Mar 31, 2016
The Directors are pleased to present the 38th Annual Report and the Company''s Audited Accounts for the Financial Year ended
March 31, 2016.
FINANCIAL RESULTS
The Company''s financial performance for the year under review along with previous year figures is given hereunder: ,i L
PARTICULARS 2015-16 2014-15
Revenue 94,605.88 60,269.67
Profit before Interest,
Depreciation, Tax 5610.41 3,285.89
Depreciation 207.40 215.14
Interest 1,669.28 706.73
Profit after Interest &
Depreciation 3,733.73 2,364.01
Provision for Taxation (I.
Tax & Deferred Tax) 1,247.77 796.01
Profit after Tax 2,485.96 1,568.00
Share Capital 2,104.30 1,002.15
Reserve & Surplus 6,948.14 4,463.84
EPS - Basic (Rupees) 11.81 15.65
EPS - Diluted (Rupees) 16.87 15.65
RESULTS OF OPERATIONS
Operating in a volatile and uncertain environment, the Company
demonstrated the resilience of its business model.
PERFORMANCE OF THE COMPANY
During the year under review, your Company has achieved sales of Rs,94,605.88 Lacs representing a steadfast growth of 56.97% over
the previous year of Rs,60,269.97 Lacs. Net Profit from operations at Rs,2,485.96 Lacs registered a robust growth of 58.54% over
the previous year ofRs,1,568.00 Lacs.
OUTLOOK
The details about prospects/ outlook of your Company are provided under the Management Discussion and Analysis Report, forming
part of this Annual Report.
CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Accounting Standard (AS) 21 on Consolidated Financial Statements, the Audited Consolidated Financial
Statement is provided in the Annual Report.
DIVIDEND
Directors have recommended a dividend of Rs,0.75 (i.e. 7.50%) per equity share for the Financial Year ended March 31, 2016. The
dividend payout is subject to approval of members at the ensuing Annual General Meeting. The dividend will be paid to members
whose names appear in the Register of Members as on May 30, 2016 and in respect of shares held in dematerialized form, it will be
paid to members whose names are furnished by National Securities Depository Limited and Central Depository Services (India)
Limited, as beneficial owners as on that date.
DIRECTORS
As per the provisions of the Companies Act, 2013, Mr. Subrata Basu retires by rotation at the ensuing AGM and being eligible
offers himself for re-appointment. The Board recommends the re- appointment of Mr. Subrata Basu as Director & Mr. Abhijit Datta,
who was appointed as Additional Director (Independent) on 09.02.2016 to be appointed/regularized as Director (Independent) in the
ensuing AGM of the Company.
AUDITORS''
In the 36th AGM held on 29.09.2014, D.N. Misra & Co., Chartered Accountants has been appointed as Statutory Auditors of the
Company for a period of 5 years. Ratification of appointment of Statutory Auditor''s is being sought from the members of the
Company at the ensuing AGM.
Further, the report of the Statutory Auditor along with Schedules and Notes to Accounts are enclosed to this report. The
observations made in the Auditors'' Report are self-explanatory and therefore do not call for any further comments.
AUDITORS'' REPORT
The observations of the auditors in their report are self-explanatory and therefore, in the opinion of the Directors, do not call
for further comments.
SUBSIDIARIES
In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the Financial Statements
of the subsidiary companies in Form AOC 1 is provided as Annexure - 1 to this report. In accordance with third provision to
Section 136(1) of the Companies Act, 2013, the Annual Report and Financial Statements of each of the Subsidiary Companies have
also been placed on the website of the Company www.pinconspirit.in
SECRETARIAL AUDITORS
Section 204 of the Companies Act, 2013 inter-alia requires every listed company to annex with its Board''s Report, a Secretarial
Audit Report given by a Company Secretaries in practice, in the prescribed form.
The Board of Directors appointed M/s. Arpan Sengupta & Associates, Practicing Company Secretary, as Secretarial Auditor to
conduct Secretarial Audit of the Company for Financial Year 2015-16 and their report is annexed to this Board Report as Annexure
- 2. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.
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, is provided as Annexure - 3.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO The particulars prescribed under section
134(3) (m) of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014, are set out in Annexure - 4.
RELATED PARTY TRANSACTION
All related party transactions that were entered into during the Financial Year were on an arm''s length basis and were in the
ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters,
Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the
Company at large. The details of related party transactions required under section 134(3) (h) read with Rule 8 of the Companies
(Accounts) Rules, 2014, is given in Form AOC 2 and the same is enclosed as Annexure - 5, the same is mentioned in the notes of
accounts as well.
The Company''s policy on dealing with Related Party Transactions was adopted by the Board on 17th October, 2014 and is available
on the website.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in Form
No. MGT-9 is annexed herewith as Annexure - 6.
CORPORATE GOVERNANCE
The report on Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, forms an integral part of this Report. The requisite certificate from the Auditors of the Company confirming compliance
with the conditions of Corporate Governance is attached to the report on Corporate Governance.
BOARD MEETINGS
A calendar of Meetings is prepared and circulated in advance to the Directors. The Board met 19 times during the year, the
details of which are given in the Corporate Governance Report that forms part of this Annual Report. The intervening gap between
the Meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015,
BOARD COMMITTEES
The Company has set up the following committees of the Board.
A. Audit Committee
B. Nomination and Remuneration Committee
C. Stakeholders'' Relationship Committee
D. Corporate Social Responsibility Committee
E. Risk Management Committee
F. General Committee of Directors
The composition of each of the above committees, and their respective roles and responsibilities are detailed in the Corporate
Governance Report.
