Mar 31, 2018
DIRECTORS'' REPORT
To the Members,
The Directors have pleasure in presenting the Thirty Third Annual Report on the working of the company and Audited Accounts for the year ended 31st March, 2018.
Financial Results |
Year ended 31.03.2018 Rs. |
Year ended 31.03.2017 Rs. |
Sales and other Income |
181,44,49,955 |
155,98,35,006 |
Operating Profit (Profit before interest, Depreciation and Tax) 14,99,50,195 Less : Interest 4,45,78,795 |
11,76,50,728 3,97,90,379 |
|
Profit before Depreciation and Tax Less : Depreciation |
10,53,71,400 2,89,63,377 |
7,78,60,349 2,79,48,586 |
Profit before Tax Add : Other comprehensive income |
7,64,08,023 1,51,141 |
4,99,11,763 56,78,308 |
Less : Provision for Taxation - Current Less : Provision for Taxation - Deferred |
7,65,59,164 2,26,00,000 36,00,000 |
5,55,90,071 1,15,00,000 67,50,000 |
5,03,59,164 |
3,73,40,071 |
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at Re.1.20 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However, Tax on the Dividend amounting to Rs. 9.79 Lakhs would be paid by the Company.
MANAGEMENT DISCUSSION AND ANALYSIS REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS:
COMPANY PERFORMANCE
During the year under review the performance of your company was good. The turnover has increased from Rs.155.98 Crores to Rs. 181.44 Crores which is about 16.32% increase over the previous year''s turnover. The table below shows comparative quantitative figures of production and sales of the company''s products. There has been a marked improvement in the quantity wise production and sales over the previous year''s figures.
PRODUCTION AND SALES
Quantity of Production and Sale of the Company''s products i.e., FIBC bags and OE Spinning yarn for the year ended 31.03.2017 and 31.03.2018 are as follows:
Year ended 31.03.2018 |
Year ended 31.03.2017 |
||
1. Production |
Quantity (Kgs.) |
Quantity (Kgs.) |
|
1) FIBC Bags & PP Woven Bags |
90,68,342 |
72,39,476 |
|
2) PP Woven Fabrics |
2,08,361 |
1,24,021 |
|
3) PP Yarn |
1,63,890 |
13,84,579 |
|
4) Paper Bags |
55,853 |
44,994 |
|
5) Cotton Yarn & Fabric |
19,41,611 |
17,69,832 |
|
2. Sales |
|||
1) FIBC Bags & PP Woven Bags |
91,32,972 |
74,76,099 |
|
2) PP Woven Fabrics |
2,08,361 |
1,24,021 |
|
3) PP Yarn |
1,63,890 |
13,84,579 |
|
4) Paper Bags |
55,853 |
52,263 |
|
5) Cotton Yarn & Fabric |
19,94,502 |
18,10,339 |
CURRENT TREND AND FUTURE PROSPECTS:
As per the Report on the World Economic outlook by the International Monetary Fund, the Global economic activity continues to firm up and the Global output is estimated for 2018 and 2019 at 3.9 percent. The revision reflects increased global growth momentum and the expected impact of the recently approved U.S. tax policy changes.
The U.S. tax policy changes are expected to stimulate activity, with the short-term impact in the United States mostly driven by the investment response to the corporate income tax cuts. The effect on U.S. growth is estimated to be positive through 2020. The effects of the package on output in the United States and its trading partners contribute about half of the cumulative revision to global growth over 2018-19.
Further Market research analysts predict that the flexible intermediate bulk container (FIBC) market will grow steadily during the next four years and the constantly increasing demand from diverse sectors including food and horticulture due to the increase in production and trade of horticulture products and in the chemical and fertilizer sectors.
Since the company''s products i.e., FIBC bags are mostly exported to U.S and Europe markets, the indications in the global growth forecast will strengthen the company''s growth as well. Sustained growth will certainly result in a better profitability in the near future.
There was a remarkable increase in the production of FIBC bags during the financial year ended 31.03.2018 from 72,39,476 Kgs to 90,68,342 Kgs and the sales had increased from 74,76,099 Kgs., to 91,32,972 Kgs an increase of 22.16%.
The prospects for the current year is promising and your directors are hopeful of achieving better results barring any unforeseen circumstances.
BOARD OF DIRECTORS
SRI.S.R.SUBRAMANIAN, Director, retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment.
SRI.VAIDYANATHAN PANCHAPAGESAN was appointed as an additional director on 31st October, 2017 and holds office till conclusion of this Annual General Meeting and being eligible, your directors recommend for his appointment as a Director of the company subject to the approval of the members.
Declaration by Independent Directors:- The Independent Directors of the company have declared that they meet the criteria of Independence in terms of Section 149(6) of the Companies Act, 2013 and that there is no change in their status of Independence.
Policy of Directors Appointment and remuneration: - In accordance with Section 178(3) of the Companies Act, 2013 and based upon the recommendation of the Nomination and Remuneration Committee, the Board of Directors have approved a policy relating to appointment and remuneration of Directors, Key Managerial Personnel and Other Employees. The objective of the Nomination and Remuneration Policy is to ensure that the level and composition of remuneration is reasonable, the relationship of remuneration to performance is clear and appropriate to the long term goals of the Company. The policy also envisages and takes into account the total involvement with dedication and human touch.
None of the Director is disqualified under Section 164 of the Companies Act, 2013.
BOARD EVALUATION
Pursuant to Section 134(3) (p) of the Companies Act, 2013, and Regulation 25(4) of LODR, Independent Directors have evaluated the quality, quantity and timeliness of the flow of information between the Management and the Board, Performance of the Board as a whole and its Members and other required matters. Pursuant to Schedule II Part D of LODR, the Nomination and Remuneration Committee has laid down evaluation criteria for performance evaluation of Independent Directors, which will be based on attendance, expertise and contribution brought in by the Independent Directors at the Board Meeting, which shall be taken into account at the time of re-appointment of Independent Director.
MEETINGS
During the year Five Board Meetings were held. The details of the Meetings of the Board and its various Committees are given in the Corporate Governance Report.
ORDERS PASSED BY REGULATORS
Pursuant to Rule 8(5) (vii) of Companies (Accounts) Rules, 2014, it is reported that, no significant and material orders have been passed by the Regulators or Courts or Tribunals, which would impact the going concern status of the company.
INTERNAL FINANCIAL CONTROLS
The Company has implemented and evaluated the Internal Financial Controls which provide a reasonable assurance in respect of providing financial and operational information, complying with applicable statutes and policies, safeguarding of assets, prevention and detection of frauds, accuracy and completeness of accounting records. The Directors and Management confirm that the Internal Financial Controls (IFC) are adequate with respect to the operations of the Company.
INTERNAL AUDIT
Sri. P.S. Ramadoss ACA (F.No:201506) the Internal Auditor, submits Quarterly reports to the audit committee which are reviewed periodically by Audit Committee as well as by the Board. Further, the Board annually reviews the effectiveness of the Company''s internal control and audit system.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Pursuant to Section 186(4) of the Companies Act, 2013, it is reported that the Company has not given any loans, guarantees and no investments has been made in bodies corporate or firm during the financial year.
REPORT ON CORPORATE GOVERNANCE:
The Company has complied with the requirements of Corporate Governance as stipulated in Listing obligations and Disclosure Requirements. A report on Corporate Governance is annexed herewith and it forms part of the Directors Report as per Annexure - I as required under Schedule V (C) of LODR. A certificate from the Secretarial Auditor confirming compliance is also attached as Annexure -
II, as required under Schedule V (E) of LODR. The code of conduct as approved by the board is provided in the above annexure and website.
CORPORATE SOCIAL RESPONSIBILITY
Company has taken corporate social responsibility initiatives. The Committee comprising one Independent Director and two directors has been constituted as CSR Committee to develop CSR policy and implement the CSR initiatives whenever it is applicable to the Company.
The company has contributed Rs.1,32,512/- to health care and education projects during the financial year. There are certain other projects which have been identified and depending upon their implementation and fulfillment, balance contribution will be made in due course. The material disclosure is made in Annexure - III.
AUDITORS:
The board of directors recommend for the appointment of M/S. SRITHAR AND ASSOCIATES (Firm Registration No. 015896S), Chartered Accountants, Chennai, as Statutory Auditors of the Company from the conclusion of this Annual General Meeting till the conclusion of 37th Annual General
Meeting for the balance period of first term of five years, subject to the approval of the share holders at the forthcoming 33rd Annual General Meeting of the company.
COST AUDITORS:
As per provisions of Section 148 of the Companies Act, 2013 and the Companies (Cost Records and Audit) Rules, 2014, the Government has not notified the products of our company to which the Cost Audit would be applicable. Hence, the Cost Audit was not conducted for your company for the financial year 2017 - 18.
SECRETARIAL AUDITOR
Pursuant to Provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, Your Company has appointed Mr. B. Subramanian, Company Secretary in Practice, Chennai to conduct the Secretarial Audit of the Company for the financial year ended 31st March, 2018.
The Secretarial Audit Report (in Form MR - 3) is attached as Annexure - IV to this report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, regarding Conservation of Energy, Technology Absorption, Foreign Exchange earnings and outgo are given in Annexure - V to this report.
DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATES:
There are no Subsidiaries or Joint Ventures and there is an associate company viz., M/s. Lankaspin Private Limited, Srilanka. The particulars of the Associate Company are given in Form AOC 1 as per Annexure VI.
EXTRACT OF ANNUAL RETURN
The Annual Return for the financial year ended 31st March, 2018 in Form No: MGT-7 pursuant to Section 92 of Companies Act, 2013 and Rule 12 (2) of the Companies (Management and Administration) Rules, 2014, is being placed on the website of the company www.polyspin.org.
WOMEN AT WORK PLACE
The company has constituted an Anti-Sexual Harassment Policy in line with the requirements of the sexual harassment of Women at the work place (Prevention, Prohibition and Redressal) Act, 2013. Internal complaints committee (ICC) has been set up to redress complaints received regarding sexual harassment. During the year, the company has not received any complaints of harassment.
