Mar 31, 2018
TO THE MEMBERS,
The Directors have pleasure in submitting their 29th Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2018
1. FINANCIAL RESULTS:
The Company''s financial performance for the year under review along with previous year''s figures are given hereunder:
(Rs. in Lakhs)
Standalone |
||
Particulars |
2017-2018 |
2016-2017 |
Total revenue |
12277.89 |
10696.59 |
Profit before Finance Cost, Depreciation & Amortization Expense and Tax Expense |
603.69 |
494.23 |
Less: Finance Cost |
201.58 |
169.50 |
Depreciation & Amortization Expense |
80.36 |
77.68 |
Profit/(Loss) before Exceptional Item and Tax |
321.75 |
247.05 |
Exceptional Item (Net of Income) |
0 |
0 |
Profit/(Loss) Before Tax |
321.75 |
247.05 |
Less: Tax Expenses |
||
Current Tax |
100.28 |
51.48 |
Deferred tax liability/(asset) |
8.28 |
32.90 |
Profit/(Loss) for the period from continuing Operations |
213.19 |
162.67 |
2. TRANSFER TO RESERVE:
During the year Company has not transferred any amount to reserves.
3. DIVIDEND:
Board of Directors has decided to conserve resources and therefore, did not recommend dividend for the financial year 2017-18.
4. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS:
Your Directors wish to present the details of Business operations done during the year under review: During the year 2017-18, the Company''s turnover has increased to Rs. 12,255.67 Lakhs as compared to last years'' sales of Rs. 10,620.73 Lakhs and profit of the current year also increased to Rs.213.19 Lakhs compared to profit of Rs.162.67 Lakhs for the previous financial year. Your directors are hopeful of getting better results in the current financial year, however depreciation in the rupee as compared to US$ may have some effect on the Company''s business.
Your directors believe that rising consumer spending will drive increased demand for organic colorants in textiles and plastics, while strong growth in global construction activity will boost demand in paints and coatings. Increase in value demand will reflect the growing importance of expensive, higher value dyes and pigments that meet increasingly stringent performance standards and preferences for more environmentally friendly products. Despite the healthy growth, even faster advances will be limited by a moderation in global vehicle production and slow growth in printing inks due to the challenges faced by the print media industry.
5. THE CHANGE IN NATURE OF BUSINESS
Company has diversified the business activity by adopting new object clause i.e Rubber Business during the year.
6. ANNUAL RETURN:
The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, 2014 is attached to this Report as ANNEXURE-I and forms part of this report.
7. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:
Six board meetings were held during the financial year under review. For, details of the meetings of the Board, please refer to the corporate governance report, which forms part of this report.
8. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:
The Company has only one wholly own subsidiary name as "Camex HK Limited" at Hongkong. Pursuant to provisions of Section 129(3) of the Act, a statement containing salient features of the financial statements of the Company''s subsidiary in Form AOC-1 is attached to the financial statements of the Company as ANNEXURE-II and forms part of this report. The Company does not have any Joint Venture or Associate Company.
NAME OF COMPANY |
ADDRESS |
Registration No. |
Camex HK Limited |
RM A&B,2/F Lee Kee Com Bldg, 221-227 Queen''s Rd Central Hong Kong. |
59898212-000-06-50-8 |
9. DEPOSITS:
The Company has neither accepted nor renewed any deposits during the year under review.
10. DIRECTORS & KMP:
Mr. Mahaveer Chopra, Whole- Time Director retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment.
There is no change in directors and KMPs of the Company during the year under review.
However, the Independent Director, Mr. Pritesh Jain (DIN: 07493469) resigned from the Directorship of the Company w.e.f. 01.04.2018.
All the Independent Directors have given declaration to the Company stating their independence pursuant to Section 149(6) of the Companies Act, 2013 and there has been no change in the circumstances, which may affect their status as independent directors during the year.
11. DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability confirm and state that -
i. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
ii. 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 loss of the company for that period;
iii. 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;
iv. The Directors had prepared the annual accounts on a ''going concern'' basis;
v. 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
vi. 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.
12. COMPANY''S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES:
The Company''s Policy relating to appointment of Directors, payment of Managerial remuneration, Directors'' qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Annexure - III attached to this report.
13. SECRETARIAL AUDIT REPORT:
Pursuant to Section 204 of the Act, the Secretarial Audit Report for the Financial Year ended 31st March, 2018 given by M/s. Ravi Kapoor & Associates, Practicing Company Secretary is annexed as Annexure - IV to this Report.
14. STATUTORY AUDITORS:
M/s. P M Nahata & Co., Chartered Accountant (Firm Registration No.127484W) has been appointed in the last Annual General Meeting of Financial Year 2016-17 for a term of 5 consecutive years from the Annual General Meeting of Financial Year 2016-17 till the conclusion of the Annual General Meeting for the Financial Year 2021-22, subject to ratification of their appointment at every Annual General Meeting.
However, Ministry of Corporate Affairs, vide its Notification dated 7th May, 2018 amended provisions of Rule 3(7) of Companies (Audit and Auditors) Rules, 2014 and accordingly, provisions of requirement of ratification of appointment of auditor at every general meeting is dispensed with. Therefore, at the ensuing general meeting members are not required to ratify Auditor''s appointment and M/s. P. M. Nahata & Co., Chartered Accountant (Firm Registration No.127484W) will continue to act as Statutory Auditors of the Company till the financial year 2021-22.
15. CASHFLOW STATEMENT
Cash Flow Statement is the part of Balance Sheet.
16. COMMENTS ON AUDITORS'' AND SECRETARIAL AUDIT REPORT:
The Auditors'' Report and Secretarial Audit Report do not contain any qualification, reservation, adverse remark or disclaimer.
