Mar 31, 2013
The Directors hereby present the 23rd Annual Report of the company
along with Audited Statement of Accounts for the year ended 31st March,
2013.
FINANCIAL RESULTS
SN Particulars 31.03.2013 31.03.2012
No. (Rs. in Lac) (Rs. in Lac)
1. Total Revenue 2.46 30.92
2. Total Expenses 15.01 61.63
3. Profit/(Loss)
before Tax &
Extraordinary & (12.55) (30.70)
Exceptional Items
4. Exceptional Items - (10.15)
5. Profit/(Loss)
after Tax (12.55) (40.86)
As you all are aware that the company is not carrying in any
manufacturing activity since December, 2010 the financial results are
below average. The company has carried only trading of some items
during the year under report. Your directors have already passed a
special resolution in the previous year itself under Section 293 (1)
(a) for sale of substantial part of company''s undertaking. The
Management is looking for various avenues for reviving the company.
They are looking into fields if information technology, business
process outsourcing, hospitality, establishment of restaurants, motels,
retail chain etc.
Your directors are hopeful that the company will resume its operations
very soon.
DIVIDEND
Since the company has undertaken operations at very small level and
that too without earning any profits, your directors express their
inability to recommend any dividend.
DIRECTORS
In accordance with the provisions of the Companies Act, 1956 and the
Company''s Articles of Association, Sh. Vishal Patel and Sh. Kanav
Bhatia, retire by rotation at ensuing Annual General Meeting and being
eligible , offer themselves for re-appointment as directors.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A Management Discussion and Analysis Report highlighting the present
scenario of the industry and its viability for the company is attached
separately to this Report and forms part of this.
CORPORATE GOVERNANCE REPORT
A detailed Corporate Governance Report is included in this Report. A
certificate from the Statutory Auditors of the Company regarding
compliance with the conditions of Corporate Governance as required
under Clause 49 of the Listing Agreement is part of this report.
LISTING ON STOCK EXCHANGES
The company''s shares are listed on Bombay Stock Exchange Limited and
Delhi Stock Exchange Limited. The company has applied for Voluntary
delisting under Securities and Exchange Board of India (Delisting of
Securities) Guidelines 2003 to Delhi Stock Exchange. The application is
pending with Delhi Stock Exchange.
FIXED DEPOSITS
The Company had no unpaid/unclaimed deposits as of March, 2013. The
company has not accepted any fixed deposits under Section 58 A of the
Companies Act, 1956 during the year ended 31st March, 2013.
PARTICULARS OF EMPLOYEES U/S 217 (2A) OF THE COMPANIES ACT, 1956 The
information required under section 217(2A) of the Companies Act, 1956
read with Companies (Particulars of Employees) Rules 1975 may be
treated as NIL. Industrial relations continued to be peaceful and
cordial.
AUDITORS
M/s S K Bhalla & Company, Chartered Accountants, retire as Statutory
Auditors at the ensuing Annual General Meeting and are eligible for
re-appointment.
As required under the provisions of Section 224(1B) of the Companies
Act, 1956, the company has obtained a written certificate from the
Auditors to the effect that their re- appointment, if made, would be in
conformity with the limits specified therein.
COMMENTS ON AUDITORS REPORT
Point wise reply on Auditors Qualification
1 (c) As there had been no business, the company had stopped the
production w.e.f. December, 2010. Due to non-production, the plant and
machinery was becoming obsolete. Your directors were left with no
alternative except to sale a part of fixed assets. However, the company
remains going concern. Further, the company has also carried a
resolution u/c 293 (1) (d) of the Companies Act, 1956 through Postal
Ballot in terms of Companies (Passing of Resolutions by Postal Ballot)
Rules, 2011 for sale of undertaking.
3 (b & c): The company had advanced loans to certain entities. Due to
break in continuity of business, the recovery of such loans has become
impossible. When the recovery of principle amount has been doubtful,
the interest has not been charged to give a true and fair view of
accounts. These transactions had been in the ordinary course of
business.
6. No unsecured loans have been accepted from business firms and
relatives of directors. These transactions and outstanding are on
account of business transactions during the year.
11. Due to the reasons beyond the control of Directors, the company
has defaulted in making the payments to IDBI Bank Ltd., Mandi
Gobindgarh against Secured Loans (C/c & BP). An application for One
Time Settlement & Waiver of Interest, charged by the bank, had been
submitted and initially approved by IDBI Bank Ltd. However, the Bank
subsequently revoked the one time settlement vide its letter dated 7th
March, 2013. Your Directors are taking earnest steps to revive the
settlement plan with the Bank. No interest has been provided as the
accounts are NP A.