PUBLIC DEPOSITS:-
The company has not accepted any fixed deposit from the public during the year under section 73 of the Act.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In accordance with Section 177(9) and (10) of the Companies Act, 2013 and Regulation 22 of the LODR, the Company has established a Vigil Mechanism and has a Whistle Blower Policy. The policy is available at the Company''s website.
A forum to enable the concerned personnel of the Company to report any deviation or other acts which are against the general code of conduct of personnel, business and other activities has been created.
RISK MANAGEMENT POLICY
Company has developed and implemented a risk management policy, as required under Regulation 17(9) of LODR and Pursuant to Section 134(3)(n) of the Companies Act, 2013. A committee of the Board named as Risk Management Committee has been formed by the Board to address and evaluate various risks impacting the Company, in practice with reference to the forex and interest rate. At present the board has not identified any element of risk which may threaten the existence and development of the company.
The Company has laid down a Risk Management Policy and Procedure to inform the Board Members about the Risk assessment and minimization process, which is a vigorous and active process for identification and mitigation of risks. Necessary inputs are provided to the Audit Committee on a monthly basis. The production and sales are monitored and any deviation from the projected is identified, solution found and necessary rectifications are done periodically.
Audit Committee as well as the Board of Directors have adopted the Risk Management Policy and the Audit Committee reviews the risk management and mitigation plan from time to time.
MATERIAL CHANGES AND COMMITMENTS
No Material changes and commitments, affecting the financial position of the Company has occurred between the end of the financial year 2017-18 and till the date of this report.
PERSONNEL
The information required pursuant to Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company and Directors are annexed as Annexure - VII and forms part of this Report.
RELATED PARTY TRANSACTIONS:
There were no materially significant related party transactions which could have potential conflict with the interests of the Company. Transactions with related parties are in the ordinary course of business on arm''s length basis and are periodically placed before the Audit Committee and Board for its approvals and Form AOC-2 is enclosed as Annexure- VIII.
An omnibus approval by the Audit committee is granted with reference to each party and the ceiling amount. Since the transactions are at an arm''s length basis, there is no significance.
The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules thereunder and in compliance with the Regulations of LODR. This Policy was considered and approved by the Board, which has been uploaded on the website of the Company.
HUMAN RESOURCES
Your company treats its âhuman resourcesâ as one of its most important assets. Your company enjoys a very cordial relationship with workers and employees at all levels.
Your company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused attention are currently underway. Your Company''s thrust is on the promotion of talent internally, through job rotation and job enlargement.
TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to the provisions of the Investor Education Protection Fund (uploading of information regarding unpaid and unclaimed amounts lying with companies) Rules, 2012, the company has already filed the necessary form and uploaded the details of unpaid and unclaimed amounts lying with the company, as on the date of last AGM 26thSeptember, 2017 with the Ministry of Corporate Affairs. An amount of Rs. 3,34,294/- unclaimed dividend pertaining to the year 2011 will be transferred to the IEP Fund before 03.10.2018.
CODE OF CONDUCT
The Board has laid down the code of conduct for Directors of the company and senior management personnel.
The Directors shall follow in letter and spirit the provisions as contained in section 166 of the Companies Act, 2013. They shall also follow general principles of pillars of character. The same with certain variation involving their nature of work applies to the senior management personnel. All the directors of the board and senior management personnel have confirmed the compliance with the code.
INSIDER TRADING
The company has formulated and implemented the code of conduct for prevention of insider trading with regard to
the securities by directors and designated person of the company as per SEBI (Prohibition of Insider Trading) Regulations, 2015 and the Code of Conduct is posted on the web site of the company.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors confirm that
(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) they had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;
(c) they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) they had prepared the annual accounts on a going concern basis;
(e) they had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
(f) they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
ACKNOWLEDGEMENT
Your Directors wish to take this opportunity to place on record their gratitude and sincere appreciation for the timely and valuable assistance and support received from Bankers -City U n ion Ba nk, Share Transfer Agents, Customers, Suppliers, Share Holders and Regulatory Authorities.
The Board also expresses and records its appreciation for the hard and dedicated efforts of the employees as a team at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
S.V. RAVI R.RAMJI
Place : Rajapalayam Director Managing Director & CEO
Date : 29.05.2018 (DIN : 00121742) (DIN : 00109393)
Mar 31, 2016
DIRECTORS'' REPORT
To the Members,
The Directors have pleasure in presenting the Thirty-first Annual Report on the working of the company and Audited Accounts for the year ended 31st March, 2016.
Year ended 31.03.2016 Financial Results Rs. |
Year ended 31.03.2015 Rs. |
|
Sales and other Income |
136,46,99,037 |
144,30,59,650 |
Operating Profit (Profit before interest, Depreciation and Tax) Less : Interest |
10,27,38,217 3,62,43,917 |
11,39,40,528 4,30,29,433 |
Profit before Depreciation and Tax Less : Depreciation |
6,64,94,300 2,15,67,705 |
7,09,11,095 1,96,53,803 |
Profit before Tax Surplus Brought forward from previous year Add : Provision for Tax 2009 - 10 (withdrawn) |
4,49,26,595 23,40,423 |
5,12,57,292 28,97,727 1,14,873 |
4,72,67,018 |
5,42,69,892 |
|
Less: Provision for Taxation-Current Provision for Deferred Tax Provision for Taxation (earlier years) Provision for Dividend Tax (2014-15) |
95.84.000 62.53.000 17,452 |
1,43,00,000 36,00,000 2,69,757 |
Profit available for appropriation |
3,14,12,566 |
3,61,00,135 |
Your directors propose to appropriate the same as follows Proposed Dividend @ 12% 48,00,000 Tax on Proposed Dividend 9,77,167 Transfer to General Reserve 2,30,00,000 Balance carried over to Balance Sheet 26,35,399 |
48,00,000 9,59,712 2,80,00,000 23,40,423 |
|
3,14,12,566 |
3,61,00,135 |
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at Re.1.20 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However, Tax on the Dividend amounting to Rs. 9.77 Lakhs would be paid by the Company.
MANAGEMENT DISCUSSION AND ANALYSIS REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS:
COMPANY PERFORMANCE
During the year under review the performance of your company was moderate. The turnover has decreased from Rs.144 Crores to Rs. 136 Crores. The table below shows comparative figures of production and sales of the company''s products in quantity. There has been a marked improvement in the production and sales, quantitywise.
P RODUCTION AND SALES
The Production and Sale of the Company''s products, FIBC bags and OE Spinning yarn were as follows :
Year ended 31.03.2016 |
Year ended 31.03.2015 |
|
1. Production |
Quantity (Kas.) |
Quantity (Kas.) |
1) FIBC Bags & PP Woven Bags 62,20,520 |
59,81,687 |
|
2) PP Woven Fabrics |
1,17,173 |
41,004 |
3) PP Yarn |
12,13,348 |
9,07,742 |
4) Paper Bags |
64,466 |
50,285 |
5) Cotton Yarn & Fabric |
23,09,988 |
24,73,092 |
2. Sales |
||
1) FIBC Bags & PP Woven Bags 63,32,535 |
59,72,835 |
|
2) PP Woven Fabrics |
1,17,173 |
41,004 |
3) PP Yarn |
12,13,348 |
9,07,742 |
4) Paper Bags |
57,197 |
51,425 |
5) Cotton Yarn & Fabric |
23,34,830 |
24,49,668 |
Products exported from India increased 1.27% in June to $ 22.57 billion after declining for 18 straight months. Imports were 7.33 lower narrowing the trade deficits. The outlook is not clear for the time being in view of Brexit. Some companies have declared benefits and some have expressed apprehension. However, our company is not likely to have any impact. Many Economic strategists have predicted increase in all fronts of development both Domestic and International.
The price of crude oil has fallen and correspondingly our raw material price has also fallen. But the profitability has not changed much though there has been a decrease. As against 6981 Tons exported during the year 2014 - 15, the exports of the company''s product for the year 2015 - 16 is 7615 Tons. The increase is 634 Tons and 9.08%. The company has taken steps to maintain profitability. The company has implemented policies and actions to increase the quantum of exports. Consequently, constant up-gradation and expansion facilities both quantity and quality wise are in progress. Taking into account the specific requirement of customer, your company has constantly performed well and shall continue to do so.
The cotton yarn production and sales were severely affected due to the certain problems which are present in our country with respect to cotton and yarn. The total sales were 2449 Tons for the year 2014 - 15 as against 2334 Tons for the year 2015 -
16. It is expected that subject to favorable economic condition, the prospects for the current year is likely to be better.
BOARD OF DIRECTORS
Smt. Durga Ramji, Director, retries by rotation at the forthcoming Annual General Meeting, and being eligible offers herself for reappointment.
Declaration by Independent Directors: - The Independent Directors of the company have declared that they meet the criteria of Independence in terms of Section 149 (6) of the Companies Act, 2013, and that there is no change in their status of Independence.
Policy of Directors Appointment and remuneration: -
In accordance with Section 178(3) of the Companies Act, 2013 and based upon the recommendation of the Nomination and Remuneration Committee, the Board of Directors have approved a policy relating to appointment and remuneration of Directors, Key Managerial Personnel and Other Employees. The objective of the Nomination and Remuneration Policy is to ensure that the level and composition of remuneration is reasonable, the relationship of remuneration to performance is clear and appropriate to the long term goals of the Company. The policy also envisages and takes into account the total involvement with dedication and human touch.
None of the Director is disqualified under Section 164 of the Companies Act, 2013.
BOARD EVALUATION
Pursuant to Section 134 (3) (p) of the Companies Act, 2013, and Regulation 25(4) of LODR, Independent Directors have evaluated the quality, quantity and timeliness of the flow of information between the Management and the Board, performance of the Board as a whole and its Members and other required matters. Pursuant to Schedule II Part D of LODR, the Nomination and Remuneration Committee has laid down evaluation criteria for performance evaluation of Independent Directors, which will be based on attendance, expertise and contribution brought in by the Independent Director at the Board Meeting, which shall be taken into account at the time of reappointment of Independent Director.
MEETINGS
During the year, Five Board Meetings were held. The details of the Meetings of the Board and its various Committees are given in the Corporate Governance Report.
ORDERS PASSED BY REGULATORS
Pursuant to Rule 8(5)(vii) of Companies (Accounts) Rules, 2014, it is reported that no significant and material orders have been passed by the Regulators or Courts or Tribunals, which would impact the going concern status of the company.
