Directors Report of Modison Ltd.
Mar 31, 2018
The Directors have pleasure in presenting the Thirty Fifth Annual Report of the Company together with the Audited Financial Statements for the year ended 31st March, 2018.
FINANCIAL RESULTS (Rupees in Lakhs)
|
2017-18 |
2016-17 |
|
|
Revenue from operation & other income (Net of Excise Duty) |
20,267.38 |
19,131.85 |
|
Gross Profit before Finance Cost & Depreciation/Amortisation |
3,164.28 |
3,117.08 |
|
Less: Finance Cost |
185.45 |
269.39 |
|
Less: Depreciation / Amortisation |
628.16 |
639.76 |
|
Profit before Exceptional items |
2,045.20 |
2,257.48 |
|
Exceptional items |
305.46 |
(49.55) |
|
Profit before taxation |
2,350.66 |
2,207.93 |
|
Less: Provision for Taxation Current tax |
846.10 |
790.00 |
|
Less: Taxation adjustment of previous year |
3.01 |
12.03 |
|
Less: Deferred tax |
(138.77) |
(20.05) |
|
Profit after taxation |
1,640.32 |
1,425.95 |
|
Add: Balance brought forward from the previous year |
9,805.34 |
8,769.91 |
|
Profit available for appropriation |
11,445.66 |
10,195.86 |
|
Add: Transfer from Revaluation Reserve |
0.24 |
0.04 |
|
Less: Interim Dividend |
324.50 |
324.50 |
|
Less: Corporate Dividend Tax on Interim Dividend |
66.06 |
66.06 |
|
Balance carried over to Balance Sheet |
11,055.34 |
9,805.34 |
DIVIDEND
The Board of Directors has declared and paid the interim dividend of Re.1/- per Equity share of Re.1 each for the Financial Year ended 31st March, 2018.
The Board in their meeting dated 23.05.2018 also recommended final dividend @ Rs.0.50/- (50%) per equity share of Re.1/- each for the year ended 31st March, 2018, subject to the approval of the shareholders of the Company in the ensuing Annual General Meeting.
TRANSFER TO RESERVES
The Company has not transferred any amount to Reserves for the Financial Year ended 31st March 2018.
OPERATIONS
During the year under review, the Company has achieved the turnover of Rs. 20267.38 Lakhs (net of excise duty) as compared to Rs. 19,131.85 Lakhs (net of excise duty) during previous year. The turnover is increased by 5.93% i.e; by Rs.1135.53 Lakhs, Profit before tax increased by 6.46% i.e; by 142.73 Lakhs & Net Profit after tax increased by 15.03% i.e; by Rs 214.37 Lakhs.
EXPORTS
The Exports (FOB) including export in INR during the year amounts to Rs.3,239.32 Lakhs as against Rs. 2,622.21 Lakhs achieved in the previous year. The export is increased by 23.53% i.e; by Rs.617.11Lakhs.
SHARE CAPITAL
The paid up equity capital as on 31st March 2018 stood at Rs.324.50 Lakhs. During the year under review, the Company has not issued equity share with differential voting rights, sweat equity shares, employeeâs stock options & not made any provision for purchase of its own shares.
RESEARCH AND DEVELOPMENT
A state-of-the-art recognized R & D Division set up by the Company in Financial Year 2002-2003 got renewed in April, 2016 from Department of Science & Technology Industrial Research, New Delhi. The R & D Division is working for development of new product as well as improvement in existing products. The company continue to invest in R&D towards new product development and capability building
PUBLIC DEPOSITS
The Company has not accepted any deposits from the public during the year.
LOANS, GUARANTEES AND INVESTMENTS
No loan was given during the year.
CHANGE IN NATURE OF BUSINESS
There being no change in the nature of business of the Company during the year.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report is enclosed as a part of this report.
PARTICULARS OF CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
Information as required to be given under Section 134 of the Companies Act,2013 read with Rule 8 of Companies(Accounts) Rules,2014 is provided in Annexure I forming part of this Board Report.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return as prescribed in form MGT 9 is annexed herewith as Annexure II.
CORPORATE SOCIAL RESPONSIBILITY
The Corporate Social Responsibility Committee comprises of Mr. G.L. Modi, Mr. Suresh Mody and Mr. R.A. Goenka as the members. Mr. G.L. Modi is the Chairman of the Committee.
The details of the various projects and programs which can be undertaken by the Company as a part of its CSR policy framework is available on the companyâs website. The web-link is http://www.modison.com/pdf/Modison-Metals-Ltd-CSR-Policy.pdf.
The disclosures required to be given under Section 135 of the Companies Act,2013 read with Rule 8(1) of the Companies ( Corporate Social Responsibility Policy) Rules, 2014 are given in Annexure III forming part of this Board Report.
DIRECTORS
Mr. Rakesh Singh and Mr. Kumar Jay Modi, Directors of the Company retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re- appointment.
Mr. G.L. Modi, is reappointed as Managing Director of the Company in the ensuing Annual General Meeting subject to Central Government approval for the period of three years.
Mr. Kumar Jay Modi, is reappointed as Whole time Director of the Company in the ensuing Annual General Meeting subject to approval of the Company for the period of three years.
Mr. Suresh Mody is appointed as consultant in the ensuing Annual General Meeting for the period of three years.
Mr. B.B Singh resigned as Director of the Company on 02nd February, 2018. The Board places on record its appreciation of the contribution by Mr. B.B. Singh as Director of the Company.
The notice convening the Annual General Meeting includes the proposal for reappointment of Directors.
KEY MANAGERIAL PERSONNEL
Mr. G.L. Modi, is reappointed as Managing Director of the Company in the ensuing Annual General Meeting subject to Central Government approval for the period of three years.
Mr. Kumar Jay Modi, is reappointed as Whole time Director of the Company in the ensuing Annual General Meeting subject to approval of the Company for the period of three years.
DECLARATION FROM INDEPENDENT DIRECTORS
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.
ANNUAL PERFORMANCE EVALUATION
Pursuant to the provisions of the Act and Regulation 17(10) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of the performance. A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board. The performance evaluation of the Independent Director was carried out by the entire Board except concerned Independent Directors. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction with evaluation process.
FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS :
A familiarization program for independent directors as approved by the Board and details for the same is available on the Companyâs website. The weblink is
http://www.modison.com/pdf/financial/2018/april/DETAILS-OF-FAMILARIZATION-PROGRAMME-2017-18.pdf.
BOARD MEETINGS :
The Board of Directors duly met 5 times during the financial year from 1st April, 2017 to 31stMarch, 2018. The dates on which the meetings were held are as follows :
17th May, 2017, 11th September ,2017, 15th November, 2017, 2nd February, 2018 and 14th March,2018.
A separate report on Corporate Governance includes the detailed particulars of Board & Committee Meetings is annexed and forms part of this Report of the Directors.
COMPANYâS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION :
The Nomination & Remuneration Committee has formulated a Nomination and Remuneration Policy, approved by the Board is available on the Companyâs website.
PARTICULARS OF EMPLOYEES
The information required pursuant to Section 197(12) read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be provided upon request. In terms of Section 136 of the Act, the reports and accounts are being sent to the members and others entitled thereto, excluding the information on employeesâ particulars which is available for inspection by the members at the Registered office of the company during business hours on working days of the company up to the date of ensuing Annual General Meeting. If any member is interested in inspecting the same, such member may write to the company secretary in advance.
AUDITORS
i) Statutory Auditors
M/s. Kanu Doshi Associates LLP, Chartered Accountants having firm registration No. 104746W /W100096, are statutory auditors of the Company. The appointment to be ratified in the ensuing Annual general meeting, pursuant to Section 139 of the Companies Act, 2013.
Your Directors recommends for the ratification of appointment of M/s. Kanu Doshi Associates LLP, Chartered Accountants as the statutory auditors of the Company at the ensuing Annual General Meeting.
The report of the auditorâs on Financial Statements for the Period ended 31st March, 2018, issued by M/s. Kanu Doshi Associates LLP, Chartered Accountants, having firm registration No. 104746W /W100096, contains emphasis of matter relating to inventory valuation which is self-explanatory and does not contain any qualification.
ii) Cost Auditors
M/s. N. Ritesh & Associates, Cost Accountants are appointed as Cost Auditors for auditing the cost records of your Company for the year ended 31st March, 2019 by the Board of Directors on recommendation of Audit Committee.
iii) Secretarial Auditor
Secretarial Audit was conducted during the year by the Secretarial Auditorâs, Ragini Chokshi & Co, Practicing Company Secretaries, Mumbai in accordance with provisions of Section 204 of the Companies Act, 2013. The Secretarial Auditorâs Report is enclosed and forms a part of this Directors Report. There are no qualifications or observations or remarks made by the Secretarial Auditorâs in their Report.
