Mar 31, 2014
The Members,
Natraj Proteins Limited
The Directors submits their 23rd Annual Report of the Company along
with the Audited financial statements for the financial year ended
March 31,2014.
FINANCIAL RESULTS: (Amount in Lakhs)
Particulars Year ended
31st March 31st March
2014 2013
Revenue from operation 36340.52 31670.26
Less: Excise Duty 18.23 10.78
Other Income 87.34 89.07
Total Income 36409.63 31748.55
Total Expenses 34839.70 29694.60
Profit before Interest, Depreciation
& Tax (EBIDTA) 1569.93 2053.95
Less: Interest 271.08 324.88
Less: Depreciation 79.99 80.55
Profit before Tax 1218.85 1648.52
Less: (a) Current Tax 400.00 555.00
(b) Deferred Tax (9.78) (10.32)
(c ) Earlier Years 17.66 18.03
Net Profit for the year 810.98 1085.81
Add: Surplus brought forward from
previous year 2538.01 1452.20
Surplus Carried to Balance Sheet 3348.99 2538.01
Paid up Equity Share Capital 374.70 374.70
Earning per share (Rs.10/- each)
Basic & Diluted (in Rs.) 21.64 28.98
DIVIDEND :
Since the Company needs huge funds for its working capital, therefore
in order to strengthen the capital base and looking to the future
prospects of the company, your directors do not recommend any dividend
during the year and the funds are proposed to be utilized for the
business activities of the company.
COMPANY''S PERFORMANCE & FUTURE OUTLOOK:
REVIEW OF OPERATIONS :
During the year under review the company achieved turnover of
Rs.36,409.63 Lacs as compared to Rs.31,748.55 Lacs in the previous
year. The new profit after tax of the Company was also recorded at Rs.
810.98 Lacs as compared to Rs. 1,085.81 Lacs in the previous year.
SOYA DIVISION:
During the year under review monsoon was unfavorable for soybean and
the quality of seed available impacted the profit margins on finished
product. The Company, however, was able to procure adequate seed for
its crushing and manufacturing requirements.
Your directors are persevering to provide better results in the years
to come and expect good parity on export of DOC in the coming years. It
must be noted that the availability and quality of raw materials is
completely dependent on monsoon season in the region, and that this is
a major uncontrollable variable in operational and financial
performance. The revenues and profits from export are also determined
by climatic conditions internationally esp. in South America.
WIND POWER DIVISION:
The Company owns a Wind Power Mill in the state of Tamil Nadu with 750
KW rated capacity. The wind mill generated 952262 units of electricity
during the year (Previous Year : 1488720 Units). This reduction in
production is primarily due to non availability of electricity grid at
Tamil Nadu.
DIRECTORS:
The tenure of Shri Sharad Kumar Jain (DIN 02757935), as the whole-time
director is being expired on 30.09.2014 upon completion of three years,
of his tenure therefore upon the recommendation of the Board he has
been re-appointed as the Whole-time Director of the Company w.e.f.
01.09.2014 for a further period of three years.
Shri Giriraj Gupta (DIN 00012999), Shri Umesh Narayan Trivedi (DIN
00018188) and Shri Pradeep Agrawal (DIN 05279673) the existing
independent directors are further proposed to be appointed as
Independent Directors for a term of 5 years as per requirement of
section 149 of the Companies Act, 2013 as well as Clause 49 of the
Listing Agreement to hold the office till 31st March, 2019.
The Company has received notice in writing from the members as required
under section 160 of the Act for proposal for appointment of all the
Independent Directors of the Company at the ensuing Annual General
Meeting.
The Independent Directors has submitted a declaration confirming that
they meets the criteria for independence as provided in section 149(6)
of the Act and is eligible for appointment as Independent Directors of
the Company.
