Mar 31, 2018
BOARD''S REPORT
To the Members
Your Directors are pleased to present their 61st Annual Report together with the audited financial statements of the company for the year ended 31st March 2018.
1. FINANCIAL PERFORMANCE (Rs lakh)
Particulars |
2017-18 |
2016-17 |
Profit before tax |
1,853.95 |
2,111.54 |
Less: Provision for Taxation: |
||
- Current Tax |
839.28 |
599.84 |
- Deferred tax |
(180.23) |
(163.88) |
- Net provision for tax (earlier years) |
2.27 |
0.02 |
Profit after tax |
1,192.63 |
1,675.56 |
Surplus brought forward from previous year |
1,087.19 |
1,472.88 |
Transfer from General Reserve |
1,000.00 |
- |
Transfer from Revaluation Reserve |
43.24 |
43.24 |
Amount available for appropriation |
3,323.06 |
3,191.68 |
Appropriations |
||
Transfer to Statutory Reserve |
238.53 |
335.11 |
Interim Dividend on Preference Shares* |
110.61 |
105.00 |
Tax on Preference Dividend* |
22.51 |
21.38 |
Dividend on Equity Shares Paid (FY 2017) |
500.00 |
- |
Tax on Equity Dividend (FY 2017) |
101.80 |
- |
Transfer to Debenture Redemption Reserve |
1,333.00 |
1,643.00 |
Balance carried over to Balance Sheet |
1,016.61 |
1,087.19 |
Total |
3,323.06 |
3,191.68 |
* Interim Dividend for the financial year 2017-18 was paid during April 2018
Equity Dividend recommended for the financial year 2017-18, if approved by the members, will be recognised as a liability during the financial year 2018-19
2. BUSINESS
For the year under review, the company disbursed Rs 54,964 lakh in hire purchase operations as against Rs 53,791 lakh during the previous financial year. The collection efficiency continues to be good. Your directors hope to achieve better business disbursements and profitability in the coming years.
3. CHANGE IN NATURE OF BUSINESS, IF ANY
During the year, there was no change in the nature of business of the company.
4. DIVIDEND Preference Shares
Your Directors have, at their meeting held on 28th March 2018, declared an interim dividend of Rs 10 per share on 10% Redeemable Cumulative Preference Shares of Rs 100 each and a pro rata dividend on 9% Redeemable Cumulative Preference Shares of Rs 100 each for the financial year ended 31st March 2018 amounting to Rs 110.61 lakh. The dividend distribution tax on the above is Rs 22.51 lakh.
Equity Shares
Your Directors are pleased to recommend a dividend of Rs 1 per equity share (10% on the face value of equity share of Rs 10 each) for the year ended 31st March 2018 amounting to Rs 500.00 lakh. The dividend distribution tax works out to Rs 102.80 lakh.
5. TRANSFER TO RESERVES
No amount has been proposed to be transferred to general reserve.
6. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (Listing Regulations), a report on Management Discussion and Analysis, which forms part of this report, is set out in Annexure 1.
7. REDEMPTION OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES
As per the terms and conditions of the Public Issue Prospectus dated 18th February 2015, your company has redeemed Non-Convertible Debentures issued under Option III, IV and V aggregating to Rs 1,535.32 lakh. The repayment was made on 31st March 2018 to the respective Debenture holders.
Further, as per the terms and conditions of the Public Issue Prospectus dated 30th March 2016, your company has redeemed Non-Convertible Debentures issued under Option I and II aggregating to Rs 3,432.09 lakh. The repayment was made on 18th May 2018 to the respective Debenture holders.
8. ALLOTMENT OF REDEEMABLE CUMULATIVE PREFERENCE SHARES ON PRIVATE PLACEMENT BASIS
During the year, your company has issued and allotted 9% Redeemable Cumulative Preference Shares of Rs 100 each for an amount of Rs 835 lakhs.
9. DEPOSITS
The total deposits with the company as at 31st March 2018 stood at Rs 16,296.73 lakh as against Rs 14,959.06 lakh as at the end of the previous year.
As at the end of the financial year 2018, 403 public deposits aggregating to Rs 274.30 lakh were due for repayment, but remained unclaimed. The Company has been regularly reminding the depositors about the maturity and out of the said deposits, 169 deposits amounting to Rs 153.94 lakh have since been claimed and repaid / renewed as per their instructions.
10. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
During the year 2017-18, your Company has transferred unclaimed matured debentures and deposits amounting to Rs 2.91 lakhs to Investor Education and Protection Fund.
11. DIRECTORS AND KEY MANAGERIAL PERSONNEL
a. Cessation
Your Directors regret to inform that Sri A Shanmugasundaram, Independent Director, passed away on 19th September 2017. The Board places on record it''s deep appreciation for the valuable guidance provided by him during his long association with the Company.
b. Retiring by rotation
In accordance with the provisions of Section 152(6) of the Companies Act 2013, Dr. M Manickam, Chairman (DIN: 00102233) will retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offers himself for re-appointment. The Board recommends his re-appointment.
c. Continuation of Directorship
In terms of Regulation 17(1A) of the Listing Regulations as amended on 9th May 2018, Sri P S Gopalakrishnan, Non-Executive Independent Director, who is aged more than 75 years, will be continuing as an Independent Director till the end of his present tenure, i.e., up to 26th September 2019, which has been recommended by Nomination and Remuneration Committee and Board of Directors to members.
d. Key Managerial Personnel
In terms of Section 203 of the Companies Act 2013, Sri M Balasubramaniam, Vice Chairman and Managing Director, Dr S Veluswamy, Chief Executive Officer, Sri M K Vijayaraghavan, Chief
Financial Officer and Sri S Venkatesh, Company Secretary are the Key Managerial Personnel (KMPs) of the Company.
e. Remuneration Policy
Company''s policy on Director''s appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Section 178(3) of the Act are covered in the Corporate Governance Report which forms part of the Board''s Report. The policy on remuneration is set out in Annexure 2. Further, information about elements of remuneration package of individual directors is provided in the extract of Annual Return as required under Section 92(3) of the Act and is enclosed as Annexure 3 in the prescribed form MGT-9 which forms part of this Report.
f. Number of Meetings of the Board
Five (5) meetings of the Board of Directors of the Company were held during the year. For details of the meetings, please refer to the Corporate Governance Report, which forms part of this Report.
g. Independent Directors'' Declaration
Sri P S Gopalakrishnan, Dr A Selvakumar, Smt. Priya Bhansali and Sri K P Ramakrishnan who are Independent Directors, have submitted declarations that each of them meet the criteria of independence as provided in sub-section (6) of Section 149 of the Act and Regulation 25 of the Listing Regulations. Further, there has been no change in the circumstances which affect their status as independent directors during the year.
h. Code of Conduct for Directors and Senior Management
The Directors and members of the Senior Management have confirmed compliance with the code of conduct. A declaration to this effect has been signed by Vice Chairman and Managing Director and forms part of the Annual Report.
i. Inter se relationship amongst Directors
Except Dr M Manickam, Chairman, Sri M Balasubramaniam, Vice Chairman and Managing Director and Sri M Srinivaasan, Director who are related to each other, none of the other Directors is related to each other within the meaning of the term "relative" as per Section 2(77) of the Companies Act 2013 read with Listing Regulations.
j. Board Evaluation
In terms of the requirements of Companies Act 2013 and Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, individual Directors as well as the evaluation of its Committees.
The evaluation was carried out based on a structured questionnaire which includes performance criteria such as performance of duties and obligations, independence of judgement, level of engagement and participation, contribution in increasing the Board''s over-all effectiveness etc. Your directors have expressed their satisfaction on functioning and performance of Individual Directors, Board and its Committees.
12. AUDIT COMMITTEE
The present Audit Committee has three non-executive directors as members of which two are Independent Directors.
The composition of the Committee is given below:
a. Dr A Selvakumar, Chairman
b. Sri M Srinivaasan, Member
c. Sri K P Ramakrishnan, Member
13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
During the financial year 2017-18, there has been no loans, guarantees or investments which would attract the provisions of Section 186 of the Act.
