Mar 31, 2015
Dear Shareholders,
The Directors have pleasure in presenting the 39th Annual Report of
the Company together with the Audited Statement of Accounts for the
year ended 31st March 2015.
FINANCIAL RESULTS
The Financial performance of the Company for the Financial Year
2014-15 is summarised in the following table:
(Amount in Rupees)
Year Ended Year Ended
Particulars 31-03-2015 31-03-2014
(Rs.) (Rs.)
Revenue from operations 1,313,478,932 1,258,279,733
Other income 7,493,877 2,920,041
Operating Expenditure 1,287,747,236 1,222,224,894
Profit before Interest, Depreciation &
Tax 33,225,573 38,974,880
Depreciation 9,328,319 7,840,502
Interest 23,701,682 16,550,246
Profit before tax 195,572 14,584,132
Provision for income tax
i) Current year Tax - (5,700,000)
ii) Deferred Tax 1,247,379 959,629
Profit after tax 1,442,951 9,843,761
Profit/ (Loss) Brought forward from 84,653,968 75,965,533
previous years
Profit/ (Loss) Carry forward to Balance
Sheet 86,096,919 84,653,968
Earnings per share (Basic/ Diluted) 1.83 12.46
STATE OF COMPANY'S AFFAIRS AND FUTURE OUTLOOK :
The Company passed through a critical phase during the year under
review in view of recession in the global economy, which resulted in
steep fall in edible oil and cotton linter international market
prices, especially in U.S.A and China.
Bi-furcation of united Andhra Pradesh into two states i.e Telangana
and Andhra Pradesh caused an additional burden of interstate Sales Tax
on the goods brought from Telangana to Andhra Pradesh ginners and in
turn they passed on proportionate burden even on cotton seeds also.
Further, the Government of India announced higher minimum support
price for cotton procurement which caused substantial increase in
cotton seed prices. Due to carried over accumulated stocks, hike in
raw material prices, the interest cost is higher when it is compared
to that of previous year.
In spite of various adverse factors, the Company in the year under
review processed 70437.741 MT of cotton seed as against 64,324 MT in
the previous year. Due to hike in raw material prices, the Company
earned this year only a net profit before tax of Rs. 1.96 Lakhs as
against ' 145.84 Lakhs in the previous year.
EXPORT AND FOREIGN EXCHANGE EARNINGS :
Your Directors wish to inform that the Company has exported
3,985.480MT of Cotton Linters worth ' 805.84 lakhs during the year
under review as against 3,814.234 MT worth ' 845.26 lakhs in the
previous year. The company also exported 1,020.240 M.T of Cottonseed
Hulls worth ' 103.58 lakhs during the year under review as against
1,063.233 M.T. Worth Rs. 102.09 lakhs in the previous year.
PROSPECTS :
As the weather forecast given by the experts is very positive in
cotton growing areas, which may yield better volumes and further the
prices yield to cotton growers we highly remunerative during the
previous crop year, the acreage under cotton cultivation may also
likely to go up and thereby the availability of raw material may also
get improved and as such your Directors are optimistic in utilizing
the full production capacities to ensure better working results in the
ensuing years.
EXTRACT OF ANNUAL RETURN :
The details forming part of the extract of the Annual Return in form
MGT-9 as required under Section 92 of the Companies Act, 2013 is
included in this Report as Annexure - I and forms an integral part of
this Report.
DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL :
Mr. Maddi Venkateswara Rao (DIN- 00013393) and Mr. Maddi Lakshmaiah
(DIN- 00013387), retire by rotation under Article 122 of the Articles
of Association of the Company and being eligible, offer themselves for
reappointment as Directors. The Board recommends their reappointment.
Mr. Lakkaraju Shyama Prasad (DIN: 07151102) and Mrs. Rallabhandi
Lakshmi Sarada (DIN: 07140433) were appointed as Additional Directors
during the year, whose term of office expires at this Annual General
Meeting, they being eligible offer themselves for reappointment.
Separate notices under the various provisions of Companies Act, 2013
have been received from the members of the Company proposing the
aforesaid appointments. The Board considers that that Mrs. Rallabhandi
Lakshmi Sarada and Mr. Lakkaraju Shyama Prasad, fulfills the
conditions specified in the Companies Act, 2013 for appointment as an
Independent Directors of the Company. The Board recommends their
reappointment.
Mr. Maddi Venkateswara Rao, Managing Director tendered his resignation
for the post of Managing Director as he got tied up with other
activities and businesses and requested the Board to relieve from
Managing Director duties. Board accepted and relieved him from his
duties w.e.f 1st April, 2015 and Board also promoted Mr. Maddi Ramesh,
Executive Director, as Managing Director with effect from 01st April,
2015.
NUMBER OF BOARD MEETINGS :
During the Financial Year 2014-15, Six (6) Meetings of the Board of
Directors of the Company were held viz 30th April, 2014, 30th May,
2014, 11th August, 2014, 14th November, 2014, 13th February, 2015 and
19th March, 2015, with a gap between not exceeding the period of 120
days as prescribed under the Act.