COMPANIES COMPLIANCE CERTIFICATE
The compliance certificate issued by a Practicing Company Secretary in
terms of the provisions of Section 383A of the Companies Act, 1956 and
Companies (Compliance Certificate) Rules 2001, is attached to this
report.
DIRECTORS'' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 217(2AA) of the Companies
Act, 1956, your directors confirm:
i) that in the preparation of the annual accounts for the period ended
March 31st, 2012, the applicable accounting standards have been
followed.
ii) that appropriate accounting policies have been selected and applied
consistently and judgments and estimates that are reasonable and
prudent have been made so as to give a true and fair view of the state
of affairs as at March 31, 2012 and of the net profit earned by the
Company for financial period ended March 31, 2012.
iii)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.
iv) that the annual accounts for the period ended March 31, 2012 have
been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUT GO
Particulars in respect of conservation of energy and technology
absorption and foreign exchange earnings and out go as required under
section 217(1) (e) of the Companies Act. 1956 are provided as under:
B) Technology absorption, Adaptation & Innovation.
The company is committed to the process involving industry knowledge,
training and adoption.
ACKNOWLEDGMENT
Your Directors wish to place on record the appreciation of contribution
made by all business constituents. They are also thankful to
shareholders of the company for their continued support to the company
during the year under report.
Place : Mandi Gobindgarh For and on behalf of the Board of Directors
Dated : 05.06.2013
Mar 31, 2012
To the members of Ranjeev Alloys Limited
The Directors have pleasure in presenting the 22nd Annual Report and
Audited Statement of Accounts for the year ended 31s1 March, 2012.
FINANCIAL RESULTS
Sr, Particulars 31.03.2012 3103.2011
(Rs. in Lac) (Rs. in Lac)
1. Total Revenue 3092.964 390279.228
2. Total Expenses 6163.180 403969.207
3. Profit/(Loss)
before Tax &
Extraordinary
Items (3070.216) (13689.979)
IT Profit/(Loss)
after Tax (4098.161) (12428.253)
The year under report was really a tough period. The company ceased its
manufacturing activities due to various unavoidable reasons. As,no
operations were carried out during the year, company has generated only
trading and other income during the year under report. During previous
year also the company suffered losses in steel business. Due to tough
competition in the market along with increasing cost of production, the
company was not able to make its operations viable. This year also the
company did not get any orders and hence no manufacturing activity was
carried.
Your directors are planning to totally disinvest from steel business
and invest funds in viable projects/fields.
RESOLUTION UNDER SECTION 293 (1) (a) of COMPANIES ACT, 1956
An Ordinary resolution was passed through Postal Ballot under Section
293 (1) (a) of the Companies Act, 1956 on 19th April, 2012 authorizing
the Board of Directors of the company to sell, lease or otherwise
dispose of the whole or substantially the whole of the undertaking of
the company at Village Jassran, Amloh Road, Mandi Gobindgarh engaged in
manufacturing of M.S. Ingots at its principal product.
As is evident from the attached financial statements of the company,
disinvestment from steel business was necessary. The management is
looking into various avenues available for investment and
diversification. Management is working upon various investment
proposals including information technology, business process
outsourcing, hospitality, establishment of Resorts/motels, retail chain
stores etc.
DIVIDEND
Due to non availability of any profits, your directors regret their
inability to recommend dividend for the year 2012.
DIRECTORS
Mr. Jawahar Lai Goyal and Mr. Krishan Kumar Bhatia , retire by rotation
and being eligible, offer themselves for re-appointment. A brief
profile of directors containing details of their qualifications
expertise and other directorships has been given in Notice of Annual
General Meeting of the company.
AUDITORS
M/s S K Bhalla & Company, Chartered Accountants, Statutory Auditors of
the Company retire at the ensuing Annual General Meeting and are
eligible for re-appointment.
As required under the provisions of Section 224(1 B) of the Companies
Act, 1956, the company has obtained a written certificate from the
Auditors to the effect that their re-appointment, if made, would be in
conformity with the limits specified therein.
COMMENTS ON AUDITORS REPORT
Point wise reply on Auditors Qualification
1( C) Due to non availability of business, the company had to stop the
production w.e.f. December, 2010. Due to non -production , the plant
and machinery was becoming obsolete. Your directors were left with no
chance except to sale a part of fixed assets. However, the company
remains going concern. Earnest efforts are being made to revive it.