14. TRANSACTIONS WITH RELATED PARTIES
The Company has entered into contracts or arrangements with the related parties in the ordinary course of business and these are on arm''s length basis only. There are no contract or arrangement entered into with Related Party(ies) during the year to be disclosed under Sections 188(1) and 134(h) of the Companies Act 2013.
15. INTERNAL CONTROL
The information about internal controls is set out in the Management Discussion and Analysis Report which forms part of this Report.
16. RISK MANAGEMENT
The Risk Management is overseen by the Risk Management Committee of the Company. The Committee oversees the Company''s processes and policies for determining risk tolerance against established levels. Major risks identified by the business and functions are systematically addressed through mitigating actions on a continuous basis. For details, please refer to the Management Discussion and Analysis Report which forms part of the Board''s Report.
17. VIGIL MECHANISM
The Company has established a vigil mechanism of Directors and employees to report their genuine concerns. During the year, no complaint has been received in this regard. For details, please refer to Corporate Governance Report which forms part of this Report.
18.CORPORATE GOVERNANCE REPORT
As required under Regulation 34(3) and Schedule V to the Listing Regulations, a report on Corporate Governance and a certificate from the auditors of the company regarding compliance of the conditions of Corporate Governance form part of the Annual Report.
19. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT 2013
The Company has put in place a Sexual Harassment Prevention Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013. An Internal Compliance Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees are covered under this Policy. During the year 2017-18, there were no complaints received in this regard by the ICC.
20. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS
The Company has put in place necessary internal financial controls which are adequate and are operating effectively. The controls are adequate for ensuring the orderly and efficient conduct of the business, completeness of accounting records and timely preparation of reliable financial information, besides adherence to the Company''s policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy, etc.
21. DIRECTORS'' RESPONSIBILITY STATEMENT
As required under Section 134(5) of the Companies Act 2013, your directors confirm, to the best of their knowledge and belief that:
a. in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;
b. they have selected such accounting policies and applied them consistently and 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 of the company for the financial year;
c. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
d. they have prepared the annual accounts on a going concern basis;
e. they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively; and
f. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
22. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The CSR Policy of the Company and the details about the initiatives taken by the Company on CSR during the year as per the Companies (Corporate Social Responsibility Policy) Rules 2014 have been disclosed in Annexure - 4. Further, details regarding composition of Corporate Social Responsibility Committee and other particulars are provided in the Corporate Governance Report which forms part of this report.
Your Company has so far spent Rs 10.21 lakhs as against Rs 44.68 lakhs required to be spent during the previous financial year 2016-17. The unspent balance amount of Rs 34.47 lakh for previous year 2016-17 was also spent during the financial year 2017-18.
23. AUDITORS
a. Statutory Auditors
M/s P K Nagarajan & Co., Chartered Accountants (ICAI Regn. No. : 016676S) were appointed as statutory auditors of the Company at the 60th Annual General Meeting to hold office up to the conclusion of the 65th Annual General Meeting. They have confirmed their eligibility under Section 141 of the Companies Act 2013 and the rules framed under the Act for continuation of their term.
M/s. P K Nagarjan & Co, Chartered Accountants, have audited the accounts of the company for year 2017-18 and submitted their report thereon. There has been no qualification, reservation, adverse remarks or disclaimer given by the Auditors in their report.
b. Secretarial Auditors
The Board appointed M/s. S Krishnamurthy & Co, Practicing Company Secretaries, Chennai as Secretarial Auditors for the year 2017-18 and they have given their Secretarial Audit Report for the financial year 2017-18. The Secretarial Audit Report for the financial year 31st March 2018 is set out in Annexure - 5.
M/s. S Krishnamurthy & Co, Secretarial Auditors, have submitted their report for the financial year 2017-18 and there has been no qualification, reservation, adverse remarks or disclaimer given by the Auditors in their report.
24. PARTICULARS REQUIRED UNDER SECTION 134 OF THE COMPANIES ACT 2013
Particulars as required under Section 134(3)(m) of the Companies Act 2013 read with Companies (Accounts) Rules 2014 are given below:
a. The Company has no activity involving conservation of energy or technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs 95.48 lakh
The disclosures in terms of Section 197(12) of the Companies Act 2013 read with rule 5(1), (2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 relating to remuneration is enclosed as Annexure 6.
25. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURT
There are no significant and material orders passed by the regulators or courts or tribunals affecting the going concern status of your company and its operations in future.
26. MATERIAL CHANGES AND COMMITMENTS
There are no material changes and commitments which occurred between the end of the financial year of the company and the date of this report affecting the Company''s financial position.
27. EXTRACT OF ANNUAL RETURN
The extract of Annual Return as provided under sub-section (3) of Section 92 of the Companies Act 2013 is enclosed as Annexure - 3 in the prescribed Form MGT-9 and forms part of this Report.
28. PECUNIARY RELATIONSHIP OR TRANSACTIONS OF NON-EXECUTIVE DIRECTORS
During the year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company.
29. SECRETARIAL STANDARDS COMPLIANCE
Your Directors confirm that the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India in relation to Board and General Meetings.
30. ACKNOWLEDGEMENT
Your Directors wish to place on record the valuable assistance and excellent co-operation extended by the members, banks, financial institutions, rating agencies, Reserve Bank of India and other regulatory authorities. The Board of Directors wish to convey their sincere thanks to the depositors and debenture holders of the company for their continued patronage. They also wish to appreciate the excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to guide us in all our endeavors.
For and on behalf of the Board |
|
9th August 2018 |
M Manickam |
Coimbatore |
Chairman |
Mar 31, 2016
BOARD S REPORT
To the Members
The Directors are pleased to present their 59th Annual Report together with the audited accounts of the company for the financial year ended 31st March 2016.
FINANCIAL PERFORMANCE (Rs. lakh)
Particulars |
2015-16 |
2014-15 |
Profit before tax |
2039.93 |
2128.96 |
Less: Provision for Taxation: |
|
|
- Current Tax |
863.07 |
806.18 |
- Deferred tax |
(75.71) |
(259.09) |
- Net Provision for tax (earlier years) |
|
(2.77) |
Profit after tax |
1252.57 |
1584.64 |
Surplus brought forward from previous year |
2112.13 |
1567.14 |
Transfer from Revaluation Reserve |
46.06 |
|
Amount available for appropriation |
3410.76 |
3151.78 |
Appropriations |
|
|
Transfer to Statutory Reserve |
250.51 |
316.93 |
Dividend on Preference Shares |
104.34 |
100.76 |
Tax on Preference Dividend |
21.24 |
20.15 |
Proposed Dividend on Equity Shares |
500.00 |
500.00 |
Tax on Equity Dividend |
101.79 |
101.81 |
Transfer to Debenture Redemption Reserve |
960.00 |
|
Balance carried over to Balance Sheet |
1472.88 |
2112.13 |
Total |
3410.76 |
3151.78 |
BUSINESS
For the year under review, the company disbursed Rs. 52562 lakh in hire purchase operations as against Rs.50266 lakh during the previous financial year. The collection efficiency has been good. Your directors hope to achieve better business disbursements and profitability in the years to come.
CHANGE IN NATURE OF BUSINESS, IF ANY
During the year, there was no change in the nature of business of the company.
DIVIDEND Preference Shares
The Board of Directors have, at their meeting held on 12th March 2016, declared an interim dividend of Rs.10 per share on 10% Redeemable Cumulative Preference Shares of Rs.100 each for the financial year ending 31st March 2016 amounting to Rs.125.58 lakh including dividend distribution tax amount of Rs. 21.24 lakh on pro rata basis.
Equity Shares
Your Directors are pleased to recommend a dividend of Rs. 1 per equity share (10% on the face value of equity share of Rs. 10 each) for the year ended 31st March 2016 amounting to Rs. 601.79 lakh including dividend distribution tax amount of Rs.101.79 lakh.
TRANSFER TO RESERVES
There is no amount proposed to be transferred to general reserve.
