stock Exchange''s is
included in this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and Analysis Report as required under clause 49
of the Listing Agreement with Stock Exchanges is presented in a
separate section forming part of this Annual Report.
INDUSTRIAL RELATIONS
During the year under review, the relations between the management and
the workmen were highly cordial. INVESTOR RELATIONS
Your Company always endeavors to promptly respond to shareholder''s
requests / grievances. Each and every issue raised by the
shareholder''s is taken up with utmost priority and every effort is
made to resolve the same at the earliest. The Shareholders'' and
Investors'' Grievances Committee of the Board periodically reviews the
status of the redressal of investors'' grievances.
EMPLOYEE''S WELFARE
The Company continued to implement the employee welfare programmes and
schemes with utmost zeal. The welfare programmes were constantly
reviewed and improvements were made wherever necessary.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, as amended by Companies (Amendment) Act, 2000 with respect
to Directors'' Responsibility Statement, it is hereby confirmed:-
- that in the preparation of the annual accounts for the year ended
30th June, 2013, the applicable Accounting Standards have been
followed;
- that 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 (30th June,
2013) and of the profit or loss of the Company for the period under
review (2012-2013);
- that the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities; and
- that the Directors had prepared the annual accounts on a going
concern basis.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation to all the
stakeholders including all the employees of the Company for their
dedicated efforts. Your Directors also take this opportunity to offer
their sincere thanks to the Financial Institutions, Banks and other
Government Authorities for their continued support.
By Order of the Board
For Alliance Integrated
Metaliks Limited
Sd/-
Place : New Delhi (Ashish Pandit)
Date : 5th December, 2013 Chairman
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