MATERIAL CHANGES & COMMITMENTS
There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company and the date of the report.
SUBSIDIARY
In the year 2014-2015, your company acquired M/s. Modison Contacts Private Limited for the purpose of expansion of business. It is the subsidiary of your Company. The subsidiary is not a material subsidiary company. The material subsidiaries policy is available on Companyâs website and the web link is http://www.modison.com/pdf/financial/Material-Subsidiaries-Policy-MML.pdf. The subsidiary company has recorded a profit of Rupees 0.30 Lakhs during the Financial Year 2017-18. During the year, the Board of Directors reviewed the affairs of the subsidiary. In accordance with Section 129(3) of the Companies Act,2013, we have prepared consolidated financial statements of the Company, which forms part of this Annual Report. Further, a statement containing the salient features of the financial statement of our subsidiary is annexed as Annexure IV. In accordance with Section 136 of the Companies Act,2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of subsidiary is available on our website www.modison.com.
CORPORATE GOVERNANCE
Your Company has taken adequate steps to adhere to all the stipulations laid down in Regulation 34 (3) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. A report on Corporate Governance is included as a part of this Annual Report. The Auditorâs Certificate on its compliance form part of this Report and is annexed hereto.
COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS:
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board Meetings and Annual General Meetings.
DIRECTORâS RESPONSIBILITY STATEMENT
Pursuant to Section 134 (3) (c) read with Section 134 (5) of the Act, on the basis of information placed before them, the Directors state that:
i) in the preparation of the annual accounts, the applicable IndAs accounting standards has been followed along with proper explanation relating to material departures, if any;
ii) appropriate accounting policies have been selected and applied them consistently, and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2018 and of the profit and loss of the Company for the said period;
iii) proper and sufficient care has been taken 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
iv) the annual accounts have been prepared on a going concern basis;
v) the internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
vi) there is a proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
RELATED PARTY TRANSACTIONS
All transactions entered with related parties for the year under review were on armâs length basis and in the ordinary course of business and that the provisions of Section 188 of the Companies Act, 2013 are not attracted. Thus, disclosure in form AOC-2 is not required. Further, there are no material related party transactions during the year under review with the promoters, Directors or Key Managerial Personnel. All related party transactions are placed before the Audit Committee as also to the Board for approval. Omnibus approval was obtained for transactions which are of repetitive nature. The policy on Related Party Transactions as approved by the Board is available on the Companyâs website www.modison.com.
RISK MANAGEMENT
The Company is exposed to the risk of price fluctuation of silver (raw material). The Company proactively manages this risk through hedging, inventory management. The Companyâs reputation for quality with robust marketing existence mitigates the impact of price risk on finished goods.
Also, the Company is exposed to Strategic Risk, Allocation of funds for CAPEX, Operational Risks, Regulatory and environmental non-compliances. The Company copes these risks by developing alternate plans, framing various policies, initiatives, guidelines, using automated systems.
The Company has a robust Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companyâs competitive advantage. The business risk framework defines the risk management approach across the enterprise at various levels including documentation and reporting. The Companyâs approach to addressing business risks is comprehensive and includes periodic review of such risks and a framework for mitigating controls and reporting mechanism of such risks.
INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has adequate system of internal financial control to safeguard and protect from loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Whistle blower Policy for Directors and employees to deal with instance of fraud and mismanagement, if any, has been established. The Whistle blower Policy has been uploaded on the website of the Company at www.modison.com.
PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE
As per the requirements of the Sexual Harassment of Women at Workplace ( Prevention, Prohibition & Redressal) Act,2013 (âActâ) and Rules made thereunder, your Company has adopted a policy for prevention of sexual harassment at work place and has constituted an Complaint Redressal Committee. During the year, the Company has not received any complaints on sexual harassment under the said Act.
STOCK EXCHANGE
The Company''s equity shares are listed at BSE Limited. The Company confirms that it has paid the Annual Listing Fees for the year 2017-18.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators or Courts that would impact the going concern status of the Company and its future operations.
ACKNOWLEDGEMENT:
Your Directors place on record their appreciation for the assistance and support extended by all Government Authorities, Financial Institutions, Banks, Consultants, Solicitors and Shareholders of the Company. The Directors express their appreciation for the dedicated and sincere services rendered by the employees of the Company at all levels.
For and on behalf of the Board of Directors
G.L. MODI SURESH MODY
Mumbai, 23rd May, 2018 Managing Director Director
Mar 31, 2016
To
The Members of Modison Metals Limited
The Directors have pleasure in presenting before you the Thirty Third Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2016.
FINANCIAL RESULTS (Rupees in Lakhs)
|
2015-16 |
2014-15 |
|
|
Revenue from operation & other income |
16,921.05 |
17,181.33 |
|
Gross Profit before Finance Cost & Depreciation/Amortization |
2,690.79 |
1,674.63 |
|
Less: Finance Cost |
334.76 |
347.39 |
|
Less: Depreciation / Amortization |
637.36 |
662.70 |
|
Profit before Exceptional items |
1,718.67 |
664.54 |
|
Exceptional items |
- |
- |
|
Profit before taxation |
1,718.67 |
664.54 |
|
Less: Provision for Taxation |
626.50 |
|
|
Current tax |
217.50 |
|
|
Less: Taxation adjustment of previous year |
(14.47) |
0.36 |
|
Less: Deferred tax |
18.23 |
(13.62) |
|
Profit after taxation |
1,088.41 |
460.30 |
|
Add: Balance brought forward from the previous year |
8,069.25 |
7,901.87 |
|
Profit available for appropriation |
9,157.66 |
8,362.17 |
|
Interim & Proposed Dividend |
324.50 |
243.38 |
|
Corporate Dividend Tax on Interim & Proposed Dividend |
66.06 |
49.54 |
|
Transfer to General Reserve |
- |
- |
|
Balance carried over to Balance Sheet |
8,767.10 |
8,069.25 |
Your Directors do not recommend any final dividend for the financial year ended on 31 March 2016 & decided that the interim dividend which is already declared & paid is the final dividend.
The Board of Directors in March 2016 has declared and paid the interim dividend of Re.1/- per Equity share of Re.1 each for the Financial Year ended 31 March, 2016.
TRANSFER TO RESERVES:
The Company has not transferred any amount to Reserves for the Financial Year ended 31st March 2016. OPERATIONS :
During the year under review, the Company has achieved the turnover of Rs.16,921.05 Lakhs as compared to Rs.17,181.33 Lakhs during previous year. The turnover reduced by 1.51% i.e; by Rs.260.28 Lakhs, Profit before tax increased by 158.63% i.e; by Rs.1,054.13 Lakhs & Net Profit after tax increased by 136.46 % i.e; by Rs. 628.12 Lakhs.
Earnings per share for the year 2015-16 is Rs.3.35. Book value now stands at Rs.32.04 per equity share of Re.1 each.
EXPORTS:
The Exports (FOB) including export in INR during the year amounts to Rs.2,553.98 Lakhs as against Rs.2,504.82 Lakhs achieved in the previous year. The export increased by 1.96% & i.e; Rs. 49.16 Lakhs.
SHARE CAPITAL:
The paid up equity capital as on 31 March 2016 stood at Rs. 3,24,50,000. During the year under review, the Company has not issued equity share with differential voting rights, sweat equity shares, employeeâs stock options & made any provision for purchase of its own shares.
RESEARCH AND DEVELOPMENT :
A state-of-the-art recognized R & D Division set up by the Company in Financial Year 2002-2003 got renewed in April, 2013 from Department of Science & Technology Industrial Research, New Delhi. The R & D Division is working for development of new product as well as improvement in existing products. The company invested approximately 1% of its revenue in its R&D efforts towards new product development and capability building.
PUBLIC DEPOSITS :
The Company has not accepted any deposits from the public during the year.
LOANS, GUARANTEES AND INVESTMENTS :
The Company has not given any loans and guarantee during the year under consideration.
CHANGE IN NATURE OF BUSINESS:
There being no change in the nature of business of the company during the year.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
As required under Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report is enclosed as a part of this report.
PARTICULARS OF CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO :
Information required under Section 134 of the Companies Act,2013 read with Rule 8 of Companies(Accounts) Rules,2014 , regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is given in the Annexure I.