17. Details of Committees
The details pertaining to composition of Audit Committee, Nomination and Remuneration Committee and Stake Holder Relationship Committee are included in the Corporate Goveranance Report, which forms part of this report.
18. VIGIL MECHANISM
The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in terms of the Listing Regulations, includes an Ethics & Compliance Task Force comprising senior executives of the Company. Protected disclosures can be made by a whistle blower through an e-mail, or dedicated telephone line or a letter to the Task Force or to the Chairman of the Audit Committee. The vigil mechanism and whistle blower policy is put on the Company''s website and can be accessed at: http://www.camexltd.com
19. CORPORATE SOCIAL RESPONSIBILITY (CSR) (APPLICABLE TO EVERY COMPANY HAVING NET WORTH OF RUPEES FIVE HUNDRED CRORES OR MORE, OR TURNOVER OF RUPEES ONE THOUSAND CRORES OR MORE OR A NET PROFIT OF RUPEES FIVE CRORES OR MORE DURING ANY FINANCIAL YEAR):
The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable to the Company.
20. MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUB SECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013 AND STATUS OF THE SAME:
Company has made and maintained the cost records as prescribed by the Central Government under Section 148(1) of the Act.
21. CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
As the Company is not having ten women employees employed during the year therefore the provisions regarding establishment of Internal Complaint Committee under the Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013 is not applicable to the Company.
22. LOANS, GUARANTEES OR INVESTMENTS:
The Company has not made any investment and also not granted any loan and guarantee as prescribed.
23. CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:
During the period under review Company has entered into transactions with related parties. The particulars of every contract or arrangements entered into by the Company with related parties referred to in subsection (1) of section 188 of the Companies Act, 2013 are disclosed in Form No. AOC 2. (Annexure-V)
The Policy on materiality of related party transactions and on dealing with related party transactions as approved by the Board may be accessed on the Company''s website at the link: http://www.camexltd.com There are no materially significant related party transactions that may have potential conflict with interest of the Company at large.
24. INTERNAL FINANCIAL CONTROLS:
The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weaknesses in the design or operation were observed.
25. INSURANCE:
The properties and insurable assets and interests of the Company, like building, plant and machinery and stocks, among others, are adequately insured.
26. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:
There are no significant material orders passed by the Regulators /Courts which would impact the going concern status of the Company and its future operations.
27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure - VI and is attached to this report.
28. MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION:
Company has accepted Indian Accounting Standards since 1st April, 2017 which does not affect the Financial Position but the disclosure pattern of Financial Statement has been changed.
No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statement relate on the date of this report.
29. RISK MANAGEMENT POLICY OF THE COMPANY:
The Company has a structured risk management policy. The Risk management process is designed to safeguard the organization from various risks through adequate and timely actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are inventoried and integrated with the management process such that they receive the necessary consideration during decision making. It is dealt with in greater details in the management discussion and analysis section
30. PARTICULARS OF EMPLOYEES
The information required under section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:
a. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year:
(Rs. In Lakhs)
Sr. No. |
Name of Director |
Remuneration in Lakhs |
Median Remuneration |
Ratio |
1. |
Mr. Chandraprakash Chopra |
36.00 |
1.67 |
21.56 |
2. |
Mr. Mahaveerchand Chopra |
12.00 |
1.67 |
7.19 |
3. |
Mr. Jitendra Chopra |
24.00 |
1.67 |
14.37 |
b. The percentage increase in remuneration of each director, Chief Executive Officer, Chief Financial Officer, Company Secretary in the financial year:
During the period under review, remuneration of directors, CFO and Company Secretary remain unchanged.
c. The percentage increase in the median of employees in the financial year: 2.99%
d. There are 118 Permanent employees on the rolls of the Company.
e. The explanation on the relationship between average increase in remuneration and Company performance: The total turnover of the Company is Rs. 12255.67 Lakhs, which is increased by 1634.95 Lakhs from the previous year turnover of Rs. 10620.73 lakhs. Average increase in the remuneration of employees is in line with the current market dynamics and as a measure to motivate the employees for better future performance to achieve organization''s growth expectations.
f. The Statement showing the remuneration drawn by the top ten employees for the Financial Year 2017-18: The Company does not have any employee who has received remuneration during the financial year , which in aggregate exceeds Rs. 1.02 Cr.
Further, Company does not have any employee who employed for the part of the year and was in receipt of remuneration for any part of that year exceeding Rs.8.50 Lakhs per month.
g. Further the remuneration is as per the remuneration policy of the Company.
31. ANNUAL PERFORMANCE EVALUATION:
The Company has devised a Policy for performance evaluation of the Board, Committees and other individual Directors (including Independent Directors) which includes criteria for performance evaluation of the Nonexecutive Directors and Executive Directors. The evaluation process inter alia considers attendance of Directors at Board and committee meetings, acquaintance with business, communicating inter-se board members, effective participation, domain knowledge, compliance with code of conduct, vision and strategy, benchmarks established by global peers, etc, which is in compliance with applicable laws, regulations and guidelines. The Board carried out annual performance evaluation of the Board, Board Committees and Individual Directors and Chairman. The Chairman of the respective Board Committees shared the report on evaluation with the respective Committee members. The performance of each Committee was evaluated by the Board, based on report on evaluation received from respective Board Committees.
The reports on performance evaluation of the Individual Directors were reviewed by the Chairman of the Board. In compliance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, the performance evaluation was carried out as under Board:
Board:
In accordance with the criteria suggested by The Nomination and Remuneration Committee, the Board of Directors evaluated the performance of the Board, having regard to various criteria such as Board composition, Board processes, Board dynamics etc. The Independent Directors, at their separate meetings, also evaluated the performance of the Board as a whole based on various criteria specified by Companies Act, 2013. The Board and the Independent Directors were of the unanimous view that performance of the Board of Directors as a whole was satisfactory.
