Directors Report of Pratiksha Chemicals Ltd.

Mar 31, 2014

The Members of,

M/s Pratiksha Chemicals Limited.

The Directors have pleasure in presenting the twenty-third Annual Report of the Company together with the Audited Accounts for the financial year ended on 31st March 2014.

1. Financial Results:

(Rs. in lacs) Particulars 2013-14 2012-13

Profit (Loss) before Depreciation 37.02 36.87

Depreciation 35.59 35.52

Profit / (Loss) before Tax 1.42 1.34

Provision for Tax — —

Profit / (Loss) after Tax 1.42 1.34

During the current year your company has achieved a reasonable level of growth in terms of turnover as well as profit. We are hoping that the phenomenal growth shall be achieved during the next coming years.

2. Dividend: .

On account of having accumulated losses, your directors did not recommend any Dividend.

3. Future Prospects:

During the year under review, Company has concentrated mainly on exports through merchant exporters. Company has good enquiries on hand, which are quite prospective. Company has put more emphasis on quality control comparable to international standard along with quality measures for pollution control. In the times to come, your Directors are quite hopeful of wiping out of loss through achieving better sales target and cost conservative measures even though not compromising on quality standard of the product.

4. Delisting from Ahmedabad Stock Exchange Ltd.:

During the year under review, Company is being voluntarily delisted from the Ahmedabad Stock Exchange Limited.

5. Directors .

As per provisions of Section 152(6) of the Companies Act, 2013, Mr. Somabhai Patel, Director liable to retire by rotation, offers himself for re-appointment at the general meeting. Mr. Somabhai Patel and Mr. Upendra Adhvaryu are being appointed as Independent Directors for consecutive five financial years as per provisions of Section 149 of the Companies Act, 2013. Mrs. Acharya Lalithamma Ramakrishnan is being appointed as a Woman Director as per provisions of Section 149 of the Companies Act, Necessary resolutions for the appointment /re-appointment of the aforesaid directors have been included in the notice convening the ensuing AGM and details of the proposal for appointment / re- appointment are mentioned in the explanatory statement of the notice. Your directors commend their appointment / re-appointment. All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164 of the Companies Act, 2013 (Previously being Section 274(1) (g) of the Companies Act, 1956).

6. Personnel

Your directors'' wish to place on record their appreciation for the contribution to growth of the business made by employees at all levels. Information as required pursuant to section 217(2A) of the companies Act, 1956 has not been given, as it is not applicable.

7. Auditors

M/s H K Shah & Co., Chartered Accountants, Ahmedabad, Statutory Auditor of the Company, (Firm Registration No.: 109583W) holds office until the conclusion of the ensuring Annual General Meeting. As per newly inserted Section 139 of the Companies Act, 2013, they are appointed for a term of five consecutive financial years, for which necessary resolution is put to vote in this AGM, as stated in the item no. 3 of the notice, they are eligible for appointment to conduct statutory audit. The company has received certificate from the auditor to the effect that their appointment if made, would be within the prescribed limits under the Companies Act.

Notes to the accounts referred to in Auditor''s report are self explanatory and therefore do not call for any further comments.

8. Deposits

During the year under review, Company has not accepted inter corporate Deposits, which falls under Section 58A of Companies Act, 1956.

9. Energy. Technology And Foreign Exchange

The additional information required to be disclosed in terms of notification No.1029 dated 31st December, 1998 issued by the Department of Company Affairs, Ministry of Finance is not applicable.

10. Directors* Responsibility Statement

Pursuant to Section 217(2A) of Companies Act, 1956, the Directors confirm that:

i. In the preparation of Annual Accounts, appropriate accounting standard have been followed.

ii. Appropriate accounting policies have been selected and applied consistently and judgments and estimates made that are reasonable and prudent so as to give true and fair view of state of affairs of the company at the end of financialyear ended 31st March, 2014.

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956 for safe guarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. The Annual Accounts have been prepared on going concern basis. .

11. Auditor''s Qualification

Auditors have qualified their report to the members of the Company. In this , connection directors of the Company have discussed the same at arm''s length on the recommendation of audit committee and have intimated to take necessary action so as to show fair view of state of affairs of the company in the coming financial year. The Auditor has drawn particular attention on the following matters:

(I) Adhering to significant accounting policy, the Company is accounting for Gratuity & Leave encashment on cash basis. This is not in accordance with AS-1 and AS-15, prescribed by the ICSI.