INTERNAL FINANCIAL CONTROLS
The Company has implemented and evaluated the Internal Financial Controls which provide a reasonable assurance in respect of providing financial and operational information, complying with applicable statutes and policies, safeguarding of assets, prevention and detection of frauds, accuracy and completeness of accounting records. The Directors and Management confirm that the Internal Financial Controls (IFC) are adequate with respect to the operations of the Company.
INTERNAL AUDIT :
Sri. P.S. Ramanathan, the Internal Auditor, submits Quarterly reports to the audit committee which are reviewed periodically by Audit Committee as well as by the Board. Further, the Board annually reviews the effectiveness of the Company''s internal control and audit system.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Pursuant to Section 186(4) of the Companies Act, 2013, it is reported that the Company has not given any loans, guarantees and no investments has been made in bodies corporate or firm.
REPORTON CORPORATE GOVERNANCE:
The Company has complied with the requirements of Corporate Governance as stipulated in Listing obligations and Disclosure Requirements. A report on Corporate Governance is annexed herewith and it forms part of the Directors Report as per Annexure - I as required under Schedule V (C) of LODR. A certificate from the Secretarial Auditor confirming compliance is also attached as Annexure -II , as required under Schedule V (E) of LODR. The code of conduct as approved by the board is provided in the above annexure and website.
CORPORATE SOCIAL RESPONSIBILITY
Company has taken corporate social responsibility initiatives. The Committee comprising one Independent Director and two directors has been constituted as CSR Committee to develop CSR policy and implement the CSR initiatives whenever it is applicable to the Company.
The company has contributed Rs.1,30,000/- to healthcare projects. There are certain other projects which have been identified and depending upon their implementation and fulfillment, balance contribution will be made in due course. The material disclosure in made in Annexure - III.
AUDITORS :
M/s. Krishnan & Raman, Chartered Accountants, were appointed as Auditors of the company for a period of three years by the members of the company in the Annual General Meeting held on 03.09.2014. The appointment for the year 2016 - 2017 is to be ratified by the member at the ensuing Annual General Meeting. The Audit Committee considered their eligibility under provisions of Companies Act, 2013. The Auditors have confirmed their eligibility for their reappointment, under Section 141 of the Companies Act, 2013.
COST AUDITORS:
As per provisions of Section 148 of the Companies Act, 2013 and the Companies (Cost Records and Audit) Rules, 2014, the Government has not notified the products of our company to which the Cost Audit would be applicable. Hence, the Cost Audit was not conducted for your company for the financial year 2015 - 16.
SECRETARIAL AUDITOR
Pursuant to Provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, Your company has appointed Mr. B. Subramanian, Company Secretary in Practice, Chennai, to conduct the Secretarial Audit of the Company for the Financial year ended 31st March, 2016.
The Secretarial Audit Report (in Form MR - 3) is attached as Annexure - IV to this report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, regarding Conservation of Energy, Technology Absorption, Foreign Exchange earnings and outgo are given in Annexure - V to this report.
EXTRACT OF ANNUAL RETURN
The details regarding extract of Annual Return in Form No: MGT-9 pursuant to Section 92 of Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, is annexed herewith as Annexure - VI.
WOMEN AT WORK PLACE
The company has constituted an Anti-Sexual Harassment Policy in line with the requirements of the sexual harassment of Women at the work place (Prevention, Prohibition and Redressal) Act, 2013. Internal complaints committee (ICC) has been set up to redress complaints received regarding sexual harassment. During the year, the company has not received any complaints of harassment.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In accordance with Section 177(9) and (10) of the Companies Act, 2013 and Regulation 22 of the LODR, the Company has established a Vigil Mechanism and has a Whistle Blower Policy. The policy is available at the Company''s website.
A forum to enable the concerned personnel of the Company to report any deviation or other acts which are against the general code of conduct of personnel, business and other activities has been created.
RISK MANAGEMENT POLICY
Company has developed and implemented a risk management policy, as required under Regulation 17(9) of LODR and Pursuant to Section 134(3)(n) of the Companies Act, 2013. A committee of the Board named as Risk Management Committee has been formed by the Board to address and evaluate various risks impacting the Company, in practice with reference to the forex and interest rate. At present the board has not identified any element of risk which may threaten the existence and development of the company.
The Company has laid down a Risk Management Policy and Procedure to inform the Board Members about the Risk assessment and minimization process, which is a vigorous and active process for identification and mitigation of risks. Necessary inputs are provided to the Audit Committee on a monthly basis. The production and sales are monitored and any deviation from the projected is identified, solution found and necessary rectifications are done periodically.
Audit Committee as well as the Board of Directors have adopted the Risk Management Policy and the Audit Committee reviews the risk management and mitigation plan from time to time.
MATERIAL CHANGES AND COMMITMENTS
No Material changes and commitments, affecting the financial position of the Company has been occurred between the end of the financial year 2015-16 and till the date of this report.
PERSONNEL
The information required pursuant to Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company and Directors are annexed as Annexure - VII and forms part of this Report.
RELATED PARTY TRANSACTIONS:
There were no materially significant related party transactions which could have potential conflict with the interests of the Company. Transactions with related parties are in the ordinary course of business on arm''s length and are periodically placed before the Audit Committee and Board for its approvals and Form AOC-2 is enclosed as Annexure- VIII. An omnibus approved by the Audit committee is granted with reference to each party and the ceiling amount. Since the transactions are at an arm''s length basis, there is no significance.
The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act, 2013, the Rules there under and the Listing Agreement. This Policy was considered and approved by the Board, which has been uploaded on the website of the Company.
HUMAN RESOURCES
Your company treats its âhuman resourcesâ as one of its most important assets. Your company enjoys a very cordial relationship with workers and employee at all levels.
Your company continuously invest in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused attention are currently underway. Your company thrust is on the promotion of talent internally through job rotation and job enlargement.
TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to the provisions of the Investor Education Protection Fund (uploading of information regarding unpaid and unclaimed amounts lying with companies) Rules, 2012, the company has already filed the necessary form and uploaded the details of unpaid and unclaimed amounts lying with the company, as on the date of last AGM 29th September, 2015 with the Ministry of Corporate Affairs. An amount of Rs. 3,07,534.40 unclaimed dividend pertaining to the year 2009 will be transferred to the IEP Fund before 20.09.2016.
CODE OF CONDUCT
The Board has laid down the code of conduct for Directors of the company and senior management personnel.
The Directors shall follow in letter and spirit the provisions as contained in section 166 of the Companies Act, 2013. They shall also follow general principles of pillars of character. The same with certain variation involving their nature of work applies to the senior management personnel. All the directors of the board and senior management personnel have confirmed the compliance with the code.
INSIDER TRADING
The company has formulated and implemented the code of conduct for prevention of insider trading with regard to the securities by directors and designated person of the company as per SEBI (Prohibition of Insider Trading) Regulations, 2015.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors confirm that
(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) they had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;
(c) they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) they had prepared the annual accounts on a going concern basis;
(e) they had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
(f) they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
ACKNOWLEDGEMENT
Your Directors wish to take this opportunity to place on record their gratitude and sincere appreciation for the timely and valuable assistance and support received from Bankers - City Union Bank, Share Transfer Agents, Customers, Suppliers, Share Holders and Regulatory Authorities.
The Board also express and records its appreciation for the hard and dedicated efforts of the employees as a team at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
Place : Rajapalayam s.V RAVI R.RAMJI
Date : 29.07.2016 Director Managing Director
Mar 31, 2015
The Directors have pleasure in presenting the Thirtieth Annual Report
on the working of the company and Audited Accounts for the year ended
31s' March, 2015.
Financial Results Year ended
31.03.2015 Year ended
31.03.2014
Rs. Rs.
Sales and other Income 144,30,59,650 119,85,66,705
Operating Profit (Profit before interest,
Depreciation and Tax) 11,39,40,528 10,29,27,995
LESS: Interest 4,30,29,433 3,48,04,904
Profit before Depreciation and Tax 7,09,11,095 6,81,23,091
LESS: Depreciation 1,96,53,803 2,21,62,047
Profit before Tax 5,12,57,292 4,59,61,044
Surplus Brought forward from previous year 28,97,727 10,52,172
Add: Provision for Fringe Benefit Tax
(withdrawn) - 542
Provision for Tax 2009-10 (withdrawn) 1,14,873 -
5,42,69,892 4,70,13,758
Less: Provision for Taxation-Current 1,43,00,000 1,10,00,000
Provision for Deferred Tax 36,00,000 34,31,000
Provision for Taxation (earlier years) 2,69,757 69,271
Profit available for appropriation 3,61,00,135 3,25,13,487
Your directors propose to appropriate
the same as follows
Proposed Dividend §12% 48,00,000 48,00,000
Tax on Proposed Dividend 9,59,712 8,15,760
Transfer to General Reserve 2,80,00,000 2,40,00,000
Balance carried over to Balance Sheet 23,40,423 28,97,727
3,61,00,135 3,25,13,487
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at
Re.1.20 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However, Tax
on the Dividend amounting to Rs. 9.59 Lakhs would be paid by the
Company.
MANAGEMENT DISCUSSION AND ANALYSIS
REVIEW OF THE OPERATION, CURRENT TRENDS AND
FUTURE PROSPECTS:
COMPANY PERFORMANCE
During the year under review the performance of your company was
moderate. The turnover has increased from Rs.119 Crores to Rs. 143
Crores. The table below shows comparative figures of production and
sales of the company's products in quantity. There has been a marked
improvement in the production and sales, quantity wise.
PRODUCTION AND SALES
The Production and Sale of the Company's products, FIBC bags and OE
Spinning yarn were as follows :
Year ended Year ended
31.03.2015 31.03.2014
1. Production Quantity
(Kqs.) Quantity
(Kgs.)