EXTRACT OF ANNUAL RETURN :
The details forming part of the extract of Annual Return in form MGT 9 is annexed herewith as Annexure II. CORPORATE SOCIAL RESPONSIBILITY :
As part of its initiatives under âCorporate Social Responsibilityâ (CSR), the Company run Mohanlal Modi Hospital through Trust. The Company supported various social causes, extended medical aid to the needy and even contributed significantly to the hospitals. Scholarships have been given out to deserving candidates to help them progress and to see them through initial limitations of progress. The group has also committed to fight TB by donating towards the treatment and 5 beds for underprivileged people every year.
These projects are largely in accordance with Schedule VII of the Companies Act, 2013. The details of Committee and its terms of reference are set out in Corporate Governance Report.
The Annual Report on CSR activities is attached as Annexure III and forms a part of this Report of the Directors.
DIRECTORS :
Mr. Kumar Jay Modi and Mr. B.B.Singh, Directors of the Company who retires by rotation at the forthcoming Annual General Meeting and, being eligible, offer themselves for re- appointment to the Board.
Mr. Ashok Jatia and Mr. Rakesh Singh were appointed as an Additional Director of the Company with effect from 2nd November, 2015 under Section 161 (1) of the Act. Mr. Ashok Jatia and Mr.Rakesh Singh hold office up to the date of forthcoming Annual General Meeting and to be regularized in the ensuing Annual General Meeting.
Your Directors state that Mr. Ashok Jatia, Director of the Company vides his letter dated 2nd November, 2015 informed that consequent upon the requirements of the Companies Act, 2013, he had met the criteria prescribed in Section 149 (6) of the said Act. Accordingly, Mr. Ashok Jatia is to be confirmed as an Independent Director in the ensuing Annual General Meeting.
Also, Mr. Rakesh Singh is to be confirmed as a Whole time Director in the ensuing Annual General Meeting.
The details of the Directors being recommended for appointment and re-appointment are contained in the accompanying notice of the ensuing Annual General Meeting.
KEY MANAGERIAL PERSONNEL :
Ms. Deepashree Makarand Dadkar is appointed as Company Secretary w.e.f. 01.04.2015.
DECLARATION FROM INDEPENDENT DIRECTORS :
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.
ANNUAL PERFORMANCE EVALUATION :
Pursuant to the provisions of the Act and Regulation 17(10) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of the performance. A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board. The performance evaluation of the Independent Director was carried out by the entire Board except concerned Independent Directors. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction with evaluation process.
FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS :
A familiarization program for independent directors as approved by the Board and details for the same is available on the Companyâs website. The web link is http://www.modison.com/pdf/financial/Familiarization-Program-for-Independent-Directors-MML.pdf
BOARD MEETINGS :
The Board of Directors duly met 5 times during the financial year from 1 April, 2015 to 31 March, 2016. The dates on which the meetings were held are as follows:
27th May, 2015, 10th August, 2015, 2th November, 2015, 3rd February, 2016 and 9th March,2016.
A separate report on Corporate Governance includes the detailed particulars of Board & Committee Meetings is annexed and forms a part of this Report of the Directors.
COMPANYâS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION :
A Nomination and Remuneration Policy, on the recommendation of the Nomination & Remuneration Committee, as approved by the Board is available on the Companyâs website.
PARTICULARS OF EMPLOYEES:
The information required pursuant to Section 197(12) read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be provided upon request. In terms of Section 136 of the Act, the reports and accounts are being sent to the members and others entitled thereto, excluding the information on employeesâ particulars which is available for inspection by the members at the Registered office of the company during business hours on working days of the company up to the date of ensuing Annual General Meeting. If any member is interested in inspecting the same, such member may write to the company secretary in advance.
AUDITORS : i) Statutory Auditors :
M/s M.L. Bhuwania & Co, Chartered Accountants are re-appointed as the Statutory Auditors of the Company to hold the office from the conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting.
The Auditors have confirmed that, their appointment, is as per Section 139 of the said Act be and is within the limits prescribed under Companies Act, 2013 and that they are not disqualified. There are no qualifications or observations or remarks made by the Auditors in their Report.
ii) Cost Auditors :
M/s. N. Ritesh & Associates, Cost Accountants are appointed as Cost Auditors for auditing the cost records of your Company for the year ended 31st March, 2017 by the Board of Directors.
iii) Secretarial Audit :
A Secretarial Audit was conducted during the year by the Secretarial Auditor, M/s Ragini Chokshi & Co, Practicing Company Secretaries, Mumbai, in accordance with provisions of Section 204 of the Companies Act, 2013. The Secretarial Auditorâs Report is enclosed and forms a part of this Directors Report. There are no qualifications or observations or remarks made by the Secretarial Auditor in their Report.
MATERIAL CHANGES & COMMITMENTS :
There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company and the date of the report.
SUBSIDIARY:
Last Year, your company has acquired M/s. Modison Contacts Private Limited for the purpose of expansion of business, which is now, the subsidiary of your Company. The subsidiary is not a material subsidiary company. The material subsidiaries policy is available on Companyâs website and the web link is http://www.modison.com/pdf/financial/Material-Subsidiaries-Policy-MML.pdf. The subsidiary company has recorded a loss of Rs.23,404/- during the Financial Year 2015-16. During the year, the Board of Directors reviewed the affairs of the subsidiary. In accordance with Section 129(3) of the Companies Act, 2013, we have prepared consolidated financial statements of the Company, which forms part of this Annual Report. Further, a statement containing the salient features of the financial statement of our subsidiary is annexed as Annexure IV. In accordance with Section 136 of the Companies Act,2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of subsidiary is available on our website www.modison.com.
CORPORATE GOVERNANCE
Your Company has taken adequate steps to adhere to all the stipulations laid down in Regulation 34 (3) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. A report on Corporate Governance is included as a part of this Annual Report. The Auditorâs Certificate on its compliance form part of this Report and is annexed hereto.
DIRECTORâS RESPONSIBILITY STATEMENT
Pursuant to Section 134 (3) (c) read with Section 134 (5) of the Act, on the basis of information placed before them, the Directors state that:
i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
ii. appropriate accounting policies have been selected and applied them consistently, and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 March, 2016 and of the profit and loss of the Company for the said period;
iii. proper and sufficient care has been taken 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;
iv. the annual accounts have been prepared on a going concern basis;
v. the internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
vi. there are proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
RELATED PARTY TRANSACTIONS
All transactions entered with related parties for the year under review were on armâs length basis and in the ordinary course of business and that the provisions of Section 188 of the Companies Act, 2013 are not attracted. Thus disclosure in form AOC-2 is not required. Further, there are no material related party transactions during the year under review with the promoters, Directors or Key Managerial Personnel. All related party transactions are placed before the Audit Committee as also to the Board for approval. Omnibus approval was obtained for transactions which are of repetitive nature. The policy on Related Party Transactions as approved by the Board is available on the Companyâs website www.modison.com.
RISK MANAGEMENT
The Company is exposed to the risk of price fluctuation of silver (raw material). The Company proactively manages this risk through hedging, inventory management. The Companyâs reputation for quality with robust marketing existence mitigates the impact of price risk on finished goods.
The Company has a robust Business Risk Management (BRM) framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companyâs competitive advantage. The business risk framework defines the risk management approach across the enterprise at various levels including documentation and reporting.
INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has adequate system of internal financial control to safeguard and protect from loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements.
WHISTLE BLOWER/ VIGIL MECHANISM POLICY
In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Whistle Blower Policy for directors and employees to deal with instance of fraud and mismanagement, if any, has been established. The Whistle Blower Policy has been uploaded on the website of the Company at www.modison.com.
PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE
As per the requirements of the Sexual Harassment of Women at Workplace ( Prevention, Prohibition & Redressal) Act,2013 (âActâ) and Rules made there under, your Company has adopted a policy for prevention of sexual harassment at work place and has constituted an Complaint Redressal Committee. During the year, the Company has not received any complaints on sexual harassment under the said Act.
STOCK EXCHANGE
The Company''s equity shares are listed at BSE Limited. The Company confirms that it has paid the Annual Listing Fees for the year 2015-16.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators or Courts that would impact the going concern status of the Company and its future operations.
INTERNAL AUDITOR
Mr. Ajay Jain, Chartered Accountant is the Internal Auditor of the Company.
ACKNOWLEDGEMENT
Your Directors place on record their appreciation for the assistance and support extended by all Government Authorities, Financial Institutions, Banks, Consultants, Solicitors and Shareholders of the Company. The Directors express their appreciation for the dedicated and sincere services rendered by the employees of the Company at all levels.