In the opinion of the Board the above said three directors fulfills the
conditions specified in the Act and the Rules made there under as the
Clause 49 of the Listing Agreement for their appointment as Independent
Directors of the Company.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the requirement of Section 217(2AA) of the Companies Act,
1956, and based on the representation received from the operating
management, the Directors hereby confirm that:
a. in the preparation of the annual accounts, the applicable accounting
standards have been followed and there is no material departures;
b. they have selected such accounting policies and applied them
consistently and made judgments and estimates that have been 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;
c. they have taken proper and sufficient care to the best of their
Knowledge and ability for the maintenance of adequate accounting
records in accordance with the provision of this Act. They confirm that
there are adequate systems and controls for safeguarding the assets of
the company and for preventing and detecting frauds and other
irregularities;
d. they have prepared the annual accounts for the financial year ended
31st March, 2014 on a going concern basis; AUDITORS & THEIR REPORT:
M/s Bhutoria Ganesan & Co., Chartered Accountants, Bhopal, statutory
auditors of the Company, hold the office until the ensuing Annual
General Meeting. The said Auditors have furnished the Certificate of
their eligibility for re-appointment.
Pursuant to the provisions of section 139 and other applicable
provisions, if any, of Companies Act, 2013 read with rule 3 of
Companies (Audit and Auditors) Rules, 2014, it is proposed to appoint
M/s Bhutoria Ganesan & Co., Chartered Accountants (ICAI Firm
Registration No. 004465C), the retiring Auditors of the Company as
Statutory Auditors of the Company from the conclusion of this Annual
General Meeting (AGM) till the conclusion of the Twenty Sixth AGM to be
held in the year 2017 (subject to ratification of their appointment at
every AGM) on such remuneration as may be decided & fixed by the Board
on the recommendations of the Audit Committee.
The Auditors'' Report read with notes to accounts are self-explanatory .
FIXED DEPOSITS:
Your company has not accepted or invited any deposits from public
within the meaning of Section 58A and 58AA of the Companies Act, 1956,
during the year under review. And that there is no overdue
unpaid/unclaimed deposit as at 31st March, 2014.
COST AUDITORS:
Pursuant to the directives of the Central Government under the
provisions of section 148 and all other applicable provisions of the
Companies Act, 2013 read with the Companies (Audit and Auditors) Rules
2014, the Company is not required to appoint the Cost Auditors for the
year 2014-15. The Cost Audit Report for the year 2013-14 would be filed
to the Central Government within the stipulated time.
ENERGY CONSERVATION AND OTHER REPORTING:
The details of Energy Conservation in terms of section 217(1)(e) of the
Companies Act, 1956, read with the Companies (Disclosures of
particulars in Report of Directors Report) Rules, 1988 are enclosed
forming part of this report as Annexure -A.
SECRETARIAL COMPLIANCE CERTIFICATE & SECRETARIAL AUDITOR:
Compliance Certificate has been obtained from M/s Jain Gupta & Co. in
terms of the provisions of section 383A(1) of the Companies Act, 1956
which is being annexed to the Directors'' Report, which is
self-explanatory and needs no comments. Annexure- B
The Company has appointed M/s D.K. Jain & Co., (FCS 3565 & CP 2382),
Company Secretaries as the Secretarial Auditors for the year 2014-15 as
required under section 204 of the Companies Act, 2013
INSURANCE:
The Company has taken adequate insurance cover for all movable &
immovable assets for various types of risks. PERSONNEL:
The Company continues to have cordial relations with its employees
during the year under review.
CORPORATE SOCIAL RESPONSIBILITY:
Your Board of directors have constituted the Corporate Social
Responsibility Committee (CSR Committee), comprising of K.C.Sharma as
the Chairman, Shri Umesh Narayan Trivedi and Shri Pradeep Agrawal,
members of the Committee as per requirement of the section 135 of the
Companies Act, 2013 read with the Companies (Corporate Social
Responsibility Policy) Rules, 2014.
The Said Committee has been entrusted with the responsibility of
formulating and recommending to the Board, a CSR Policy indicating the
activities to be undertaken by the Company, monitoring the
implementation of the frame work of the CSR Policy and recommending the
amount to be spent on CSR activities.