Further, the company has also carried a resolution u/s 293 (1) (d) of
the Companies Act, 1956 through Postal Ballot in terms of Companies
(Passing of Resolutions by Postal Ballot) Rules, 2011 for sale of
undertaking.
3 (b) The company had advanced loans to certain entities. Due to break
in continuity of business, the recovery of such loan has become
impossible. When the recovery of principal amount has been doubtful,
the interest has not been charged to give a true and fair view of
accounts. These transactions are in the ordinary course of business.
6. No unsecured loans have been accepted from business firms and
relatives of directors. These transactions and outstanding are on
account of business transactions during the year.
11. Due to the reasons beyond the control of Directors, the company
has defaulted in making payments to IDBI Bank Ltd, Mandi Gobindgarh
against Secured Loans (C/C & BP). An application for one time
settlement & waiver of interest, charged by the bank, has been
submitted and duly approved by IDBI Bank Ltd., New Delhi and
consequently interest has not been provided for in the books of
accounts pertaining to these loans.
FIXED DEPOSITS
During the year, Company has not accepted any fixed deposits under
Section 58A of the Companies Act, 1956.
M shares of to company alerts
Guidelines 2003 is pending with Delhi Stock Exchange. compliance forms
part of this report. Management Discussion and Analysis Report is also
attached with this report.
PARTICULARS OF EMPLOYEES u/s (2a) of the COMPNIES ACT,1956
The information required under section 217 (2A) of the companies
Act,1956 read with companies (particulars of Employees) Rules 1975 may
be treated as NIL. Industrial relations continued to be peaceful and
cordial.
DIRECTORS RESPONSIBILITY STAEMENT
In accordance with the provisions of section 217 (2AA) of the Companies
AC, 1956, your directors confirm:
i) that in the preparation of the annual accounts for the period ended
March 31-, 2012, the applicable accounting standards have been
followed.
ii) that appropriate accounting policies have been selected and
applied consistently and judgments and estimates that are reasonable and
prudent have been made been so as to give a true and fair of the state
of affairs as at march 31,2012 and of the net profit earned by the
Company for financial period ended March 31,2012.
iii) 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
detecting fraud and other irregularities.
W) that the annual accounts for the period ended March 31,2012 have
been prepared on a going concern basis.
6) Technology absorption, Adaptation & Innovation.
The company is committed to the process involving industry knowledge,
training and adoption.
ACKNOWLEDGMENT
The Directors wish to convey their appreciation to business associates
for their support and contribution during the year. The Directors would
also like to thank the employees, shareholders, customers, suppliers
and bankers for the continued support given by them to the Company and
their confidence reposed in the management.
Place : Mandi Gobindgarh For and on behalf of the Board of Directors
Dated : 25.08.2012
Sd/- Sd /-
Ranjeev Bhatia Kanav Bhatia
(Managing Director) (Director)
Mar 31, 2011
Dear Members,
The Directors are pleased to present the 21st Annual Report of the
Company and the Audited Accounts for the financial year ended 31st
March 2011.
FINANCIAL RESULTS
Sr. Particulars 31.03.2011 31.03.2010
No. (Rs. in Lac) (Rs. in Lac)
1. Sales/Other Income 4161.11 7328.48
2. Profit/(Loss) before Depreciation
& Interest 104.10 219.79
3. Depreciation 33.80 33.30
4. Interest 194.55 139.79
5. Profit/(Loss) before Tax (124.25) 46.68
6. Profit after Tax (124.28) 31.07
Your directors hereby report that the year 2010-2011 was a tough one.
The company's sales has gone down substantially and correspondingly
profits of the company have turned into losses. Increasing competition
in the market and increase in expenses are important factors
contributing to company's low performance.
Your directors are trying their best to improve the performance of the
company in months to come.
DIVIDEND
Due to non availability of profits your directors do not recommend any
dividend for the year ended on 31st March, 2011.
DIRECTORS
In accordance with the provisions of the Companies Act, 1956 and as per
the Articles of Association of the company Mr. Kanav Bhatia and Mr.
Vishal Patel, Directors retires by rotation and being eligible offer
themselves for reappointment at the ensuing Annual General Meeting.
Mr. Sanjay Das was appointed as Additional Director of the company on
10.08.2011. and holds office upto the date of forthcoming Annual
General Meeting. The company has received a notice in writing from a
member proposing his candidature for the office of Director. His
appointment as director will be confirmed in the Annual General Meeting
with the approval of the members.
Details of Directors to be appointed/re-appointed as required under
Clause 49 of the Listing Agreement are contained in the accompanying
notice of the forthcoming Annual General Meeting.