DIRECTORS RESPONSIBILITY STATEMENT :
In conformity with the provisions under Section 134 (3) (c) which is
introduced by the Companies Act, 2013 your directors confirm that:-
a) in the preparation of the annual accounts for the year ended March
31, 2015, the applicable accounting standards read with requirements
set out under Schedule III to the Act, 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 March 31, 2015 and of the profit of
the Company for the year ended on that date;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
d) the Directors have prepared the annual accounts on a Âgoing
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.
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS :
During the year under review, one meeting of Independent Directors was
held on 19 th March, 2015 in compliance with the requirements of
Schedule IV of the Companies Act, 2013.
All the Independent Directors of the Company have declared that they
meet the criteria of Independence in terms of Section 149(6) of the
Companies Act, 2013 and that there is no change in status of
Independence
AUDIT COMMITTEE:
(a) BRIEF DESCRIPTION OF TERMS OF REFERENCE :
The Terms of Reference of this committee cover the matters specified
for Audit Committee under Section 177 of the Companies Act, 2013, and
as follows:
a. Oversight of the Company's financial reporting process and the
disclosure of its financial information to ensure that the financial
statement is correct, sufficient and credible.
b. Recommending the appointment and removal of external auditor,
fixation of audit fee and also approval for payment for any other
services.
c. Reviewing with management the annual financial statements before
submission to the Board, focussing primarily on:
- Any changes in accounting policies and practices
- Major accounting entries based on exercise of judgment by management
- Qualifications in draft Auditors' Report
- Significant adjustments arising out of audit
- The going concern assumption
- Compliance with stock exchange and legal requirements concerning
financial statements
- Any related party transactions i.e. transactions of the company of
material nature, with promoters or the management, their subsidiaries
or relatives etc., that may have potential conflict with the interests
of the Company at large.
d. Reviewing with the management, external and internal auditors, and
the adequacy of internal control systems.
e. Reviewing the adequacy of internal audit function, including the
structure of the internal audit department, staffing and seniority of
the official heading the department, reporting structure coverage and
frequency of internal audit.
f. Discussion with internal auditors of any significant findings and
follow up there on.
g. Reviewing the findings of any internal investigations by the
internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material
nature and reporting the matter to the Board.
h. Discussion with external auditors, before the audit commences, the
nature and scope of audit as well as have post audit discussion to
ascertain any area of concern.
i. Reviewing the Company's financial and risk management policies.
j. Other matters as assigned/specified by the Board from time to time.
(b) COMPOSITION, MEETINGS AND ATTENDANCE DURING THE YEAR :
As on 31st March, 2015, The Audit Committee comprises of Three
Independent cum Non-Executive Directors. The committee comprises as
follows:
Directors Chairman/ Member Category
Mr.Vadlamani Venkata
Subramanya Ravi Chairman I & NED
Mrs. Rallabhandi Lakshmi
Sarada Member I & NED
Mr. Lakkaraju Shyama Prasad Member I & NED
During the year, the Audit Committee was constituted under Section 177
of the Companies Act, 2013 and its meetings and attendance shall be as
per the terms of reference.
POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION :
The current policy is to have an appropriate mix of executive and
independent directors to maintain the independence of the Board, and
separate its functions of governance and management. As on March 31,
2015, the Board consists of six members, three of whom are independent
directors. The Board periodically evaluates the need for change in its
composition and size.
The policy of the Company on directors' appointment and
remuneration, including criteria for determining qualifications,
positive attributes, independence of a director and other matters
provided under Sub-section (3) of section 178 of the Companies Act,
2013, adopted by the Board is recommended by the Nomination and
Remuneration Committee. We affirm that the remuneration paid to the
directors is as per the terms laid out in the nomination and
remuneration policy of the Company.
NOMINATION AND REMUNERATION COMMITTEE :
(a) TERMS OF REFERENCE :
The Company had constituted the Nomination and Remuneration Committee
under Section 178 of the Companies Act, 2013. The broad terms of
reference are to determine and recommend to Board, Compensation
payable to Executive Directors, appraisal of the performance of the
Managing Directors / Whole-time Directors and to determine and advise
the Board for the payment of annual commission/compensation to the
Non-Executive Director and to recommend to the Board appointment/
reappointment and removal of Directors. To frame criteria for
determining qualifications, positive attributes and Independence of
Directors and to create an evaluation framework for Independent
Directors and the Board.
(b) COMPOSITION, MEETINGS AND ATTENDANCE DURING THE YEAR :
The Nomination and Remuneration Committee comprises of total three
Non-Executive Directors cum Independent Directors and it meets four
times in a year.