PARTICULARS OF EMPLOYEES:
Your company did not have any person in employment that, if employed
throughout the financial year or part thereof, was in receipt of
remuneration, particulars of which are required to be included in this
report as per Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Rules 1975.
CORPORATE GOVERNANCE REPORT:
Report on Corporate Governance as required under the Listing Agreements
with the Stock Exchanges along with the certificate of the Auditors,
M/s Bhutoria Ganesan & Co. Chartered Accountants confirming compliance
of conditions of Corporate Governance as stipulated under Clause 49 of
the Listing Agreement with the Stock Exchanges are attached to this
report as Annexure- C.
ACKNOWLEDGEMENTS:
Your Directors place on record their gratitude to the Central
Government, State Governments and Andhra Bank, Company''s Bankers, for
the assistance and co-operation and encouragement they extended to the
Company. Your Directors also wish to place on record their sincere
thanks and appreciation for the continuing support and unstinting
efforts of investors, customer, vendors and employees in ensuring an
excellent all around operational performance.
FOR & ON BEHALF OF THE BOARD
Place : Itarsi
Dated : 13 th August, 2014 CHAIRMAN & MANAGING DIRECTOR
DIN-00012900
Mar 31, 2013
To, The Members of Natraj Proteins Limited
The Board of directors has pleasure in presenting their 22nd Annual
report on the business and operations of the Company along with the
Audited Balance Sheet and the statement of Profit & Loss for the year
ended 31st March 2013.
1. FINANCIAL RESULTS:
Financial Results of the company for the year under review along with
the comparative figures for previous year are as follows:
(Amount in Lakhs)
Particulars Year ended
31st March 31st March
2013 2012
total sales 31748.5 22070.17
Profit before interest,
depreciation & tax 2053.94 1008,79
Less: Interest 324,87 386,50
DepreciatioN 80.55 75.66
Profit Before Tax 1648.52 546.63
Less: Provision for Income Tax 573,03 193,00
Less: Provision for Deferred Tax (10.32) (0.42)
Net Profit After Tax 1085.81 354.05
Add: Balance carried from Profit
& Loss A/c 1467.20 1113.15
Total surplus of profit
carried to Balance Sheet 2553.01 1467.20
2. DIVIDEND:
In order to strengthen the capital base and looking to the future
prospects of the company, your directors do not recommend any dividend
during the year and the funds are proposed to be utilized for Company''s
business activities of the company.
3. REVIEWS ON OPERATIONS:
During the year under review the company has achieved turnover of Rs.
31749.55 Lacs as compared to Rs. 22070.17 Lacs in the previous year.
The net profits after of the Company was also recorded at Rs 1,085.81
Lacs as compared to Rs. 354.04 Lacs in the previous year.
3.1. SOYA DIVISION
During the year under review, the monsoon was quite favorable for the
company''s raw material viz, soya seeds and it was able to procure
adequate seed for its crushing and manufacturing requirements.
Your directors also look forward for better working results in the
years to come and good parity on export of DOC. However, the business
activities mainly depends upon monsoon according to the required norms
for soya crops and as the members are aware that the company is based
on the SOYA seeds, an agricultural product, which is purely dependent
on the monsoon and the climatic conditions of the Country
3.2 WINDPOWER DIVISION
The company is having Wind Power Mill in the state of Tamil Nadu for
750 KW capacity. The wind mill has generated 1488720 Units during the
year (previous year 1192476 Unit).
4. DIRECTORS:
The Board consists of executive and non-executive directors including
independent directors who have wide and varied experience in different
disciplines of corporate functioning.
Shri K.C Sharma and Shri J.P. Agrawal will retire at the forthcoming
Annual General Meeting and being eligible, offer themselves for
re-appointment.
Further that tenure of Shri K.C.Sharma as Managing Directior and Shri
J.P. Agrawal as Whole-time Director was expired on 31s1 July 2013. The
Board has re-appointed them for a further period of 3 years w.e.f.r''
August, 2013 on the terms, conditions and remuneration as set out in
the notice of the forthcoming annual general meeting.