For and on behalf of the Board of Directors
Mumbai, 26 May 2016 G.L MODI
Managing Director
Mar 31, 2015
The Members of Modison Metals Ltd
The Directors have pleasure in presenting before you the Thirty Second
Annual Report of the Company together with the Audited Statements of
Accounts for the year ended 31st March, 2015.
FINANCIAL RESULTS
(Rupees in Lakhs)
2014-15 2013-14
Revenue from operation & other income 17,181.33 18,484.38
Gross Profit before Finance Cost & 1,674.63 2678.77
Depreciation/Amortisation
Less: Finance Cost 347.39 289.39
Less: Depreciation / Amortisation 662.70 622.38
Profit before Exceptional items 664.54 1,767.00
Exceptional items - 78.95
Profit before taxation 664.54 1845.95
Less: Provision for Taxation
Current tax 217.50 559.00
Less: Taxation adjustment of previous year 0.36 (0.13)
Less: Deferred tax (13.62) 68.59
Profit after taxation 460.30 1218.49
Add: Balance brought forward from the previous year7,901.87 7,279.80
Profit available for appropriation 8,362.17 8498.29
Proposed Dividend 243.38 405.63
Corporate Dividend Tax 49.54 68.94
Transfer to General Reserve - 121.85
Balance carried over to Balance Sheet 8,069.25 7901.87
DIVIDEND :
The Board of Directors has recommended a Dividend of Re.0.75 (75%) Per
Equity Share of Re.1 each for the Financial Year ended 31st March 2015.
TRANSFER TO RESERVES :
The Company has transferred Rs. Nil to Reserves for the Financial Year
ended 31st March 2015.
OPERATIONS :
During the year under review, the Company has achieved the turnover of
Rs. 17,181.33 Lakhs as compared to Rs.18, 484.38 Lakhs during previous
year. The turnover reduced by 7.05% i.e; by Rs.1,303.05 Lakhs, Profit
before tax reduced by 64% i.e; by Rs.1,181.41 Lakhs & Net Profit
aftertax reduce by 62.22 % i.e; by Rs. 758.19 Lakhs.
The continued significant fall in silver prices impacted the revenue as
well as bottom line due to inventory valuations. The 9% increase in
volume growth though reduced the impact was not good enough to negate
it fully.
The major part of exports is in Europe. The weakening of Euro by
approximately 17% had a negative impact on forex earnings.
Earnings per share for the year 2014-15 is Rs.1.42. Book value now
stands at Rs.29.89 per equity share of Re.1 each. EXPORTS:
The Exports (FOB) including export in INR during the year amounts to
Rs.2,504.82 Lakhs as against Rs.3,610.65 Lakhs achieved in the previous
year. The export reduced by 30.63% & i.e; Rs.1,105.83 Lakhs.
The geo political situation in Russia and Turkey coupled with sluggish
economy did impact the business adversely. The continued sluggish
economy in Eurozone along with weakened Euro compounded the matter and
did bring the exports down
However this year company has entered into new geography of North
America with its marketing and distribution partner and initial work
done is encouraging and can help international sales in robust manner.
SHARE CAPITAL:
The paid up equity capital as on 31st March 2015 stood at Rs.
324,50,000. During the year under review, the company has not issued
equity share with differential voting rights, sweat equity shares,
employee's stock options & made any provision for purchase of its own
shares.
RESEARCH AND DEVELOPMENT:
A state-of-the-art recognized R & D Division set up by the Company in
Financial Year 2002-2003 got renewed in April, 2013 from Department of
Science & Technology Industrial Research, New Delhi. The R & D Division
is working for development of new product as well as improvement in
existing products. The company invested approximately 1% of its revenue
in its R&D efforts towards new product development and capability
building.
PUBLIC DEPOSITS:
The Company has not accepted any deposits from the public during the
year.
LOANS. GUARANTEES AND INVESTMENTS :
The Company has not given any loans and guarantee during the year under
consideration. The Company has invested in subsidiary for which
information has been given under the head "Subsidiaries".
CHANGE IN NATURE OF BUSINESS:
There being no change in the nature of business of the company during
the year.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
As required under Clause 49 of the Listing Agreements with Stock
Exchanges, the Management Discussion and Analysis Report is enclosed as
a part of this report.
PARTICULARS OF CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION. FOREIGN
EXCHANGE EARNINGS AND OUTGO:
Information required under Section 134 of the Companies Act,2013 read
with Rule 8 of Companies(Accounts) Rules,2014 , regarding conservation
of energy, technology absorption and foreign exchange earnings and
outgo is given in the Annexure I.
EXTRACT OF ANNUAL RETURN :
The details forming part of the extract of the Annual Return in form
MGT 9 is annexed herewith as Annexure II. CORPORATE SOCIAL
RESPONSIBILITY:
As part of its initiatives under "Corporate Social Responsibility
(CSR), the Company run Mohanlal Modi Hospital through Trust. The
Company supported various social causes, extended medical aid to the
needy and even contributed significantly to the hospitals. Scholarships
have been given out to deserving candidates to help them progress and
to see them through initial limitations of progress. Also,the group has
also committed to fight TB by donating towards the treatment and 5 beds
for underprivileged people every year.
These projects are largely in accordance with Schedule VII of the
Companies Act, 2013. The details of Committee and its terms of
reference are set out in Corporate Governance Report.
The Annual Report on CSR activities is attached as Annexure III and
forms a part of this Report of the Directors. DIRECTORS :
Mr. Suresh Mody and Mr. Rajkumar Modi, Directors of the Company who
retires by rotation at the forthcoming Annual General Meeting and,
being eligible, offer themselves for re-appointment to the Board.
Mr. Bibhuti Bhushan Singh and Mrs.Rita Bhatia who was appointed as an
Additional Director of the Company with effect from 27th October, 2014
under Section 161 (1) of the Act, Mr. Bibhuti Bhushan Singh and
Mrs.Rita Bhatia holds office upto the date of forthcoming Annual
General Meeting and are reappointed in the ensuing Annual General
Meeting.
Your Directors state that Mrs. Rita Bhatia, Director of the Company
vide its letter dated 1st October, 2014 informed that consequent upon
the requirements of revised Clause 49 of Listing Agreement She had met
the criteria prescribed in Clause 49 (II) (B) (1) of Listing Agreement
and also under Section 149 (6) of the said Act. Accordingly, Mrs. Rita
Bhatia is to be confirmed as an Independent Director in the ensuing
Annual General Meeting.
Mr. L.P.Aggarwal resigned from directorship with effect from 11th
September 2014.
The details of the Directors being recommended for appointment and re
-appointment are contained in the accompanying notice of the ensuing
Annual General Meeting.
KEY MANAGERIAL PERSONNEL :
Mr. Ramesh Kothari is appointed as Chief Financial Officer of the
Company with effect from 26th May 2014. Mr. Rakesh Singh is appointed
as Chief Executive Officer of the Company with effect from 04th
February 2015.
DECLARATION FROM INDEPENDENT DIRECTORS :
The Company has received declarations from all the Independent
Directors of the Company confirming that they meet with criteria of
independence as laid down under Section 149(6) of the Companies Act,
2013 and Clause 49 of the Listing Agreement.
ANNUAL PERFORMANCE EVALUATION :
Pursuant to the provisions of the Act and Clause 49 of the Listing
Agreement, the Board has carried out an annual performance evaluation
of the performance. A separate exercise was carried out to evaluate the
performance of individual Directors including the Chairman of the
Board. The performance evaluation of the Independent Director was
carried out by the entire Board except concerned Independent Directors.
The performance evaluation of the Chairman and the Non Independent
Directors was carried out by the Independent Directors. The Directors
expressed their satisfaction with evaluation process.
FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS :
A familiarization program for independent directors, as approved by the
Board is available on the Company's website. The weblink is
http://www.modison.com/pdf/financial/Familiarization-Proaram-for-
lndeDendent-Directors-MML.pdf
BOARD MEETINGS :
The Board of Directors duly met 6 times during the financial year from
1st April, 2014 to 31st March, 2015. The dates on which the meetings
were held are as follows:
26th May, 2014, 14th July, 2014, 11th August, 2014, 27th October, 2014,
05th November, 2014 and 04th February, 2015.
A separate report on Corporate Governance includes the detailed
particulars of Board & Committee Meetings is annexed and forms a part
of this Report of the Directors.