The committee comprises as follows:
Directors Chairman/ Member Category
Mr.Vadlamani Venkata
Subramanya Ravi Chairman I & NED
Mrs. Rallabhandi Lakshmi
Sarada Member I & NED
Mr. Lakkaraju Shyama Prasad Member I & NED
(c) SELECTION AND EVALUATION OF DIRECTORS :
The Board has based on recommendations of the Nomination and
Remuneration Committee, laid down following policies:
1. Policy for Determining Qualifications, Positive Attributes and
Independence of a Director
2. Policy for Board & Independent Directors' Evaluation
(d) PERFORMANCE EVALUATION OF BOARD, COMMITTEES AND DIRECTORS :
Based on the criteria laid down in the Policy for evaluation of Board
and Independent Directors, the Board carried out the annual
performance evaluation of Board Committees and the Independent
Directors, whereas at a separate meeting, Independent Directors
evaluated the performance of Executive Directors, Board as a whole and
of the Chairman. Nomination and Remuneration Committee also evaluated
individual directors' performance.
i) As per the said Policy, evaluation criteria for evaluation Board
inter alia covers: Composition in light of business complexities and
statutory requirements; establishment of vision, mission, objectives
and values for the Company; laying down strategic road map for the
Company & annual plans; growth attained by the Company; providing
leadership and directions to the Company and employees; effectiveness
in ensuring statutory compliances and discharging its duties /
responsibilities towards all stakeholders; Identification, monitoring
& mitigation of significant corporate risks; composition of various
committees, laying down terms of reference and reviewing committee's
working etc.
ii) Performance evaluation criteria for Executive Directors inter alia
include: level of skill, knowledge and core competence; performance
and achievement vis-a-vis budget and operating plans; Effectiveness
towards ensuring statutory compliances; discharging
duties/responsibilities towards all stakeholders; reviewing/monitoring
Executive management performance, adherence to ethical standards of
integrity & probity; employment of strategic perception and business
acumen in critical matters etc.
iii) Performance of Independent Directors is evaluated based on:
objectivity & constructively while exercising duties; providing
independent judgment on strategy, performance, risk management and
Board's deliberations; devotion of sufficient time for informed
decision making; exercising duties in bona fide manner; safeguarding
interests of all stakeholders, particularly minority shareholders;
upholding ethical standards of integrity & probity; updating knowledge
of the Company & its external environment etc.,
iv) Committees of the Board are evaluated for their performance based
on: effectiveness in discharging duties and functions conferred;
setting up and implementation of various policies, procedures and
plans, effective use of Committee's powers as per terms of
reference, periodicity of meetings, attendance and participation of
committee members; providing strategic guidance to the Board on
various matters coming under committee's purview etc.,
(e) REMUNERATION POLICY FOR DIRECTORS :
The Committee has formulated Policy for Remuneration of Directors, KMP
& other employees. As per the Policy, remuneration to Non-executive
Independent Directors include :
a. Sitting Fees for attending meetings of the Board as well as
Committees of the Board as decided by the Board within the limits
prescribed under the Companies Act.
b. Travelling and other expenses they incur for attending to the
Company's affairs, including attending Committee and Board Meetings
of the Company.
* REMUNERATION TO EXECUTIVE DIRECTORS :
The appointment and remuneration of Executive Directors including
Managing Director, Joint Managing Director and Whole Time Director is
governed by the recommendation of the Remuneration and Nomination
Committee, resolutions passed by the Board of Directors and
Shareholders of the Company. The remuneration package of Managing
Director, Joint Managing Director and Whole Time Director comprises of
salary, perquisites, allowances and other retirement benefits as
approved by the shareholders at the General Meetings of the Company.
* REMUNERATION TO NON EXECUTIVE DIRECTORS :
The Non-Executive Directors are paid remuneration by way of Sitting
Fees. The Non- Executive Directors are paid sitting fees for each
meeting of the Board and Committee of Directors attended by them.
REPORT ON CORPORATE GOVERNANCE :
Your Directors are pleased to inform that as per SEBI Amended Circular
No. CIR/CFD/POLICY CELL/7/2014 dated September 15, 2014, compliance
with the provisions of Clause 49 of Listing Agreement shall not be
mandatory for the Company.
VIGIL MECHANISM:
The Company has set up vigil mechanism to enable the employees and
Directors to report genuine concerns and irregularities, if any in the
Company, noticed by them. The Whistle Blower Policy/ vigil mechanism
has been posted on the Website of the Company (www.mlgroup.com)
PARTICULARS OF LOAN, GUARANTEES AND INVESTMENTS UNDER SECTION 186
There were no Loans, Guarantees, Investments and securities
given/made/provided by the Company during the Year.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions that were entered during the financial
year were on an arm's length basis and were in the ordinary course
of business. There are no materially significant related party
transactions made by the Company which may have a potential conflict
with the interest of the Company at large and thus disclosure in Form
AOC-2 is not required and the Details of Transactions with the related
parties were mentioned in the Notes forming part of the Accounts.