AUDITORS
M/s S K Bhalla & Company, Chartered Accountants, Statutory Auditors of
the Company, hold office until the conclusion of the ensuing Annual
General Meeting and are eligible for re-appointment.
The Company has received a certificate from the Auditors to the effect
that their appointment, if made, would be in accordance with Section
224(1B) of the Companies Act, 1956. The Board recommends their
re-appointment.
COMMENTS ON AUDITORS REPORT
Comments made by the Statutory Auditors in the Auditors' Report are
self-explanatory and do not require any further clarification.
FIXED DEPOSITS
During the year, Company has not accepted any fixed deposits within the
meaning of Section 58A of the Companies Act, 1956 and as such no amount
of principal or interest on account of fixed deposits is outstanding,
as on the date of Balance Sheet.
CORPORATE GOVERNANCE
Adoption of best ethical business practices in the company within the
regulatory framework is the essence of good corporate governance. On
the one hand corporate governance calls for accountability of the
persons who are at the helm of affairs of the company and on the other
hand it also brings benefits to the stakeholders of the company such as
investors, customers, employees and the society at large. Your company
continues to believe in such business practices and gives thrust on
providing reliable financial information, maintenance of transparency
in all its business dealings and ensuing strict compliance of all
applicable laws.
The report of Corporate Governance as stipulated under Clause 49 of the
Listing Agreement forms part of the Annual Report.
The requisite Certificate from the Statutory Auditors of the company,
confirming compliance with the conditions of Corporate Governance as
stipulated under the aforesaid Clause 49, is attached to this Report.
MANAGEMENT DISCUSSION AND ANAYLSIS REPORT
Management Discussion and Anaylsis Report as stipulated under Clause 49
of the listing agreement is attached separately with this report.
COMPANIES COMPLIANCE CERTIFICATE
The compliance certificate issued by a Practicing Company Secretary in
terms of the provisions of Section 383A of the Companies Act, 1956 and
Companies (Compliance Certificate) Rules 2001, is attached to this
report.
PARTICULARS OF EMPLOYEES U/S 217 (2A) OF THE COMPANIES ACT, 1956 The
information in respect of particulars of employees u/s 217(2 A) of the
Companies Act, 1956 read with Companies (Particulars of Employees)
Rules 1975 may be treated as NIL.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Director's Responsibility Statement, it is
hereby confirmed that:
i) That in the preparation of the annual accounts for the period ended
March 31st, 2011, the applicable accounting standards have been
followed.
ii) That appropriate accounting policies have been selected and applied
consistently and judgments and estimates that are reasonable and
prudent have been made so as to give a true and fair view of the state
of affairs as at March 31, 2011 and of the net profit earned by the
Company for financial period ended March 31, 2011.
iii)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.
iv) That the annual accounts for the period ended March 31, 2011 have
been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUT GO
Particulars in respect of conservation of energy and technology
absorption and foreign exchange earnings and out go as required under
section 217(1) (e) of the Companies Act. 1956 are provided as under:
A) Conservation of Energy.
B) Technology absorption, Adaptation & Innovation.
The company is committed to the process involving industry knowledge,
training and adoption.
C) Foreign exchange earning & outgo (Rs. in Lac):
During the period under review, the company has not earned any foreign
exchange neither there was any foreign exchange outgo during the year
under review.
STOCK EXCHANGES
1. Bombay Stock Exchange Ltd. Mumbai
2. The Delhi Stock Exchange Limited.
Applications for Voluntary delisting under securities and Exchange
Board of India(Delisting of Securities) Guidelines 2003 is pending with
Delhi Stock Exchange.
ACKNOWLEDGMENT
Your Directors would like to convey their appreciation for all the
co-operation and assistance received from the Government Authorities,
Financial Institutions, Banks, Customers, Vendors and Stakeholders of
the company during the year under review. We look forward to receiving
the continued patronage of all our business constituents to become a
better and stronger company.
Place : Mandi Gobindgarh For and on behalf of the Board of Directors
Dated : 3rd September, 2011
Ranjeev Bhatia Kanav Bhatia
(Managing Director) (Director)
Mar 31, 2010
The Directors are pleased to present the 20th Annual Report of the
Company and the Audited Accounts for the financial year ended 3tst
March 2010.
FINANCIAL RESULTS
Sr.