NOMINATION, REMUNERATION AND EVALUATION POLICY In accordance with the provisions of Section 178 of the Companies Act, 2013 read
with Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors in its
Meeting held on 17th October, 2015 has, on the recommendation of Nomination and Remuneration Committee, adopted the Nomination,
Remuneration and Evaluation Policy of the Company which is laid down in the Corporate Governance Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR) Corporate Social Responsibility is commitment of Company to improve the quality of life of
the work force and their families and also the community and society at large. The Company believes in undertaking business in
such a way that it leads to overall development of all stakeholders and Society. Report on Corporate Social Responsibility is
annexed herewith as Annexure - 7.
Information on the composition of the Corporate Social Responsibility (CSR) Committee is provided in the Corporate Governance
Report that forms part of this Annual Report. Furthermore, as required by Section 135 of the Act, and the Rules made there under,
additional information on the policy and implementation of CSR activities by your Company during the year are provided in
Corporate Governance Report to this Report.
RISK MANAGEMENT POLICY
The Company has a Risk Management Policy which has been adopted by the Board of Directors. Currently, the Company''s risk
management approach comprises of the following: Regulatory Risk
- Strategic Risk
- Concentration Risk
The risks have been prioritized through a companywide exercise. Members of Senior Management have undertaken the ownership and
are continuously working on mitigating the same through co- ordination among the various departments, insurance coverage,
security policy and personal accident coverage for lives of all employees.
A detailed note on the risks is included in the Corporate Governance Report.
MANAGEMENT DISCUSSION AND ANALYSIS The Report on Management Discussion and Analysis as stipulated under the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, forms an integral part of this Report. The requisite certificate from
the Auditors of the Company confirming compliance with the conditions of Corporate Governance are attached to the Report on
Corporate Governance.
DEPOSITORY SYSTEM
The trading in the Equity Shares of your Company are under compulsory dematerialization mode. As on 31.03.2016 Equity Shares
representing 71.00% of the Equity Share Capital are in dematerialized form. As the depositary system offers numerous advantages,
Members are requested to take advantages of the same and avail of facility of dematerialization of the Company''s Shares.
FIXED DEPOSITS
Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014.
CREDIT RATING
SMERA, a reputed agency has assigned Credit Rating "SMERA BBB
(Stable)" for short-term instrument of the Company.
During the year Dun & Bradstreet has assigned a Rating of "D&B-4A2"
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: The Company has not given any loans, guarantees or investments covered under the
provisions of Section 186 of the Companies Act, 2013.
WHISTLE BLOWER /VIGIL MECHANISM
In accordance with the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of
Board and its Powers) Rules, 2014 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company
has adopted a Whistle Blower Policy to provide a mechanism to its directors, employees and other stakeholders to raise concerns
about any violation of legal or regulatory requirements, misrepresentation of any financial statement and to report actual or
suspected fraud or violation of the Code of Conduct of the Company. The Policy allows the whistle-blowers to have direct access
to the Chairman of the Audit Committee in exceptional circumstances and also protects them from any kind of discrimination or
harassment.
NTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY: The Company has a well-placed, proper, adequate and documented internal control
system commensurate with the size and nature of its business. The primary objective of the internal control system is to ensure
that all its assets are safeguarded and protected and to prevent any revenue leakage and losses to the Company. Such controls
also enable reliable financial reporting. The report on Internal Control Systems and their adequacy is forming part of Management
& Discussion Analysis Report.
HUMAN RESOURCES:
Your Company treats its "Human Resources" as one of its most important assets. Your Company continuously invests in attraction,
retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently
underway. Your Company''s thrust is on the promotion of talent internally through job rotation and job enlargement.
NDUSTRIAL RELATIONS:
During the year under review, your Company enjoyed cordial relationship with its workers and employees at all levels.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
The Company is committed to provide a healthy environment to all its employees and has zero tolerance for sexual harassment at
workplace. The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal Act), 2013. Internal Complaints Committee (ICC) has been set up to
redress complaints received regarding sexual harassment. All employees (permanent, temporary, trainees) are covered under this
policy.
There was no case reported during the year under review under the said policy.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore there were no funds which
were required to be transferred to Investor Education and Protection Fund (IEPF).
BOARD EVALUATION CRITERIA
Pursuant to the section 134 (P) of Companies Act, 2013 read with Rule 8 (4) of Companies Accounts Rule, 2014 and the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation
of its own performance, the Directors individually, as well as the Board Committees. The evaluation process considered the
effectiveness of the Board and the Committees with special emphasis on the performance and functioning of the Board and the
Committees. The evaluation of the Directors were based on the time spent by each of the Board Members.
DIRECTORS'' RESPONSIBILITY STATEMENT
In terms of Section 134(3) (C ) & (5) of the Companies Act, 2013, the
Directors would like to state that:
I. In the preparation of the Annual Accounts, the applicable accounting standards have been followed.
II. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that
were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial
Year and of the Profit or Loss of the Company for the year under review.
III. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with
the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities.
As per Section 134(CA) of the Companies Amendment Act, 2015 duly notified on 26th May 2015, no fraud was reported by Auditor''s
under Sub-Section (12) of Section 143.
IV The Directors have prepared the Annual Accounts on a going concern basis.
V. The Directors have laid down internal financial controls to be followed by the Company and that such internal financial
controls are adequate and were operating effectively.
VI. The Directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system
were adequate and operating effectively.
ACKNOWLEDGEMENTS
Your Directors would like to acknowledge and place on record their sincere appreciation of all stakeholders - shareholders,
bankers dealers, vendors and other business partners for the excellent support received from them during the year under review.
Your Directors recognize and appreciate the efforts and hard work of all the employees of the Company and their continued
contribution to its progress.
For and on behalf of the Board of Directors
Sd/-
Monoranjan Roy
Place: Kolkata, Chairman & Managing Director
Date: 28.04.2016 (DIN: 02275811)
Mar 31, 2015
Dear Members,
The Directors are pleased to present the 37th Annual Report and the
Company's Audited Accounts for the Financial Year ended March 31, 2015.