Committees of the Board:
The performance of the Audit Committee, the Nomination and Remuneration Committee and the Stakeholders Relationship Committee was evaluated by the Board having regard to various criteria such as committee composition, committee processes, committee dynamics etc. The Board was of the unanimous view that all the committees were performing their functions satisfactorily and according to the mandate prescribed by the Board under the regulatory requirements including the provisions of the Act, the Rules framed there under and the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.
INDIVIDUAL DIRECTORS:
Independent Directors:
In accordance with the criteria suggested by The Nomination and Remuneration Committee, the performance of each independent director was evaluated by the entire Board of Directors (excluding the director being evaluated) on various parameters like engagement, leadership, analysis, decision making, communication, governance and interest of stakeholders. The Board was of the unanimous view that each independent director was a reputed professional and brought his/her rich experience to the deliberations of the Board. The Board also appreciated the contribution made by all the independent directors in guiding the management in achieving higher growth and concluded that continuance of each independent director on the Board will be in the interest of the Company.
Non-Independent Directors:
The performance of each of the non-independent directors (including the chair person) was evaluated by the Independent Directors at their separate meeting. Further, their performance was also evaluated by the Board of Directors. The various criteria considered for the purpose of evaluation included leadership, engagement, transparency, analysis, decision making, functional knowledge, governance and interest of stakeholders. The Independent Directors and the Board were of the unanimous view that each of the non-independent directors was providing good business leadership.
32. REPORTS ON MANAGEMENT DISCUSSION ANALYSIS AND CORPORATE GOVERNANCE:
As required under the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, management discussion and analysis and corporate governance report are annexed as Annexure - VII and Annexure - VIII respectively to this Report.
33. ACKNOWLEDGEMENTS
Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Company''s activities during the year under review. Your Directors also acknowledge gratefully the shareholders for their support and confidence reposed on your Company.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Chandraprakash Chopra
Date: 8th August, 2018 Chairman & Managing Director
Place: Ahmedabad DIN:00375421
Mar 31, 2015
Dear Members,
The Directors have pleasure in submitting their 26th Annual Report of
the Company together with the Audited Statements of Accounts for the
year ended 31st March, 2015
1. FINANCIAL RESULTS
The Company's financial performance for the year under review along
with previous years figures are given hereunder:
Rs. in lacs
2014-15 2013-14
Revenue from Operations 14669.64 22137.52
Other Income 15.32 2.45
Total Income/ Revenues 14684.96 22139.97
EBIDTA 566.74 662.48
Less Depreciation 69.48 61.47
Finance Cost 304.77 315.76
Profit Before Exceptional Items 192.49 285.25
Exceptional Items (Net) 22.27 0.00
Profit Before Tax 214.76 285.25
Tax (Expenses ) Benefits 72.59 93.61
Profit After Tax 142.17 191.64
Add: Surplus brought forward from 427.28 345.36
previous year
Less: Depreciation on transition to
schedule II of the Companies Act, 2013 0.00 0.00
Amount available for appropriation 569.45 537.00
Transfer to Capital Redemption Reserve 0.00 0.00
Transfer to General Reserve 50.00 50.00
Proposed Dividend 0.00 51.04
Corporate Dividend Tax 0.00 8.68
Surplus carried to Balance Sheet 519.45 427.28
2. TRANSFER TO RESERVE:
The Company proposes to transfer Rs. 50 lacs to the general reserve out
of the amount available for appropriation and an amount of Rs. 92.17
lacs is proposed to be retained in the profit & loss account.
3. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS
Your Directors wish to present the details of Business operations done
during the year under review:
During the year Company's turnover has been reduced of Rs. 14669.64
lacs as compared to last years' sales of Rs. 22137.52 lacs and profit
of the current year also reduces to Rs. 142.70 lacs compared to profit
of Rs. 191.64 lacs for the previous financial year. Your directors are
hopeful of getting better results in the current financial year,
however depreciation in the rupee as compared to US$ may have some
effect on the Company's business.
Your directors believes that rising consumer spending will drive
increased demand for organic colorants in textiles and plastics, while
strong growth in global construction activity will boost demand in
paints and coatings. Increases in value demand will reflect the growing
importance of expensive, higher value dyes and pigments that meet
increasingly stringent performance standards and preferences for more
environmentally friendly products. Despite the healthy growth, even
faster advances will be limited by a moderation in global vehicle
production and slow growth in printing inks due to the challenges
facing the print media industry
4. DIVIDEND
Company has not recommended dividend for the year 2014-15.
5. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL
POSITION
No material changes and commitments affecting the financial position of
the Company occurred between the ends of the financial year to which
this financial statement relate on the date of this report
6. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology
absorption, Foreign exchange Earnings and outgo as required under
Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of
the Companies (Accounts) Rules, 2014 is furnished in
Annexure...1....and is attached to this report.
7. INTERNAL FINANCIAL CONTROLS
The Company has in place adequate internal financial controls with
reference to financial statements. During the year, such controls were
tested and no reportable material weaknesses in the design or operation
were observed.
8. RISK MANAGEMENT POLICY OF THE COMPANY
The Company has a structured risk management policy. The Risk
management process is designed to safeguard the organization from
various risks through adequate and timely actions. It is designed to
anticipate, evaluate and mitigate risks in order to minimize its impact
on the business. The potential risks are inventoried and integrated
with the management process such that they receive the necessary
consideration during decision making. It is dealt with in greater
details in the management discussion and analysis section.