Your directors submit necessary resolutions for respective appointments
before the members of the Company.
5. DEPOSITS:
Your Company has not accepted deposits from the general public within
the meaning of the provisions of section 58A of the Companies Act,
1956. There was no overdue/unclaimed deposit as at the date of the
Balance Sheet. The Company Law Board or National Corripany Law Tribunal
or Reserve Bank of India or any other Court or Tribunal against the
Company has passed no order.
6. DIRECTORS'' RESPONSIBILITY STATEMENT:
In accordance with the provisions of section of 217(2AA) of the
Companies Act, 1956,your directors state that:
- In the preparation of accounts, the applicable accounting standards
have been followed.
- Accounting policies selected were applied consistently. Reasonable
and prudent judgments and estimates were made so as to give a true and
fair view of the state of affairs of the company as at the end of March
31, 2013 and the profits of the company for the year ended on that
date.
- Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956 for safeguarding the assets of the company and for
preventing and detecting frauds and other irregularities.
- The annual accounts of the company have been prepared on the going
concern basis.
7. SHARE CAPITAL & LISTING:
The Company''s 37,47,000 equity shares of Rs. 10 each fully paid up may
also be kept in the electronic form as your company has connectivity
from the Central Depository Services Ltd. (CDSL) and National
Depository Services Ltd. {NSDL) to provide facilities to all members
and investors to hold the Company''s shares in dematerialized form.
The above said Equity shares are listed with the Mumbai, Madhya Pradesh
and Ahemdabad Stock Exchanges. The Company is regular in payment of
annual listing fees to all the Stock Exchange and there were no
suspension of trading in any stock exchange during the year under
review. The Company has also applied for granting permission for
trading of the Equity Shares at the platform of NSE under the permitted
category through the MPSE.
8. PERSONNEL:
The Company continues to have cordial relations with its employees
during the year under review.
9. AUDITORS:
M/s Bhutoria Ganesan & Co., Chartered Accountants, (F.R.No, 004465C)
the statutory Auditors of the Company retires at the close of this
Annual General Meeting and is eligible for re-appointment. The Company
has received confirmation from the Auditors that their re-appointment
will be within the limits prescribed under section 224(1 B) of the
Companies Act, 1956. The Audit Committee of the Board has recommended
their re-appointment. The necessary resolution is being placed belore
the shareholders for approval.
10. AUDITORS''REPORT:
The report of the auditors of the company and notes to the accounts are
self explanatory and therefore do not call for any further comments and
may be treated as adequate compliance ot section 217(3) of the
Companies Act, 1956.
11. COST AUDITOR:
M/s Yogesh Chourasia & Associates (M.No, 00271) Cost Accountants has
been appointed as the cost auditor of the Company tor conducting the
cost audit ol Company''s product i.e. Soya edible oil for the financial
year 2013-14. Pursuant to the provisions of section 209(1 }(d) of the
Companies Act, 1956, Company is subjected to maintenance of Cost
Accounting Record and is required to file Cost Audit Report to the MCA
for the financial year 2012-13. The Cost Auditors has submitted their
Report for the year ended 31s'' March, 2013 and the company is in
process to file the same to the Central Government for the year2013-14.
12. INSURANCE:
The assets of company are adequately insured against the loss of fire
and other risks, which has been considered necessary by the management.
-
13. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, PARTICULAR OF
EMPLOYEES AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Information as tequired under section 217(1)(e) of the Companies Act,
195& read with the Companies (Disclosure of particulars in the Reportof
the Board of Directors) Rules 1988 have been annexed herewith as
Annexure A.
14. CORPORATE GOVERNANCE:
Corporate governance assumes a great deal of importance in the business
life of the company. The driving forces of the corporate governance at
company are its core values, belief in people, entrepreneurship,
customer''s orientations and the Pursuit of Excellence. The company''s
goal is to find creative and productive ways of delighting its
stakeholders, i.e., investors, customers and associates, while
fulfilling the role of a responsible corporate representative committed
to the best practices.