Significant And Material Orders Passed By The Regulators Or Courts Or
Tribunals Impacting The Going Concern Status Of The Company.
There are no significant and material orders passed by the Regulators
or Courts or Tribunals which would impact the going concern status of
the Company
AMOUNTS TRANSFERRED TO RESERVES
The Board of the company has decided/proposed not to carry any amount
to its reserves.
EQUITY DIVIDEND
During the year under review, the Company has not declared any
Interim/final Dividend.
AUDITORS
A. STATUTORY AUDITORS :
M/s. A. Ramachandra Rao & Co. Chartered Accountants (Firm Registration
No. 002857S), were appointed as Statutory Auditors of your Company at
the last Annual General Meeting held on 11th August, 2014 for a term
of one year and they are eligible for reappointment for two more years
as per Section 139 of the Companies, Act 2013. The Report given by the
Auditors on the financial statements of the Company is part of the
Annual Report. There has been no qualification, reservation, adverse
remark or disclaimer given by the Auditors in their Report.
B. SECRETARIAL AUDITORS :
Pursuant to provisions of Section 204 of the Companies Act, 2013 read
with Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules 2014, your Company engaged the services of
M/s. K. Srinivasa Rao & Co, Company Secretaries in Practice, Guntur to
conduct the Secretarial Audit of the Company for the financial year
ended March 31, 2015. The detailed reports on the Secretarial
Standards and Secretarial Audit in Form MR- 3 are appended as an
Annexure III to this Report. There were no qualifications,
reservations or adverse remarks given by Secretarial Auditors of the
Company except non-compliance of section 203 of the Companies Act,
2013 in respect to appointment the Company Secretary as Key Managerial
Person, non-dematerialization of equity shares, non-appointment of
Registrars and Share Transfer Agents and non-compliance of section 108
of the Companies Act, 2013 in respect to voting through electronic
means for AGM 2013-14.
The Board has made utmost effort for appointment of the Company
Secretary as KMP but not able to appoint a Company Secretary due to
lack of suitability of the Candidate to the profile of the Company in
terms of work location, job profile and remuneration.
The Paid-up Share Capital of the Company is Rs. 79,00,000/- (Rupees
Seventy Nine Lakhs only) consisting of 7,90,000 (Seven Lakhs Ninety
Thousands Only) equity shares of Rs. 10/- (Rupees Ten) each. Total
membership of the Company is 310 (Three Hundred and Ten) Only. The
Company has not appointed the Registrars and Share Transfer Agents
(RTA) due to low capital and membership base. The Company has been
maintaining this function through in-house department. Due to non
appointment of RTA/ Depositories, the Company has not provided the
voting through electronic means for the annual general meeting
2013-14. The Company is going to enter the agreement with the leading
Registrar and Transfer Agents i.e. M/s. Bigshare Services Private
Limited.
MATERIAL CHANGES AND COMMITMENTS BETWEEN THE END OF FINANCIAL YEAR AND
THE DATE OF THE REPORT
There are no material changes since 31st March 2015 and until the date
of this report.
CONSERVATION OF ENERGY/TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO :
The information required to be given pursuant to Section 134 (3) (m)
of the Companies Act, 2013, read with Rule 8 (3) of the Companies
(Accounts) Rules, 2014 for the year ended March 31, 2015 is given here
below and forms part of the Director's Report (Annexure - II)
PARTICULARS OF EMPLOYEES :
The information required under Section 197(12) of the Companies Act,
2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms part of this
Report in Annexure -IV. The above information is not being sent along
with this Report to the Members of the Company as per the provision of
Section 136 of the Companies Act, 2013. Members who are interested in
obtaining these particulars may write to the Managing Director at the
Registered Office of the Company. The aforesaid Annexure is also
available for inspection by Members at the Registered Office of the
Company, 21 days before the 39th Annual General Meeting and up to the
date of the Annual General Meeting during the business hours on
working days.
There were no employees in the Company as per Rule 5(2) of Chapter
XIII, the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.
HUMAN RESOURCES :
Your Company firmly believes that employees are the most valuable
assets and key players of business success and sustained growth.
Various employee benefits, recreational and team building programs are
conducted to enhance employee skills, motivation as also to foster
team spirit. Company also conducts in-house training programs to
develop leadership as well as technical/functional capabilities in
order to meet future talent requirements. Industrial relations were
cordial throughout the year.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your Directors are pleased to inform that the provisions of section
135 of the Act, read with Companies (Corporate Social Responsibility
Policy) Rules, 2014 are not applicable to the Company.
RISK MANAGEMENT :
During the year, According to the Section 134 (3) (n) of the Act, the
company had laid down a policy for management of risk. The risk
management framework defines the risk management approach of the
Company and also includes the periodical review of such risks. The
board periodically discusses the significant business risks identified
by the management and the mitigation measures to address such risks.