ISSUE OF PREFERENCE SHARES (NEW)
During the current year, 3,02,450 10% Redeemable Cumulative Preference Shares of '' 100 each have been issued on private placement basis aggregating to Rs.302.45 lakh. Further, 3,09,700 10% Redeemable
Cumulative Preference Shares of Rs.100 each which were issued on private placement basis during the year 2012 aggregating to Rs.309.70 lakh has been redeemed out of the proceeds of the fresh issue of preference shares.
As at 31st March 2016, the company has a paid-up preference share capital of Rs. 1050.00 lakh comprising of 10,50,000 10% Redeemable Cumulative Preference Shares of Rs. 100 each.
DEPOSITS
The total deposits with the company as at 31st March 2016 stood at Rs. 16,242.60 lakh as against Rs.16,513 lakh as at the end of the previous year.
As at the end of the financial year, 1,088 public deposits aggregating to Rs.709.91 lakh were due for repayment but remained unclaimed. The Company has been reminding the depositors regularly about the maturity and out of the said deposits, 252 deposits amounting to Rs.190.83 lakh have since been claimed and repaid / renewed as per their instructions.
PUBLIC ISSUE OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES FOR Rs.200 CRORE
The Company made a public issue of Secured, Redeemable, Non-Convertible Debentures (NCDs) of Rs.1,000 each up to Rs.100 crore, with an option to retain over subscription up to Rs.100 crore, aggregating to Rs.200 crore. The NCD issue opened on 7th April 2016 and closed on 6th May 2016. The Company received a subscription of Rs.164.87 crore. The Company made allotment of 16,48,708 NCDs to the applicants on 18th May 2016. The NCDs have been listed and admitted for trading with BSE Limited with effect from 23rd May 2016.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
1. Retiring by rotation
In accordance with the provisions of Section 152(6) of the Companies Act 2013, Dr. M Manickam (DIN: 00102233) will retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offers himself for reappointment. The Board recommends his reappointment.
2. Changes in Key Managerial Personnel
Dr.S.Veluswamy, resigned from the post of Chief Financial Officer (CFO) with effect from 14th November 2015 and continues as Senior President (Operations). The Board has also appointed him as a Key Managerial Personnel.
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors appointed Sri. M.K. Vijayaraghavan, Senior President (Finance and Corporate Services) as Chief Financial Officer (CFO) of the Company with effect from 14th November 2015.
In terms of Section 203 of the Companies Act 2013, Sri M Balasubramaniam, Vice Chairman and Managing Director, Sri M K Vijayaraghavan, Chief Financial Officer, Dr S Veluswamy, Senior President (Operations) and Sri S Venkatesh, Company Secretary are the Key Managerial Personnel (KMP) of the Company.
AUDIT COMMITTEE
The Audit Committee has been functioning with the following three non-executive directors of which two are Independent Directors.
1. Dr A Selvakumar, Chairman
2. Sri A Shanmugasundaram, Member
3. Sri M Srinivaasan, Member
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, a report on Management Discussion and Analysis Report forms part of this report.
CORPORATE GOVERNANCE REPORT
As required under Regulation 34(3) and Schedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, a report on Corporate Governance and a certificate from the auditors of the company regarding compliance of the conditions of Corporate Governance as stipulated under the listing regulations forms part of the Annual Report.
DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT 2013
The company has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013 and the rules framed under it.
During the financial year 2015-16, the company has not received any complaint on sexual harassment.
DISCLOSURES REQUIRED UNDER THE COMPANIES ACT 2013 AND THE LISTING REGULATIONS
The information required to be disclosed under the Companies Act 2013 and the Listing Regulations is set out in the Annexure-I and forms part of this report.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS
The Company has put in place internal financial controls which are adequate and are operating effectively. The controls are adequate for ensuring the orderly and efficient conduct of the business, including adherence to the Company''s policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under Section 134(5) of the Companies Act 2013, your directors confirm, to the best of their knowledge and belief, that:
a. in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;
b. they have 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 of the company for the financial year;
c. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
d. they have prepared the annual accounts on a going concern basis;
e. they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively; and
f. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The CSR Policy of the Company and the details about the initiatives taken by the Company on CSR during the year as per the Companies (Corporate Social Responsibility Policy) Rules 2014 have been disclosed in Annexure-II. Further, details regarding composition of Corporate Social Responsibility Committee and other details are provided in the Corporate Governance Report which forms part of this report.
BOARD EVALUATION
The performance evaluation of the Board, its Committees and individual directors was conducted and the same was based on questionnaire and feedback from all the Directors on the Board as a whole, Committees and self-evaluation.
Directors, held separate discussions with each of the Directors of the Company and obtained their feedback on overall Board effectiveness as well as each of the other Directors.
Based on the questionnaire and feedback, the performance of every director was evaluated in the meeting of the Nomination and Remuneration Committee (NRC). The meeting of NRC also reviewed performance of the Managing Director on goals (quantitative and qualitative) set at the beginning of the year in April 2015.
A separate meeting of the Independent Directors ("Annual ID meeting") was convened, which reviewed the performance of the Board (as a whole), the non-independent directors and the Chairman. Post the Annual ID meeting, the collective feedback of each of the Independent Directors was discussed by the Chairman of the NRC with the Board''s Chairman covering performance of the Board as a whole, performance of the non-independent directors and performance of the Boards Chairman.
Some of the key criteria for performance evaluation are as follows:
Performance evaluation of Directors:
- Attendance at Board / Committee Meetings
- Contribution at Board / Committee Meetings
- Guidance to management outside of Board / Committee meetings Performance evaluation of Board and Committees:
- Degree of fulfillment of key responsibilities
- Board structure and composition
- Establishment of Committee''s responsibilities
- Effectiveness of Board processes and information
- Efficacy of communication with external stakeholders
AUDITORS
1. Statutory Auditors
M/s P N Raghavendra Rao & Co (ICAI Reg.No.003328S) were appointed as statutory auditors of the Company at the 57th Annual General Meeting to hold office up to the conclusion of the 60th Annual General Meeting, subject to the annual ratification of the appointment by the members. They have confirmed their eligibility under Section 141 of the Companies Act 2013 and the rules framed under the Act for continuation of their term.
2. Secretarial Auditors
The Company appointed M/s. S Krishnamurthy & Co, Practicing Company Secretaries, Chennai to carry out Secretarial Audit for the financial year 2015-16. The Secretarial Audit Report for the financial year 31st March 2016 is enclosed as Annexure- III.
The clarification to the observations made by the Statutory Auditors and Secretarial Auditor is given below:
The Company had gone in for change of accounting software from the earlier software developed in-house, to newly bought-out software. Due to the migration to the new software, the checks and balances with regard to verification of validity of accounting figures generated from the new software is taking additional time. Because of this, there has been delay in compilation of the various returns like NBS-1, NBS-2, NBS-3, NBS-6 and ALM being submitted to RBI periodically. The company is now taking efforts to streamline the operational procedure and data compiling operations under the new software during the current year and expects to submit the above returns within the time limit prescribed by RBI in future.
The shortfall in maintenance of liquid assets in government securities is reported by reckoning the investment at acquisition cost instead of market price as prescribed by RBI. The correct position in this regard was brought to the notice of RBI and they have accepted the company''s contention. However, RBI has advised the company to incorporate the figures with respect to market price in future.
The Board has appointed M/s. S Krishnamurthy & Co, Practicing Company Secretaries, Chennai as the Secretarial Auditors for the financial year 2016-17. Necessary consent has been received from them to act as Secretarial Auditors.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURT
There are no significant and material orders passed by the regulators or courts or tribunals affecting the going concern status of your company and its operations in future.
MATERIAL CHANGES AND COMMITMENTS
There are no material changes and commitments which occurred during the period under review affecting the Company''s Financial position.
PARTICULARS REQUIRED UNDER SECTION 134 OF THE COMPANIES ACT 2013
Particulars as required under Section 134(3)(m) of the Companies Act 2013 read with Companies (Accounts) Rules 2014 are given below:
a. The Company has no activity involving conservation of energy or technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs.48.96 lakh
The company has no employee drawing remuneration more than the limits prescribed under Section 197 of the Companies Act 2013.