Your company has complied with the mandatory requirements of Clause 49
of the listing agreement within the stipulated time. Report on the
Corporate Governance has been annexed to the Directors'' Report as
Annexure B.
15. COMPLIANCE CERTIFICATE:
In terms of the provisions of section 383{1A) of the Companies Act,
1956, the Company has obtained Compliance Certificate from M/s Jain
Gupta & Co., Company Secretaries and enclosed with the Directors
Report, as Annexure C.
16. ACKNOWLEDGEMENTS:
Your directors wish to place on record their sincere appreciation and
acknowledge with gratitude for the assistance, cooperation and
encouragement by valued customers, suppliers, bankers, shareholders and
employees of the company and look forward for their continued support.
For and on behalf of the Board
Place: Itarsi K.C.SHARMA
Dated:13th August, 2013 CHAIRMAN & MANAGING DIRECTOR
Mar 31, 2012
To, The Members of Natraj Proteins Limited
The Board of directors has pleasure in presenting their 21st Annual
report on the business and operations of the Company along with the
Audited Balance Sheet and Profit & Loss Accounts for the year ended
31st March 2012.
1. FINANCIAL RESULTS:
Financial Results of the company for the year under review along with
the comparative figures for previous year are as follows: (Amt in Rs.
lacs)
Particulars Year ended 31st March
2012 2011
Total sales/Income from
operations 22070.17 18992.35
Profit before interest,
depreciation &
tax 1008.79 571.79
less Interest 386.50 246.76
Depreciation 75.56 75.56
Profit Before Tax 546.63 249.46
Less: Provision for lncommax 193.00 90.61
Less: Provision for Deferred
Tax (0.42) (7.66)
Net Profit After Tax i. 354.04 166.51
Add: Balance carried from
profit & Loss A/c 1113.15 946.64
Total surplus of profit
carried to Balance Sheet 1467.20 1113.15
2. DIVIDEND:
In order to strengthen the^ipital base anutjjjjpijkto the
!0&igapr&ip&&6ot the company. your directors do not recommend any
dividendj^luring the yeaJSpJti'fefeiunds^f proposj^b be utilized for
Company's business activities of the company.
3. REVIEWS ON OPERAIoNS:
3.1. SOYA DIVISION
###### During the year under review, the mafflifiSlbn was quite morable
for the company's few material viz, soya seeds and it was able to
procufi adequated seed for its Crueshing and manufacturing
requirements.During the year under review the compais has acJ^Bd
turnover 22070.17 as compared fe Rs.18992.35 Lacs in the previous year.
The profit æ the Company was alsoWcorded at Rs 354.04 as conjjared to
Rs.166.51 Lacs in the previous year.
Your directors also look forword for working results i the years to come
good parity on export of DOC. However, the business
activities main depends upon mansoon according to the
required norms for soya crops and as the members are awre that company
is based on SOYA Seeds, an
agricultural product, which is purely depended lû||he monsoon and the
climatic conditions of the CouPly
wind power division
The company is having Wind Power Mill in the state of Tamil Nadu for
750 KW capacity. The wind mill has generated 1192476. Units during the
year.
4. DIRECTORS:
The Board consists of executive and non-executive directors including
independent directors who have wide and varied experience in different
disciplines of corporate functioning.
Shri Pradeep Agrawal, was appointed as the Additional Director of the
Company w.e.f. 14,n May, 2012. The Company has received a notice from a
member under section 257 of the Companies Act, 1956, signifying his
intention for appointment as a director of the Company at the
forthcoming annual general meeting.
Shri Sharad Jain had been appointed as the Whole-time Director. The
Board had appoint him w.e.f. 1st Oct, 2011 for a period of 3 years on
the terms, conditions and remuneration as set out in the notice of the
forthcoming annual general meeting.