1) FIBC Bags &PP Woven Bags 59,81,687 45,05,599
2) PP Woven Fabrics 41,004 2,45,632
3) PPYarn 9,07,742 10,09,819
4) Paper Bags 50,285 84,587
5) Cotton Yarn & Fabric 24,73,092 20,67,265
2. Sales
1) FIBC Bags &PP Woven Bags 59,72,835 45,15,878
2) PP Woven Fabrics 41,004 2,45,632
3) PPYarn 9,07,742 10,09,819
4) Paper Bags 51,425 83,147
5) Cotton Yam & Fabric 24,49,668 20,54,520
The global economy has posted a moderate growth of 2.6%. Your company
being an export oriented company, the stabilization and growth in
European, US and other countries contribute a significant change in
turnover. The economic growth of our country also makes an impact. This
has made the company to take into account various factors not only of
domestic but also global. The price of crude oil has a marked impact on
PP / HD, raw materials for the company. Since the - price of crude oil
nosedived, its impact was on the supply position of raw material. Steps
had been taken to streamline and strengthen the supply chain. The fall
in price had also an indirect effect on the marketing of the company's
products. This is a hurdle and to have a cushioning effect, your
company has formulated a policy of the production capacity. It
postulated the necessity for having constant increase in production and
implementation of cost effective economic measures which your company
was able to achieve. As part of this continuous process of expansion,
the company has invested Rs. 330 Lakhs. The machinery and other
required inputs are of the latest technology. Apart from the above, the
power factor and strength of rupees will have certain impacts on your
company. The sale of cotton yarn has also contributed to an extent.
However, the present position of cotton yarn is not encouraging.
BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL
Shri. R. Ramji, was reappointed as Managing Director of the Company for
a period of three years with effect from 01-04-2015, subject to
approval of the shareholders at the ensuing Annual General Meeting. His
reappointment has been considered and recommended by the Nomination and
Remuneration committee.
Shri. S.R. Subramanian, Director, retries by rotation at the
forthcoming Annual General Meeting, and being eligible offers himself
for reappointment.
Declaration by Independent Directors:- The Independent Directors of the
company have declared that they meet the criteria of Independence in
terms of Section 149 (6) of the Companies Act, 2013 and that there is
no change in their status of Independence.
Shri. K. Lakshminarayanan, Shri. S. Renganathan, Shri. A. Thiruppathi
Raja and Shri. S. Sankar were appointed as Independent Directors of the
Company for a period of five years with effect from 01-09-2014, at the
AGM held on 03-09-2014.
Policy of Directors Appointment and remuneration:- In
accordance with Section 178(3) of the Companies Act, 2013 and based
upon the recommendation of the Nomination and Remuneration Committee,
the Board of Directors have approved a policy relating to appointment
and remuneration of Directors, Key Managerial Personnel and Other
Employees. The objective of the Nomination and Remuneration Policy is
to ensure that the level and composition of remuneration is reasonable,
the relationship of remuneration to performance is clear and
appropriate to the long term goals of the Company. The policy also
envisages and takes into account the total involvement with dedication
and human touch.
Key Managerial Personnel:- Shri. R. Ramji, Managing Director, Shri. PS.
Ramanathan, Company Secretary & Chief Compliance Officer and Shri. S.
Seenivasa Varathan, Chief Financial Officer were designated as "Key
Managerial Personnel" of the company pursuant to Section 2 (51) and 203
of the Companies Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.
BOARD EVALUATION
Pursuant to Section 134(3)(p) of the Companies Act, 2013, and Clause
49(ll)(B)(6)(b)(iii) of the Listing Agreement, Independent Directors
have evaluated the quality, quantity and timeliness of the flow of
information between the Management and the Board, Performance of the
Board as a whole and its Members and other required matters. Pursuant
to Clause 49(II)(B)(5) of the Listing Agreement, the Nomination and
Remuneration Committee has laid down evaluation criteria for
performance evaluation of Independent Directors, which will be based on
attendance, expertise and contribution brought in by the Independent
Director at the Board Meeting, which shall be taken into account at the
time of reappointment of Independent Director.
MEETINGS
During the year Six Board Meetings were held. The details of the
Meetings of the Board and its various Committees are given in the
Corporate Governance Report. The number of days in between the board
meeting did not exceed 120 days.
LISTING
Consequent to the closure of Madras Stock Exchange, your company being
eligible as per the directions of Bombay Stock Exchange under diluted
Norms of Listing, has filed the application along with deposit of Rs. 5
Lakhs. The necessary documents, particulars and clarification have also
been furnished. The board is pleased to inform that Bombay Stock
Exchange has given in principle approval for direct listing. The annual
listing fee of Rs. 2 Lakhs for the year 2015 -16 has also been paid.
The listing is expected shortly.
DEPOSITS
The Company had Fixed Deposit amounting to Rs. 322.66 Lakhs at the
beginning of the year. The company has not accepted fresh deposits from
1st April, 2014. The company had repaid deposits of Rs. 29.72 Lakhs
with interest during the year.
As per the provisions of General Circular No. 09 / 2015 the company had
the option to repay the deposits in accordance with the terms and
conditions of acceptance. However, the company has repaid on various
dates the entire deposits together with interest. There is no
outstanding amount on principle & interest as on 30th June, 2015.
ORDERS PASSED BY REGULATORS
Pursuant to Rule 8(5)(vii) of Companies (Accounts) Rules, 2014, it is
reported that, no significant and material orders have been passed by
the Regulators or Courts or Tribunals, which would impact the going
concern status of the company.
INTERNAL FINANCIAL CONTROLS
The Company has implemented and evaluated the Internal Financial
Controls which provide a reasonable assurance in respect of providing
financial and operational information, complying with applicable
statutes and policies, safeguarding of assets, prevention and detection
of frauds, accuracy and completeness of accounting records. The
Directors and Management confirm that the Internal Financial Controls
(IFC) are adequate with respect to the operations of the Company.
Sri. PS. Ramanathan, the Compliance Officer, has been appointed as the
Internal Auditor with a dedicated internal audit team. The internal
audit reports were reviewed periodically by Audit Committee as well as
by the Board. Further, the Board annually reviews the effectiveness of
the Company's internal control system.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Pursuant to Section 186(4) of the Companies Act, 2013, it is reported
that the Company has not given any loans, guarantees and no investments
has been made in bodies corporate or firm.
REPORT ON CORPORATE GOVERNANCE:
The Company has complied with the requirements of Corporate Governance
as stipulated in Clause 49 and 35 B of the Listing Agreements. A report
on Corporate Governance is annexed herewith and it forms part of the
Directors Report as per Annexure -I. The code of conduct as approved by
the board is provided in the above annexure and website.
CORPORATE SOCIAL RESPONSIBILITY
Company has taken corporate social responsibility initiatives. The
Committee comprising one Independent Director and two directors have
been constituted as CSR Committee to develop CSR policy and implement
the CSR initiatives whenever it is applicable to the Company.
However, the corporate social responsibility activities pursuant to the
provisions of Section 135 and Schedule VII of the Companies Act, 2013
is applicable only from the current financial year 2014 - 2015. The
progress and details are given in Annexure-II.
AUDITORS:
M/s. Krishnan & Raman, Chartered Accountants, were appointed as
Auditors of the company for a period of three years by the member of
the company in the Annual General Meeting held on 03.09.2014. The
appointment for the year 2015 - 2016 is to be ratified by the members
at the ensuing Annual General Meeting. The Audit Committee considered
their eligibility under the provisions of Companies Act, 2013.
COST AUDITORS:
As per provisions of Section 148 of the Companies Act, 2013 and the
Companies (Cost Records and Audit) Rules, 2014, the Government has not
notified the products of our company to which the Cost Audit would be
applicable. Hence, the Cost Audit was not conducted for your company
for the financial year2014-15
SECRETARIAL AUDITOR
Pursuant to Provisions of Section 204 of the Companies Act, 2013 read
with Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules 2014, Your company has appointed Mr. B.
Subramanian, Company Secretary in Practice, Chennai, to conduct the
Secretarial Audit of the Company for the Financial year ended 31s'
March, 2015.
The Secretarial Audit Report (in Form MR - 3) is attached as Annexure -
III to this report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information required under Section 134(3) (m) of the Companies Act,
2013 read with Rule 8 of the Companies (Accounts) Rules, 2014,
regarding Conservation of Energy, Technology Absorption, Foreign
Exchange earnings and outgo are given in Annexure - IV to this report.
EXTRACT OF ANNUAL RETURN
The details regarding extract of Annual Return in Form No: MGT-9
pursuant to Section 92 of Companies Act, 2013 and
Rule 12(1) of the Companies (Management and Administration) Rules,
2014, is annexed herewith as Annexure - V.
WOMEN AT WORK PLACE
In order to prevent sexual harassment of women at work place a new Act
of 2013, has been notified. Under the said Act, the company is required
to setup Internal Complaints Committee to look into complaints of
sexual harassment at work place of any women employee. The company has
adopted the policy for prevention of sexual harassment and has setup a
committee for implementation of the policy. During the year, the
company has not received any complaints of harassment.
VIGIL MECHANISM /WHISTLE BLOWER POLICY
In accordance with Section 177(9) and (10) of the Companies Act, 2013
and Clause 49(H) (F) of the Listing Agreement, the Company has
established a Vigil Mechanism and has a Whistle Blower Policy. The
policy is available at the Company's website.
A forum to enable the concerned personnel of the Company to report any
deviation or other acts which are against the general code of conduct
of personnel, business and other activities has been created.
RISK MANAGEMENT POLICY
Company has developed and implemented a risk management policy, as
required under clause 49(v) of the listing agreement. A committee of
the Board named as Risk Management Committee has been formed by the
Board to address and evaluate various risks impacting the Company, in
practice with reference to the forex and interest rate. At present the
board has not identified any element of risk which may threaten the
existence and development of the company.
The Company has laid down a Risk Management Policy and Procedure to
inform the Board Members about the Risk assessment and minimization
process, which is a vigorous and active process for identification and
mitigation of risks. Necessary inputs are provided to the Audit
Committee on a monthly basis. The production and sales are monitored
and any deviation from the projected is identified, solution found and
necessary rectifications are done periodically.
Audit Committee as well as the Board of Directors have adopted the Risk
Management Policy and the Audit Committee reviews the risk management
and mitigation plan from time to time.
MATERIAL CHANGES AND COMMITMENTS
No Material changes and commitments, affecting the financial position
of the Company has been occurred between the end of the financial year
2014-15 and till the date of this report.