COMPANY'S POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION :
A Nomination and Remuneration Policy, on the recommendation of the
Nomination & Remuneration Committee, as approved by the Board is
available on the Company's website.
PARTICULARS OF EMPLOYEES:
The information required pursuant to Section 197 read with rule 5 of
the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 in respect of employees of the Company, will be provided
upon request. In terms of Section 136 of the Act, the reports and
accounts are being sent to the members and others entitled thereto,
excluding the information on employees' particulars which is
available for inspection by the members at the Registered office of the
company during business hours on working days of the company up to the
date of ensuing Annual General Meeting. If any member is interested in
inspecting the same, such member may write to the company secretary in
advance.
AUDITORS:
i) Statutory Auditors:
M/s M.L. Bhuwania & Co, Chartered Accountants are re-appointed as the
Statutory Auditors of the Company to hold the office from the
conclusion of this Annual General Meeting till the conclusion of the
next Annual General Meeting.
The Auditors have confirmed that, their appointment, is as per Section
139 of the said Act be and is within the limits prescribed under
Section 141(3) (g) of the Companies Act, 2013 and that they are not
disqualified. There are no qualifications or observations or remarks
made by the Auditors in their Report.
ii) Cost Auditors :
M/s. N. Ritesh & Associates, Cost Accountants are appointed as Cost
Auditors for auditing as Cost Auditors for auditing the cost accounts
of your Company for the year ended 31st March, 2016 by the Board of
Directors.
iii) Secretarial Audit:
A Secretarial Audit was conducted during the year by the Secretarial
Auditor, Ragini Chokshi & Co, Practicing Company Secretary, Mumbai in
accordance with provisions of Section 204 of the Act. The Secretarial
Auditor's Report is enclosed and forms a part of this Directors
Report. There are no qualifications or observations or remarks made by
the Secretarial Auditor in their Report.
MATERIAL CHANGES & COMMITMENTS :
There are no material changes and commitments affecting the financial
position of the Company which have occurred between the end of the
financial year of the Company and the date of the report.
SUBSIDIARY:
During the year, your company acquired M/s. Modison Contacts Private
Limited for the purpose of expansion of business, which is now, the
subsidiary of your Company. The subsidiary is not a material subsidiary
company. The material subsidiaries policy is available on Company's
website and the weblink is
http://www.modison.com/pdf/financial/Material-Subsidiaries-Policv-MML.pdf.
The subsidiary company has recorded a loss of Rs.0.01 Lacs during the
period since it became subsidiary of the Company by investment of
Rs.14, 91,740/-.
CORPORATE GOVERNANCE:
Your Company has taken adequate steps to adhere to all the stipulations
laid down in Clause 49 of the Listing Agreement. A report on Corporate
Governance is included as a part of this Annual Report. Certificate
from the Statutory Auditors of the Company confirming the compliance
with the conditions of Corporate Governance as stipulated under Clause
49 of the Listing Agreement is included as a part of this report.
DIRECTOR'S RESPONSIBILITY STATEMENT
Pursuant to Section 134 (3) (c) read with Section 134 (5) of the Act,
and Clause 49 (III) (D) (4) (a) of the Listing Agreement, on the basis
of information placed before them, the Directors state that:
i. in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures, if any;
ii. appropriate accounting policies have been selected and applied them
consistently, and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Company as at SI^March, 2015 and of the profit and loss of the
Company forthe said period;
iii. proper and sufficient care has been taken 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;
iv. the annual accounts have been prepared on a going concern basis;
v. the internal financial controls to be followed by the company and
that such internal financial controls are adequate and were operating
effectively; and
vi. there is a proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and
operating effectively
RELATED PARTY TRANSACTIONS
All transactions entered with related parties for the year under review
were on arm's length basis and in the ordinary course of business and
that the provisions of Section 188 of the Companies Act, 2013 are not
attracted. Thus disclosure in form AOC-2 is not required. Further,
there are no material related party transactions during the year under
review with the promoters, Directors or Key Managerial Personnel.AII
related party transactions are placed before the Audit Committee as
also to the Board for approval. Omnibus approval was obtained for
transactions which are of repetitive nature. The policy on Related
Party Transactions as approved by the Board is available on the
Company's website.
INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has adequate system of internal control to safeguard and
protect from loss, unauthorized use or disposition of its assets. All
the transactions are properly authorized, recorded and reported to the
Management. The Company is following all the applicable Accounting
Standards for properly maintaining the books of accounts and reporting
financial statements.
RISK MANAGEMENT COMMITTEE
Pursuant to the requirement of Clause 49 of the Listing Agreement, the
Company has constituted a Risk Management Committee. The details of
Committee and its terms of reference are set out in the Corporate
Governance Report forming part of Report of the Directors.
The Company is exposed to the risk of price fluctuation of silver (raw
material). The Company proactively manages this risk through hedging,
inventory management. The Company's reputation for quality with
robust marketing existence mitigates the impact of price risk on
finished goods.
The Company has a robust Risk Management (BRM) framework to identify,
evaluate business risks and opportunities. This framework seeks to
create transparency, minimize adverse impact on the business objectives
and enhance the Company's competitive advantage. The business risk
framework defines the risk management approach across the enterprise at
various levels including documentation and reporting.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In pursuant to the provisions of section 177(9) & (10) of the Companies
Act, 2013, a Vigil Mechanism Policy for directors and employees to deal
with instance of fraud and mismanagement, if any, has been established.
The Vigil Mechanism Policy has been uploaded on the website of the
Company atwww.modison.com.
STOCK EXCHANGE
The Company's equity shares are listed at BSE Limited. The Company
confirms that it has paid the Annual Listing Fees for the year 2014-15.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators
or Courts that would impact the going concern status of the Company and
its future operations.
INTERNAL AUDITOR
During the year, the company has appointed Internal Auditor to
strengthen the Internal control system. ACKNOWLEDGEMENT
Your Directors place on record their appreciation for the assistance
and support extended by all Government Authorities, Financial
Institutions, Banks, Consultants, Solicitors and Shareholders of the
Company. The Directors express their appreciation for the dedicated and
sincere services rendered by the employees of the Company at all
levels.
For and on behalf of the Board of Directors
Mumbai, 27th May,2015 G.L MODI
Managing Director
Mar 31, 2014
The Members of
MODISON METALS LTD.
The Directors have pleasure in submitting the Thirty First Annual
Report of the Company together with audited Accounts for the year ended
31st March, 2014.
FINANCIAL RESULTS
Rupees In Lakh
2013-14 2012-13
Revenue from Operation & Other Income 18,484.38 15,977.94
Gross Profit Before Finance Cost &
Depreciation / 2,678.77 1,948.43
Amortisation
Less: Finance Cost 289.39 315.70
Depreciation / Amortisation 622.38 604.58
Profit before Exceptional Items 1,767.00 1,028.15
Exceptional Items 78.95 0.00
Profit Before Taxation 1,845.95 1,028.15
Less: Provision for Taxation:
Current Tax 559.00 250.00
Deferred Tax 68.59 121.82
Profit After Taxation 1,218.36 656.33
Add: Taxation adjustment of previous year 0.13 (0.33)
Add: Balance Brought Forward from the
previous year 7,279.80 7,070.45
Profit available for appropriation 8,498.29 7,726.85
Proposed Dividend 405.63 324.50
Corporate Dividend Tax 68.94 55.15
Transfer to General Reserve 121.85 67.00
Balance Carried Over to Balance Sheet 7901.87 7,279.80
DIVIDEND :
The Board of Directors has recommended a Dividend of Rs. 1.25 (125 per
cent) per Equity Share of Re.1 each for the Financial Year ended 31st
March 2014.
OPERATIONS :
During the year under review, the Company has achieved the turnover of
Rs. 18,484.38 Lakh as compared to Rs. 15,977.94 Lakh during previous
year. Turnover grew by 15.69% i.e. by Rs.2,506.44 Lakh, Profit before
tax grew by 79.54% i.e. by Rs.817.80 Lakh, & Net Profit after tax grew
by 85.75% i.e. by Rs.562.49 Lakh.
Earnings per share for the year 2013-14 increased to Rs. 3.75 from Rs.
2.02 in the previous year. Book value now stands at Rs. 29.42 per
Equity Share of Re.1 each.
EXPORTS :
The Exports (FOB) including export in INR during the year amounts to
Rs. 3,610.65 Lakh as against Rs. 2,776.64 Lakh achieved in the previous
year. The export grew by 30.04% i.e. by Rs.834.01 Lakh. The Company is
still focusing to improve its exports performance mainly in USA &
Europe.