INTERNAL CONTROL SYSTEM AND COMPLIANCE FRAMEWORK :
The Company has an Internal Control System, commensurate with size,
scale and complexity of its operations. The internal financial
controls are adequate and are operating effectively so as to ensure
orderly and efficient conduct of business operations.
The Internal Control System of the Company has been designed to
provide for:
* Accurate recording of transactions with internal checks and prompt
reporting.
* Adherence to applicable Accounting Standards and Policies.
* Compliance with applicable statutes, policies and management
policies and procedures.
* Effective use of resources and safeguarding of assets.
The Company has appointed Mr. P.L. Ranganadh and Ms. Ganga Bhavani, as
Internal Auditors of the Company. The Audit Committee in consultation
with the Internal Auditors formulates the Scope, functioning,
periodicity and methodology for conducting the internal audit. The
internal auditors carryout audit, covering inter alia, monitoring and
evaluating the efficacy and adequacy of internal control systems in
the Company, its compliance with operating systems, accounting
procedures and policies at all locations and submit their periodical
internal audit reports to the Audit Committee, process owners
undertake necessary actions in their respective areas. The internal
auditors have expressed that the internal control system in the
Company is effective. The Board has also put in place requisite legal
compliance framework to ensure compliance of all the applicable laws
and that such systems are adequate and operating effectively.
PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE :
As per the requirement of The Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013 (ÂAct') and Rules
made there under, your Company has constituted Internal Complaints
Committees (ICC). The Company has designated the external independent
member as a Chairperson for each of the Committees which was beyond
the requirements of law. No complaints were received in this regard
during the year.
FIXED DEPOSITS :
Your Company has not accepted any Fixed Deposits from the Public,
except some unsecured Loans brought by Promoter Directors and as such
no amount on account of Principal or interest on Public Deposits was
outstanding as on the date of Balance Sheet.
REGISTRAR'S AND SHARE TRANSFER AGENTS :
Your Registrar and Share Transfer Agents of the Company M/s Big share
Services Private Limited, 306, 3rd Floor, Rigt Wing, Amrutha Ville,
Opp. Yashodha Hospital, Raj Bhavan Road, Somajiguda, Hyderabad - 500
082.
CASH FLOW ANALYSIS :
In conformity with the provisions of Clause 32 of the Listing
agreement the Cash Flow Statement for the year ended 31.03.2015 is
annexed hereto.
TRANSFER OF UNPAID AND UNCLAIMED AMOUNT TO IEPF :
Pursuant to the provisions of section 124 of the companies Act, 2013,
the declared dividends which remained un paid or unclaimed for a
period of seven years, have been transferred by the company to the
Investor Education and Protection Fund (IEPF) established by the
Central Government.
The following are the details of dividends paid by the Company and
respective due dates for transfer of unclaimed dividend to IEPF.
ACKNOWLEDGMENT :
The Directors express their sincere appreciation to the valued
shareholders, bankers and clients for their support.
By Order of the Board of Directors
Sd/-
(Maddi Lakshmaiah)
Place : CHILAKALURIPET Chairman
Date : May 30, 2015. (DIN:00013387)
Mar 31, 2014
Dear Shareholders,
The Directors have pleasure to present the 38th Annual Report and
Audited Accounts of the Company for the year ended March 31, 2014
FINANCIAL RESULTS
For the year For the year
Ended 31-03-2014 Ended 31-03-2013
in Lakhs in Lakhs
Sales and Other Income :
Seed Processing 12529.31 12788.37
Wind Turbine Generators 82.69 98.02
12612.00 12886.39
Profit before Depreciation and
Income Tax :
Seed Processing 252.59 312.04
Wind Turbine Generators (28.35) (21.84)
224.24 290.20
Depreciation and Income Tax :
Seed Processing 95.72 89.11
Wind Turbine Generators 39.69 39.69
135.41 128.80
Deferred Tax Expenses/(Benefit) :
Seed Processing (2.19) (2.61)
Wind Turbine Generators (7.41) 13.05
(9.60) 10.44
Net Profit /(loss) after Tax :
Seed Processing 159.06 225.54
Wind Turbine Generators (60.63) (74.58)
98.43 150.96
Add:Profit brought forward
from previous year 759.66 642.38
AMOUNT AVAILABLE FOR APPROPRIATION 858.09 793.34
Dividend including Dividend Tax 11.55 13.68
Transfer to General Reserve -- 20.00
Surplus - Balance in Profit & Loss
Account 846.54 759.66
DIVIDEND
Your Directors are pleased to recommend payment of dividend on equity
shares at 12.50% (Rs.1.25 per equity share). The total amount of
dividend outgo (including dividend tax) will be Rs.11.55 Lakhs for the
financial year ended 31st March, 2014, which if approved at the ensuing
38th Annual General Meeting.
PERFORMANCE
Your Directors are pleased to inform that the company in the year under
review processed 64,324 MT of cotton seed as against 70,059 MT in the
previous year.