FINANCIAL RESULTS Rs. in Lacs
PARTICULARS 2014-15 2013-14
Revenue 60,269.67 38,299.71
Profit before Interest, Depreciation, Tax 3,285.89 1,886.88
Depreciation 215.14 222.41
Interest 706.73 165.58
Profit after Interest & Depreciation 2,364.01 1,498.88
Provision for Taxation(I. Tax &
Differed Tax) 796.01 504.09
Profit after Tax 1,568.00 994.79
Share Capital 1,002.15 1,002.15
Reserve & Surplus 4,463.84 2,955.96
EPS - Basic & Diluted (Rupees) 15.65 9.93
RESULTS OF OPERATIONS
Operating in a volatile and uncertain environment, the Company
demonstrated the resilience of its business model.
PERFORMANCE OF THE COMPANY
During the year under review, your Company has achieved sales of Rs.
60,269.67 Lacs representing a steadfast growth of 57.36 % over the
previous year being Rs. 38299.71 Lacs. Net Profit from operations at
Rs. 1,568.00 Lacs registered a robust growth of 57.62 % over the
previous year being Rs.994.79 Lacs.
OUTLOOK
The details about prospects/ outlook of your Company are provided under
the Management Discussion and Analysis Report, forming part of this
Annual Report.
CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Accounting Standard (AS Â 21) on Consolidated
Financial Statements, the audited Consolidated Financial Statement is
provided in the Annual Report.
DIVIDEND
Directors have recommended a dividend of Rs. 0.50 (i.e. 5%) per equity
share for the financial year ended March 31, 2015. The dividend payout
is subject to approval of members at the ensuing Annual General
Meeting. The dividend will be paid to members whose names appear in the
Register of Members as on December 18, 2015 and in respect of shares
held in dematerialised form, it will be paid to members whose names are
furnished by National Securities Depository Limited and Central
Depository Services (India) Limited, as beneficial owners as on that
date.
DIRECTORS
As per the provisions of the Companies Act, 2013, Mr. Arup Thakur
retires by rotation at the ensuing AGM and being eligible offers
himself for re-appointment. The term of Managing Director has expired
on 09.08.2015 and being eligible to be re-appointed as Managing
Director. The Board recommends for re-appointment of Mr Monoranjan Roy
as the Chairman & Managing Director of the Company & Mr. Arup Thakur as
the Director of the company. Ms. Mou Roy, Additional Director appointed
on 31.03.2015 to be appointed as Independent Director in the ensuing
AGM of the Company.
AUDITOR'S
In the last AGM held on 29.09.2014, D.N. Misra & Co., Chartered
Accountants has been appointed as Statutory Auditors of the Company for
a period of 5 years. Ratification of appointment of Statutory Auditor's
is being sought from the members of the Company at the ensuing AGM.
AUDITOR'S REPORT
The Report of the Statutory Auditors & observations made in the
Auditor's Report are self-explanatory and therefore, in the opinion of
the Directors, do not call for further comments.
SUBSIDIARIES
Company has acquired one company as its wholly owned subsidiary during
the financial year 2014-15 i.e. M/s Your Laboratories Private Limited,
which is in the same line of business as the company is dealing itself.
It will be strategic fit for the future growth of the Business mix.
In accordance with Section 129(3) of the Companies Act, 2013, a
statement containing salient features of the financial statements of
the Subsidiary Companies is provided as Annexure  1 to this report. In
accordance with third proviso to Section 136(1) of the Companies Act,
2013, the Annual Report and Financial Statements of each of the
Subsidiary Companies have also been placed on the website of the
Company www.pinconspirit.in
SECRETARIAL AUDITOR'S
Section 204 of the Companies Act, 2013 inter-alia requires every listed
company to annex with its Board's Report, a Secretarial Audit Report
given by a Company Secretary in practice, in the prescribed form.
The Board of Directors appointed M/s. Arpan Sengupta & Associates,
Practicing Company Secretary, as Secretarial Auditor's to conduct
Secretarial Audit of the Company for Financial Year 2014-15 and their
Report is annexed to this Board Report is provided as Annexure  2. The
Secretarial Audit Report does not contain any qualification,
reservation, adverse remark or disclaimer.
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, is provided as
Annexure - 3.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO The particulars prescribed under section 134(3) (m)
of the Act, read with rule 8 of the Companies (Accounts) Rules, 2014,
are set out in Annexur - 4.
RELATED PARTY TRANSACTION
All related party transactions that were entered into during the
financial year were on an arm's length basis and were in the ordinary
course of business. There are no materially significant related party
transactions made by the Company with Promoters, Directors, Key
Managerial Personnel or other designated persons which may have a
potential conflict with the interest of the Company at large. The
details of related party transactions required under section 134(3) (h)
read with rule 8 of the Companies (Accounts) Rules, 2014, is given in
Form AOC 2 and the same is enclosed as Annexure  5, the same is
mentioned in the notes of accounts as well The Company's policy on
dealing with Related Party Transactions was adopted by the Board on
17th October, 2014 and is available on website.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in Form
No. MGT-9 is annexed herewith as Annexure 6.
CORPORATE GOVERNANCE
The report on Corporate Governance as stipulated under the Listing
Agreement forms an integral part of this Report. The requisite
certificate from the Auditors of the Company confirming compliance with
the conditions of Corporate Governance is attached to the report on
Corporate Governance.
BOARD MEETINGS
A calendar of Meetings is prepared and circulated in advance to the
Directors. The Board met 19 times during the year, the details of which
are given in the Corporate Governance Report that forms part of this
Annual Report. The intervening gap between the Meetings was within the
period prescribed under the Companies Act, 2013 and the Listing
Agreement.
BOARD COMMITTEES
The Company has set up the following committees of the Board.
A. Audit Committee
B. Nomination and Remuneration Committee
C. Stakeholders Relationship Committee
D. Corporate Social Responsibility Committee
E. Risk Management Committee
F. General Committee of Directors
The composition of each of the above committees, and their respective
roles and responsibilities are detailed in the Corporate Governance
Report.