RESEARCH AND DEVELOPMENT :
A state-of-the-art recognized R & D Division set up by the Company in
Financial Year 2002-03 got renewal in April 2013 from Department of
Science & Technology Industrial Research, New Delhi. The R&D Division
is working for development of new product as well as improvement in
existing products.
DIRECTORS:
Mr. Ranjan Dasgupta, Mr. Rajkumar Modi and Mr. Kumar Jay Modi retire by
rotation at the ensuing Annual General meeting and being eligible offer
themselves for re-appointment to the Board. There were resignation of
Mr. Anil Lohia w.e.f 14/06/2013, Mr. Satish Mody w.e.f. 20/06/2013 and
Mr. Shravan V. Sharma w.e.f 13/06/2013. Also there was appointment of
additional director Mr. Lalita Pershad Aggarwal w.e.f. 15/07/2013 and
there was change in designation of Mr. Lalita Pershad Aggarwal as a
Director w.e.f.10/09/2013. Mr. B.B.Singh resigned w.e.f. 07.05.2014.
DIRECTORSÂ RESPONSIBILITY STATEMENT:
As per the provisions of Section 217 (2AA) of the Companies Act 1956,
the Board confirms that
1. The financial statements are in full conformity with the
requirements of the Companies Act, 1956 and applicable accounting
standards had been followed.
2. 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 at the end of the financial year and of the profit of
the Company for the year ended on that date.
3. 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.
4. The Directors have prepared the Annual Accounts on a going concern
basis.
COMPLIANCE CERTIFICATE:
A copy of Compliance Certificate as required by section 383A(1) of the
Companies Act, 1956 forming part of this report is attached here with.
The Compliance Certificate is self explanatory.
CORPORATE GOVERNANCE:
Certificate of the Auditors of your Company regarding Compliance of the
conditions of Corporate Governance as stipulated in Clause 49 of the
Listing Agreement with Stock Exchange is enclosed.
Your Company has been practising the principles of good Corporate
Governance over the years.
The Board of Directors supports the broad principles of corporate
governance. In addition to the basic governance issues, the Board lays
strong emphasis on transparency, accountability and integrity.
Your Company has complied with the requirement of the revised clause 49
of the Listing Agreement.
ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(1)(e) of
the Companies Act, 1956 read with the Companies (Disclosure of
particulars in the Report of Board of Directors) Rules, 1988, regarding
conservation of energy, technology absorption and foreign exchange
earning and outgo is given in the Annexure I.
PARTICULARS OF EMPLOYEES:
The Board of Directors wishes to express its appreciation to all the
employees of the Company for their outstanding contribution to the
operations of the Company during the year.
Information in accordance with the provisions of Section 217 (2A) of
the Companies Act, 1956, read with the Companies (Particulars of
Employees) Rules, 1975 as amended regarding employees is given in the
Annexure II.
AUDITORS :
M/s. M. L. Bhuwania & Co., Chartered Accountants, the Statutory
Auditors of the Company retire at the ensuing Annual General Meeting
and are eligible for reappointment as per the Certificate given by the
Auditors under the provisions of Section 139 and 141 of the Companies
Act, 2013.
COST AUDITORÂS DETAILS
The Central Government has approved the appointment of M/s N. Ritesh &
Associates (Talati Ritesh Naimesh, Proprietor), Cost Accountants as
Cost Auditors for conducting Cost Audit of the Company for the
Financial Year 2013-14. The due date for filing the Cost Audit Reports
for the Financial Year ended 31st March, 2014 is 30th September,
2014.The due date for filing the Cost Audit Report of the Company for
the Financial Year ended 31st March, 2013 was 30th September 2013 and
the Cost Audit Report was filed by the Cost Auditor M/s NNT &
Co.(Talati Nikita Naimesh, Proprietor), Cost Accountants, on 20th
November, 2013 in XBRL Mode as mandated by the Ministry of Corporate
Affairs vide their circular no. 8/2012 dated 10th May, 2012
PUBLIC DEPOSITS :
The Company has not accepted deposit from the Public during the year.
APPRECIATION :
Your Directors wish to place on record their appreciation for the
continued support received from Employees, Shareholders, Banks,
Customers and Suppliers of the Company.
For And On Behalf Of The Board
G. L. MODI
Mumbai, 26th May, 2014 Managing Director
Mar 31, 2013
To, The Members of MODISON METALS LTD.
The Directors have pleasure in submitting the Thirtieth Annual Report
of the Company together with audited Accounts (or the year ended 31s1
March, 2013.
- FINANCIAL RESULTS
Rupees In Lakh
2012-13 2011-12
Revenue from Operation & Other Income 15,977.94 16,323.19
Gross Profit Before Finance
Cost & Depreciation / 1,948.43 3,162.47
Amortisation
Less: Finance Cost 315.70 269.35
Depreciation /Amortisation 604.58 526.31
Profit Belore Taxation 1,028.15 2,366.81
Less: Provision for Taxation:
Current Tax 250.00 752.00
Deferred Tax 121.82 16.66
Profit After Taxation 656.33 1598.15
Add: Taxation adjustment of previous year (0.33) 0.28
Add: Balance Brought Forward
from the previous year 7,070.45 6,009.01
Profit available for appropriation 7,726.85 7607.44
Proposed Dividend 324.50 324.50
Corporate Dividend Tax 55.15 52.64
Transfer to General Reserve 67.00 159.85
Balance Carried Over to Balance Sheet 7,279.80 7,070.45
- DIVIDEND:
The Board of Directors has recommended a Dividend of Re.1/- (100 per
cent) per Equity Share of Re. 1/-each for the Financial Year ended 31st
March 2013.
- OPERATIONS:
During the year under review, the Company has achieved the turnover of
Rs. 15,977.94 Lakh as compared to Rs. 16,323.19 Lakh during previous
year. Turnover slightly reduced by 2.12% i.e. by Rs.345.25 Lakh, Profit
before tax reduced by Rs.1,338.66 Lakh, & Net Profit after tax reduced
by Rs.942.44 Lakh.
Earnings per share for the year 2012-13 decreased to Rs. 2.02 from Rs.
4.93 in the previous year. Book value now stands at Rs. 27.13 per
Equity Share of Re.1/- each.
EXPORTS:
The Exports during the year amounts to Rs. 2776.64 Lakh as against Rs.
2641.02 Lakh achieved in the previous year. The Company is focusing to
improve its exports performance.
RESEARCH AND DEVELOPMENT : A state-of-the-art recognized R&D Division
set up by the Company in Financial Year 2002-03 got renewal in June
2010 from Department of Science & Technology Industrial Research, (Mew
Delhi. The R&D Division is working for development of new product as
well as improvement in existing products.
- DIRECTORS:
Mr. B.B. Singh, Mr. Suresh Mody & Mr. R.A. Goenka retire by rotation at
the forthcoming Annual General Meeting and being eligible offer
themselves for re-appointment to the Board.
- DIRECTORS'' RESPONSIBILITY STATEMENT:
As per the provisions of Section 217 (2AA) of the Companies Act 1 956,
the Board confirms that
1. The financial statements are in lull conformity with the
requirements of the Companies, Act, 1956 and applicable accounting
standards had been followed.
2. 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 at the end of the financial year and of the profit of
the Company for the year ended on that date.
3. 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.
4. The Directors have prepared the Annual Accounts on a going concern
basis.
- COMPLIANCE CERTIFICATE:
A copy of Compliance Certificate as required by section 383A(1) of the
Companies Act, 1956 forming part of this report is attachedhere with.
The Compliance Certificate is self explanatory.
- CORPORATE GOVERNANCE:
Certificate of the Auditors of your Company regarding Compliance of the
conditions of Corporate Governance as stipulated in Clause 49 of the
Listing Agreement with Stock Exchange is enclosed.
Your Company has been practising the principles of good Corporate
Governance over the years.
The Board of Directors supports the broad principles of corporate
governance. In addition to the basic governance issues, the Board lays
strong emphasis on transparency, accountability and integrity.
Your Company has complied with the requirement of the revised clause 49
of the Listing Agreement.
- ENERGY. TECHNOLOGY AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(1 )(e) of
the Companies Act, 1956 read with the Companies (Disclosure of
particulars in the Report of Board of Directors) Rules, 1988, regarding
conservation of energy, technology absorption and foreign exchange
earning and outgo is given in the Annexure I.
- PARTICULARS OF EMPLOYEES:
The Board of Directors wishes to express its appreciation to all the
employees of the Company for their outstanding contribution to the
operations of the Company during the year.