9. Details of deposit made by Company are given in the notes of
financial statement during the period under review Company has not made
any Investment or provided guarantee as provided under the provision of
section 186 of the Companies Act, 2013.
10. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF
REMUNERATION AND DISCHARGE OF THEIR DUTIES
The Company's Policy relating to appointment of Directors, payment of
Managerial remuneration, Directors' qualifications, positive
attributes, independence of Directors and other related matters as
provided under Section 178(3) of the Companies Act, 2013 is furnished
in Annexure 2 and is attached to this report
11. ANNUAL RETURN
The extracts of Annual Return pursuant to the provisions of Section 92
read with Rule 12 of the Companies (Management and administration)
Rules, 2014 is furnished in Annexure 3 and is attached to this Report.
12. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW
Seven board meetings were held during the financial year under review.
Details of the meetings of the board, please refer to the corporate
governance report, which forms part of this report.
13. DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(5) of the Companies
Act, 2013 the Board hereby submit its responsibility Statement:Â
(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; and
(e) The directors, in the case of a listed company, had laid down
internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating effectively
(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.
14. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The company has one wholly own subsidiary name as Camex HK Limited in
the Hongkong. Pursuant to provisions of Section 129(3) of the Act, a
statement containing salient features of the financial statements of
the Company's subsidiary in Form AOC-1 is attached to the financial
statements of the Company.
15. DEPOSITS
The Company has neither accepted nor renewed any deposits during the
year under review.
16. DIRECTORS
Mr. Sandeep Mundra (DIN 01834571) and Mr. Mahaveerch and Chopra (DIN:
03988369) Directors retire by rotation at the forthcoming Annual
General Meeting and being eligible, has offered themselves for
reappointment.
Pursuant to provisions of Section 161(1) of the Companies Act, 2013,
Mrs. Indra Singhvi (DIN:07054136) is appointed as an Additional
Director (Woman) w.e.f. 12-01-2015 and she shall hold office only up to
the date of this Annual General Meeting and being eligible, has offered
herself for re-appointment as director is not liable to retire by
rotation.
Further, Mr. Gaurav Chowdhary (DIN 03030914) and Dr. Ram Gopal Gupta
(DIN 00247169) had resigned as Director of the Company w.e.f.
05/07/2014, and 17/01/2015 respectively.
CA. Anand Jain is appointed as Chief Financial Officer with effect from
02/03/2015.
17. DECLARATION OF INDEPENDENT DIRECTORS
The Independent Directors have submitted their disclosures to the Board
that they fulfill all the requirements as stipulated in Section 149(6)
of the Companies Act, 2013 read with the rules framed thereunder
18. REPORTS ON MANAGEMENT DISCUSSION ANALYSIS AND CORPORATE GOVERNANCE
As required under the Listing Agreement with Stock Exchanges ("Listing
Agreement"), management discussion and analysis and corporate
governance report are annexed as Annexure 4 and Annexure 5 respectively
to this Report.
19. SECRETARIAL AUDIT REPORT
Pursuant to Section 204 of the Act, the Secretarial Audit Report for
the Financial Year ended 31st March, 2015 given by Ravi Kapoor &
Associates, Practicing Company Secretary is annexed as Annexure 6 to
this Report.
20. STATUTORY AUDITORS
M/s Surana Maloo & Co , Chartered Accountant Ahmedabad were appointed
as Statutory Auditors for a period of three years in the Annual General
Meeting held on 16.09.2014 Their continuance of appointment and payment
of remuneration are to be confirmed and approved in the ensuing Annual
General Meeting. The Company has received a certificate from the above
Auditors to the effect that if they are reappointed, it would be in
accordance with the provisions of Section 141 of the Companies Act,
2013.
21. QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS
There was no qualifications, reservations or adverse remarks made by
the either by the Auditors or by the Practicing Company Secretary in
their respective reports.
22. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL
MECHANISM
The Audit Committee consists of the following members
1. Mr. Sunil Kothari
2. Mr. Chandra prakash Chopra
3. Mr..Sandeep Mundra
The above composition of the Audit Committee consists of independent
Directors viz., Mr. Sunil Kothari and Mr. Sandeep Mundra who form the
majority.
The Company has established a vigil mechanism and overseas through the
committee, the genuine concerns expressed by the employees and other
Directors. The Company has also provided adequate safeguards against
victimization of employees and Directors who express their concerns.
The Company has also provided direct access to the chairman of the
Audit Committee on reporting issues concerning the interests of co
employees and the Company.
23. Details of significant and material orders passed by the
regulators or courts or tribunal impacting the going concern status and
company's operations in future.
No such events occurred during the financial year 2014-15.
24. SHARES
a. BUY BACK OF SECURITIES
The Company has not bought back any of its securities during the year
under review.
b. SWEAT EQUITY
The Company has not issued any Sweat Equity Shares during the year
under review.
c. BONUS SHARES
No Bonus Shares were issued during the year under review.
D. EMPLOYEES STOCK OPTION PLAN
The Company has not provided any Stock Option Scheme to the employees.
25. INSURANCE
The properties and insurable assets and interests of the Company, like
building, plant and machinery and stocks, among others, are adequately
insured.
26. PARTICULARS OF EMPLOYEES
The information required under section 197 of the Act read with rule
5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are annexed as Annexure 7.
27. CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES
There were transaction with related parties as defined under Section
188 of the Companies Act, 2013. Kindly refer Form AOC-2 for further
details in Annexure 8.