NOMINATION, REMUNERATION AND EVALUATION POLICY
In accordance with the provisions of Section 178 of the Companies Act,
2013 read with Clause 49(IV) (B) of the Listing Agreement, the Board of
Directors in its Meeting held on 17th October, 2014 has, on the
recommendation of Nomination and Remuneration Committee, adopted the
Nomination, Remuneration and Evaluation Policy of the Company which
lays down in Corporate Governance report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Corporate Social Responsibility is commitment of Company to improve the
quality of life of the work force and their families and also the
community and society at large. The Company believes in undertaking
business in such a way it leads to overall development of all stake
holders and Society.
Information on the composition of the Corporate Social Responsibility
(CSR) Committee is provided in the Corporate Governance Report that
forms part of this Annual Report. Furthermore, as required by section
135 of the Act, and the rules made there under, additional information
on the policy and implementation of CSR activities by your Company
during the year are provided in Corporate Governance report to this
report. Business Responsibility Report under clause 55 of the Listing
Agreement is not applicable to the Company since it was not among the
Top 100 listed companies by market capitalisation as of March 31, 2015.
RISK MANAGEMENT POLICY
The Company has a Risk Management Policy which has been adopted by the
Board of Directors. Currently, the Company's risk management approach
comprises of the following:
- Regulatory Risk
- Strategic Risk
- Concentration Risk
The risks have been prioritized through a companywide exercise. Members
of Senior Management have undertaken the ownership and are working on
mitigating the same through co-ordination among the various
departments, insurance coverage, security policy and personal accident
coverage for lives of all employees.
A detailed note on the risks is included in the Corporate Governance.
MANAGEMENT DISCUSSION AND ANALYSIS
The report on Management Discussion and Analysis as stipulated under
the Listing Agreement forms an integral part of this Report. The
requisite certificate from the Auditors of the Company confirming
compliance with the conditions of Corporate Governance is attached to
the report on Corporate Governance.
DEPOSITORY SYSTEM
The trading in the equity shares of your Company are under compulsory
dematerialization mode. As on 31.03.2015 equity shares representing
67.40% of the equity share capital are in dematerialized form. As the
depositary system offers numerous advantages, members are requested to
take advantages of the same and avail of facility of dematerialization
of the company's shares.
FIXED DEPOSITS
Your Company has not accepted any deposits within the meaning of
Section 73 of the Companies Act, 2013 and the Companies (Acceptance of
Deposits) Rules, 2014.
RATING
During the year D&B Rating has assigned a rating of "D&B-4A2"
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The Company has not given any loans, guarantees or investments covered
under the provisions of Section 186 of the Companies Act, 2013.
WHISTLE BLOWER /VIGIL MECHANISM
In accordance with the provisions of Section 177(9) of the Companies
Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014 and Clause 49 of the Listing Agreement, the Company
has adopted a Whistle Blower Policy to provide a mechanism to its
directors, employees and other stakeholders to raise concerns about any
violation of legal or regulatory requirements, misrepresentation of any
financial statement and to report actual or suspected fraud or
violation of the Code of Conduct of the Company. The Policy allows the
whistle- blowers to have direct access to the Chairman of the Audit
Committee in exceptional circumstances and also protects them from any
kind of discrimination or harassment.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company has a well-placed, proper, adequate and documented internal
control system commensurate with the size and nature of its business.
The primary objective of the internal control system is to ensure that
all its assets are safeguarded and protected and to prevent any revenue
leakage and losses to the Company. Such controls also enable reliable
financial reporting. The report on Internal Control Systems and their
adequacy is forming part of Management & Discussion Analysis Report.
HUMAN RESOURCES
Your Company treats its "Human Resources" as one of its most important
assets. Your Company continuously invests in attraction, retention and
development of talent on an ongoing basis. A number of programs that
provide focused people attention are currently underway. Your Company's
thrust is on the promotion of talent internally through job rotation
and job enlargement.
INDUSTRIAL RELATIONS:
During the year under review, your Company enjoyed cordial relationship
with workers and employees at all levels.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
The Company is committed to provide a healthy environment to all its
employees and has zero tolerance for sexual harassment at workplace.
The Company has in place an Anti-Sexual Harassment Policy in line with
the requirements of The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal Act), 2013. Internal Complaints
Committee (ICC) has been set up to redress complaints received
regarding sexual harassment. All employees (permanent, temporary,
trainees) are covered under this policy.
There was no case reported during the year under review under the said
policy.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Your Company did not have any funds lying unpaid or unclaimed for a
period of seven years. Therefore no fund was required to be transferred
to Investor Education and Protection Fund (IEPF).
BOARD EVALUATION CRITERIA
Pursuant to the section 134 (p) of Companies Act, 2013 read with rule 8
(4) of Companies Accounts Rule, 2014 and clause 49 of the Listing
Agreement, the Board has carried out an annual performance evaluation
of its own performance, the Directors individually, as well as the
Board Committees. The evaluation process considered the effectiveness
of the Board and the Committees with special emphasis on the
performance and functioning of the Board and the Committees. The
evaluation of the Directors were based on the time spent by each of the
Board Members.
DIRECTORS' RESPONSIBILITY STATEMENT
In terms of Section 134(3) (C ) & (5) of the Companies Act, 2013, the
Directors would like to state that:
I. In the preparation of the Annual Accounts, the applicable
accounting standards have been followed.
II. The Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that were reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company at the end of the financial year and of the profit or
loss of the Company for the year under review.
III. The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities.
As per Section 134(ca) of the Companies Amendment Act, 2015 duly
notified on 26th May 2015, no fraud was reported by Auditor's under
sub-section (12) of Section 143.
IV. The Directors have prepared the Annual Accounts on a going concern
basis.