To office of Shri Hitesh Yadav as a director was ceased w.e.f. 23rd
Sept., 2011.
Shri Giriraj Gupta and Shri Sharad Kumar Jain will retire at the
forthcoming Annual General Meeting and being eligible, offer themselves
for re-appointment.
Your directors submit necessary resolutions for respective appointments
before the members of the Company.
5. DEPOSITS:
Your Company has not accepted deposits from the general public within
the meaning of the provisions of section 58A of the Companies Act,
1956. There was no overdue/unclaimed deposit as at the date of the
Balance Sheet. The Company Law Board or National Company Law Tribunal
or Reserve Bank of India or any other Court or Tribunal against the
Company has passed no order.
6. DIRECTORS' RESPONSIBILITY STATEMENT:
In accordance with the provisions of section of 217(2AA) of the
Companies Act, 1956,your directors state that:
- In the preparation of accounts, the applicable accounting standards
have been followed.
- Accounting policies selected were applied consistently. Reasonable
and prudent judgments and estimates were made so as to give a true and
fair view of the state of affairs of the company as at the end of March
31, 2012 and the profits of the company for the year ended on that
date.
- Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956 for safeguarding the assets of the company and for
preventing and detecting frauds and other irregularities.
- The annual accounts of the company have been prepared on the going
concern basis.
7. SHARE CAPITAL & LISTING:
The Equity Shares of the Company may also be kept in the electronic
form as your company has connectivity from the Central Depository
Services Ltd.(CDSL) National Depositry Services Ltd. (NSDL) to provide
facilities to all members and investors to hold the Company's shares
in demateriallied form.
Equity shares are listed with the Mumbai,Madhya pradesh and Ahmedabad .
StocK Exchanges The Company is regular in
payment of annual listing fees to all the'StocK Exchanges and there
were no suspension of trading in any stock exchange during the year
under review. The Company has also applied for granting permission for
trading of the Equity Shares at the platform of NSE undar the permitted
category through the MPSE.
The company had forfeited 793000 partly paid up equity shares of Rs.
10 each on March 2012 on which Rs. 31,53,300 was remained unpaid.
Now the compahy is having is 37,47,000 equity. shares of Rs. 10 each as
fully paid up.
8. PERSONNEL:
The Company continues to have cordial retortions with its employees
during the year Under review.
9. AUDITORS:
M/s. Bhutoria Ganesan & Co., Chartered-Accountant (R.No004465C) the
statutory Auditors of the company retires at the close of this Annual
General Meeting and is eligible for re-appointment. The Company
has received confirmation frort the AuditOtisHhat their reappointment
will be within the limits prescribed under section 224(1 B) of the
Companies Act;:1956. The Atibif Committee of the Board has recommended
their re- appointment. The necessary resolutions being placedibefore
the shareholders for approval.
10. AUDITORS'REPORT:
The report of the auditors-of the company and notes to the accounts
are self explanatory and therefore do not call for any further comments
and may be treated as adequte compliance of section 217(3) of
the Companies Act, 1956.
11. INSURANCE:
The assets of company are adequately insured against the loss of fire
and further risks, which has been considered necessary by the
management.
12. CONSERVATION OF ENERGY TECHNCCOGY ABSORPTION PARTICULAR OF
EMPLOYEES AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Information as required under section 217(1)(e) of the Companies Act,
1956 read with the Companies (Disclosure of particulars in the Report
of the Board of Directors) Rules 1988 have been annexed herewith as
Annexure A.
13. COMPLIANCE CERTIFICATE:
In terms of the provisions of section 383(1 A) of the Companies Act,
1956, the Company has obtained Compliance Certificate from Jain Gupta &
Co., Company Secretaries and enclosed with the Directors Report, as
Annexure C.
14. CORPORATE GOVERNANCE:
Corporate governance assumes a great deal of importance in the business
life of the company. The driving forces of the corporate governance at
company are its core values, belief in people, entrepreneurship,
.customer's orientations and the Pursuit of Excellence. The company's
goal is to find creative and productive ways of delighting its stakeholders,
i.e., investors, customers and associates, while fulfilling the role of a
responsible corporate representative committed to the best practices.