ACKNOWLEDGEMENT
Your Directors wish to place on record the valuable assistance and excellent co-operation extended by the members, banks, financial institutions, rating agencies, Reserve Bank of India and other regulatory authorities. The Board of Directors wish to convey their sincere thanks to the depositors and debenture holders of the company for their continued patronage. They also wish to appreciate the excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to guide us in all our endeavors.
For and on behalf of the Board
10th August 2016 M Manickam
Coimbatore Chairman
Mar 31, 2015
Dear Members,
The Directors are pleased to present their 58th Annual Report together
with the audited accounts of the company for the financial year ended
31st March 2015.
FINANCIAL PERFORMANCE (Rs. lakhs)
Particulars 2014-15 2013-14
Profit before tax 2128.96 2278.66
Less: Provision for Taxation
- Current Tax 806.18 780.17
- Deferred tax (259.09) 82.76
- Net Provision for tax (2.77) -
(earlier years)
Profit after tax 1584.64 1415.73
Surplus brought forward from last year 1567.12 1136.52
Amount available for appropriation 3151.76 2552.25
Appropriations
Transfer to Statutory Reserve 316.93 283.15
Dividend on Preference Shares 100.76 100.00
Tax on preference Dividend 20.15 17.00
Proposed Dividend on Equity Shares 500.00 500.00
Tax on Proposed Equity Dividend 101.81 84.98
Balance carried over to Balance Sheet 2112.11 1567.12
Total 3151.76 2552.25
BUSINESS
During the year, the company disbursed Rs. 50266 lakh in hire purchase
operations as against Rs. 48629 lakh during the previous financial
year. The collection efficiency continues to be very good. Your
directors are hopeful of better business volumes and profitability in
the years to come.
There is no change in the Company's nature of business.
DIVIDEND Preference Shares
The Board of Directors have, at their meeting held on 31st March 2015,
declared an interim dividend of 10% (Rs. 10 per share) on 10%
Redeemable Cumulative Preference Shares of Rs. 100 each for the
financial year ending 31st March 2015 amounting to Rs. 100 lakh.
Further, the Board of Directors at their meeting held on 30th May 2015
recommended a pro rata dividend @ 10% on the 10% Redeemable Cumulative
Preference Shares (new) allotted during the year (Rs. 0.14 on 4,29,550
Preference shares and Rs. 0.05 on 3,18,000 preference shares) amounting
to Rs. 0.76 lakh.
Equity Shares
Your Directors are pleased to recommend a dividend of Rs. 1 per equity
share (10% on the face value of equity share of Rs. 10 each) for the
year ended 31st March 2015.
ISSUE OF PREFERENCE SHARES (NEW)
During the current year, 7,47,550 10% Redeemable Cumulative Preference
Shares of Rs. 100 each have been issued on private placement basis
aggregating to Rs. 747.55 lakh. Further 6,90,300 10% Redeemable
Cumulative Preference Shares of Rs. 100 each which were issued on
private placement basis on 31st March 2012 aggregating to Rs. 690.30
lakh has been redeemed out of the proceeds of the fresh issue of
preference shares.
As at 31st March 2015, the company has a paid-up preference capital of
10,57,250 10% Redeemable Cumulative Preference Shares of Rs. 100 each
aggregating to Rs. 1057.25 lakh.
DEPOSITS
The total deposits with the company as at 31st March 2015 stood at Rs.
16513 lakh as against Rs. 12880 lakh for the corresponding previous
year.
As at the end of the financial year, 923 public deposits amounting to
Rs.467.24 lakh were due for repayment but remained unclaimed. The
Company has been reminding the depositors regularly about the maturity
and out of the said deposits, 428 deposits amounting to Rs. 256.08
lakhs have since been claimed and repaid / renewed as per their
instructions.
PUBLIC ISSUE OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES FOR Rs.
100 CRORE
During the year, the Company made a public issue of Secured,
Redeemable, Non-Convertible Debentures (NCDs) of Rs. 100 each
aggregating to Rs. 100 crore. The NCD issue opened on 27th February
2015 and closed on 19th March 2015. The Company made allotment of
1,00,00,000 NCDs to the applicants on 1st April 2015. The NCDs have
been listed and admitted for trading on BSE Limited with effect from
7th April 2015.
VOLUNTARY DELISTING FROM MADRAS STOCK EXCHANGE LIMITED
At present, our company's equity shares are listed on BSE Limited.
Madras Stock Exchange Limited (MSE) by its letter dated 12th June 2014
informed that SEBI had proposed to issue order for the de-recognition
of MSE as MSE failed to achieve the prescribed trading turnover of
Rs.1000 crore on a continuous basis at any time for the past two years.
In view of this, MSE requested all Companies whose equity shares are
listed on its exchange, to delist the equity shares from MSE.
In view of the above, the Board of Directors at their meeting held on
9th August 2014 approved the proposal for voluntary delisting of its
equity shares from MSE, by complying with SEBI (Delisting of Equity
Shares) Regulations 2009.
On our application, the MSE approved to remove the name of the company
from the list of Listed Securities of the MSE with effect from 5th
December 2014. The equity shares of the Company will continue to be
listed on BSE.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
1. Dr.N.Mahalingam, Promoter of the Company passed away on 2nd October
2014. He was the Chairman of the Company for more than 3 decades. His
advice and guidance immensely benefitted the company in its growth and
adherences to good corporate practices. His overall contribution is
immeasurable to the group as a whole and our company in particular. We
pledge to follow his high standards in conduct of the business and in
all activities.
2. Sri S Ragothaman, Independent Director resigned from the Board with
effect from 14th January 2015. The Board wish to place on record the
very valuable contributions made by him during his tenure of office.
3. Retiring by rotation
In accordance with the provisions of Section 152(6), Sri M Srinivaasan
(DIN: 00102387) will retire by rotation at the ensuing Annual General
Meeting of the Company and being eligible, offer himself for
reappointment. The Board recommends his reappointment.
4. Appointment
Smt. Priya Bhansali (DIN:00195848) has been appointed as an Additional
Director (Non-executive Independent Director) under Section 161 of the
Companies Act 2013 with effect from 31st March 2015.
Similarly, Sri K P Ramakrishnan (DIN:07029959) has been appointed as an
Additional Director (Non-executive Independent Director) under Section
161 of the Companies Act 2013 with effect from 30th May 2015.
As Additional Directors, they hold office up to the date of the ensuing
Annual General Meeting. The Company has received notices as per Section
160(1) of the Companies Act 2013 from members proposing their
appointment as Independent Directors for a period of 5 years commencing
from the conclusion of the forthcoming Annual General Meeting. The
Board recommends their appointment as Independent Directors.
5. Reappointment of Sri M Balasubramaniam as Managing Director
The present term of office of Sri M Balasubramaniam, Managing Director
is valid up to 28th September 2015. Based on the recommendation of
Nomination and Remuneration Committee, the Board of Directors at their
meeting held on 7th August 2015, approved his reappointment for a
further period of 5 years with effect from 29th September 2015. A
resolution relating to his reappointment is placed before the members
for their approval at the ensuing Annual General Meeting.
The profiles of the Director's retiring by rotation, Additional
Directors and the Managing Director, as required under Clause 49 of the
Listing Agreement entered into with Stock Exchange, is given in the
Annexure to the Notice of the 58th Annual General Meeting.
6. Changes in Key Managerial Personnel
Sri M K Vijayaraghavan, Chief Financial Officer (CFO) of the Company
resigned with effect from 30th September 2014. The Board placed on
record its appreciation for the valuable services rendered by him
during his tenure as CFO.
Based on the recommendation of the Nomination and Remuneration
Committee, the Board of Directors appointed Dr S Veluswamy, Senior
President (Operations) as CFO of the Company with effect from 1st
October 2014.
Pursuant to Section 203 of the Companies Act 2013, Sri M
Balasubramaniam, Managing Director, Dr S Veluswamy, Chief Financial
Officer and Sri S Venkatesh, Company Secretary were appointed as Key
Managerial Personnel (KMP) of the Company.
AUDIT COMMITTEE
The Audit Committee has been functioning with the following three
non-executive directors of which two are Independent Directors.