V. The Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and were operating effectively.
VI. The Directors had devised proper system to ensure compliance with
the provisions of all applicable laws and that such system were
adequate and operating effectively.
ACKNOWLEDGEMENTS
Your Directors would like to express their appreciation for the
assistance and co-operation received from The Financial Institutions,
Banks, Government Authorities, Customers, Vendors and Members during
the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the committed services by the
Company's executives, staff and workers.
For and on behalf of the Board of Directors
Place: Kolkata,
Date: 16.11.2015
Sd/-
Monoranjan Roy
Managing Director
(DIN: 02275811)
Mar 31, 2014
Dear Members,
The Directors are pleased to present the 36th Annual Report and the
Company''s audited accounts for the financial year ended March 31,2014.
FINANCIAL RESULTS
PARTICULARS Rs. In Lacs
2013-14 2012-13
Revenue 38,299.71 32,009.46
Profit before Interest, 1,886.88 1,469.00
Depreciation, Tax
Depreciation 222.41 116.33
Interest 165.58 103.57
Profit after Interest & Depreciation 1,498.88 1 271.10
Provision for Taxation 504.09 422.96
(I. Tax & Differed Tax)
Profit after Tax 994.79 848.14
Profit B/F from previous year 1,954.81 1106.67
Balance carried to the Balance Sheet 2,955.96 1954.81
EPS - Basic & Diluted (Rupees) 9.93 8.46
RESULTS OF OPERATIONS
Operating in a volatile and uncertain environment, the Company
demonstrated the resilience of its business model.
PERFORMANCE OF THE COMPANY
During the year under review, your Company has achieved sales of
Rs.38299.71 Lacs, representing a growth of 19.65% over the previous
year Rs.32,009.46 Lacs. Net Profit from operations at Rs.994.79 Lacs
registered a growth of 17.29% over the previous year Rs. 848.14Lacs.
FMCG DIVISION
PSL has introduced a new line of business activity in Fast Moving
Consumer Goods (FMCG) segment comprising of edible oil of different
types under the brand name of PINCON and King''s Coin, which received an
overwhelming market response.
OUTLOOK
Apart from normal risk as are applicable to a going concern, the
company does not foresee any other areas of concern. The Compliance of
norms as required are adhered by the company. The Company''s operations
have historically shown significant resilience to the normal ups and
down of the economic and industry cycles, with demand for most of its
products continuing to grow at healthy rate.
CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Accounting Standard (AS) - 21 on Consolidated
Financial Statements, the audited consolidated financial statement is
provided in the Annual Report.
SUBSIDIARIES
Company has acquired two as its subsidiary during the financial year
2013-14 i.e., M/s Paul Distributors Private Limited & M/s Priya
Laboratories Private Limited, both are in same line of business as
company is dealing itself it will be strategic fit for the future
growth of the Business mix, The Audited Accounts and Directors'' Report
of the subsidiary are annexed hereto.
DIVIDEND
Your Directors feel that it is prudent to plough back the profits for
future growth of the Company as operation of the company is in
burgeoning stage so Board does not recommend any dividend for the year
ended 31st March, 2014
DIRECTORS
Mr. Subrata Basu, Additional Director appointed on 16.12.2013 to be
appointed as Director in the upcoming 36th AGM of the company
AUDITORS
The existing Auditor CA. Anupam Sarkar, Chartered Accountant retires at
the ensuing Annual General Meeting and whose term expires due to
applicability of section 139 of Companies Act 2013. Notice has been
received from a member proposing the appointment of D.N.Mishra & Co,
Chartered Accountant, as Auditors of the Company in place of the
retiring Auditors. Members are requested to appoint DN.Mishra & Co,
Chartered Accountant, as Auditors ofthe Company.
AUDITORS'' REPORT
The observations of the auditors in their report are self-explanatory
and therefore, in the opinion of the Directors, do not call for further
comments.
LISTING OF EQUITY SHARE
The equity shares of your company continue to remain listed with The
Calcutta Stock Exchange Association Limited. The Listing fees for the
year 2014-15 have been paid to the Exchange.
DEPOSITORY SYSTEM
The trading in the equity shares of your company under compulsory
dematerialization mode. As on 31.03.2014 equity shares representing
47.05% of the equity share capital are in dematerialized form. As the
depositary system offers numerous advantages, members are requested to
take advantages of the same and avail of facility of dematerialization
of the company''s shares.
CORPORATE GOVERNANCE
A report on the Corporate Governance is annexed separately as part of
this report along with a certificate of compliance from Company
Secretary in Practice. Necessary requirements of obtaining
certifications/declarations in terms of Clause 49 have been complied
with.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report are annexed and
form an integral part of the Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits during the year.
CREDIT RATING
During the year, CRISIL (S&P subsidiary) upgraded the Company''s debt
rating to CRISIL BBB/Stable (Upgraded from ''CRISIL BBB-/Stable''), which
is now one notches above the previous rating. Strong credit ratings by
leading agencies reflect the Company''s financial discipline and
prudence During the year ICRA (A Moody associate) has assigned a rating
of [ICRA] BBB (pronounced ICRA triple B) During the year D&B Rating has
assigned a rating of"D&B-4A2"
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975, as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars as required under the provisions of Section 217(1)(e)
of the Companies Act, 1956 in respect of conservation of energy and
technology absorption have not been furnished considering the nature of
activities undertaken by the company during the year under review.
Further during the year under review, the Company has neither earned
nor used any foreign exchange.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Corporate Social Responsibility is commitment of Company to improve the
quality of life of the work force and their families and also the
community and society at large. The Company believes in undertaking
business in such a way it leads to overall development of all stake
holders and Society.
Belaria Humanity Welfare Society
The Company through Belaria Humanity Welfare Society, established under
West Bengal Society Registration Act 1961, as NGO to grant donations to
poor and the needy for meeting expenditure of education, medical
treatments and any other charitable purpose; to establish, run, support
and grant aid or other financial assistance to schools, libraries,
laboratories, research and other institutions ofthe like nature in
India
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Board of
Directors of the Company confirms that-
1. In preparation of the Annual Accounts, the applicable accounting
standards have been followed.