Further, the Government of India announced higher minimum support price
for cotton procurement which caused substantial increase in cotton seed
prices. Due to heavy rains in the cotton growing area while in sowing
and harvesting periods, the moisture content was very much heavy and
also caused damage to the available cotton seed which inturn affected
recoveries. In view of higher raw material prices and intense
competition from other states, procurement of cotton seed became
difficult and could not be made in higher volumes. Due to hike in raw
material prices and lower recoveries, the Company earned this year only
a net profit before tax of Rs.145.84 Lakhs as against Rs.210.61 lakhs in
the previous year.
PROSPECTS
As the prices yielded to cotton growers highly remunerative during the
previous crop year, the acreage under cotton cultivation may likely to
go up and thereby the availability of raw material may also get
improved and as such your Directors are optimistic in utilizing the
full production capacities to ensure better working results in the
coming years.
EXPORT AND FOREIGN EXCHANGE EARNINGS
Your Directors wish to inform that the Company has exported 3,814.234
M.T. of Cotton Linters worth Rs.845.26 lakhs during the year under
review as against 2,861.206 M.T. worth Rs.499.01 lakhs in the previous
year. The company also exported 1,063.233 M.T. of Cottonseed Hulls
worth Rs.102.09 lakhs during the year under review.
FIXED DEPOSITS
Your Company has not accepted any Fixed Deposits from the Public,
except some Unsecured Loans brought by Promoter Directors and as such
no amount on account of principal or interest on public deposits was
outstanding as on the date of Balance Sheet.
DIRECTORS
Sri Maddi Lakshmaiah, retire by rotation under Article 122 of the
Articles of Association of the Company and being eligible, offer
himself for reappointment as Directors.
INDUSTRIAL RELATIONS
Industrial relations remained cordial during the year.
COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES, 1988
Information as per Section 217 (1) (e) of the Companies (Amendment)
Act, 1988 read with the Companies (Disclosure of particulars in the
Report of Board of Directors) Rules, 1988.
I) Form "A" : Enclosed
II) Form "B" : Enclosed
SECRETARIAL COMPLIANCE CERTIFICATE
Compliance Certificate by Practising Company Secretary under Section
383A (1) is enclosed with this 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
(i) That in the preparation of the annual accounts for the financial
year ended 31st March, 2014, the applicable Accounting Standards have
been followed along with proper explanation relating to material
departures
(ii) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
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 of the Company for the year under review
(iii) That the Directors have 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
(iv) That the Directors have prepared the accounts for the financial
year ended 31st March, 2014 on a ''going concern'' basis.
PARTICULARS OF EMPLOYEES
Information as per Section 217 (2A) of the Companies (Amendment) Act,
1988 read with the Companies (Particulars of Employees) Rules 1975 for
the year ended March 31, 2014 is Nil.
AUDITORS
M/s. A. Ramachandra Rao & Co., Chartered Accountants, Hyderabad, as
Statutory Auditors of the Company, hold office until the conclusion of
the ensuing Annual General Meeting and are eligible for reappointment.
The Company received a letter from M/s. A. Ramachandra Rao & Co.,
Chartered Accountants, to the effect that their appointment, if made,
would be within the prescribed limits under Section 224 (1B) of the
Companies Act, 1956 and that they are not disqualified for such
appointment within the meaning of Section 226 of the Companies Act.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation for the
whole-hearted and sincere co- operation the Company has received from
Canara Bank, Axis Bank, Dealers and Suppliers.
For and on behalf of the Board
Place : GUNTUR
Date : May 30, 2014. Sd/-
(MADDI LAKSHMAIAH)
Chairman
Mar 31, 2013
Dear Shareholders,
The Directors have pleasure to present the 37th Annual Report and
Audited Accounts of the Company for the year ended March 31, 2013
FINANCIAL RESULTS
For the year For the year
Ended 31-03-2013 Ended 31 -03-2012
Rs. in Lakhs Rs. in Lakhs
Sales and Other Income :
Seed Processing 12788.37 8866.79
Wind Turbine Generators 98.02 12886.39 81.99 8948.78
Profit before
Depreciation and
Income Tax :
Seed Processing 312.04 215.00
Wind Turbine Generators (21.84) (70.36)
290.20 144.64
Depreciation and
Income Tax :
Seed Processing 89.11 52.80
Wind Turbine Generators 39.69 39.39
128.80 92.19
Deferred Tax
Expenses/(Benefit):
Seed Processing (2.61) (0.82)
Wind Turbine Generators 13.05 110.84
10.44 110.02
Net Profit /(loss)
after Tax :
Seed Processing 225.54 163.28
Wind Turbine Generators (74.58) (220.60)
150.96 (57.56)
Add: Profit brought
forward from previous 642.38 699.94
year
AMOUNT AVAILABLE FOR
APPROPRIATION 793.34 642.38
Dividend including
Dividend Tax 13.68
Transfer to General
Reserve 20.00
Surplus - Balance in
Profit & Loss Account 759.66 642.38
DIVIDEND
Your Directors are pleased to recommend payment of dividend on equity
shares at 15% (Rs. 1.50 per equity share). The total amount of dividend
outgo (including dividend tax) will be Rs. 13.68 Lakhs for the financial
year ended 31s'' March, 2013, which if approved at the ensuing 37lh
Annual General Meeting.