PERSONNEL
None of the employees is in receipt of remuneration in excess of the
limit laid down under Rule 5 (2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014. The information
required pursuant to Section 197 of the Companies Act, 2013 read with
Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 in respect of employees of the Company and
Directors are annexed as Annexure - VI and forms part of this Report.
RELATED PARTY TRANSACTIONS:
There were no materially significant related party transactions which
could have potential conflict with the interests of the Company.
Transactions with related parties are in the ordinary course of
business on arm's length and are periodically placed before the Audit
Committee and Board for its approvals and Form AOC-2 is enclosed as
Annexure- VII
The Board of Directors of the Company has, on the recommendation of the
Audit Committee, adopted a policy to regulate transactions between the
Company and its Related Parties, in compliance with the applicable
provisions of the Companies Act 2013, the Rules thereunder and the
Listing Agreement. This Policy was considered and approved by the
Board, which has been uploaded on the website of the Company.
HUMAN RESOURCES
Your company treats its "human resources" as one of its most important
assets. Your company enjoys a very cordial relationship with workers
and employee at all levels.
Your company continuously invest 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
thrust is on the promotion of talent internally through job rotation
and job enlargement.
TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to the provisions of the Investor Education Protection Fund
(uploading of information regarding unpaid and unclaimed amounts lying
with companies) Rules, 2012, the company has already filed the
necessary form and uploaded the details of unpaid and unclaimed amounts
lying with the company, as on the date of last AGM 3rd September, 2014
with the Ministry of Corporate Affairs. An amount of Rs. 2,34,961.62
unclaimed dividend pertaining to the year 2008 will be transferred to
the IEP Fund, before 09.09.2015.
CODE OF CONDUCT
The Board has laid down the code of conduct for Directors of the
company and senior management personnel.
The Directors shall follow in letter and spirit the provisions as
contained in section 166 of the Companies Act, 2013. They shall also
follow general principles of pillars of character. The same with
certain variation involving their nature of work applies to the senior
management personnel. All the directors of the board and senior
management personnel have confirmed the compliance with the code.
INSIDER TRADING
The company has formulated and implemented the code of conduct for
prevention of insider trading with regard to the securities by
directors and designated person of the company as per SEBI (Prohibition
of Insider Trading) Regulations, 2015.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors
confirm that
(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
(b) they had selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the company at the end of the financial year and of the profit and loss
of the company for that period;
(c) they had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of this
Act for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities;
(d) they had prepared the annual accounts on a going concern basis;
(e) they had laid down internal financial controls to be followed by
the company and that such internal financial controls are adequate and
were operating effectively; and
(f) they had devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate
and operating effectively.
ACKNOWLEDGEMENT
Your Directors wish to take this opportunity to place on record their
gratitude and sincere appreciation for the timely and valuable
assistance and support received from Bankers - City Union Bank, Share
Transfer Agents, Customers, Suppliers, Share Holders and Regulatory
Authorities.
The Board also express and records its appreciation for the hard and
dedicated efforts of the employees as a team at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
Place: Rajapalayam S.V.RAVI R.RAMJI
Date : 30.07.2015 Director Managing Director
Mar 31, 2014
To the Members,
The Directors have pleasure in presenting the Twenty Ninth Annual
Report on the working of the company and Audited Accounts for the year
ended 31st March, 2014.
Financial Results
Year ended Year ended
31.03.2014 31.03.2013
Rs. Rs.
Sales and other Income 119,85,66,705 82,77,74,724
Operating Profit 10,29,27,995 6,58,43,330
(Profit before interest,
Depreciation
LESS a Interest 3,48,04,904 3,12,06,693
Profit before Depreciation and Tax 6,81,23,091 3,46,36,637
LESS : Depreciation 2,21,62,047 1,93,65,013
Profit before Tax 4,59,61,044 1,52,71,624
Surplus Brought forward from previous
year 10,52,172 35,72,448
Add : Provision for Fringe Benefit
Tax (withdrawn) 542 ----
4,70,13,758 1,88,44,072
Less: Provision for Taxation-Current 1,10,00,000 30,56,000
Provision for Deferred Tax 34,31,000 20,87,000
Provision for Taxation (earlier years) 69,271 ----
Profit available for appropriation 3,25,13,487 '' 1,37,01,072
Your directors propose to appropriate
the same as follows
Proposed Dividend @ 12% 48,00,000 40,00,000
Tax on Proposed Dividend 8,15,760 6,48,900
Transfer to General Reserve 2,40,00,000 80,00,000
Balance carried over to Balance Sheet 28,97,727 10,52,172
3,25,13,487 1,37,01,072
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at
Re.1.20 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However, Tax
on the Dividend amounting to Rs. 8.16 Lakhs would be paid by the
Company.
MANAGEMENT DISCUSSION AND ANALYSIS
REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS
PRODUCTION AND SALES
The Production and Sale of the Company''s products, FIBC bags and OE
Spinning yarn were as follows :
Year ended Year ended
31.03.2014 31.03.2013
1. Production Quantity (Kgs.) Quantity (Kgs.)
1) FIBC Bags &
PP Woven Bags 45,05,599 30,31,410
2) PP Woven Fabrics 2,45,632 7,18,591
3) PP Yarn 10,09,819 10,21,093
4) Paper Bags 84,587 34,696
5) Cotton Yarn & Fabric 20,67,265 10,38,319
2. Sales
1) FIBC Bags &
PP Woven Bags 45,15,878 36,25,945
2) PP Woven Fabrics 2,45,632 7,18,591
3) PP Yarn 10,09,819 10,21,093
4) Paper Bags 83,147 34,696
5) Cotton Yarn & Fabric 20,54,520 9,61,379
The global economy is on the recovery mode. Since our company is an
export company, even an insignificant change in the economic factor
affects us. The global economy grew by 2.1% as against Indian economic
growth of 4.7%. The rate of inflation has increased from 4.2% in the
year 2005-06 to 12.3% for the year 2009-10 and decreased to 9.5% for
the year 2013-14. The total exports has increased from 105.2 billion
dollar in the 2005-06 to 309.8 billion dollar in the year 2011-12 and
318 billion dollar for the year 2013-14.
The companys turnover in spite of certain economic bottleneck both
domestic and global, has increased from Rs. 82.77 Crores to Rs.119.85
Crores. This has been possible due to the constant vigil and
upgradation of facilities to satisfy the export market condition. The
increased production of yarn has also benefited the company''s increase
in sales. A major hurdle is the power sector, which is closely
monitored, so that necessary steps will be taken to overcome the same.
The strength of Rupee is another factor which will have certain impacts
on your company. The company expects a very good future in view of the
stability of the economy.
The new government at the centre with pragmatic approach will pave way
for stable economic growth. Though many fine prints are to be looked
into and solved, a momentum has been created.
LISTING:
The equity shares of your company are traded at BSE T segment (Stock
code 590055). The annual listing fee for the year 2014 - 15 has been
paid.
The company has received a communication from Madras Stock Exchange
that the activities of the Madras Stock Exchange will be closed
shortly. We have been advised to get listing in Bombay Stock Exchange.
We are pleased to inform that the Bombay Stock Exchange has written to
us that subject to certain conditions being fulfilled as per the
diluted norms, our company can be listed in BSE. It is proposed to
fulfill the conditions and be listed in BSE.
DIRECTORS:
Sri. S.V. Ravi, Director, retires by rotation at the ensuing Annual
General Meeting and since he is eligible for re-appointment, it is
proposed to reappoint him as Director of the company.
Smt. Durga Ramji, representing Women Directorship was co-opted as an
Additional Director and will hold the office till the date of the
forthcoming Annual General Meeting and being eligible offer herself for
re-appointment and is proposed to be re-appointed as representing Women
Directorship liable for retirement by rotation.
Sri. S. Renganathan, Director, retires by rotation at the ensuing
Annual General Meeting under the erstwhile applicable provisions of the
Companies Act, 1956. He is proposed to be appointed as an Independent
Director for five consecutive years for a term upto 31st August, 2019,
under the provisions of Section 149 of the Companies Act, 2013.
Sri. K. Lakshminarayanan, Sri. A. Tiruppathy Raja & Sri. S. Sankar,
Directors, retire by rotation under the erstwhile applicable provisions
of the Companies Act, 1956. They are proposed to be appointed as
Independent Directors for five consecutive years for a term upto 31st
August, 2019, under the Section 149 of the Companies Act, 2013.
DEPOSITS:
The total amount of deposits as on 31st March, 2014 is Rs.322.66 Lakhs.
The company has no overdue deposits.
Section 74 of the Companies Act, 2013 has provided an option to repay
the existing deposits within the stipulated time as provided in Rules
made thereunder. The Company has decided to repay all the existing
deposits by complying with the formalities required in this regard.
ENERGY CONSERVATION / TECHNOLOGY ABSORPTION / FOREIGN EXCHANGE:
Information under Section 217 (1) (e) of the Companies Act, 1956, read
with the Companies (Disclosure of particulars in the Report of Board of
Directors), Rules, 1988 and forming part of the Director''s Report is
annexed herewith.
PARTICULARS OF EMPLOYEES:
Statement under Section 217 (2A) of the Companies Act, 1956, has not
been furnished. Since, none of the employee is getting remuneration of
more than Rs. 5,00,000/- per month or Rs.60,00,000/- per annum.
RESPONSIBILITY STATEMENT:
The Directors confirm:
a) That in the preparation of the annual accounts for the financial
year ended 31st March, 2014, the applicable accounting standards have
been followed and that no material departures have been made from the
same;
b) That appropriate accounting policies have been selected and applied
them consistently and have 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;
c) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
d) That the annual accounts have been prepared on a going concern
basis.
AUDITORS:
M/s. Krishnan & Raman, Chartered Accountants, retire at the ensuing
Annual General Meeting and are eligible for re-appointment. Based on
the recommendation of the Audit Committee, the Board of Directors of
the Company have proposed the appointment of M/s. Krishnan & Raman,
Chartered Accountants, as the Auditors of the company from the
conclusion of the forthcoming 29th Annual General Meeting till the
conclusion of the 32nd Annual General Meeting and have further
confirmed that the said appointment would be in conformity with the
provisions of Section 141 of the Companies Act, 2013.