1. Dr A Selvakumar, Chairman
2. Sri A Shanmugasundaram, Member
3. Sri M Srinivaasan, Member
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Clause 49 of the Listing Agreement, a report on
Management Discussion and Analysis Report forms part of this report.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance and a certificate from the auditors of the company
regarding compliance of the conditions of Corporate Governance as
stipulated under the listing agreement forms part of the Annual Report.
The details of policy on remuneration is given in the Corporate
Governance Report.
DISLCOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT 2013
The company has adopted a policy on prevention, prohibition and
redressal of sexual harassment at workplace in line with the provisions
of the Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act 2013 and the rules framed under it.
During the financial year 2014-15, the company has not received any
complaint on sexual harassment.
DISCLOSURES REQUIRED UNDER THE COMPANIES ACT 2013 AND THE LISTING
AGREEMENT
The information required to be disclosed under the Companies Act 2013
and the Listing Agreement is set out in the Annexure-I and forms part
of this report.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 134(5) of the Companies Act 2013, your
directors confirm, to the best of their knowledge and belief, that:
a. in the preparation of the annual accounts, the applicable accounting
standards have been followed and that there are no material departures;
b. they have 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 of the
company for the financial year;
c. they have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act 2013 for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
d. they have prepared the annual accounts on a going concern basis;
e. they have laid down internal financial controls to be followed by
the Company and that such internal financial controls are adequate and
operating effectively; and
f. they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate
and operating effectively.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The CSR Policy of the Company and the details about the initiatives
taken by the Company on CSR during the year as per the Companies
(Corporate Social Responsibility Policy) Rules, 2014 have been
disclosed in Annexure-II. Further details of composition of the
Corporate Social Responsibility Committee and other details are
provided in the Corporate Governance Report which forms part of this
report.
BOARD EVALUATION
The performance evaluation of the Board, its Committees and individual
directors was conducted and the same was based on questionnaire and
feedback from all the Directors on the Board as a whole, Committees and
self-evaluation.
Directors, who were designated, held separate discussions with each of
the Directors of the Company and obtained their feedback on overall
Board effectiveness as well as each of the other Directors.
Based on the questionnaire and feedback, the performance of every
director was evaluated in the meeting of the Nomination and
Remuneration Committee (NRC). The meeting of NRC also reviewed
performance of the Managing Director on goals (quantitative and
qualitative) set at the beginning of the year in April 2015.
A separate meeting of the Independent Directors ("Annual ID meeting")
was convened, which reviewed the performance of the Board (as a whole),
the non-independent directors and the Chairman. Post the Annual ID
meeting, the collective feedback of each of the Independent Directors
was discussed by the Chairman of the NRC with the Board's Chairman
covering performance of the Board as a whole, performance of the
non-independent directors and performance of the Board Chairman.
Some of the key criteria for performance evaluation are as follows:
Performance evaluation of Directors:
* Attendance at Board / Committee Meetings
* Contribution at Board / Committee Meetings
* Guidance to management outside of Board / Committee meetings
Performance evaluation of Board and Committees:
* Degree of fulfilment of key responsibilities
* Board structure and composition
* Establishment of Committee's responsibilities
* Effectiveness of Board processes and information
* Efficacy of communication with external stakeholders
AUDITORS
1. Statutory Auditors
M/s P N Raghavendra Rao & Co (ICAI Reg.No.003328S) were appointed as
statutory auditors of the Company at the 57th Annual General Meeting to
hold office up to the conclusion of the 60th Annual General Meeting,
subject to the annual ratification of the appointment by the members.
They have confirmed their eligibility under Section 141 of the
Companies Act 2013 and the rules framed under the Act for continuation
of their term.
2. Secretarial Auditors
The Company appointed M/s. S Krishnamurthy & Co, Practising Company
Secretaries, Chennai to carry out Secretarial Audit for the financial
year 2014-15. The Secretarial Audit Report for the financial year 31st
March 2015 is enclosed as Annexure- III.
The clarification to the observations in the Secretarial Audit Report
is given below:
The Company had gone in for change of accounting software from the
earlier software developed in-house, to newly bought-out software. On
account of the migration to the new software, the checks and balances
with regard to verification of veracity of accounting figures generated
with the new software took additional time. This has caused the delay
in compilation of the various returns in Form Nos. NBS-1, NBS-2, NBS-3,
NBS-6 and ALM being submitted to RBI periodically. The company is
making efforts to stabilize the accounting operations under the new
software during the current year and expects to submit the aforesaid
returns within the time lines prescribed by RBI prospectively.
The Board has appointed M/s. S Krishnamurthy & Co, Practising Company
Secretaries, Chennai as the Secretarial Auditors for the financial year
2015-16. Necessary consent has been received from them to act as
Secretarial Auditors.
PARTICULARS REQUIRED UNDER SECTION 134 OF THE COMPANIES ACT 2013
As required under Section 134(3)(m) of the Companies Act 2013 read with
Companies (Accounts) Rules 2014 are given below:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs. 49.68 lakh
The company has no employee drawing remuneration more than the limits
prescribed under Section 197 of the Companies Act 2013.
ACKNOWLEDGEMENT
Your Directors wish to place on record the valuable assistance and
excellent co-operation extended by the members, banks, financial
institutions, rating agencies, Reserve Bank of India and other
regulatory authorities. The Board of Directors wish to convey their
sincere thanks to the depositors and debenture holders of the company
for their continued patronage. They also wish to appreciate the
excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to
guide us in all our endeavours.
For and on behalf of the Board
7th August 2015 M Manickam
Coimbatore Chairman
Mar 31, 2014
Dear members,
The Directors are pleased to present their Fifty Seventh Annual Report
together with the audited accounts of the company for the financial
year ended 31st March 2014.
FINANCIAL PERFORMANCE (Rs. lakhs)
Particulars 2013-14 2012-13
Profit before tax 2278.66 2133.04
Less: Provision for:
- Current Tax 780.17 691.66
- MAT credit utilization - 31.13
- Deferred tax 82.76 (4.61)
Net Provision for Income Tax (earlier years) - 15.01
Net Profit after tax 1415.73 1399.85
Add : Surplus brought forward from 1136.52 711.95
previous year
Amount available for appropriation 2552.25 2111.80
Appropriations
Transfer to Statutory Reserve 283.15 279.97
Interim Dividend on Preference Shares 100.00 94.93
Tax on Interim Dividend on Preference Shares 17.00 15.40
Proposed Dividend on Equity Shares 500.00 500.00
Tax on Proposed Equity Dividend 84.98 84.98
Surplus carried to balance sheet 1567.12 1136.52
Total 2552.25 2111.80
BUSINESS
During the year, the company disbursed Rs. 48629 lakhs in hire purchase
business as against Rs. 47,038 lakhs during the previous financial
year. The collection efficiency continues to be at its best. Your
directors are confident of achieving better business volumes and
profitability in the years ahead.
RESERVES AND SURPLUS
As required under Section 45IC of the Reserve Bank of India Act 1934,
the Company has transferred 20% of the net profit after tax to
Statutory Reserve.
DIVIDEND
Preference Shares
The Board of Directors have, at their meeting held on 25th March 2014,
declared an interim dividend of 10% (Rs. 10 per share) on 10%
Redeemable Cumulative Preference Shares of Rs. 100 each for the
financial year ending 31st March 2014. The preference dividend involved
a cash outflow of Rs. 117 lakhs including dividend distribution tax.
Your Directors have confirmed the interim dividend paid on preference
shares for the financial year ended 31st March 2014 as final dividend
on preference shares.
Equity Shares
Your Directors are pleased to recommend a dividend of Rs. 1 per equity
share (10% on the face value of equity share of Rs. 10 each) for the
year ended 31st March 2014. Further, the equity dividend, which is
subject to the approval of members at the forthcoming annual general
meeting, would involve a cash outflow of Rs. 584.98 lakhs including
dividend distribution tax.
DEPOSITS
The total deposits with the company as at 31st March 2014 stood at Rs.
12880 lakhs as against Rs. 5,477 lakhs for the corresponding previous
year.