Your company has complied with the mandatory requirements of Clause 49
of the listing agreement within the stipulated time. Report on the
Corporate Governance has been annexed to the Directors' Report as
Annexure
15. ACKNOWLEDGEMENTS:
Your directors wish to place on record their sincere appreciation and
acknowledge with gratitude for the assistance, cooperation and
encouragement by valued customers, suppliers, bankers, shareholders and
,employees of the company and look forward for their continued
support.
BY ORDERS OF THE BOARD
KAILASH CHANDKHARMA
MANAGING DIRECTOR
Place: Itarsi
Dated: 25th August, 2012
Mar 31, 2010
The Board of directors has pleasure in presenting their 19th Annual
report on the business and operations of the Company along with the
Audited Balance Sheet and Profit & Loss Accounts for the year ended 31
March 2010.
I.FINANCIAL RESULTS:
Financial Results of the company for the year under review alongwith
the comparative figures for previous year are as follows:
Particulars Year ended 31 st March
2010 2009
Total sales/Income from operations 1324997921 1684736057
Profit before interest,
depreciation & tax 40149679 69990798
Less: Interest 11026460 13996857
Depreciation 7591548 6890383
Profit Before Tax 21531671 49103558
Less: Income Tax Related to Previous Year 0 2219411
Less: Provision for Income Tax 6540000 9000000
Less: Provision for Deferred Tax 792055 8121960
Less: Fringe Benefit 0 77228
Net Profit After Tax 14199617 29684960
Add: Balance carried from Profit & Loss A/c 80464564 64231338
Less: Transactional Liability - Deferred Tax
Related 0 13451734
Total surplus of profit carried to
Balance Sheet 94664180 80464564
2. DIVIDEND:
In order to strengthen the capital base and looking to the future
prospects of the company, your directors do not recommend any dividend
during the year and the funds are proposed to be utilized for Companys
business activities of the company.
3. REVIEWS ON OPERATIONS: 3.1. SOYA DIVISION
During the year under review, the monsoon was quite favorable for the
companys raw material viz, soya seeds and it was able to procure
adequate seed for its crushing and manufacturing requirements. During
the year under review the company has achieved turnover of Rs13249.98
Lacs as compared to Rs. 16847.36 Lacs in the previous year. The profit
of the Company was also recorded at Rs.142.00 Lacs as compared to Rs.
296.85 Lacs in the previous year.
Your companys DOC being exported to other countries through the
merchant exporters and in view of the decrease of the value of the
Indian Rupee as compared to US $ the realization of the company sales
of the Company was comparatively better then previous year.
Your directors look forward for better working results in the years to
come and good parity on export of DOC. However, this year monsoon was
not according to the required norms for soya crops and as the members
are aware that the company is based on the SOYA seeds, an agricultural
product, which is purely dependent on the monsoon and the climatic
conditions of the Country, therefore the company may face problem in
procurement of seeds of good quality on competitive price, which may
effect the working of the Company.
WIND POWER DIVISION
The company is having Wind Power Mill in the state of Tamil Nadu for
750 KW capacity. The wind mill has generated 1670196 Units during the
year.
4. DIRECTORS:
The Board consists of executive and non-executive directors including
independent directors who have wide and varied experience in different
disciplines of corporate functioning.
Shri J.P Agrawal and Shri K.C.Sharma will retire at the forthcoming
Annual General Meeting and being eligible, offer themselves for
re-appointment.
Further that tenure of Shri K.C.Sharma as Managing Directior and Shri
J.P.Agrawal as Whole-time Director was expired on 31st July, 2010. The
Board has further re-appointed them w.e.f. 1 August, 2010 for a further
period of 3 years on the terms, conditions and remuneration as set out
in the notice of the forthcoming annual general meeting.