2. The Directors had selected such Accounting Policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
3. The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities.
4. The Directors had prepared the Annual Accounts on a going concern
basis.
DISCLOSURES UNDER SECTION 217(1) (D) OF THE COMPANIES ACT, 1956
Except as disclosed elsewhere in this report, there have been no
material changes and commitments which can affect the financial
position of the Company occurred between the end of the financial year
of the Company and date of this report.
ACKNOWLEDGEMENTS
Your Directors would like to express their appreciation for the
assistance and co-operation received from the financial institutions,
banks, Government authorities, customers, vendors and members during
the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the committed services by the
Company''s executives, staff and workers.
For and on behalf of the Board of Directors
Place: Kolkata,
Date: June 17, 2014
Sd/-
Monoranjan Roy
Chairman & Managing Director
Mar 31, 2013
Dear Members,
The Directors have pleasure in presenting the 35th Annual Report of
your Company and the audited accounts for the year ended, 31st March,
2013.
FINANCIAL RESULTS
PARTICULARS Rs. In Lacs
2012-13 2011-12
Revenue 32,009.46 24,464.28
Profit before Interest, Depreciation, Tax 1,469.00 1034.00
Depreciation 116.33 1.45
Interest 103.57 27.06
Profit after Interest & Depreciation 1271.10 1005.47
Provision for Taxation(ITax & Differed Tax) 422.96 319.80
Profit after Tax 848.14 685.68
Profit B/F from previous year 1106.67 420.99
Balance carried to the Balance Sheet 1954.81 1106.67
EPS - Basic & Diluted (Rupees) 8.46 6.84
CAPITAL
The Authorised Capital of your Company remained unchanged at
Rs.100,300,000/- divided into 10,300,000 Equity Shares of Rs. 10/-
each.
The issue, subscribed and paid-up Equity Share Capital of your Company
also remained unchanged at Rs.100,215,000/- divided into 10,215,000
Equity shares of Rs.10/- each
PERFORMANCE OF THE COMPANY
During the year under review, your Company has achieved sales of Rs.
32009.46 Lacs, representing a growth of 30.84% over the previous year
Rs. 24464.29 Lacs. Net Profit from operations at Rs. 848.14 Lacs
registered a growth of 23.70% over the previous year Rs. 685.68 Lacs.
A difficult cost & tax regime has been substantially mitigated by
combination of up-selling, cost control and efficiency increases.
OUTLOOK
Apart from normal risk as are applicable to a going concern, the
company does not foresee any other areas of concern. The Compliance of
norms prescribed by the Government Agencies are strictly complied with
and adhered to. The Company''s operations have historically shown
significant resilience to the normal ups and down of the economic and
industry cycles, with demand for most of its products continuing to
grow at healthy rate.
DIVIDEND
Your Directors feel that it is prudent to plough back the profits for
future growth of the Company as operation of the company is in
burgeoning stage so Board does not recommend any dividend for the year
ended 31st March, 2013
DIRECTORS
Mr. Arup Thakur and Mr. Mrinmoy Kashyapi, additional director appointed
on 03.01.2013 to be appointed as Director in the upcoming 35th AGM of
the company
AUDITORS
CA. Anupam Sarkar, yours Company Auditors of the Company retires at the
ensuing Annual general meeting. He has expressed his willingness to
accept reappointment.
AUDITORS'' REPORT
The observations of the auditors in their report are self-explanatory
and therefore, in the opinion of the Directors, do not call for further
comments.
LISTING OF EQUITY SHARE
The equity shares of your company continue to remain listed with The
Calcutta Stock Exchange Association Limited. The Listing fees for the
year 2013-14 have been paid to the Exchange.
DEPOSITORY SYSTEM
The trading in the equity shares of your company under compulsory
dematerialization mode. As on 31.03.2013 equity shares representing
47.05% of the equity share capital are in dematerialized form. As the
depositary system offers numerous advantages, members are requested to
take advantages of the same and avail of facility of dematerialization
of the company''s shares.
CORPORATE GOVERNANCE
A report on the Corporate Governance is annexed separately as part of
this report along with a certificate of compliance from Company
Secretary in Practice. Necessary requirements of obtaining
certifications/declarations in terms of Clause 49 have been complied
with.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report are annexed and
form an integral part ofthe Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits during the year.
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975, as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars as required under the provisions of Section 217(1)(e)
of the Companies Act, 1956 in respect of conservation of energy and
technology absorption have not been furnished considering the nature of
activities undertaken by the company during the year under review.
Further during the year under review, the Company has neither earned
nor used any foreign exchange.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Corporate Social Responsibility is commitment of Company to improve the
quality of life of the work force and their families and also the
community and society at large. The Company believes in undertaking
business in such a way it leads to overall development of all stake
holders and Society.
Belaria Humanity Welfare Society
The Company through Belaria Humanity Welfare Society, established under
West Bengal Society Registration Act 1961, as NGO to grant donations to
poor and the needy for meeting expenditure of education, medical
treatments and any other charitable purpose; to establish, run, support
and grant aid or other financial assistance to schools, libraries,
laboratories, research and other institutions ofthe like nature in
India
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Board of
Directors of the Company confirms that-
1. In preparation of the Annual Accounts, the applicable accounting
standards have been followed.
2. The Directors had selected such Accounting Policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
3. The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities.
4. The Directors had prepared the Annual Accounts on a going concern
basis.
DISCLOSURES UNDER SECTION 217(1) (D) OF THE COMPANIES ACT, 1956
Except as disclosed elsewhere in this report, there have been no
material changes and commitments which can affect the financial
position of the Company occurred between the end of the financial year
of the Company and date of this report.