(II) AS-2 relating to valuation of inventories has not been followed.

(III) Balances of unsecured loans, other liabilities, Creditors, Debtors, Loans & Advances are subject to confirmation by the parties concerned and reconciliation thereof in subsequent years.

12. Report on Corporate Governance

Compliance Report on Corporate Governance is a part of Annual Report is annexed herewith.

13. Acknowledgements

Your Directors wish to place on record their appreciation of the whole hearted co-operation extended to company from various departments of the central and state governments, company'' bankers and financial institutions and employees of the company and look forward for the same cordial relationship in coming years.

Place: ahmedabad By order of the Board of Directors, Date: 14/08/2014 FOR PRATIKSHA CHEMICALS LTD. sd CHAIRMAN (Mr. Harish Bhatt) (DIN: 00400765)

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Mar 31, 2010

The Directors have pleasure in presenting Sixteenth Annual Report of the Company together with the Audited statements of Accounts for the financial year ended on 31s1 March 2010.

1. FINANCIAL RESULTS : (Rs. in Lacs)

PARTICULARS FINANCIAL YEAR PREVIOUS YEAR

2009-2010 2008-2009

Profit/(Loss) before Depreciation 37.43 26.44

Depreciation 33.00 34.35

Profit(Loss) before Tax 4.43 (7 91)

Provision for Tax

Profit/(Loss} after Tax 4.53 (4.81)



2. DIVIDEND :

On account of accumulated losses, your directors did not recommend any dividend

3. OPERATIONS :

During the year under review, despite of slack industrial market and liquidity crisis, company has achieved turnover of Rs.595.83 Lacs, which is quite reasonable. Company has made nominal profit during the year, which was overshadowed by huge accumulated losses.

4. FUTURE PROSPECTS :

During the year under review, Company has concentrated mainly on exports through merchant exporters. Company has good enquiries on hand, which are quite prospective. Company has put more emphasis on quality control comparable to international standard along with quality measures for pollution control. In the times to come, your Directors are quite hopeful of wiping out of loss through achieving better sales target and cost conservative measures even though not compromising on quality standard of the product.

5. DIRECTORS :

Shri Upendra Adhvaryu, Director of the company retires by rotation and is eligible for reappointment.

6. PERSONNEL:

Your directors wish to place on record their appreciation for the contribution to growth of the business made by employees at all levels. Information as required pursuant to section 217(2A) of Companies Act 1956 has not been given, as it is not applicable.

7. AUDITORS :

W/s. H.K. Shah & Co. Chartered Accountants. Ahmedabad, auditors of the company holds office up to the conclusion of AGM and being eligible offers themselves for reappointment.

8. DEPOSITS :

During the year under review, the company has not accepted any deposit falling under section 58 A of Companies Act, 1956.

9. ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE :

The additional information required to be disclosed in terms of notification No. 1029 dated 31st December 1998 issued by the Department of Company Affairs, Ministry of finance is appended hereto and form part of this report. During the year under review, there has been an earning and outgo of foreign exchange, details of which is given in item no. 12(G) & (H) to notes to Accounts. The company does not have any imported technology.

10. AUDITORS QUALIFICATION :

As Auditors of the company has qualified their report to the members of the company. In this connection, Board of directors of the company have discussed the same at arms length on the recommendation of audit committee and have initiated action to take necessary steps so as to show true and fair view of state of affairs of the company in the coming financial year.

11. REPORT ON CORPORATE GOVERNANCE :

Report of Director on corporate governance is a part of Annual Report and is annexed is annexure -A.

12. MANAGEMENT DISCUSSIONS AND ANALYSIS :

Report on Management Discussion and Analysis is annexed in Annexure-B.