Information in accordance with the provisions of Section 217 (2A) of
the Companies Act, 1956, read with the Companies (Particulars of
Employees) Rules, 1975 as amended regarding employees is given in the
Annexure II.
- AUDITORS :
M/s. M. L. Bhuwania& Co., Chartered Accountants, the Statutory Auditors
of the Company retire at the ensuing Annual General Meeting and are
eligible for reappointment as per the Certificate given by the Auditors
under the provisions of Section 224 (1B) of the Companies Act, 1956.
- PUBLIC DEPOSITS:
The Company has not accepted depositfrom the Public during the year.
- APPRECIATION:
Your Directors wish to place on record their appreciation for the
continued support received from Employees, Shareholders, Banks,
Customers and Suppliers of the Company.
For And On Behalf Of The Board
G. L. MODI
Mumbai, 23rd May, 2013 Managing Director
Mar 31, 2012
To,The Members of MODISON METALS LTD.
The Directors have pleasure in submitting the Twenty-Ninth Annual
Report of the Company together with audited Accounts for the year ended
31st March, 2012.
* FINANCIAL RESULTS
Rupees In Lakh
2011-12 2010-11
Revenue from Operation & Other Income 16,323.19 12,721.96
Gross Profit Before Finance Cost &
Depreciation / 3,162.47 2,948.87
Amortisation
Less: Finance Cost 269.35 118.44
Depreciation / Amortisation 526.31 461.37
Profit Before Taxation 2,366.81 2,369.06
Less: Provision for Taxation:
Current Tax 752.00 777.83
Deferred Tax 16.66 7.89
Profit After Taxation 1,598.15 1,583.34
Add: Taxation adjustment of
previous year 0.28 0.32
Add: Balance Brought Forward from
the previous year 6,009.01 4,960.89
Profit available for appropriation 7,607.44 6,544.55
Proposed Dividend 324.50 324.50
Corporate Dividend Tax 52.64 52.64
Transfer to General Reserve 159.85 158.40
Balance Carried Over to Balance Sheet 7,070.45 6,009.01
* DIVIDEND :
The Board of Directors has recommended a Dividend of Re.1/- (100 per
cent) per Equity Share of Re.1/- each for the Financial Year ended 31st
March 2012.
* OPERATIONS :
During the year under review, the Company has achieved the turnover of
Rs. 16,323.19 Lakh as compared to Rs. 12,721.96 Lakh during previous
year. Turnover grew by 28.31% i.e. by Rs.3,601.23 Lakh, Profit before
tax slightly reduced by Rs.2.25 Lakh, however Net Profit after taxation
grew by Rs.14.77 Lakh.
Earnings per share for the year 2011-12 increased to Rs. 4.93 from Rs.
4.88 in the previous year. Book value now stands at Rs. 26.28 per
Equity Share of Re.1/- each.
* EXPORTS:
The Exports during the year amounts to Rs. 2641.02 Lakh as against Rs.
1,902.26 Lakh achieved in the previous year. The Company is focusing to
improve its exports performance.
* RESEARCH AND DEVELOPMENT :
A state-of-the-art recognized R & D Division set up by the Company in
Financial Year 2002-03 got renewal in June 2010 from Department of
Science & Technology Industrial Research, New Delhi. The R&D Division
is working for development of new product as well as improvement in
existing products.
* DIRECTORS:
Mr. Mr. Satish Mody, Mr. Ranjan Dasgupta and Mr. Raj Kumar Modi retire
by rotation at the forthcoming Annual General Meeting and being
eligible offer themselves for re-appointment to the Board.
* DIRECTORS' RESPONSIBILITY STATEMENT:
As per the provisions of Section 217 (2AA) of the Companies Act 1956,
the Board confirms that
1. The financial statements are in full conformity with the
requirements of the Companies Act, 1956 and applicable accounting
standards had been followed.
2. 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 at the end of the financial year and of the profit of
the Company for the year ended on that date.
3. 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.
4. The Directors have prepared the Annual Accounts on a going concern
basis.
* COMPLIANCE CERTIFICATE:
A copy of Compliance Certificate as required by section 383A(1) of the
Companies Act, 1956 forming part of this report is attached here with.
The Compliance Certificate is self explanatory.
* CORPORATE GOVERNANCE:
Certificate of the Auditors of your Company regarding Compliance of the
conditions of Corporate Governance as stipulated in Clause 49 of the
Listing Agreement with Stock Exchange is enclosed.
Your Company has been practising the principles of good Corporate
Governance over the years.
The Board of Directors supports the broad principles of corporate
governance. In addition to the basic governance issues, the Board lays
strong emphasis on transparency, accountability and integrity.
Your Company has complied with the requirement of the revised clause 49
of the Listing Agreement.
* ENERGY. TECHNOLOGY AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(1)(e) of
the Companies Act, 1956 read with the Companies (Disclosure of
particulars in the Report of Board of Directors) Rules, 1988, regarding
conservation of energy, technology absorption and foreign exchange
earning and outgo is given in the Annexure I.
* PARTICULARS OF EMPLOYEES:
The Board of Directors wishes to express its appreciation to all the
employees of the Company for their outstanding contribution to the
operations of the Company during the year.
Information in accordance with the provisions of Section 217 (2A) of
the Companies Act, 1956, read with the Companies (Particulars of
Employees) Rules, 1975 as amended regarding employees is given in the
Annexure II.
* COST AUDIT COMPLIANCE :
During the year the Central Government has prescribed maintenance of
cost records under section 209 (1)(d) of the Companies Act, 1956. The
Company is also required to submit Compliance Certificate, in the
prescribed format. The Company is in the advance stage of preparation
of Cost records.
* AUDITORS:
M/s. M. L. Bhuwania & Co., Chartered Accountants, the Statutory
Auditors of the Company retire at the ensuing Annual General Meeting
and are eligible for reappointment as per the Certificate given by the
Auditors under the provisions of Section 224 (1B) of the Companies Act,
1956.
* PUBLIC DEPOSITS :
The Company has not accepted deposit from the Public during the year.
* APPRECIATION :
Your Directors wish to place on record their appreciation for the
continued support received from Employees, Shareholders, Banks,
Customers and Suppliers of the Company.
For And On Behalf Of The Board
G. L. MODI
Mumbai, 29th May, 2012 Managing Director
Mar 31, 2011
The Directors have pleasure in submitting the Twenty-Eighth Annual
Report of the Company together with audited Accounts for the year ended
31st March, 2011.
- FINANCIAL RESULTS Rupees In Lakh
2010-11 2009-2010
Sales & Other Income 12,721.96 9,740.38
Gross Profit Before Finance Expenses
& Depreciation / Amortisation 2,944.68 2,272.24
Less: Finance Expenses 105.92 102.55
Depreciation / Amortisation 461.37 396.8
Profit Before Taxation 2,377.39 1,772.80
Less: Provision for Taxation:
Current Tax
(Including Rs. 0.16 Lakh
for Wealth Tax -Previous year
Rs.0.15 Lakh) 786.16 541.15
Deferred Tax 7.89 51.25
Profit After Taxation 1,583.34 1,180.40
Add: Taxation adjustment of
previous year 0.32 0.40
Add: Balance Brought Forward from
the previous year 4,960.87 4,183.87
Profit available for appropriation 6,544.53 5,364.67
Proposed Dividend 324.50 243.38
Corporate Dividend Tax 52.64 40.42
Transfer to General Reserve 158.40 120.00
Balance Carried Over to Balance Sheet 6,008.99 4,960.87
- DIVIDEND:
The Board of Directors has recommended a Dividend of Re. 1/- (100 per
cent) per Equity Share of Re. 1/- each for the Financial Year ended
31st March 2011.
- OPERATIONS:
During the year under review, the Company has achieved the turnover of
Rs. 12,721.96 Lakh as compared to Rs. 9,740.38 Lakh during previous
year. Turnover grew by 30.61% i.e. by Rs. 2,981.58 Lakh, Profit before
tax grew by 34.10% i.e. by Rs. 604.59 Lakh & Net Profit after taxation
grew by 34.12% i.e. by Rs. 402.86 Lakh.
Earnings per share for the year 2010-11 increased to Rs. 4.88 from Rs.
3.64 in the previous year. Book value now stands at Rs. 22.51 per
Equity Share of Re. 1/-each.
- EXPORTS:
The Exports during the year amounts to Rs. 1,902.25 Lakh as against Rs.
1,173.33 Lakh achieved in the previous year. The Company is focusing to
improve its exports performance.