No. Particulars 31.03.2010 31.03.2009
(Rs. in Lac) (Rs. in Lac)
1. Sales/Other Income 7328.48 9204.33
2. Profit before Depreciation & Interest 219.79 178.26
3. Depreciation 33.30 29.04
4. Interest 139.79 114.62
5. Profit before Tax 46.68 34.60
6. Profit after Tax 31.07 23.89
The year under review witnessed unprecedented fluctuation in raw
materials cost, availability of labour at certain wages and
uninterrupted power supply.
Your directors report that during the year under review, there is fall
in turnover of the company. Although there is decline in sales but
there is increase in net profits after taxes which has been possible
due to efficient use of available resources and also control over
wastage. During the year under review interest payments have increased.
DIVIDEND
In view of marginal profits earned by the Company, your Directors
regret their inability to recommend any dividend.
FIXED DEPOSITS
During the year under report, your Company did not accept any fresh
deposit from the public in terms of the provisions of Section 58A of
the Companies Act, 1956.
DIRECTORS
Mr. J.L. Goyal, Director retires by rotation and being eligible offers
himself for reappointment.
Mr. K. K. Bhatia, Director retires by rotation and being eligible
offers himself for reappointment.
Brief particulars and expertise details of directors seeking
re-appointment and other directorship and committee membership
positions held by them have been given in the notice convening Annual
General Meeting.
Directors recommend the resolutions pertaining to re-appointment of
Directors, for approval of the members.
In terms of clause 49 of the Listing Agreement with Stock Exchanges,
the details of Directors to be appointed/re-appointed are contained in
the accompanying notice of the forthcoming Annual General Meeting.
AUDITORS
M/s S K Bhalla & Company, Chartered Accountants, Auditors of the
Company will retire at the conclusion of the forthcoming Annual General
Meeting and being eligible, offer themselves for re-appointment. The
Company has received a certificate from the Auditors to the effect that
their appointment, if made, would be in accordance with Section 224(1B)
of the Companies Act, 1956. The Board recommends their re- appointment.
AUDITORS REPORT
Comments made by the Statutory Auditors in the Auditors Report are
self-explanatory and do not require any further clarification.
CORPORATE GOVERNANCE
The company is committed to maintain the highest standards of Corporate
Governance and adhere to the Corporate Governance requirements set out
by SEBI. The Report on Corporate Governance as stipulated under Clause
49 of the Listing Agreement forms part of the Annual Report. The
requisite certificate from the Auditors of the company confirming
compliance with the conditions of Corporate Governance as per Clause 49
of the Listing Agreement, is attached to this Report.
Management Discussion and Analysis Report for the year under review, as
provided under Clause 49 of the Listing Agreement , is also attached to
this Report.
COMPANIES COMPLIANCE CERTIFICATE
The compliance certificate issued by a Practicing Company Secretary in
terms of the provisions of Section 383A of the Companies Act, 1956 and
Companies (Compliance Certificate) Rules 2001, is attached to this
report.
B) Technology absorption, Adaptation & Innovation.
The company is committed to the process involving industry knowledge,
training and adoption.
C) Foreign exchange earning & outgo (Rs. in Lac):
During the period under review, the company has not earned any foreign
exchange neither there was any foreign exchange outgo during the year
under review.
DIRECTORS RESPONSIBILITY STATEMENT: -
Your Directors make the following statement in terms of Section
217(2AA) of the Companies Act, 1956:
i) That in the preparation of the annual accounts for the period ended
March 31st, 2010. the applicable accounting standards have been
followed.
ii) That appropriate accounting policies have been selected and applied
consistently and judgments and estimates that are reasonable and
prudent have been made so as to give a true and fair view of the state
of affairs as at March 31st, 2010 and of the net profit earned by the
Company for financial period ended March 31st, 2010.
iii) 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.
iv) That the annual accounts for the period ended March 31st, 2010 have
been prepared on a going concern basis.
PARTICULARS OF EMPLOYEES U/S 217 (2A) OF THE COMPANIES ACT, 1956
The information in respect of particulars of employees u/s 217(2A) of
the Companies Act, 1956 read with Companies (Particulars of Employees)
Rules 1975 may be treated as NIL.
ACKNOWLEDGMENT
Your Directors take this opportunity to place on record their warm
appreciation for the invaluable contribution given and the spirit of
dedication shown by the employees at all levels during the financial
year 2009-2010. The Directors also express their deep gratitude for the
business assistance, co- operation and support extended by its
Customers, Banks Government Departments, suppliers, service providers,
and the shareholders during the year.
For and on behalf of the Board of Directors
Sd/- Sd/-
Place : Mandi Gobindgarh Ranjeev Bhatia Kanav Bhatia
Dated : 1st September 2010 (Mg. Director) (Director)