13. DIRECTORS RESPONSIBILITY STATEMENT :

Pursuant to Section 217 (2AA) of the Companies Act, the Directors Confirm that :

- in the preparation of the annual accounts, the applicable accounting standards have been followed;

- appropriate accounting policies have been selected and applied consistently and judgments and estimates made that are reasonable and prudent so as to give true and fair view of the state affairs of the company at the end of the financial year ended 31st March, 2010 and the profit and loss account for the year ended 31st March, 2010;

- 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;

- The annual accounts have been prepared on a going concern basis

14. ACKNOWLEDGEMENTS :

Your Directors wish to place on record their appreciation of the whole-hearted co-operation extended to company from various departments of the central and state governments, companys bankers and financial institutions and employees of the company and look forward for the same cordial relation ship in coming years.

ON BEHALF OF BOARD OF DIRECTORS

sd/-

PLACE : AHMEDABAD SHRI H. K. BHATT

DATE: 22/18/2010 Whole Time Director

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Mar 31, 2009

The Directors have pleasure in presenting Fifteenth Annual Report of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2009.

1. FINANCIAL RESULTS (Rs in Lacs)

PARTICULARS FINANCIAL YEAR PREVIOUS YEAR 2008-2009 2007-2008

Profit/(Loss) before Depreciation 29.67 (63.25

Depreciation 34.35 34.42

Profit/(Loss) before Tax (04.68) (97.68)

Provision for Tax -- 00.05

Profit/(Loss) after Tax (04.68) (97.73)

2. DIVIDEND

On account of accumulated losses, your directors did not recommend any dividend.

3. OPERATIONS

During the year under review, despite of slack industrial market and liquidity crisis, company has achieved turnover of Rs.415.80 Lacs, which is quite reasonable. Company has made loss during the year, which was overshadowed by huge accumulated losses and unprovided depreciation for previous years.

4. FUTURE PROSPECTS

During the year under review, Company has concentrated mainly on exports through merchant exporters. Company has good enquiries on hand, which are quite prospective. Company has put more emphasis on quality control comparable to international standard along with quality measures for pollution control. In the times to come, your Directors are quite hopeful of wiping out of loss through achieving better sales target and cost conservative measures even though not compromising on quality standard of the product.

5. DIRECTORS

Shri Somabhai Patel, Director of the company retires by rotation and is eligible for reappointment.

6. PERSONNEL

Your directors wish to place on record their appreciation for the contribution to growth of the business made by employees at all levels. Information as required pursuant to section 217(2A) of Companies Act, 1956 has not been given, as it is not applicable.

7. AUDITORS

M/s. H.K. Shah & Co; Chartered Accountants, Ahmedabad, auditors of the company holds office up to the conclusion of AGM and being eligible offers themselves for reappointment.

8. DEPOSITS

During the year under review, the company has not accepted any deposit falling under section 58 A of Companies Act, 1956.

9. ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE

The additional information required to be disclosed in terms of notification No. 1029 dated 31st December 1998 issued by the Department of Company Affairs, Ministry of finance is appended hereto and form part of this report. During the year under review, there has been an earning and outgo of foreign exchange, details of which is given in item no. 12(G) & (H) to notes to Accounts. The company does not have any imported technology.

10 AUDITORS QUALIFICATION:-

As Auditors of the company has qualified their report to the members of the company. In this connection, Board of directors of the company have discussed the same at arms length on the recommendation of audit committee and have initiated action to take necessary steps so as to show true and fair view of state of affairs of the company in the coming financial year.

11 REPORT ON CORPORATE GOVERNANCE

Report of Director on corporate governance is a part of Annual Report and is annexed is annexure -A.

12. MANAGEMENT DISCUSSIONS AND ANALYSIS

Report on Management Discussion and Analysis is annexed in Annexure-B.

13.DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, the Directors Confirm that: in the preparation of the annual accounts, the applicable accounting standards have been followed; appropriate accounting policies have been selected and applied consistently and judgments and esti- mates made that are reasonable and prudent so as to give true and fair view of the state o affairs of the company at the end of the financial year ended 31st March, 2009 and the profit and loss account for the year ended 31st March, 2009;

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;

The annual accounts have been prepared on a going concern basis.

14. ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation of the whole-hearted co-operation extended to company from various departments of the central and state governments, companys bankers and financial institutions and employees of the company and look forward for the same cordial relation ship in coming years.

PLACE: AHMEDABAD ON BEHALF OF BOARD OF DIRECTORS

Sd/- DATE: 22/08/2009 SHRI H.K. Bhatt

Whole Time Director