- RESEARCH AND DEVELOPMENT :
A state-of-the-art recognized R&D Division set up by the Company in
Financial Year 2002-03 got renewal in June 2010 from Department of
Science & Technology Industrial Research, New Delhi. The R&D Division
is working for development of new product as well as improvement in
existing products.
- DIRECTORS:
Mr. R.A. Goenka, Mr. Anil Lohia and Mr. Shravan Sharma retire by
rotation at the forthcoming Annual General Meeting and being eligible
offer themselves for re-appointment to the Board.
- DIRECTORS RESPONSIBILITY STATEMENT:
As per the provisions of Section 217 (2AA) of the Companies Act 1956,
the Board confirms that
1. The financial statements are in full conformity with the
requirements of the Companies Act, 1956 and applicable accounting
standards had been followed.
2. 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 at the end of the financial year and of the profit of
the Company for the year ended on that date.
3. 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.
4. The Directors have prepared the Annual Accounts on a going concern
basis.
- COMPLIANCE CERTIFICATE:
A copy of Compliance Certificate as required by section 383A(1) of the
Companies Act, 1956 forming part of this report is attached here with.
The Compliance Certificate is self explanatory.
- CORPORATE GOVERNANCE:
Certificate of the Auditors of your Company regarding Compliance of the
conditions of Corporate Governance as stipulated in Clause 49 of the
Listing Agreement with Stock Exchange is enclosed. Your Company has
been practising the principles of good Corporate Governance over the
years.
The Board of Directors supports the broad principles of corporate
governance. In addition to the
basic governance issues, the Board lays strong emphasis on
transparency, accountability and
integrity.
Your Company has complied with the requirement of the revised clause 49
of the Listing
Agreement.
- ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217( 1 )(e) of
the Companies Act, 1956 read with the Companies (Disclosure of
particulars in the Report of Board of Directors) Rules, 1988, regarding
conservation of energy, technology absorption and foreign exchange
earning and outgo is given in the Annexure I.
- PARTICULARS OF EMPLOYEES:
The Board of Directors wishes to express its appreciation to all the
employees of the Company for their outstanding contribution to the
operations of the Company during the year. Information in accordance
with the provisions of Section 217 (2 A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975 as
amended regarding employees is given in the Annexure II.
- AUDITORS:
M/s. M. L. Bhuwania & Co., Chartered Accountants, the Statutory
Auditors of the Company retire at the ensuing Annual General Meeting
and are eligible for reappointment as per the Certificate given by the
Auditors under the provisions of Section 224 (IB) of the Companies Act,
1956.
- FIXED DEPOSITS :
The Company has not accepted deposit from the Public during the year.
- APPRECIATION:
Your Directors wish to place on record their appreciation for the
continued support received from Employees, Shareholders, Banks,
Customers and Suppliers of the Company.
For And On Behalf Of The Board
G. L. MODI
Managing Director
Mumbai, 30th May, 2011
Mar 31, 2010
The Directors have pleasure in submitting the Twenty-Seventh Annual
Report of the Company together with audited Accounts for the year ended
31st March, 2010.
- FINANCIAL RESULTS
Rupees In Lakh
2009-10 2008-09
Sales & Other Income 9740.38 7820.04
Gross Profit Before Finance Expenses
& Depreciation / 2272.24 1668.07
Amortisation
Less: Finance Expenses 102.55 170.47
Depreciation / Amortisation 396.89 351.00
Profit Before Taxation 1772.80 1146.60
Less: Provision for Taxation:
Current Tax 541.15 320.42
(Including Rs. 0.15 Lakh for
Wealth Tax -
Previous year Rs.0.42 Lakh)
Deferred Tax 51.25 78.90
Fringe Benefit Tax - 4.27
Profit After Taxation 1180.40 743.01
Add: Taxation adjustment of previous year 0.40 (1.43)
Add: Balance Brought Forward from
the previous year 4183.87 3668.31
Profit available for appropriation 5364.67 4409.89
Proposed Dividend 243.38 129.80
Corporate Dividend Tax 40.42 22.06
Transfer to General Reserve 120.00 74.16
Balance Carried Over to Balance Sheet 4960.87 4183.87
- DIVIDEND:
The Board of Directors has recommended a Dividend of Re.0.75 (75 per
cent) per Equity Share of Re.l/- each for the Financial Year ended 31st
March 2010.
- OPERATIONS:
During the year under review, the Company has achieved the turnover of
Rs. 9,740.38 Lakh as compared to Rs. 7,820.04 Lakh during previous
year. After facing slowdown, F.Y. 2009-10 was extremely good for your
Company. Turnover grew by 24.56% i.e. by Rs.1,920.34 Lakh, Profit
before tax grew by 54.61% i.e. by Rs.626.20 Lakh & Net Profit after
taxation grew by 58.87% i.e. by Rs.437.39 Lakh.
Earnings per share for the year 2009-10 increased to Rs. 3.64 from Rs.
2.29 in the previous year. Book value now stands at Rs. 18.79 per
Equity Share of Re.l/- each.
. EXPORTS -æ
The Exports during the year amounts to Rs. 1,173.33 Lakh as against Rs.
1,194.41 Lakh achieved in the previous year. The Company is focusing to
improve its exports performance.
. RESEARCH AND DEVELOPMENT :
A state-of-the-Art recognized R&D Division set up by the Company in
Financial Year 2002-03 got renewal in June 2008 from Department of
Science & Technology Industrial Research, New Delhi. The R&D Division
is working for development of new product as well as improvement in
existing products.
. DIRECTORS:
Mr. B.B. Singh was appointed as additional director with effect from
29th May 2010. He was also appointed as Wholetime Director, designated
as Technical Director for five years. In terms of Section 260 of the
Companies Act, 1956 he shall hold the office only upto the date of
ensuing Annual General Meeting. The Company has received requisite
Notice in writing from a member proposing his candidature for the
office of Director liable to retire by rotation.
Mr. G.L. Modi and Mr. Suresh Mody retire by rotation at the forthcoming
Annual General Meeting and being eligible offer themselves for
re-appointment to the Board.
. DIRECTORS RESPONSIBILITY STATEMENT:
As per the provisions of Section 217 (2AA) of the Companies Act 1956,
the Board confirms that
1. The financial statements are in full conformity with the
requirements of the Companies Act, 1956 and applicable accounting
standards had been followed.
2. 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 at the end of the financial year and of the profit of
the Company for the year ended on that date.
3. 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.
4. The Directors have prepared the Annual Accounts on a going concern
basis.
- COMPLIANCE CERTIFICATE;
A copy of Compliance Certificate as required by section 383A(1) of the
Companies Act, 1956 forming part of this report is attached here with.
The Compliance Certificate is self explanatory.
- CORPORATE GOVERNANCE:
Certificate of the Auditors of your Company regarding Compliance of the
conditions of Corporate Governance as stipulated in Clause 49 of the
Listing Agreement with Stock Exchange is enclosed.
Your Company has been practising the principles of good Corporate
Governance over the years.
The Board of Directors supports the broad principles of corporate
governance. In addition to the basic governance issues, the Board lays
strong emphasis on transparency, accountability and integrity.
Your Company has complied with the requirement of the revised clause 49
of the Listing Agreement.
- ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(l)(e) of
the Companies Act, 1956 read with the Companies (Disclosure of
particulars in the Report of Board of Directors) Rules, 1988, regarding
conservation of energy, technology absorption and foreign exchange
earning and outgo is given in the Annexure I.
. PARTICULARS OF EMPLOYEES:
The Board of Directors wishes to express its appreciation to all the
employees of the Company for their outstanding contribution to the
operations of the Company during the year.
Information in accordance with the provisions of Section: 217 (2A) of
The Companies Act, 1956, read with the Companies (Particulars of
Employees) Rules, 1975 as amended regarding employees is given in the
Annexure II.
- AUDITORS :
M/s. M. L. Bhuwania & Co., Chartered Accountants, the Statutory
Auditors of the Company retire at the ensuing Annual General Meeting
and are eligible for reappointment as per the Certificate given by the
Auditors under the provisions of Section 224 (IB) of The Companies Act,
1956.
. FIXED DEPOSITS :
The Company has not accepted deposit from the Public during the year.
. APPRECIATION:
Your Directors wish to place on record their appreciation for the
continued support received from Employees, Shareholders, Banks,
Customers and Suppliers of the Company.
For And On Behalf Of The Board
G. L. MODI
Mumbai, 29th May, 2010 Managing Director
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