PERFORMANCE
Your Directors are pleased to inform that the company performed well in
the year under view with 44% increase in turnover by processing 70,059
MT of cotton seed as against 54,187 MT in the previous year.
This impressive performance could be achieved with better and optimal
use of plant and machinery which is being updated year after year on
regular basis imparting better technologies.
Though there is more scope for further improving capacity utilisation,
in view of higher raw material prices and intense competition from
other states, procurement could not be made in higher volumes. Due to
huge volume of carried over accumulated stocks, hike in raw material
prices, the interest cost is higher when it is compared to that of the
previous year. However, the improved performance resulted in healthier
bottom line with net profit before tax of Rs. 210.61 lakhs as against Rs.
62.85 lakhs in the previous year.
PROSPECTS
As the weather forecast given by the experts is very positive in cotton
growing areas, which may yield better volumes and improve the
availability of cotton seed, your Directors are optimistic in utilizing
the full production capacities to ensure better working results in the
ensuing years.
EXPORT AND FOREIGN EXCHANGE EARNINGS
Your Directors wish to inform that the Company has exported 2,861.206
M.T of Cotton Linters worth Rs. 499.01 lakhs during the year under review
as against 1.727.181 M.T. worth Rs. 531.23 lakhs in the previous year.
Your Directors also wish to inform that the company has exported
722.479 M.T. of Cottonseed De-oiled cakes worth Rs. 107.97 lakhs during
the year under review.
FIXED DEPOSITS
Your Company has not accepted any Fixed Deposits from the Public,
except some Unsecured Loans brought by Promoter Directors and as such
no amount on account of principal or interest on public deposits was
outstanding as on the date of Balance Sheet
DIRECTORS
Sri Maddi Ramesh and Sri V.V.S. Ravi, retire by rotation under Article
122 of the Articles of Association of the Company and being eligible,
offer themselves for reappointment as Directors.
INDUSTRIAL RELATIONS
Industrial relations remained cordial during the .
COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES, 1988
Information as per Section 217 (1) (e) of the Companies (Amendment)
Act, 1988 read with the Companies (Disclosure of particulars in the
Report of Board of Directors) Rules, 1988.
I) Form "A" : Enclosed ri) Form"B" : Enclosed
SECRETARIAL COMPLIANCE CERTIFICATE
Compliance Certificate by Practising Company Secretary under Section
383A (1) is enclosed with this 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:
(i) That in the preparation of the annual accounts for the financial
year ended 31st March, 2013, the applicable Accounting Standards have
been followed along with proper explanation relating to material
departures;
(ii) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
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 of the Company for the year under review;
(iii) That the Directors have 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;
(iv) That the Directors have prepared the accounts for the financial
year ended 31s1 March, 2013 on a ''going concern'' basis.
PARTICULARS OF EMPLOYEES
Information as per Section 217 (2A) of the Companies (Amendment) Act,
1988 read with the Companies (Particulars of Employees) Rules 1975 for
the year ended March 31, 2013 is Nil.
AUDITORS
M/s. A. Ramachandra Rao & Co., Chartered Accountants, Hyderabad, as
Statutory Auditors of the Company, hold office until the conclusion of
the ensuing Annual General Meeting and are eligible for reappointment.
The Company received a letter from M/s. A. Ramachandra Rao & Co.,
Chartered Accountants, to the effect that their appointment, if made,
would be within the prescribed limits under Section 224 (IB) of the
Companies Act, 1956 and that they are not disqualified for such
appointment within the meaning of Section 226 of the Companies Act.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation for the
whole-hearted and sincere co- operation the Company has received from
Canara Bank, Axis Bank, Dealers and Suppliers.
For and on behalf of the Board
Place :GUNTUR
Date : May 31,2013. Sd/-
(Y. VENKATA RAO)
Chairman
Mar 31, 2010
The Directors have pleasure in presenting the 34th Annual Report and
Audited Accounts of the Company for the year ended March 31, 2010.
FINANCIAL RESULTS
For the year For the year
Ended 31-03-2010 Ended
31-03-2009
Rupees in Lakhs Rupees in
Lakhs
Sales and Other Income 8297.17 6515.14
Profit before Depreciation and
Income Tax 179.56 133.29
Depreciation 28.35 28,23
Income Tax 55.57 13.61
Fringe Benefit Tax - 0.47
Deferred Tax Expcnses/(Benefit) 1.89 5.90
Net Profit after Tax 93.75 85,08
Add: Profit brought forward from
previous year 376.66 320.82
APPROPRIATION 470.41 405.90
Dividend including Dividend Tax 13.86 9.24
Transfer to General Reserve 20.00 20.00
Surplus - Balance in Profit & Loss Account 436.55 376.66
DIVIDEND
In view of the profits made by the Company during the year, your
Directors recommend a Dividend on Equity Shares at 15% (Rs.1.50 per
equity share) for approval of the Shareholders. The total amount of
Dividend outgo (including dividend tax) will be Rs. 13.86 Lakhs for the
Financial year ended March 31, 2010, which if approved at the ensuing
34th Annual General Meeting.