As at the end of the financial year, 561 public deposits amounting to
Rs. 223.21 lakhs were due for repayment but remained to be claimed or
renewed. The Company has been reminding the depositors regularly about
the maturity and out of the said deposits, 128 deposits amounting to
Rs. 77.88 lakhs have since been claimed and repaid / renewed as per
their instructions.
DIRECTORS
Sri A Shanumgasundaram and Sri S Ragothaman, Directors are liable to
retire by rotation at the ensuing Annual General Meeting. In terms of
Section 149 of the Companies Act 2013, the Company has proposed to
appoint Sri A Shanmugasundaram, Sri S. Ragothaman, Dr A Selvakumar and
Sri P S Gopalakrishnan as independent directors at the ensuing Annual
General Meeting.
The profile of Directors, as required under Clause 49(IV)(G) of the
Listing Agreement are given in the Annexure to the Notice of the 57th
Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee has been functioning with the following three
non-executive directors of which two are Independent Directors.
1. Dr A Selvakumar, Chairman
2. Sri A Shanmugasundaram, Member
3. Sri M Srinivaasan, Member
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Clause 49 of the Listing Agreement, a report on
Management Discussion and Analysis Report forms part of this report.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance and a certificate from the auditors of the company
regarding compliance of the conditions of Corporate Governance as
stipulated under the listing agreement forms part of the Annual Report.
PARTICULARS REQUIRED UNDER SECTION 217 OF THE COMPANIES ACT 1956
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs. 44.50 lakhs
The company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act 1956, your
directors confirm, to the best of their knowledge and belief, that:
a. in the preparation of the annual accounts, the applicable
accounting standards have been followed and that no material departure
has been made from it;
b. the Company has selected such accounting policies and applied them
consistently and 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 of the
company for the financial year;
c. the Company has taken proper and sufficient care 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; and
d. the annual accounts of the Company has been prepared on a going
concern basis.
AUDITORS
M/s P N Raghavendra Rao & Co (ICAI Reg.No:003328S) Chartered
Accountants, Coimbatore retire at the conclusion of the ensuing Annual
General Meeting. It is proposed to re-appointment them as statutory
Auditors of the Company from the conclusion of the forthcoming Annual
General Meeting till the conclusion of the 60th Annual General Meeting,
subject to ratification of their appointment at every Annual General
Meeting. The company has obtained a confirmation from the auditors that
their reappointment, if made, at the forthcoming annual general meeting
would be within the conditions specified under Section 139 of the
Companies Act 2013.
The Members, year on year, will be requested to ratify their
appointment of Auditors and to authorize the Board of Directors to fix
their remuneration. In this connection, the attention of the Members is
invited to Item No.4 of the Notice.
ACKNOWLEDGEMENT
Your Directors wish to place on record the valuable assistance and
excellent co-operation extended by the members, banks, financial
institutions and government authorities. Your Directors wish to convey
their sincere thanks to the depositors and debenture holders of the
company for their continued patronage. They also wish to appreciate the
excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower her blessings and to
guide us in all our endeavours.
For and on behalf of the Board
Coimbatore M Manickam
9th August 2014 Chairman
Mar 31, 2013
To the Members
The Directors are pleased to present their Fifty Sixth Annual Report
together with the audited accounts of the company for the financial
year ended 31st March 2013.
FINANCIAL PERFORMANCE
(Rs. lakhs)
Particulars 2012-13 2011-12
Profit before tax 2133.04 1717.05
Less: Provision for:
- Current Tax 691.66 451.26
- MAT credit (Entitlement) / Utilization 31.13
- Deferred tax (4.61) 105.38
Net Provision for Income Tax (earlier
years) 15.01 (1.29)
Net Profit after tax 1399.85 1161.70
Add : Surplus brought forward
from previous year 711.95 363.92
Amount available for appropriation 2111.80 1525.62
Appropriations
Transfer to Statutory Reserve 279.97 232.34
Interim Dividend on Preference Shares 94.93 0.19
Tax on Interim Dividend on
Preference Shares 15.40 0.03
Proposed Dividend on Equity Shares 500.00 500.00
Tax on Proposed Equity Dividend 84.98 81.11
Surplus carried to balance sheet 1136.52 711.95
Total 2111.80 1525.62
BUSINESS
During the year'' the company disbursed Rs. 47''038 lakhs in hire purchase
business as against Rs. 42''133 lakhs during the previous financial year.
The collection efficiency continues to be at its best. Your directors
are hopeful of better business volumes and profitability in the coming
years.
RESERVES AND SURPLUS
As required under Section 45IC of the Reserve Bank of India Act 1934''
the Company has transferred 20% of the net profit after tax to
Statutory Reserve.
DIVIDEND
a. Preference Shares
The Board of Directors have'' at their meeting held on 30th March 2013''
declared an interim dividend of Rs. 10 per share (10% per share''
including pro rata) on 10% Redeemable Cumulative Preference Shares of Rs.
100 each for the financial year ending 31st March 2013. The preference
dividend involved a cash outflow of Rs. 110.33 lakhs including dividend
distribution tax.
Your Directors have confirmed that the interim dividend paid on
Redeemable Cumulative Preference Shares for the financial year ended
31st March 2013 be treated as final dividend.
b. Equity Shares
Your Directors are pleased to recommend a dividend of Rs. 1 per equity
share (10% on the face value of equity share of Rs. 10 each) for the year
ended 31st March 2013. Further'' the equity dividend'' which is subject
to the approval of members at the forthcoming annual general meeting''
would involve a cash outflow of Rs. 584.98 lakhs including dividend
distribution tax.
ISSUE OF PREFERENCE SHARES
The Allotment Committee of Directors at their various Meetings held
during the financial year 2012-13 have allotted 3''09''700 10% Redeemable
Cumulative Preference Shares of Rs. 100 each on private placement basis
aggregating to Rs. 309.70 lakhs. As on 31st March 2013'' the company has a
paid up preference share capital of 10''00''000 10% Redeemable Cumulative
Preference Shares of Rs. 100 each aggregating to Rs. 1000 lakhs.
DEPOSITS
The total deposits with the company as at 31st March 2013 stood at Rs.
5477 lakhs as against Rs. 2''773 lakhs for the corresponding previous
year.
As at the end of the financial year'' 634 public deposits amounting to Rs.
248 lakhs were due for repayment but remained to be claimed or renewed.
The Company has been reminding the depositors regularly about the
maturity and out of the said deposits'' 106 deposits amounting to Rs. 75
lakhs have since been claimed and repaid / renewed as per their
instructions.
DIRECTORS
The following directors retire by rotation at the ensuing Annual
General Meeting and are eligible for reappointment.
1. Dr A Selvakumar
2. Sri P S Gopalakrishnan
The profiles of Directors'' as required under Clause 49(IV)(G) of the
Listing Agreement are given in the Annexure to the Notice of the 56th
Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee has been functioning with the following three
non-executive directors of which two are Independent Directors.
1. Dr A Selvakumar'' Chairman
2. Sri A Shanmugasundaram'' Member
3. Sri M Srinivaasan'' Member
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Clause 49 of the Listing Agreement'' a report on
Management Discussion and Analysis forms part of this report.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement'' a report on
Corporate Governance and a certificate from the auditors of the company
regarding compliance of the conditions of Corporate Governance as
stipulated under the listing agreement form part of the Annual Report.
PARTICULARS REQUIRED UNDER SECTION 217 OF THE COMPANIES ACT 1956
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs. 61.58 lakhs
The company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act 1956'' your
directors confirm'' to the best of their knowledge and belief'' that:
a. in the preparation of the annual accounts'' the applicable
accounting standards have been followed and that no material departure
has been made from it;
b. the Company has selected such accounting policies and applied them
consistently and 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 of the
company for the financial year;
c. the Company has taken proper and sufficient care 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; and
d. the annual accounts of the Company has been prepared on a going
concern basis.
AUDITORS
M/s P N Raghavendra Rao & Co (ICAI Reg.No:003328S)'' Chartered
Accountants'' Coimbatore retire at the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The company has
obtained a confirmation from the auditors that their reappointment'' if
made'' at the forthcoming annual general meeting would be within the
limits specified under Section 224 (1B) of the Companies Act 1956.