28. ANNUAL PERFORMANCE EVALUATION
In compliance with the provisions of the Act and Clause 49 of the
Listing Agreement, the performance evaluation was carried out as under
Board:
In accordance with the criteria suggested by The Nomination and
Remuneration Committee, the Board of Directors evaluated the
performance of the Board, having regard to various criteria such as
Board composition, Board processes, Board dynamics etc. The Independent
Directors, at their separate meetings, also evaluated the performance
of the Board as a whole based on various criteria. The Board and the
Independent Directors were of the unanimous view that performance of
the Board of Directors as a whole was satisfactory.
Committees of the Board:
The performance of the Audit Committee, the Nomination and Remuneration
Committee and the Stakeholders Relationship Committee was evaluated by
the Board having regard to various criteria such as committee
composition, committee, processes, committee dynamics etc. The Board
was of the unanimous view that all the committees were performing their
functions satisfactorily and according to the mandate prescribed by the
Board under the regulatory requirements including the provisions of the
Act, the Rules framed there under and the Listing Agreement
Individual Directors:
(a) Independent Directors:
In accordance with the criteria suggested by The Nomination and
Remuneration Committee, the performance of each independent director
was evaluated by the entire Board of Directors excluding the director
being evaluated) on various parameters like engagement, leadership,
analysis, decision making, communication, governance and interest of
stakeholders. The Board was of the unanimous view that each independent
director was a reputed professional and brought his/her rich experience
to the deliberations of the Board. The Board also appreciated the
contribution made by all the independent directors in guiding the
management in achieving higher growth and concluded that continuance of
each independent director on the Board will be in the interest of the
Company.
(b) Non-Independent Directors:
The performance of each of the non-independent directors (including the
chair person) was evaluated by the Independent Directors at their
separate meeting. Further, their performance was also evaluated by the
Board of Directors. The various criteria considered for the purpose of
evaluation included leadership, engagement, transparency, analysis,
decision making, functional knowledge, governance and interest of
stakeholders. The Independent Directors and the Board were of the
unanimous view that each of the non-independent directors was providing
good business and people leadership
29. ACKNOWLEDGEMENTS
Your Directors place on record their sincere thanks to bankers,
business associates, consultants, and various Government Authorities
for their continued support extended to your Companies activities
during the year under review. Your Directors also acknowledges
gratefully the shareholders for their support and confidence reposed on
your Company.
For and on behalf of the
Board of Directors
SD/
Place : Ahmedabad Chandra prakash Chopra
Date :30th May, 2015 Chairman & Managing Director
DIN: 00375421
Mar 31, 2014
Dear Members,
We have pleasure in presenting the 25th Annual General Meeting of the
Company along with the audited statements of Accounts for the year
ended 31st March, 2014.
Financial Performance Rs. in lacs
Financial Results 2013-14 2012-13
Profit before Financial Expenses,
Depreciation & Taxation 662.47 595.32
Financial Expenses 315.75 305.45
Profit Before Depreciation & Taxation 346.72 289.87
Depreciation 61.47 54.15
Profit Before Taxation 285.25 235.72
Provision for Taxation including Deferred Tax 93.61 73.59
Net Profit After Tax 191.64 162.13
OPERATIONS
During the year Company has achieved turnover of Rs. 22137.52 lacs, as
compared to last year sales of Rs. 20276.00 Lacs and profit of the
current year also increased to Rs. 191.64 Lacs compared to profit of
Rs. 162.13 Lacs for the previous financial year. Your directors are
hopeful of getting better results in the current financial year,
however depreciation in the rupee as compared to US$ may have some
effect on the Company''s business.
Dividend
Your directors recommended a dividend of Rs. 0.50 per share on the paid
up equity share capital of Rs. 10,20,87,000/-. The total outgo towards
dividend would be Rs. 51,04,350/-. (excluding dividend tax)
Deposits
The Company has not accepted Deposits from the public within the
meaning of Section 58A of the Companies Act, 1956 and the Companies
(Acceptance of Deposits) Rules, 1975 in the current year.
Insurance
Adequate insurance cover has been taken for both the movable and the
immovable properties of the company including Buildings, Plant &
Machineries, and Stocks etc.
Directors
At the ensuing Annual General Meeting Mr. Jitendta Chopra and Mr.
Chandraprakash Chopra, who retires by rotation and being eligible to
offers themselves for re-appointment.
In terms of Sections 149, 152, Schedule IV and other applicable
provisions, if any, of the Companies Act, 2013 read with Companies
(Appointment and Qualification of Directors) Rules, 2014, the
Independent Directors can hold office for a term of upto five (5)
consecutive years on the Board of Directors of your Company and are not
liable to retire by rotation. Accordingly, it is proposed to appoint
Dr. Ram Gopal Gupta and Mr. Sandeep Mundra as Independent Directors of
your Company up to 5 (five) consecutive years from the date of this
Annual General Meeting. Mr. Gauravkumar Chowdhary have resigned from
the office of Directorship due to personal reason. In terms of
provisions of Section 161 of the Companies Act, 2013, Mr. Sunil Kothari
was appointed as an Additional Director of the Company and being
eligible to offer himself for reappointment.
There being no other changes in directorship of the Company during the
year under review.
Directors Responsibility Statement
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, which requires company to give a Directors Responsibility
Statement, your directors hereby confirm -
That in preparation of annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departure.
That Company has selected Mercantile accounting policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for the safeguarding the assets of the company
and for preventing and detecting fraud and other regulations.
That the directors have prepared the Annual accounts on a going concern
basis for the year ending on 31st March, 2014.
Auditors
M/s. Surana Maloo & Co., Chartered Accountants, who are the statutory
auditors of the Company, hold office till the conclusion of the
forthcoming AGM and are eligible for re-appointment. Pursuant to the
provisions of section 139 of the Companies Act, 2013 and the Rules
framed there under, it is proposed to appoint M/s. Surana Maloo & Co.,
as statutory auditors of the Company from the conclusion of the
forthcoming AGM till the conclusion of the Twenty Eighth AGM to be held
in the year 2017, subject to ratification of their appointment at every
AGM.