PERFORMANCE
The Company had passed through a critical phase during the period under
review because of the recession in the International Economy and
liberal oil import policy of Government of India. The low operating
margins arc due to poor recovery of oils because of the cotton crop
failure resulted damage to Cottonseed due to draught conditions
prevailed in the cotton growing area, steep fall in prices of edible
oils in both domestic and international markets and huge interest
burden on carry over stocks.
Further, the Government of India announced higher Minimum Support Price
which caused substantial increase in Cottonseed prices. During the
season, due to hike in raw material prices and lower price realization
for final products, the Company decided to hold the production for a
while to curtail huge losses. Hence the production and processing
volume of Cottonseed came down to 50,441 MT from 53,972 MT as compared
to the previous year.
The entire edible oil Industry in India is facing serious crisis due to
the reasons mentioned above and hence your Directors decided to install
some of the removed Delintcrs again to process only upto Delinted Seed
as the market for the same was better. In spite of lower production,
the Company fared well and earned Rs. 151.21 lakhs as net profit before
tax when compared to that of Rs. 105.06 lakhs in the previous year.
Your Directors are pleased to inform that the Company has received an
Award from All India Cottonseed Crushers Association for being the
"Second Highest Exporter of Cotton Linters" for the year 2008-2009.
FIXED DEPOSITS
Your Company has not accepted any Fixed Deposits from the Public,
except some Unsecured Loans brought by Promoter Directors and as such
no amount on account of principal or interest on public deposits was
outstanding as on the date of Balance Sheet.
EXPORT AND FOREIGN EXCHANGE EARNINGS
Your Directors wish to inform that the Company has exported 5045.208
M.T. of Cotton Linters worth Rs 1336.69 lakhs during the year under
review as against 1,084.817 M.T. worth Rs.342.31 lakhs in the previous
year.
PROSPECTS
As the prices yielded to cotton growers highly remunerative and yields
are also better to the growers during the previous crop year, the
acreage under cotton cultivation is likely to increase and thereby the
availability of cotton seed may also be substantial and it certainly
ensures the Company to increase production capacities more in the
ensuing season.
DIRECTORS
Sri M. Lakshmaiah and Sri V.V.S. Ravi, retire by rotation under Article
122 of the Articles of Association of the Company and, are being
eligible, offer themselves for reappointment as Directors.
INDUSTRIAL RELATIONS
As in the past, the industrial relations remained cordial during the
year under review.
COMPANIES (DISCLOSURE OK PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES, 1988
Information as per Section 217 (1) (e) of the Companies (Amendment)
Act, 1988 read with the Companies (Disclosure of particulars in the
Report of Board of Directors) Rules, 1988.
I) Form "A" : Enclosed
II) Form "B" ; Enclosed
SECRETARIAL COMPLIANCE CERTIFICATE
The Compliance Certificate by Practising Company Secretary under
Section 383A (1) has been enclosed herewith to this 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:
(i) That in the preparation of the annual accounts for the financial
year ended 31st March, 2010, the applicable Accounting Standards had
been followed along with proper explanation relating to material
departures;
(ii) That the Directors had selected such accounting policies and
applied them consistently and made judgements and estimates that were
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 of the Company for the year under review;
(iii) 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;
(iv) That the Directors had prepared the accounts for the financial
year ended 31st March, 2010 on a going concern basis.
PARTICULARS OF EMPLOYEES
Information as per Section 217 (2A)of the Companies (Amendment) Act,
1988 read with the Companies (Particulars of Employees) Rules 1975 for
the year ended March 31, 2010 is Nil.
AUDITORS
M/s. A. Ramachandra Rao & Co., Chartered Accountants, Hyderabad, as
Statutory Auditors of the Company, hold office until the conclusion of
the ensuing Annual General Meeting and are eligible for reappointment.
The Company received a tetter from M/s. A. Ramachandra Rao &. Co.,
Chartered Accountants, to the effect that their appointment, if made,
would be within the prescribed limits under Section 224 (IB) of the
Companies Act, 1956 and that they are not disqualified for such
appointment within the meaning of Section 226 of the Companies Act.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation of the
whole-hearted and sincere co- operation the Company has received from
Companys Bankers, Canara Bank, Dealers and Suppliers.
For and on behalf of the Board
Sd/-
Place :GUNTUR (Y. VENKATA RAO)
Date : May 24, 2010. Chairman
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