Members are requested to appoint M/s P N Raghavendra Rao & Co'' as
Statutory Auditors of the company and to fix their remuneration for the
financial year 2013-14.
ACKNOWLEDGEMENT
Your Directors wish to place on record the valuable assistance and
excellent co-operation extended by the members'' banks'' financial
institutions and government authorities. Your Directors wish to convey
their sincere thanks to the depositors and debenture holders of the
company for their continued patronage. They also wish to appreciate the
excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to
guide us in all our endeavours.
For and on behalf of the Board
Coimbatore M Manickam
29th May 2013 Chairman
Mar 31, 2012
The Directors are pleased to present their Fifty Fifth Annual Report
together with the audited accounts of the company for the financial
year ended 31st March 2012.
FINANCIAL PERFORMANCE (Rs. lakhs)
Particulars 2011-12 2010-11
Profit before tax 1717.05 1093.20
Less: Provision for:
- Current Tax 451.26 255.43
- MAT credit entitlement - (131.86)
- Deferred tax 105.38 160.64
Net Provision for Income Tax (earlier
years) (1.29) 15.40
Profit after tax 1161.70 793.59
Add : Surplus brought forward
from previous year 363.92 1578.96
Amount available for appropriation 1525.62 2372.55
Appropriations
Transfer to Statutory Reserve 232.34 158.72
Transfer to General Reserve - 1500.00
Proposed Dividend on Preference Shares
(pro rata) 0.19 -
Tax on Proposed Preference Dividend 0.03 -
Proposed Dividend on Equity Shares 500.00 301.07
Tax on Proposed Equity Dividend 81.11 48.84
Surplus carried to balance sheet 711.95 363.92
1525.62 2372.55
BUSINESS
During the year under review, the company's disbursement touched in
excess of Rs. 400 crores.
The company disbursed Rs. 42133 lakhs in hire purchase business as
against Rs. 35127 lakhs during the previous financial year. The
collection efficiency continues to be at its best. Your directors
expect even higher business volumes and profitability in the years to
come.
RESERVES AND SURPLUS
As required under Section 45IC of the Reserve Bank of India Act 1934,
the Company has transferred 20% of the net profit after tax to
Statutory Reserve.
DIVIDEND
Your Directors are pleased to recommend a dividend of Rs. 1 per equity
share (10% on the face value of equity share of Rs. 10/- each) for the
year ended 31st March 2012 and a pro rata dividend of Rs. 0.027 per 10%
Redeemable Cumulative Preference Shares from the date of allotment.
1,98,93,019 equity shares of Rs. 10 each allotted on 31st March 2012 on
preferential basis are eligible for full dividend for the year ended
31st March 2012. Further, the dividends, if approved by the members,
would involve a cash outflow of Rs. 581.33 lakhs including dividend tax.
PREFERENTIAL ISSUE
During the year, your Company made a preferential issue of 1,98,93,019
equity shares of Rs. 10 each at Rs. 11.10 per share aggregating to Rs.
2208.13 lakhs to promoter group companies and a non-promoter company in
terms of the approval of members obtained at their meeting held on 19th
March 2012 and the in-principle approval of Stock Exchanges. The
Allotment Committee of Directors at their meeting held on 31st March
2012 have allotted the shares to the respective allottees.
Consequently, the equity share capital of the company stands increased
to Rs. 50 crores from Rs. 30.11 crores.
The Allotment Committee of Directors at their Meeting held on 31st
March 2012 have allotted 6,90,300 10% Redeemable Cumulative Preference
Shares of Rs. 100 each on private placement basis.
The Company has received listing approval from Bombay Stock Exchange
Limited and Madras Stock Exchange Limited for listing of 1,98,93,019
equity shares allotted on preferential basis. Steps are being taken to
comply with the formalities for listing.
As required under Clause 43 of the Listing Agreement regarding the
utilization of issue proceeds of preferential equity issue, the company
makes the following statement:
"Against the receipt of preferential equity issue proceeds of Rs. 2208.13
lakhs from the allottees, the company has utilized the entire issue
proceeds for the purpose of increasing the Net worth, Capital Adequacy
Ratio of the company as stated in the Notice of the Extraordinary
General Meeting".
DEPOSITS
The total deposits with the company as at 31st March 2012 stood at Rs.
2773 lakhs as against Rs. 4,829 lakhs for the corresponding previous
year.
As at the end of the financial year, 655 public deposits amounting to Rs.
208.57 lakhs were due for repayment but remained to be claimed or
renewed. The Company has been reminding the depositors regularly about
the maturity and out of the said deposits, 562 deposits amounting to Rs.
180.24 lakhs have since been claimed and repaid / renewed as per their
instructions.
DIRECTORS
The following directors retire by rotation at the ensuing Annual
General Meeting and are eligible for reappointment.
1. Sri A Shanmugasundaram
2. Sri M Srinivaasan
The profiles of Directors, as required under Clause 49(IV)(G) of the
Listing Agreement are given in the Annexure to the Notice of the 55th
Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee has been functioning with the following three
non-executive directors of which two are Independent Directors.
1. Dr A Selvakumar, Chairman
2. Sri A Shanmugasundaram, Member
3. Sri M Srinivaasan, Member
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Clause 49 of the Listing Agreement, a report on
Management Discussion and Analysis Report forms part of this report.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance and a certificate from the auditors of the company
regarding compliance of the conditions of Corporate Governance as
stipulated under the listing agreement forms part of the Annual Report.
PARTICULARS REQUIRED UNDER SECTION 217 OF THE COMPANIES ACT 1956
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs. 44.50 lakhs
The company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act 1956, your
directors confirm, to the best of their knowledge and belief, that:
a. in the preparation of the annual accounts, the applicable
accounting standards had been followed and that no material departure
had been made from it;
b. the Company has selected such accounting policies and applied them
consistently and 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 of the
company for the financial year;
c. the Company has taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d. the annual accounts of the Company has been prepared on a going
concern basis.
AUDITORS
M/s P N Raghavendra Rao & Co (ICAI Reg.No.003328S) Chartered
Accountants, Coimbatore retire at the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The company has
obtained a confirmation from the auditors that their reappointment, if
made, at the forthcoming annual general meeting would be within the
limits specified under Section 224 (1B) of the Companies Act 1956.
Members are requested to appoint M/s P N Raghavendra Rao & Co, as
Statutory Auditors of the company and to fix their remuneration for the
financial year 2012-13.
ACKNOWLEDGEMENTS
Your Directors wish to place on record the valuable assistance and
excellent co-operation extended by the members, banks, financial
institutions and government authorities. The Board of Directors wish to
convey their sincere thanks to the depositors and debenture holders of
the company for their continued patronage. They also wish to appreciate
the excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to
guide us in all our endeavours.
For and on behalf of the Board
Coimbatore M Manickam
29th May 2012 Chairman
Mar 31, 2011
To the Members
The directors are pleased to present their Fifty Fourth Annual Report
together with the audited accounts of the company for the financial
year ended 31st March 2011.
FINANCIAL PERFORMANCE ( Rs. lakhs)
Particulars 2010-11 2009-10
Profit before tax and 1228.32 1052.62
exceptional items
Less : Exceptional items à 135.12 -
General Provision on
Standard Assets
Profit before tax 1093.20 1052.62
Less: Provision for:
Less: Ã Current Tax 255.43 175.61
à MAT credit entitlement (131.86) -
Less: Ã Deferred tax 160.64 249.97
Less: Net Provision
for Income Tax (earlier years) 15.40 (1.15)
Profit after tax 793.59 628.19
Add : Balance brought forward 1578.96 1076.41
from previous year
Amount available for appropriation 2372.55 1704.60
Appropriations
Proposed Dividend on Equity Shares 301.07 Ã
Tax on Proposed Dividend 48.84 Ã
Transfer to Statutory Reserve 158.72 125.64
Transfer to General Reserve 1500.00 Ã
Surplus carried to balance sheet 363.92 1578.96
2372.55 1704.60
BUSINESS
During the year under review, the company's disbursement set a new
record. The company disbursed Rs.35127 lakhs in hire purchase business
as against Rs. 29,609 lakhs during the previous financial year. The
collection efficiency has been good. Your directors are hopeful of
higher business volumes and profitability in the coming years.