Your directors submit necessary resolutions for respective appointments
before the members of the Company.
5. DEPOSITS:
Your Company has not accepted deposits from the general public within
the meaning of the provisions of section 58A of the Companies Act,
1956. There was no overdue/unclaimed deposit as at the date of the
Balance Sheet. The Company Law Board or National Company Law Tribunal
or Reserve Bank of India or any other Court or Tribunal against the
Company has passed no order.
6. DIRECTORS RESPONSIBILITY STATEMENT:
In accordance with the provisions of section of 217(2AA) of the
Companies Act, 1956,your directors state that:
- In the preparation of accounts, the applicable accounting standards
have been followed.
- Accounting policies selected were applied consistently. Reasonable
and prudent judgments and estimates were made so as to give a true and
fair view of the state of affairs of the company as at the end of March
31, 2010 and the profits of the company for the year ended on that
date.
- Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956 for safeguarding the assets of the company and for
preventing and detecting frauds and other irregularities.
- The annual accounts of the company have been prepared on the going
concern basis.
7. SHARE CAPITAL & LISTING:
The Equity Shares of the Company may also be kept in the electronic
form as your company has connectivity from the Central Depository
Services Ltd. (CDSL) and National Depository Services Ltd. (NSDL) to
provide facilities to all members and investors to hold the Companys
shares in dematerialised form.
Equity shares are listed with the Mumbai, Madhya Pradesh and Ahmedabad
Stock Exchanges. The Company is regular in payment of annual listing
fees to all the Stock Exchange and there were no suspension of trading
in any stock exchange during the year under review.
8. PERSONNEL:
The Company continues to have cordial relations with its employees
during the year under review.
9. AUDITORS:
M/s. Bhutoria Ganesan & Co., Chartered Accountants, the statutory
Auditors of the company retires at the close of this Annual General
Meeting and is eligible for re-appointment. The Company has received
confirmation from the Auditors that their re-appointment will be within
the limits prescribed under section 224(1 B) of the Companies Act,
1956. The Audit Committee of the Board has recommended their
re-appointment. The necessary resolution is being placed before the
shareholders for approval.
10. AUDITORS REPORT:
The report of the auditors of the company and notes to the accounts are
self explanatory and therefore do not call for any further comments and
may be treated as adequate compliance of section 217(3) of the
Companies Act, 1956.
11. INSURANCE:
The assets of company are adequately insured against the loss of fire
and other risks, which has been considered necessary by the management.
12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, PARTICULAR OF
EMPLOYEES AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Information as required under section 217(1)(e) of the Companies Act,
1956 read with the Companies (Disclosure of particulars in the Report
of the Board of Directors) Rules 1988 have been annexed herewith as
Annexure A.
13. COMPLIANCE CERTIFICATE:
In terms of the provisions of section 383(1 A) of the Companies Act,
1956, the Company has obtained Compliance Certificate from Ankita Jain
& Co., Company Secretaries and enclosed with the Directors Report, as
Annexure B.
14. CORPORATE GOVERNANCE:
Corporate governance assumes a great deal of importance in the business
life of the company. The driving forces of the corporate governance at
company are its core values, belief in people, entrepreneurship,
customers orientations and the Pursuit of Excellence. The companys
goal is to find creative and productive ways of delighting its
stakeholders, i.e., investors, customers and associates, while
fulfilling the role of a responsible corporate representative committed
to the best practices.
Your company has complied with the mandatory requirements of Clause 49
of the listing agreement within the stipulated time. Report on the
Corporate Governance has been annexed to the Directors Report as
Annexure C.
14. ACKNOWLEDGEMENTS:
Your directors wish to place on record their sincere appreciation and
acknowledge with gratitude for the assistance, cooperation and
encouragement by valued customers, suppliers, bankers, shareholders and
employees of the company and look forward for their continued support.
For and on behalf of the Board
Place:Itarsi K.C.SHARMA
Dated:18th August,2010 CHAIRMAN &MANAGING DIRECTOR