Under Section 139 of the Companies Act, 2013, a listed Company can
appoint an Audit firm as auditor for a maximum of 2 terms of five
consecutive years. However, they are eligible for reappointment after a
period of 5 years from the completion of such term. The Auditors have
completed the maximum threshold limit of 10 consecutive years. However,
a period of three years is given for compliance of the new requirement.
Since a period of three years is available to continue with the
existing auditors, it is proposed to appoint them for the remaining
eligibility period of three years.
COST AUDITORS:
The Government of India has approved the proposed to appoint Sri. P.K.
Ramasubramanian, Cost Accountant, Rajapalayam, to audit the Cost
Accounts of the Company for the period ended 31st March, 2014. The Cost
Audit report for the earlier year has been filed.
As per provisions of Section 148 of the Companies Act, 2013 and the
Companies (Cost Records and Audit) Rules, 2014, the Government has not
notified the products of our company to which the Cost Audit would be
applicable. Based upon such notifications and as and when clarification
is issued, the Company will take steps for compliance.
The Company has complied with the requirements of Corporate Governance
as stipulated in Clause 49 and 35 B of the Listing Agreements. A report
on Corporate Governance is annexed herewith and it forms part of the
Directors Report.
ACKNOWLEDGEMENT:
Your Directors thank City Union Bank Ltd., for their help and
co-operation during the year.
The Board also records its appreciation for the hard and dedicated
efforts of the employees at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
Place : Rajapalayam S.V RAVI R.RAMJI
Date : 16.07.2014 Director Managing Director
Mar 31, 2013
To the Members,
The Directors have pleasure in presenting the Twenty Eighth Annual
Report on the working of the company and Audited Accounts for the year
ended 31st March, 2013.
Financial Results
Year ended Year ended
31.03.2013 31.03.2012
Rs. Rs.
Sales and other Income 82,77,74,724 57,97,10,007
Operating Profit 6,58,43,330 6,03,89,287
(Profit before interest,
Depreciation and Tax)
3,12,06,693 2,10,58,821
LESS : Interest
Profit before Depreciation and Tax 3,46,36,637 3,93,30,466
LESS : Depreciation 1,93,65,013 1,55,22,777
Profit before Tax 1,52,71,624 2,38,07,689
Surplus Brought forward from
previous year 35,72,448 23,08,873
1,88,44,072 2,61,16,562
Less: Provision for Taxation-
Current (MAT) 30,56,000 48,25,214
Provision for Deferred Tax 20,87,000 30,70,000
Profit available for appropriation 1,37,01,072 1,82,21,348
Your directors propose to
appropriate the same as follows
Proposed Dividend @ 10% 40,00,000 40,00,000
Tax on Proposed Dividend 6,48,900 6,48,900
Transfer to General Reserve 80,00,000 1,00,00,000
Balance carried over to Balance Sheet 10,52,172 35,72,448
1,37,01,072 1,82,21,348
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at
Re.1.00 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However Tax
on the Dividend amounting to Rs. 6.48 Lakhs would be paid by the
Company.
MANAGEMENT DISCUSSION AND ANALYSIS
REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS
PRODUCTION AND SALES
The Production and Sale of the Company''s products, FIBC bags and OE
Spinning yarn were as follows :
Year ended Year ended
31.03.2013 31.03.2012
1. Production Quantity (Kgs.) Quantity (Kgs.)
1) FIBC Bags &
PP Woven Bags 30,31,410 36,17,124
2) PP Woven Fabrics 7,18,591 7,861
3) PP Yarn 10,21,093 8,23,432
4) Paper Bags 34,696 -
5) Cotton Yarn & Fabric 10,38,319 2,940
2. Sales
1) FIBC Bags &
PP Woven Bags 36,25,945 36,63,269
2) PP Woven Fabrics 7,18,591 2,138
3) PP Yarn 10,21,093 8,23,432
4) Paper Bags 34,696 -
5) Cotton Yarn & Fabric 9,61,379 1,380
The recovery of the global economy has not been to the expectation. The
market has been undergoing many turbulence. However, there has been
marked improvement in sales which was due to the company taking
appropriate steps to strengthen the fundamentals.
The company''s "OE Yarn'''' division has performed well and the sales has
increased from 1,380 Kgs. to 9,61,379 Kgs. The yarn is supplied under
Deemed Export basis for which your company is availing EPCG benefits.
The problem posed by the power sector has not only been discouraging
but also acted as a deterrent in improving of the profitability of the
company.
To get over this, an application has been made to provide a dedicated
power supply with TNEB. This is expected to be completed shortly and
the profitably of the company will be better.
SUBSIDIARIES
During the year, there was no sales in the subsidiary company Â
POLYSPIN USA INC, USA, due to slowdown in the U.S. market. Since this
was not remunerative as expected, your company''s sixty percentage
equity shares has been disinvested and as a result, it is not a
subsidiary of your company. Hence not required to provide consolidated
statement of accounts.
DIRECTORS
Yours directors regret to report the sad and sudden demise of our
beloved founder and Managing Director Sri. A. Rammohan Raja, on 31st
January, 2013. His expertise and contribution to the company was
phenomenal. The Board places on record its grief over his demise and
expresses its gratitude for his contribution.
Sri. R. Ramji, Joint Managing Director has been appointed as Managing
Director of the company with effect from 1st April, 2013, subject to
the approval of members of the company.
Sri. A. Thiruppathy Raja and Sri. S. Sankar, Directors retire by
rotation at the ensuing Annual General Meeting and they are eligible
for re -appointment.
DEPOSITS
The total amount of deposits as on 31st March, 2013 was Rs. 284.61
Lakhs. The company has no overdue deposits.
ENERGY CONSERVATION / TECHNOLOGY ABSORPTION / FOREIGN EXCHANGE
Information under section 217 (i) (e) of the Companies Act, 1956, read
with the companies (Disclosure of particulars in the report of Board of
Directors) rules, 1988, and forming part of the Director''s Report is
annexed herewith.
PARTICULARS OF EMPLOYEES
Statement under Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended has
been appended along with the Directors'' Report.
RESPONSIBILITY STATEMENT
The Directors confirm :
a) That in the preparation of the annual accounts, the applicable
accounting standards have been followed and that no material departures
have been made from the same;
b) That appropriate accounting policies have been selected and applied
them consistently and have 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;
c) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
d) That the annual accounts have been prepared on a going concern
basis.
AUDITORS
M/s. Krishnan & Raman, Chartered Accountants, retire at the ensuing
Annual General Meeting and are eligible for re-appointment.
COST AUDITORS
Pursuant to the provisions of Section 233B of the Companies Act, 1956,
Sri. P.K. Ramasubramanian, has been appointed as Cost Auditor for the
financial year 2013 -2014 to audit the cost accounts and records to
facilitate the preparation of reports in accordance with the companies
(Cost Audit Report) rules, 2011. The due date for filing Cost Audit
Report is 30th September, 2013. The Cost Audit Report for the earlier
year was filed within the due date to the Central Government.
REPORT ON CORPORATE GOVERNANCE
A report on Corporate Governance is annexed herewith and it forms part
of the Directors Report.
ACKNOWLEDGEMENT
Your Directors thank City Union Bank Ltd., for their help and
co-operation during the year.
The Board also records its appreciation for the hard and dedicated
efforts of the employees at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
Place : Rajapalayam S.V. RAVI R.RAMJI
Date : 29.07.2013 Director Managing Director
Mar 31, 2012
The Directors have pleasure in presenting the Twenty Seventh Annual
Report on the working ofthe company and Audited Accounts for the year
ended 31st March, 2012.
Financial Results
Year ended Year ended
31.03.2012 31.03.2011
Rs. Rs.
Sales and other Income 57,97,10,007 44,97,69,354
Operating Profit 6,03,89,287 5,27,92,291
(Profit before interest,
Depreciation
LESS Interest H 2,10,58,821 1.65.60.552
Profit before Depreciation
and Tax 3,93,30,466 3,62,31,739
LESS : Depreciation 1,55,22,777 1,11,40,953
Profit before Tax 2,38,07,689 2,50,90,786
Surplus Brought forward from
previous year 23,08,873 20,45,228
Excess Depreciation withdrawn
relevant to previous year 2,87,219
2,61,16,562 2,74,23,233
Less: Provision for Taxation-
Current (MAT) / Previous Year 48,25,214 50,00,000
Provision for Deferred Tax 30,70,000 54,50,000
Profit available for
appropriation 1,82,21,348 1,69,73,233
Your directors propose to
appropriate the same as follows
Proposed Dividend @ 10% 40,00,000 40,00,000
Tax on Proposed Dividend 6,48,900 6,64,360
Transfer to General Reserve 1,00,00,000 1,00,00,000
Balance carried over to
Balance Sheet 35,72,448 23,08,873
1,82,21,348 1,69,73,233
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at
Re.1.00 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However Tax on
the Dividend amounting to Rs. 6.48 Lakhs would be paid by the Company.
MANAGEMENT DISCUSSION AND ANALYSIS
REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS
PRODUCTION AND SALES
The Production and Sale of the Company's products, PP woven FIBC bags
and OE Spinning yarn were as follows :
Year ended Year ended
31.03.2012 31.03.2011
Quantity (Kgs.) Quantity (Kgs.)
1. Production
1) PP Woven FIBC Bags 36,17,124 33,45,085
2) PP Woven Fabrics 7,861 14,008
3) PP Yarn 8,23,432 6,41,251
4) Cotton Yarn 2,940 -Ã
2. Sales
1) PP Woven FIBC Bags 36,63,269 32,73,274
2) PP Woven Fabrics 2,138 7,623
3) PP Yarn 8,23,432 6,41,251
4) Cotton Yarn 1,380 Ã-
The recovery of the global economy is not on the expected levels.
Though there has been a marked improvement, the same is not sufficient.
The market is witnessing many ups and downs. It is imperative that a
constant watch alone will ensure better performance. Your company has
taken every steps and is on the vigil to identity areas where
corrective steps should be taken in time.
By the adoption of certain strategy to improve export market, constant
upgradation of quality and efficient production facilities, your
company has been able to perform better.