Comment on Auditors'' Report
There is no adverse comment in the Auditors'' Report which requires any
further explanation under Section 217 (3) of the Companies Act, 1956.
Particulars of Employees and Others
The Company does not have any employee receiving remuneration of Rs.
5,00,000/- per month or Rs. 60,00,000/- per annum and therefore no
particulars are required to be furnished under Section 217 (2A) of the
Companies Act, 1956
Information on Energy Conservation, Technology Absorption and Foreign
Exchange Earnings
Particulars regarding conservation of energy, Technology up gradation,
and Foreign Exchange Earnings and Outgo, pursuant to Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given in the enclosure and form part of the Report.
Subsidiary Companies
During the year under review, Camex HK Limited was incorporated as
subsidiary of the Camex Limited. Since there were business transaction
in Camex HK Limited during the current financial year accordingly the
Company has consolidated the financial statements with its foreign
subsidiary company.
Corporate Goverance
Pursuant to Clause 49 of the Listing Agreement with Bombay Stock
Exchange Limited (BSE), Corporate Governance Report, Chairman''s and
Auditors Certificate regarding compliance of conditions of Corporate
Governance are made a part of the Annual Report
Appreciation
The Company places on record its deep appreciation for all those who
are associated with the Company and have continued their support
towards the growth and stability of the company.
For and on behalf of the
Board of Directors
SD/
Place : Ahmedabad Chandraprakash Chopra
Date :5th July, 2014 Chairman & Managing Director
DIN: 00375421
Mar 31, 2013
Dear Members,
The have pleasure in presenting the 24th Annual General Meeting of the
Company along with the audited statements of Accounts for the year
ended 31st March, 2013.
Financial Performance Rs. in lacs
Financial Results 2012-13 2011-12
Profit before Financial Expenses,
Depreciation & Taxation 594.99 459.60
Financial Expenses '' 305.45 212.71
Profit Before Depreciation
& Taxation 289.54 246.89
Depreciation 54.15 44.86
Profit Before Taxation 235.39 202.03
Provision for Taxation
including Deferred Tax 73.26 66.61
Net Profit After Tax 162.13 135.40
OPERATIONS
During the year Company has achieved turnover of Rs. 20276.00 Lacs, as
compared to last years'' sales of Rs. 14616.76 Lacs and profit of the
current year also increased to Rs. 162.12 Lacs compared to profit of Rs.
135.40 Lacs for the previous financial year. Your directors are hopeful
of getting better results in the current financial year, however
depreciation in the rupee as compared to US$ may have some effect on
the Company''s business.
Dividend
Your directors recommended a dividend of Rs. 0.50 per share on the paid
up equity share capital of Rs. 7,40,87,000/-. The total outgo towards
dividend would be Rs. 37,04,350/-. (excluding dividend tax)
Deposits
The Company has not accepted Deposits from the public within the
meaning of Section 58A of the Companies Act, 1956 and the Companies
(Acceptance of Deposits) Rules, 1975 in the current year.
Insurance
Adequate insurance cover has been taken for both the movable and the
immovable properties of the company including Buildings, Plant &
Machineries, and Stocks etc.
Directors
At the ensuing Annual General Meeting Mr. Chandraprakash Chopra and Mr.
Mahavirchand Chopra, who retires by rotation and being eligible for
offers themselves for reappointment. During the year Mr. Rahul Chopra,
Mr. Sandeepkumar Mundra and Mr. Jitendra Chopra were appointed as an
additional directors of the Company. However Mr. Rahul Chopra, Mr.
Devenra Chopra and Mr. Indramal Nagori have resigned from the office of
Directorship due to personal reason. There being no other changes in
directorship of the Company during the year under review.
Directors Responsibility Statement
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, which requires company to give a Directors Responsibility
Statement, your directors hereby confirm -
That in preparation of annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departure.
That Company has selected Mercantile accounting policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for the safeguarding the assets of the company
and for preventing and detecting fraud and other regulations.
That the directors have prepared the Annual accounts on a going concern
basis for the year endinq on 31s* March, 2013.
Auditors
The Auditors M/s. Surana Maloo & Co., Chartered Accountants retire at
the ensuing Annual General Meeting and offer themselves for
reappointment. The Auditors have confirmed that if appointed their
appointment would be within the limit stated in Section 224 of the
Companies Act, 1956
Comment on Auditors'' Report
There is no adverse comment in the Auditors'' Report which requires
any further explanation under Section 217 (3) of the Companies Act,
1956.
Particulars of Employees and Others
The Company does not have any employee receiving remuneration of Rs.
5,00,000/- per month or Rs. 60,00,000/- per annum and therefore no
particulars are required to be furnished under Section 217 (2A) of the
Companies Act, 1956
Cost Auditor
As per the requirements of the central government and pursuant to the
provisions of the section 233 B of the Companies Act, 1956 the audit of
the cost accounts relating to the product "Dyes" is being carried
out every year. The Company has appointed Shri Uttam Bhandari as cost
auditor for the year 2012-13 from 01.04.2012 - 31.03.2013.
Subsidiary Companies
During the year under review, Camex HK Limited is incorporated as
subsidiary of the Camex Limited. There was no business transaction in
Camex HK Limited during the current financial year accordingly the
Company has not consolidated the financial statements with its foreign
subsidiary Company.
Appreciation
The Company places on record its deep appreciation for all those who
are associated with the Company and have continued their support
towards the growth and stability of the Company.