ACKNOWLEDGEMENTS
Your Directors place on record their sincere appreciation for the
continued support from shareholders, customers, suppliers, banks and
financial institutions and other business associates. A particular note
of thanks to all employees of your Company, without whose contribution,
your Company could not have achieved the year''s performance.
On behalf of the Board of Directors
for PINCON SPIRIT LIMITED
(Formerly Sarang Viniyog Limited)
Place: Kolkata,
Date: May 02, 2013
Sd/-
Monoranjan Roy
Chairman & Managing Director
Mar 31, 2012
Dear Members,
The Directors are pleased to present the 34th Annual Report of your
Company together with the Audited Statement of Accounts and the
Auditors'' Report of your company for the financial year ended, 31st
March, 2012. The summarized financial results for the year ended 31st
March, 2012 are as under:
FINANCIAL RESULTS
Rs. In Lacs
2011-12 2011-10
Revenue 24,464.28 10,654.63
Profit before Interest, Depreciation, Tax 1033.99 424.07
Depreciation 1.44 2.00
Interest 27.06 -
Net Profit after Interest & Depreciation 1005.47 422.06
Provision for Taxation 319.80 141.06
(ITax & Differed Tax) *
Profit after Tax 685.68 281.00
Profit B/F from previous year 420.99 139.98
Balance carried to the Balance Sheet 1106.67 420.99
EPS - Basic & Diluted (Rupees) 6.84 2.80
PERFORMANCE OF THE CO MPANY
During the year under review, the Company has achieved sales of Rs.
24464.28 Lacs, representing a growth of 229.62% over the previous year
Rs. 10654.63 Lacs. Net Profit from operations at Rs. 685.68 Lacs
registered a growth of 244.00% over the previous year Rs. 281.00 Lacs.
A difficult cost & tax regime has been substantially mitigated by
combination of up-selling, cost control and efficiency increases.
OUTLOOK
Apart from normal risk as are applicable to a going concern, the
company does not foresee any other areas of concern. The Compliance of
norms prescribed by the Government Agencies are strictly complied with
and adhered to. The Company''s operations have historically shown
significant resilience to the normal ups and down of the economic and
industry cycles, with demand for most of its products continuing to
grow at healthy rate.
DIVIDEND
Your Directors feel that it is prudent to plough back the profits for
future growth of the Company as operation of the company is in
burgeoning stage so Board does not recommend any dividend for the year
ended 31st March, 2012
DIRECTORS
Mrs. Mousumi Roy and Mr. Raj Kumar Roy Directors of the Company who
retires by rotation and eligible offer them for reappointment Mr.JBS
Negi and Mr. Hari Singh to be appointed as Director in the upcoming
34th AGM of the company
AUDITORS
CA. Anupam Sarkar, yours Company Auditors of the Company retires at the
ensuing Annual general meeting. He has expressed his willingness to
accept reappointment.
AUDITORS'' REPORT
The observations of the auditors in their report are self-explanatory
and therefore, in the opinion of the Directors, do not call for further
comments.
LISTING OF EQUITY SHARE
The equity shares of your company continue to remain listed with
Calcutta Stock Exchange Association Limited. The Listing fees for the
year 2011-12 have been paid to the Exchange.
DEPOSITORY SYSTEM
The trading in the equity shares of your company under compulsory
dematerialization mode. As on 31.03.2012 equity shares representing
46.10% of the equity share capital are in dematerialized form. As the
depositary system offers numerous advantages, members are requested to
take advantages of the same and avail of facility of dematerialization
of the company''s shares.
CORPORATE GOVERNANCE
A report on the Corporate Governance is annexed separately as part of
this report along with a certificate of compliance from Company
Secretary in Practice. Necessary requirements of obtaining
certifications/declarations in terms of Clause 49 have been complied
with.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report are annexed and
form an integral part ofthe Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits during the year.
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975, as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars as required under the provisions of Section 217(1)(e)
of the Companies Act, 1956 in respect of conservation of energy and
technology absorption have not been furnished considering the nature of
activities undertaken by the company during the year under review.
Further during the year under review, the Company has neither earned
nor used any foreign exchange.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Corporate Social Responsibility is commitment of Company to improve the
quality of life of the work force and their families and also the
community and society at large. The Company believes in undertaking
business in such a way it leads to overall development of all stake
holders and Society.
Belaria Humanity Welfare Society
The Company through Belaria Humanity Welfare Society, established under
West Bengal Society Registration Act 1961, as NGO to grant donations to
poor and the needy for meeting expenditure of education, medical
treatments and any other charitable purpose; to establish, run, support
and grant aid or other financial assistance to schools, libraries,
laboratories, research and other institutions ofthe like nature in
India
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Board of
Directors of the Company confirms that-
1. In preparation of the Annual Accounts, the applicable accounting
standards have been followed.
2. The Directors had selected such Accounting Policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
3. The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities.
4. The Directors had prepared the Annual Accounts on a going concern
basis.
DISCLOSURES UNDER SECTION 217(1)(D) OF THE COMPANIES ACT, 1956
Except as disclosed elsewhere in this report, there have been no
material changes and commitments which can affect the financial
position of the Company occurred between the end of the financial year
of the Company and date of this report.
ACKNOWLEDGEMENTS
Your Directors place on record their sincere appreciation for the
continued support from shareholders, customers, suppliers, banks and
financial institutions and other business associates. A particular note
of thanks to all employees of your Company, without whose contribution,
your Company could not have achieved the year''s performance.
On behalf of the Board of Directors
For PINCON SPIRIT LIMITED
(Formerly Sarang Viniyog Limited)
Place: Kolkata,
Date: May 08, 2012
Sd/-
Monoranjan Roy
Chairman & Managing Director
Mar 31, 2011
Dear Members,
The Directors take pleasure in presenting the 33rd Annual Report
together with the Audited Accounts of your Company for the Financial
Year ended March 31, 2011.