The Board of Directors are pleased to inform the shareholders that the
establishment of the production facilities to manufacture "Open End
Spinning Yarn" has been implemented and commercial production has
commenced in the month of March 2012.
The power front has been a major setback not only to the industry but
also the entire state. This has increased the cost of production due to
internal generation through Genset and third party power purchases at a
higher cost. As a consequence the profitability was affected.
Except for the unforeseen circumstances, the impact of the expansion
and diversification will be fully reflected in the financial year
2012-2013.
SUBSIDIARIES :
The Ministry of Corporate Affairs, Government of India, vide their
General Circular No. 2/2011 dt.
08.02.2011 has granted exemption u/s 212 (8) of the Companies Act, from
attaching the full text of Financial Statements of the Subsidiaries
subject to certain conditions being fulfilled.
The Annual accounts of the Subsidiary Company Polyspin USA Inc. and the
related information be made available to the shareholders of the
holding and subsidiary companies seeking such information at any point
of time.
The Annual accounts of the Subsidiary Company are also kept for
inspection by any shareholders at the Registered Office of the Holding
company.
CONSOLIDATED FINANCIAL STATEMENTS :
In accordance with the Accounting Standard AS-21 on the Consolidated
Financial Statements, the audited Consolidated Financial Statements are
appended and forms part of the Annual Report.
DIRECTORS
Sri. K. Lakshminarayanan and Sri. S.R. Subramanian Directors retire by
rotation at the ensuing Annual General Meeting and they are eligible
for re-appointment.
Sri. P.K. Ramasubramanian resigned from the Board of Directors and Sri.
S. Renganathan was appointed as additional director. The board wishes
to place on record the valuable services rendered by him during his
tenure.
DEPOSITS
The total amount of deposits as on 31st March, 2012 was Rs. 174.78
Lakhs. The company has no overdue deposits.
ENERGY CONSERVATION / TECHNOLOGY ABSORPTION / FOREIGN EXCHANGE
In terms of section 217 (i) (e) of the Companies Act, 1956, read with
the companies (Disclosure of particulars in the report of Board of
Directors) rules 1988, the following informations are furnished.
ENERGY CONSERVATION
Strict control was exercised during the year for economising the use of
power. TECHNOLOGY ABSORPTION
Since the company has not taken steps regarding Research and
Development, the particulars to be furnished under technology
absorption is not applicable.
FOREIGN EXCHANGE EARNINGS AND OUTGO
The outgo of foreign exchange during the year is Rs. 3272.64 Lakhs. The
foreign exchange earnings during the year is Rs. 5393.14 Lakhs.
PARTICULARS OF EMPLOYEES
Statement under Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended has
been appended along with the Directors' Report.
RESPONSIBILITY STATEMENT The Directors confirm :
a) That in the preparation of the annual accounts, the applicable
accounting standards have been followed and that no material departures
have been made from the same;
b) That appropriate accounting policies have been selected and applied
them consistently and have made judgements and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit or loss of the company for that period;
c) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
d) That the annual accounts have been prepared on a going concern
basis.
AUDITORS
M/s. Krishnan & Raman, Chartered Accountants, retire at the ensuing
Annual General Meeting and are eligible for re-appointment.
COSTAUDITORS
Pursuant to the provisions of Section 233B of the Companies Act, 1956,
Sri. PK. Ramasubramanian, has been appointed as Cost Auditor of the
company for the financial year 2012-13 to audit the cost accounts and
records to facilitate the preparation fo reports in accordance with the
companies (Cost audit report) rules, 2011.
REPORT ON CORPORATE GOVERNANCE
A report on Corporate Governance is annexed herewith and it forms part
of the Directors Report.
ACKNOWLEDGEMENT
Your Directors thank City Union Bank Ltd., for their help and
co-operation during the year.
The Board also records its appreciation for the hard and dedicated
efforts of the employees at all levels.
On Behalf ofthe Board,
For POLYSPIN EXPORTS LIMITED,
Place: Rajapalayam R.RAMJI A.RAMMOHAN RAJA
Date : 30.07.2012 Joint Managing
Director Managing Director
Mar 31, 2011
To the Members,
The Directors have pleasure in presenting the Twenty Sixth Annual
Report on the working of the company and Audited Accounts for the year
ended 31st March, 2011
Financial Results
Year ended Year ended
31.03.2011 31.03.2010
Rs. Rs.
Sales and other Income 44,97,69,354 35,17,40,689
Operating Profit 5,27,92,291 3,23,55,985
(Profit before interest, Depreciation
LESS Merest 1,65,60,552 62,72,958
Profit before Depreciation and Tax 3,62,31,739 2,60,83,027
LESS: Depreciation 1,11,40,953 71,51,151
Profit before Tax 2,50,90,786 1,89,31,876
Surplus Brought forward from previous year 20,45,228 7,38,152
Add: Provision for Tax-Deferred - 2,55,000
Excess Depreciation withdrawn
relevant to previous year 2,87,219 -
2,74,23,233 1,99,25,028
Less: Provision for Taxation-Current / MAT 50,00,000 92,00,000
Provision for Deferred Tax 54,50,000 -
Profit available for appropriation 1,69,73,233 1,07,25,028
Your directors propose to appropriate the
same as follows
Proposed Dividend @ 10% 40,00,000 40,00,000
Tax on Proposed Dividend 6,64,360 6,79,800
Transfer to General Reserve 1,00,00,000 40,00,000
Balance carried over to Balance Sheet 23,08,873 20,45,228
1,69,73,233 1,07,25,028
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at
Re.1.00 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However Tax
on the Dividend amounting to Rs. 6.64 Lakhs would be paid by the
Company.
MANAGEMENT DISCUSSION AND ANALYSIS
REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS
PRODUCTION AND SALES
The Production and Sale of the Company's products, PP woven FIBC bags
were as follows :
Year ended Year ended
31.03.2010 31.03.2011
Production (Kgs) 26,29,906 33,45,085
Sales (Kgs) 26,69,711 32,73,274
The Global economy continues to recover but with minor setback. The
recovery is also uneven. Inspite of the fact that the growth rate is
higher in India and other developing countries and low in Europe and
USA, Your company was able to achieve a better performance in the
export market.
This is mainly due to the adoption of certain strategy in the Export
market. Constant upgradation of quality and effecting timely supplies
has made the company to perform well even against the existence of many
hurdles.
Your company remains cautiously optimistic and constantly adopting
positive approaches. The commodity inflation particularly oil, the
source of raw material for your company's products remains a cause of
concern.
EXPANSION
The expansion of the existing production facilities has been completely
implemented. The full effect will be reflected in the financial year
2011-2012. The capacity has been increased from 2400 tons per annum to
5500 tons per annum.
OVERSEAS OPERATIONS - POLYSPIN USA INC., USA.
Performance of the Company's Wholly Owned USA Subsidiary during the
year under review, recorded improvements in terms of sales.
The Net sales were USD 249,539/- (INR 112.29 Lakhs) as against USD
54,361/- (INR 24.46 Lakhs) during the corresponding previous year.
The Company expects the substantial improvements in terms of Sales and
Profitability during the Current year.
DIVERSIFICATION
After a very careful in depth study of the market conditions of "Open
End Spinning yarn", both domestic and overseas, your company has
started the establishment of a new unit to manufacture Open End
Spinning yarn under the name and style "PEL TEXTILES" (A division of
Polyspin Exports Ltd.) The presence of the company in about 15
countries around the world is crucial advantage. Necessary
infrastructure facilities is being created for producing 1800 tons per
year at total cost of Rs.10 crs. The entire project cost will be
financed by internal accruals and Bank finance.
Except for unforeseen circumstances, the project will be implemented
before the end of this financial year. The impact is likely to
reflected partially in this financial year and fully in the financial
year 2012-13.
SUBSIDIARIES
The Ministry of Corporate Affairs, Government of India, vide their
General Circular No. 2/2011 dt. 08.02.2011 has granted exemption u/s
212 (8) of the Companies Act, from attaching the full text of Financial
Statement of the Subsidiaries subject to certain conditions being
fulfilled.
The Annual accounts of the Subsidiary Company Polyspin USA Inc. and the
related information shall be made available to the shareholders of the
holding and subsidiary companies seeking such information at any point
of time.
The Annual accounts of the Subsidiary Company are also kept for
inspection by any shareholders at the Registered Office of the Holding
company.
CONSOLIDATED FINANCIAL STATEMENTS :
In accordance with the Accounting Standard AS-21 on the Consolidated
Financial Statements, the audited Consolidated Financial Statements are
appended and forms part of the Annual Report.
DEPOSITS
The total amount of deposits as on 31st March, 2011 was Rs.120.49
Lakhs. The company has no overdue deposits.
ENERGY CONSERVATION / TECHNOLOGY ABSORPTION / FOREIGN EXCHANGE
In terms of section 217 (i) (e) of the Companies Act, 1956, read with
the companies (Disclosure of particulars in the report of Board of
Directors) rules 1988, the following informations are furnished.
ENERGY CONSERVATION
Strict control was exercised during the year for economising the use of
power.
TECHNOLOGY ABSORPTION
Since the company has not taken steps regarding Research and
Development, the particulars to be furnished under technology
absorption is not applicable.
FOREIGN EXCHANGE EARNINGS AND OUTGO
The outgo of foreign exchange during the year is Rs.2514.08 Lakhs. The
foreign exchange earnings during the year is Rs. 4060.75 Lakhs.
PARTICULARS OF EMPLOYEES
Statement under Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended has
been appended along with the Directors' Report.
RESPONSIBILITY STATEMENT
The Directors confirm :
a) That in the preparation of the annual accounts, the applicable
accounting standards have been followed and that no material departures
have been made from the same;
b) That appropriate accounting policies have been selected and applied
them consistently and have made judgements and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit or loss of the company for that period;
c) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
d) That the annual accounts have been prepared on a going concern
basis. DIRECTORS Sri. S. Sankar and Sri. S.V. Ravi, Directors retire
by rotation at the ensuing Annual General Meeting and they are eligible
for re-appointment.
AUDITORS
M/s. Krishnan & Raman, Chartered Accountants, retire at the ensuing
Annual General Meeting and are eligible for re-appointment.