For and on behalf of the
Board of Directors
SD/
Place : Ahmedabad Chandraprakash Chopra
Date : 22nd May, 2013 Chairman & Managing Director
Mar 31, 2012
The have pleasure in presenting the 23rd Annual General Meeting of the
Company along with the audited statements of Accounts for the year
ended 31st March, 2012.
Financial Performance (Rs. in lacs)
Financial Results 2011-12 2010-11
Profit before Financial Expenses,
Depreciation, & Taxation 459.60 443.27
Financial Expenses 212.71 179.00
Profit Before Depreciation & Taxation 246.89 264.27
Depreciation 44.86 44.84
Profit Before Taxation 202.03 219.43
Provision for Taxation
including Deferred Tax 66.61 74.73
Net Profit After Tax 135.40 144.70
Operations
During the year the sales of the Company amounted to Rs. 14601.63 Lacs,
which is lower than last years' sales of Rs. 15954.9.3 Lacs and
profit of the current year stands at Rs. 135.42 Lacs against Rs. 144.70
Lacs for the previous year. In spite of the depreciating rupee and
overall economic scenario your directors along with their team would
put their best efforts to give better results in the current financial
year
Dividend
Your directors recommended a dividend of Rs. 0.50 per share on the paid
up equity share capital of Rs. 7,40,87,000/-. The total outgo towards
dividend would be Rs. 37,04,350/-. (excluding dividend tax)
Deposits
The Company has not accepted Deposits from the public within the
meaning of Section 58A of the Companies Act, 1956 and. the Companies
(Acceptance of Deposits) Rules, 1975 in the current year.
Insurance
Adequate insurance cover has been taken for both the movable and the
immovable properties of the company including Buildings, Plant &
Machineries, and Stocks etc.
Directors
At the ensuing Annual General Meeting Mr. Devendrakumar Chopra and
Dr.Ram Gopal Gupta ,who retires by rotation and being eligible for
offers themselves for reappointment. There being no other changes in
directorship of the Company during the year under review.
Directors Responsibility Statement
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, which requires company to give a Directors Responsibility
Statement, your directors hereby confirm
That in preparation of annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departure.
That Company has selected Mercantile accounting policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for the safeguarding the assets of the company
and for preventing and detecting fraud and other regulations.
That the directors have prepared the Annual accounts on a going concern
basis for the year ending on 31st Match, 2612.
Auditors
The Auditors M/s. Surana Maloo & Co., Chartered Accountants retire at
the ensuing Annual General Meeting and offer themselves for
reappointment, The Auditors have confirmed that if appointed their
appointment would be within the limit stated in Section 224 of the
Companies Act, 1956
Comment on Auditors' Report
There is no adverse comment in the Auditors' Report which requires any
further explanation under Section 217 (3) of the Companies Act, 1956.
Particulars of Employees and Others
The Company does not have any employee receiving remuneration of Rs.
5,00,000/- per month or Rs. 60,00,000/- per annum and therefore no
particulars are required to be furnished under Section 217 (2A) of the
Companies Act, 1956
Information on Energy Conservation, Technology Absorption and Foreign
Exchange Earnings
Particulars regarding conservation of energy, Technology up gradation,
and Foreign Exchange Earnings and Outgo, pursuant to Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given in the enclosure and form part of the Report.
Cost Auditors
As per the requirements of the central government and pursuant to the
provisions of the section 233 B of the Companies Act, 1956 the audit of
the cost accounts relating to the product "Dyes" is being carried
out every year. The company has appointed Shri Uttam Bahndari as cost
auditor for the year 2011-12
Appreciation
The Company places on record its deep appreciation for all those who
are associated with the Company and have continued their support
towards the growth and stability of the company.
Place : Ahmadabad For the on behalf of the
Date : 16th May, 2012 Board of Directors
SD/-
Shri Chandrprakash Chopra
Chairman & Managing Director
Mar 31, 2010
We have pleasure in presenting the 21st Annual General Meeting of the
Company along with the audited statements of Accounts for the year
ended 31st March, 2010.
Financial Performance
(Rs. in Lacs)
Financial Results 2009-10 2008-09
Profit before Financial Expenses,
Depreciation, & Taxation 278.10 234.51
Financial Expenses 128.68 90.29
Profit Before Depreciation & Taxation1 49.41 144.22
Depreciation 43.46 34.96
Profit Before Taxation 105.95 109.26
Provision for Taxation including Deferred
Tax 30.46 37.14
Net Profit After Tax 75.49 72.11
Operations
During the year the sales of the company amounted to Rs.11347.60 Lacs
has increased as compared to last years sales of Rs. 8765.01 Lacs i.e.
sales has increased by 29.46 % and profit of the current year has also
increased to Rs. 75.49 Lacs compared to profit of Rs. 72.11 Lacs for
the previous financial year. Your directors are hopeful of getting
better results in the current financial year.
Dividend
Board considers it appropriate to reserve the funds for internal
funding and therefore are not proposing dividend for the current year.
Deposits
The company has not accepted Deposits from the public within the
meaning of Section 58 A of the Companies Act, 1956 and the Companies
(Acceptance of Deposits) Rules, 1975 in the current year.
Insurance
Adequate insurance cover has been taken for both the movable and the
immovable properties of the company including Buildings, Plant &
Machineries, and Stocks etc.
Directors
At the ensuing Annual General Meeting Mr. Chandraprakash Chopra and Mr.
Mahavirchand Chopra, who retires toy rotation and being eligible for
reappointment, offers themselves for reappointment.
During the year Mr. Sandeep Mundra has resigned from the directorship
of the Company and Mr. Gaurav Chowdhary is appointed as an additional
director of the company.
There being no other changes in Directorship of the company during the
year under review.