FINANCIAL RESULTS
PARTICULARS Rs. In Lacs
2011-10 2009-10
Revenue 10,654.63 5,597.82
Profit before Interest, 424.07 216.65
Depreciation, Tax
Depreciation 2.00 1.17
Interest - -
Profit after Interest & Depreciation 422.06 215.47
Provision for Taxation 141.06 73.24
(I. Tax & Differed Tax)
Profit after Tax 281.00 1 42.23
Profit B/F from previous year 139.98 (2.26)
Balance carried to the Balance Sheet 420.99 139.99
EPS - Basic & Diluted (Rupees) 2.80 1.42
CAPITAL
The Authorised Capital of your Company remained unchanged at Rs.100,
300,000/- divided into 10,300,000 Equity Shares of Rs. 10/- each.
The issue, subscribed and paid-up Equity Share Capital of your Company
also remained unchanged at Rs.100,215,000/- divided into 10,215,000
Equity shares of Rs.10/- each
PERFORMANCE OF THE COMPANY
FY 2010-11 brings us a reason for overwhelming reaction. We have
achieved the target which was once thought to be difficult. We have
simply concentrated on our business and left no stone unturned for the
same. The utilized manpower kept us cheerful in the entire adverse
situation resulting which as of now; we are here and unable to remember
any event which has materially affected our business. Low attrition
rate in human resources coupled with friendly working environment gave
our top-line a grand boost of 90%.
We have crossed bench mark Rs. 100.00 cr. sales which is a big dream
for any entrepreneur. Our profit margin also rose to 2.64% when prices
of sugarcane and molasses were inflating to a new height. This was a
year when Raw Material cost of the Industry was soaring like anything.
We maintained our pace, we maintained our profit margin. Our debtors''
velocity also turned attractive. We can say that as of now our
financial ratio are illuminating to a good point and we have all the
reason to be cheerful.
Our ROCE which was 14.96% in FY 2009-10 is now reached at 33.65% in the
Current Fiscal Year (FY 2010-11). RONW which was 9.87% in FY 2009-10
is now 22.41% in FY 2010-11. EBITDA margin is now 3.98% as compared to
3.87 in FY 2009-10. We have seen 95.74% growth in our EBITDA with
respect to that of in FY 2009-10.
SIGNIFICANT EVENTS
Your company''s name has been changed to Pincon Spirit Limited w.e.f.
August 05, 2011 to reflect uniformity with the line of business of the
company.
OUTLOOK
Apart from normal risk as are applicable to a going concern, the
company does not foresee any other areas of concern. The Compliance of
norms prescribed by the Government Agencies are strictly complied with
and adhered to. The Company''s operations have historically shown
significant resilience to the normal ups and down of the economic and
industry cycles, with demand for most of its products continuing to
grow at healthy rate.
DIVIDEND
Your Directors feel that it is prudent to plough back the profits for
future growth of the Company as operation of the company is in
burgeoning stage so Board does not recommend any dividend for the year
ended 31st March, 2011
DIRECTORS
Mr. Bahadur Singh Kathoria, Mr. Rajkumar Roy and Mrs. Mousumi Roy,
additional director appointed on 03.01.2011 to be appointed as Director
in the upcoming 33rd AGM of the company
AUDITORS
CA. Anupam Sarkar, yours Company Auditors of the Company retires at the
ensuing Annual general meeting. He has expressed his willingness to
accept reappointment.
AUDITORS'' REPORT
The observations of the auditors in their report are self-explanatory
and therefore, in the opinion of the Directors, do not call for further
comments.
LISTING OF EQUITY SHARE
The equity shares of your company continue to remain listed with The
Calcutta Stock Exchange Association Limited. The Listing fees for the
year 2011-12 have been paid to the Exchange.
DEPOSITORY SYSTEM
The trading in the equity shares of your company under compulsory
dematerialization mode. As the depositary system offers numerous
advantages, members are requested to take advantages of the same and
avail of facility of dematerialization of the company''s shares.
CORPORATE GOVERNANCE
A report on the Corporate Governance is annexed separately as part of
this report along with a certificate of compliance from Company
Secretary in Practice. Necessary requirements of obtaining
certifications/declarations in terms of Clause 49 have been complied
with.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report are annexed and
form an integral part ofthe Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits during the year.
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975, as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars as required under the provisions of Section 217(1)(e)
of the Companies Act, 1956 in respect of conservation of energy and
technology absorption have not been furnished considering the nature of
activities undertaken by the company during the year under review.
Further during the year under review, the Company has neither earned
nor used any foreign exchange.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Corporate Social Responsibility is commitment of Company to improve the
quality of life of the work force and their families and also the
community and society at large. The Company believes in undertaking
business in such a way it leads to overall development of all stake
holders and Society.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Board of
Directors of the Company confirms that-
1. In preparation of the Annual Accounts, the applicable accounting
standards have been followed.
2. The Directors had selected such Accounting Policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the company at the end of the financial year and of the profit or
loss of the company for that period.
3. The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities.
4. The Directors had prepared the Annual Accounts on a going concern
basis.
DISCLOSURES UNDER SECTION 217(1) (D) OF THE COMPANIES ACT, 1956
Except as disclosed elsewhere in this report, there have been no
material changes and commitments which can affect the financial
position of the Company occurred between the end of the financial year
of the Company and date of this report.
ACKNOWLEDGEMENTS
Your Directors place on record their sincere appreciation for the
continued support from shareholders, customers, suppliers, banks and
financial institutions and other business associates. A particular note
of thanks to all employees of your Company, without whose contribution,
your Company could not have achieved the year''s performance.
On behalf of the Board of Directors
For PINCON SPIRIT LIMITED
(Formerly Sarang Viniyog Limited)
Place: Kolkata,
Date: August 19, 2011 Sd/-
Monoranjan Roy
Chairman & Managing Director
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