REPORT ON CORPORATE GOVERNANCE
A report on Corporate Governance is annexed herewith and it forms part
of the Directors Report.
ACKNOWLEDGEMENT
Your Directors thank City Union Bank Ltd., for their help and
co-operation during the year.
The Board also records its appreciation for the hard and dedicated
efforts of the employees at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
Place: Rajapalayam R.RAMJI A.RAMMOHAN RAJA
Date : 29.07.2011 Joint Managing Director Managing Director
Mar 31, 2010
The Directors have pleasure in presenting the Twenty Fifth Annual
Report on the working of the company and Audited Accounts for the year
ended 31st March, 2010
Financial Results
Year ended Year ended
31.03.2010 31.03.2009
Rs. Rs.
Sales and other Income 35,17,40,689 38,63,25,598
Operating Profit 3,23,55,985 2,86,82,853
(Profit before interest,
Depreciation
less : Interest _ 62,72,958 83,05,374
Profit before Depreciation and
Tax 2,60,83,027 2,03,77,479
LESS: Depreciation 71,51,151 77,37,087
Profit before Tax 1,89,31,876 1,26,40,392
Surplus Brought forward from
previous year 7,38,152 4,75,600
Add : Provision for Tax-Deferred 2,55,000 4,58,000
1,99,25,028 1,35,73,992
Less: Provision for Taxation-Current 92,00,000 50,20,000
Provision for Fringe Benefit Tax .... 72,000
Profit available for appropriation 1,07,25,028 84 81 992
Your directors propose to
appropriate the same as follows
Proposed Dividend 40,00,000 32,00,000
Tax on Proposed Dividend 6,79,800 5,43,840
Transfer to General Reserve 40,00,000 40,00,000
Balance carried over to Balance
Sheet 20,45,228 7,38,152
1,07,25,028 84,81,992
DIVIDEND
Your Directors are pleased to recommend the payment of Dividend at
Rs.1.00 per share on the face value of Rs.10/- per share.
This Dividend is not taxable in the hands of the Members. However Tax
on the Dividend amounting to Rs. 6.80 Lakhs would be paid by the
Company.
MANAGEMENT DISCUSSION AND ANALYSIS
REVIEW OF THE OPERATION, CURRENT TRENDS AND FUTURE PROSPECTS
PRODUCTION AND SALES
The Production and Sale of the Companys products, PP woven FIBC bags
were as follows :
Year ended Year ended
31.03.2009 31.03.2010
Production (Kgs) 27,39,919 26,29,906
Sales (Kgs) 27,44,272 26,69,711
The global recession having created the financial crisis has now come
to a stage, which has revived economic activities. The experience has
given us new directions and has made the Company to adopt ways and
means to stabilize and grow positively and increase profitability. One
such step has been the establishment of a Company in USA for logistics
purpose. This has enabled the Company to effect better inventory
control for economic marketing. The full impact will be reflected in
the coming years.
The selling price of the companys products are directly linked to the
price of raw materials. Consequently every reduction will be reflected
in the selling price immediately. Due to the reduction in the raw
material cost there has been a reduction in sales volume. However by
the adoption of certain strategies, the company was able to realise
higher profit.
EXPANSION
The Company is implementing an expansion programme involving an outlay
of Rs. 8.00 Crores to produce the high quality tenacity yarn and Jumbo
Bags in its existing plant at Cholapuram South. The Commercial
Production in its new facility will commence shortly and the capacity
will increase by 100% per annum. The full impact is likely to be
reflected from the financial year 2011-12.
These investments have strengthened the Companys capability to deliver
consistant product quality and significant savings in cost for our
future operations.
Your Directors are confident of sustained performance and profitability
in the ensuing years.
AWARDS
Your company has received the state Safety Award in recognition of the
Best Safety Performance (Second Prize) for the year 2006 instituted by
the office of the State Safety Planning Committee, Tamilnadu
Government, Chennai.
SUBSIDIARIES
As required under the provisions of Sec. 212 of the Companies Act,
1956, the Compiled Accounts
together with Auditors Report of the Subsidiary Company, Polyspin USA
Inc is appended and forms part of the Annual Report.
DEPOSITS
The total amount of deposits as on 31st March, 2010 was Rs. 132.06
Lakhs. The company has no overdue deposits.
ENERGY CONSERVATION/ TECHNOLOGY ABSORPTIONI FOREIGN EXCHANGE
In terms of section 217 (i) (e) of the Companies Act, 1956, read with
the companies (Disclosure of particulars in the report of Board of
Directors) rules 1988, the following informations are furnished.
ENERGY CONSERVATION
Strict control was exercised during the year for economising the use of
power. TECHNOLOGY ABSORPTION
Since the company has not taken steps regarding Research and
Development, the particulars to be furnished under technology
absorption is not applicable.
FOREIGN EXCHANGE EARNINGS AND OUTGO
The outgo of foreign exchange during the year is Rs. 1521.44 Lakhs. The
foreign exchange earnings during the year is Rs. 3110.82 Lakhs.
PARTICULARS OF EMPLOYEES
Statement under Section 217 (2A) of the Companies Act, 1956 has not
been furnished, since none of the employee is getting remuneration of
more than Rs.2,00,000/- per month or Rs. 24,00,000/- per annum.
RESPONSIBILITY STATEMENT
The Directors confirm:
a) That in the preparation of the annual accounts, the applicable
accounting standards have been followed and that no material departures
have been made from the same;
b) That appropriate accounting policies have been selected and applied
them consistently and have made judgements and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit or loss of the company for that period;
c) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act 1956, for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
d) That the annual accounts have been prepared on a going concern
basis.
DIRECTORS
Sri. P.K. Ramasubramanian and Sri. A. Thiruppathy Raja, Directors
retire by rotation at the ensuing Annual General Meeting and they are
eligible for re-appointment.
AUDITORS
M/s. Krishnan & Raman, Chartered Accountants, retire at the ensuing
Annual General Meeting and are eligible for re-appointment.
REPORT ON CORPORATE GOVERNANCE
A report on Corporate Govnernance is annexed herewith and it forms part
of the Directors Report.
ACKNOWLEDGEMENT
Your Directors thank City Union Bank Ltd., for their help and
co-operation during the year.
The Board also records its appreciation for the hard and dedicated
efforts of the employees at all levels.
On Behalf of the Board,
For POLYSPIN EXPORTS LIMITED,
Place: Rajapalayam R.RAMJI A.RAMMOHAN RAJA
Date : 26.7.2010 Joint Managing Director Managing Director
Mar 31, 2000
The Directors have pleasure in presenting their Fifteenth Annual
Report on the working of the Company together with the Balance Sheet
and Profit & Loss Account for the year ended 31st March, 2000.
WORKING RESULTS :
The Working Results for the year after charging all expenses, but
before providing for Interest and Depreciation has resulted in
Operating Profit of Rs. 1,28,32,388/-.
After deducting Rs. 67,73,625/-towards interest and financial charges
and Rs. 40,11,929/- towards Depreciation, the Net Profit is Rs.
20,46,834/-.
After considering the Surplus of Rs. 45,16,383/- brought forward from
Previous Year and Current Year Profit of Rs. 20,46,834/-, your
Directors propose to appropriate the sum of Rs. 65,63,217/- as follows
:-
Rs.
Prior year Adjustment 4,91,820
Provision for Taxation 2,50,000
Transfer to General Reserve 30,00,000
Balance carried over to
Balance Sheet 28,21,397
65,63,217
During the year the Company saved about 47% (ie) Rs. 60 Lakhs on
Interest and Finance Charges Account over the previous year. This is
due to conversion of Rupee Term Loan into Foreign Currency Term Loan in
Dollar Terms at reduced rate of interest.
The savings on Interest and Finance Charges Account which is Rs. 60
Lakhs was literally wiped off by huge increase in the cost of Inputs
during the Current Year and this resulted in a negative impact.
Due to Stiff Competition in the Global Market, the Company could not
increase its Export Price. The company had no alternative but to absorb
the increased input cost which affected the profitability.
CURRENT YEAR PROSPECTS :
During the current year, your Company is confident of a better result
as it had already entered into agreements with all its buyers for a
better export realisation which will take into account any increase in
its cost of production.
DIVIDEND
Due to inadequacy of the profits, your Directors regret their inability
to declare any dividend.
DEPOSITS :
The total amount of deposits as on 31st March, 2000 was Rs. 153.97
Lakhs. The Company has no overdue deposits.
ENERGY CONSERVATION I TECHNOLOGY ABSORPTION I FOREIGN EXCHANGE : In
terms of section 271 (i) (e) of the Companies Act, 1956, read with the
companies ( Disclosure of particulars in the report of Board of
Directors) rules 1988, the following informations are furnished.
ENERGY CONSERVATION :
Strict control was exercised during the year for economising on the use
of power.
TECHNOLOGY ABSORPTION :
Since the company has not taken steps regarding Research and
Development, the particulars to be furnished under technology
absorption is not applicable.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
The outgo of foreign exchange during the year is Rs. 334.79 Lakhs. The
foreign exchange earning during the year is Rs. 755.89 Lakhs.
PARTICULARS OF EMPLOYEES :
Statement under section 217 (2A) of the Companies Act, 1956 is not
applicable to your company as none of the employee is getting
remuneration of more than Rs. 50,000/- per month or Rs. 6,00,000/- per
annum.
DIRECTORS :
Sri K. Lakshminarayanan, Director retire by rotation at the ensuing
Annual General Meeting and is eligible for re-appointment.
AUDITORS REPORT :
Observations made by the Audiors in their report are self explanatory
and in the nature of disclosures, they have been dealt appropriately in
the Notes on accounts.
AUDITORS :
Sri T.R.K. Ramakrushna Rajha, Chartered Accountant, Rajapalayam, will
retire as Auditor at the ensuing Annual General Meeting and is eligible
for re-appointment.
AKNOWLEDGEMENT :
Your Directors thank City Union Bank Limited and State Bank of India
for their help and co-operation during the year.
The Board also records its appreciation for the hard and dedicated
efforts of the employees at all levels.
On Behalf of the Board
For POLYSPIN EXPORTS LIMITED,
Place Rajapalayam A. RAMMOHAN RAJA
Date : 26.07.2000. MANAGING DIRECTOR.