Directors Responsibility Statement
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, which requires company to give a Directors Responsibility
Statement, your directors hereby confirm -
That in preparation of annual accounts, the applicable accounting
standards had been followed along with proper explanatory
notes/statements relating to material departure.
That Company has selected Mercantile system of accounting policies and
applied it consistently since beginning and made judgments and
estimates that are reasonable and prudent so as to give a true and fair
view of the state of affairs of the company at the end of the financial
year and of the profit or loss of the company for that period.
That the directors had taken proper and sufficient care for the
maintenance of adequate accounting books and records in accordance with
the provisions of this Act for the safeguarding the assets of the
company and for preventing and detecting fraud and other irregulations.
That the annual accounts had been prepared on a going concern basis for
the year ending on 31s1 March, 2010.
Auditors
The Auditors M/s. Surana Maloo & Co., Chartered Accountants retire at
the ensuing Annual General Meeting and offer themselves for
reappointment. The Auditors have confirmed that if appointed their
appointment would be with in the limit stated in Section 224 of the
Companies Act, 1956
Comment on Auditors Report
There is no adverse comment in the Auditors Report which requires any
further explanation under Section 217 (3) of the Companies Act, 1956.
Particulars of Employees and Others
The Company does not have any employee receiving remuneration of Rs.
2,00,000/- & more per month i.e. Rs. 24,00,000/- per annum and there
fore, no particulars are required to be furnished under Section 217
(2A) of the Companies Act, 1956.
Information on Energy Conservation, Technology Absorption and Foreign
Exchange Earnings
Particulars regarding conservation of energy, Technology up gradation,
and Foreign Exchange Earnings and Outgo, pursuant to Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules 1988 are given in the enclosure and form part of the Directors
Report.
Appreciation
The company places on record its deep appreciation for all those who
are associated with the company and have continued their support
towards the growth and stability of the company.
Place : Ahmedabad For and on behalf of the
Date : 31st May, 2010 Board of Directors
SD/-
Chandra Prakash Chopra
Chairman & Managing Director
Mar 31, 2002
We have pleasure in presenting the 13th Annual. Report of the Company
alongwith the audited statements of Accounts for the year ended 31st
March, 2002.
FINANCIAL PERFORMANCE :
FINANCIAL RESULTS 2001-2002 2000-2001
(Rs. in lacs) (Rs. in Lacs)
OPERATING PROFITS BEFORE 66.86 32.19
FINANCIAL EXPENSES & DEPRECIATION
FINANCIAL EXPENSES 12.83 12.59
DEPRECIATION 16.87 14.66
PROVISION FOR TAXATION 15.93 NIL
NET PROFIT
(LOSS) 21.25 4.94
OPERATIONS :
During the year the turnover from manufacturing activity of the Company
was Rs. 600.02 lacs as compared to last year of Rs. 383.44 lacs,
showing growth of 56.48%. Company has also started trading activity
during the year and achieved a turnover of Rs. 503.21 lacs from the
said activity. Profit for the year increased from Rs. 4.94 Lacs to Rs.
21.25 Lacs. Your directors are hopeful for achieving more better
results in the coming year.
DIVIDEND
PREFERENCE SHARES :
The Board has declared dividend on 2,50,000 Redeemable Cumulative
Preference Shares @ 6% for the period 26th May, 2001 to 31st March,
2002.
ORDINARY SHARES :
In view of the uncertainty in the market and therefore to conserve
resources, your directors have thought it advisable to reinvest profits
earned in the Business and hence does not recommend any dividend for
the year under review. DEPOSITS :
The Company has not accepted any Deposits from the public within the
meaning of Section 58A of the Companies Act, 1956 and Rules made
thereunder.
INSURANCE
Adequate Insurance cover has been taken for properties of the Company
including Buildings, Plant & Machineries, Stocks etc.
DIRECTORS :
At the ensuing Annual General Meeting Shri Chandraprakash Chopra will
retire by rotation and being eligible for offers himself for
reappointment.
DIRECTORS REPONSIBILITY STATEMENT :
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956, which requires company to give a Directors Responsibility
statement, your directors hereby confirm -
That in preparation of annual accounts, the applicable accounting
standards had been followed alongwith proper explanation relating to
material departure.
That Company has selected Mercantile 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 at the end of the financial year and of the profit or
loss of the company for that period.
That the directors has taken proper and sufficient care for the
maintainance of adequate accounting records in accordance with the
provisions of this Act for the safeguarding of the assets of the
company and for preventing and detecting fraud and other irregulations.
That the Directors had prepared the annual accounts on a going concern
basis.
AUDITORS :
The Auditors M/s Parikh & Majmudar, Chartered Accountants retire and
offer themselves for reappointment.
COMMENT ON AUDITORS REPORT
The notes to the Accounts referred to in the Auditors Report are
self-explanatory and therefore do not call for any further explanation
under Section 217(3) of the Companies Act, 1956
PARTICULARS OF EMPLOYEES AND OTHERS
The Company does not have any employee receiving remuneration of Rs.
200000/- per month or Rs. 2400000/- per annum and therefore, no
particulars are required to be furnished under section 217(2A) of the
Companies Act, 1956.
INFORMATION ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGH
EXCHANGE EARNING
Particulars regarding conservation of energy, Technology upgradation
and Foreign Exchange earnings and outgo, pursuant to Companies
(Disclosure of particulars in the report of Board of Directors) Rules,
1988 are given in the enclosure and form part of the report.
APPRECIATION
The company places on record its deep appreciation for all those who
have been associated with the company and have continued their support
towards the growth and stability of the company.
For & on behalf of the
Board of Directors
Chandraprakash Chopra
Chairman
Place : Ankleshwar
Date : 26th June, 2002
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