RESERVES AND SURPLUS
As required under Section 45IC of the Reserve Bank of India Act 1934,
the Company has transferred 20% of the net profit after tax to
Statutory Reserve. An amount of Rs. 1500 lakhs has been transferred to
General Reserve.
DIVIDEND
Your Directors are pleased to recommend a dividend of Rs. 1 per share
(10% on the face value of equity share of Rs. 10 each) for the year
ended 31st March 2011. The dividend, if approved by the members, would
involve a cash outflow of Rs. 349.91 lakhs including dividend tax.
DEPOSITS
The total deposits with the company as at 31st March 2011 stood at Rs.
4829 lakhs as against Rs. 5,239 lakhs for the corresponding previous
year.
As at the end of the financial year, 713 public deposits amounting to
Rs. 227.77 lakhs were due for repayment but remained to be claimed or
renewed. The Company has been reminding the depositors regularly about
the maturity and out of the said deposits, 172 deposits amounting to
Rs. 63.21 lakhs have since been claimed and repaid / renewed as per
their instructions.
DIRECTORS
The following directors retire by rotation at the ensuing Annual
General Meeting and are eligible for reappointment.
1. Sri S A Murali Prasad
2. Sri S Ragothaman
Sri S A Muraliprasad, Director has expressed his desire not to seek
reappointment as a director of the company.
The profile of Sri S Ragothaman, Director as required under Clause
49(IV)(G) of the Listing Agreement entered into with stock exchanges is
given in the Annexure to the Notice of the 54th Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee has been functioning with the following
non-executive Independent directors:
1. Sri S A Murali Prasad, Chairman
2. Dr A Selvakumar, Member
3. Sri A Shanmugasundaram, Member
SUBSIDIARY COMPANY
The Board of Directors at their meeting held on 5th February 2011 have
approved a resolution to delink the subsidiary company, Sakthi
Properties (Coimbatore) Limited from our company. Accordingly, Sakthi
Properties (Coimbatore) Limited ceased to be a subsidiary of our
company with effect from 5th February 2011.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Clause 49 of the Listing Agreement, a report on
Management Discussion and Analysis Report forms part of this report.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
corporate governance and a certificate from the auditors of the company
regarding compliance of the conditions of corporate governance as
stipulated under the listing agreement forms part of the Annual Report.
PARTICULARS REQUIRED UNDER SECTION 217 OF THE COMPANIES ACT 1956
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving conservation of energy or
technology absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs. 2.27 lakhs
The company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act 1956, your
directors confirm, to the best of their knowledge and belief, that:
a. in the preparation of the annual accounts, the applicable
accounting standards had been followed and that no material departure
had been made from it;
b. the Directors had selected such accounting policies and applied
them consistently and 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 of
the company for the financial year;
c. the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities; and
d. the Directors had prepared the annual accounts on a going concern
basis.
AUDITORS
M/s P N Raghavendra Rao & Co (ICAI Reg.No.003328S) Chartered
Accountants, Coimbatore retire at the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The company has
obtained a confirmation from the auditors that their reappointment, if
made, at the forthcoming annual general meeting would be within the
limits specified under Section 224 (1B) of the Companies Act 1956.
Members are requested to appoint M/s P N Raghavendra Rao & Co, as
Statutory Auditors of the company and fix their remuneration for the
financial year 2011-12.
ACKNOWLEDGEMENTS
Your Directors wish to place on record the valuable assistance and
excellent co-operation extended by the members, banks, financial
institutions and government authorities. The Board of Directors wish to
convey their sincere thanks to the depositors and debenture holders of
the company for their continued patronage. They also wish to appreciate
the excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to
guide us in all our endeavours.
For and on behalf of the Board
M Manickam
Chairman
Coimbatore
30th May 2011
Mar 31, 2010
The directors are pleased to present their Fifty Third Annual Report
together with the audited accounts of the company for the financial
year ended 31st March 2010.
FINANCIAL PERFORMANCE (Rs lakhs)
Particulars 2009-10 2008-09
Profit before tax 1052.62 806.13
Less: Provision for:
- Current Tax 175.61 121.43
- Deferred tax 249.97 146.13
- Fringe Benefit Tax - 9.55
Net Provision for Income Tax
(earlier years) (1.15) 7.65
Profit after tax 628.19 521.37
Add : Surplus brought forward from
previous year 1076.41 659.31
Amount available for appropriation 1704.60 1180.68
Appropriations:
Transfer to Statutory Reserve 125.64 104.27
Surplus carried to balance sheet 1578.96 1076.41
BUSINESS
During the year under review, the companys disbursement touched a new
record level. The company disbursed Rs.29,609 lakhs in hire purchase
business as against Rs 25,637 lakhs during the previous financial year.
The collection efficiency continues to be good. Your directors are
hopeful of higher business volumes and profitability in the coming
years.
RESERVES AND SURPLUS
As required under Section 45IC of the Reserve Bank of India Act, 1934,
the Company has transferred 20% of the net profit after tax to
Statutory Reserve.
DIVIDEND
With a view to conserve resources for future requirements, the Board of
Directors have not recommended dividend on equity shares for the year
ended 31st March 2010.
DEPOSITS
The total deposits with the company as at 31st March 2010 stood at
Rs.5,239 lakhs as against Rs.3,692 lakhs for the corresponding previous
year.
As at the end of the financial year, 743 public deposits amounting to
Rs.207.24 lakhs were due for repayment but remained to be claimed or
renewed. The Company has been reminding the depositors regularly about
the maturity and out of the said deposits, 252 deposits amounting to
Rs. 77.15 lakhs have since been claimed and repaid / renewed as per
their instructions.
DIRECTORS
The following directors retire by rotation at the ensuing Annual
General Meeting and are eligible for reappointment:
1. Sri P. S. Gopalakrishnan
2. Dr A Selvakumar
The present term of office of Sri M Balasubramaniam, Managing Director
is valid upto 28th September 2010. On the recommendation of Nomination
and Remuneration Committee, the Board of Directors
have at their meeting held on 5th August 2010, approved his
re-appointment for a further period of 5 years with effect from 29th
September 2010. A resolution relating to his re-appointment is placed
before the members for their approval at the ensuing Annual General
Meeting.
The profiles of these directors, as required under Clause 49 (IV) (G)
of the Listing Agreement entered into with stock exchanges are given in
the Annexure to the Notice of the 53rd Annual General Meeting.
AUDIT COMMITTEE
The Audit Committee is functioning with the following non-executive
directors:
1. Sri S A Murali Prasad, Chairman
2. Sri A Shanmugasundaram, Member
3. Dr A Selvakumar, Member
SUBSIDIARY COMPANY
As required under Section 212 of the Companies Act 1956, the audited
financial statements for the year ended 31st March 2010 of Sakthi
Properties (Coimbatore) Limited, a wholly owned subsidiary, along with
the Schedules and the reports of the Directors and Auditors and also
the statement under the said section are attached.
CONSOLIDATED ACCOUNTS
The Consolidated Financial Statements of the Company and its subsidiary
prepared in accordance with the Accounting Standard (AS-21) forms part
of the Annual Report.
CORPORATE GOVERNANCE REPORT
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance (including the Management Discussion and Analysis
Report) and a Certificate from the auditors of the Company regarding
compliance of the conditions of Corporate Governance as stipulated
under the Listing Agreement form part of the Annual Report.
PARTICULARS REQUIRED UNDER SECTION 217 OF THE COMPANIES ACT 1956
As required under Section 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules 1988:
a. The Company has no activity involving Conservation of Energy or
Technology Absorption;
b. The Company does not have any Foreign Exchange Earnings; and
c. Foreign Exchange Outgo : Rs.9.38 lakhs
The company has no employee drawing remuneration more than the limits
prescribed under Section 217(2A) of the Companies Act 1956.
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act 1956, your
directors confirm, to the best of their knowledge and belief, that:
a. in the preparation of the annual accounts, the applicable
accounting standards had been followed and that no material departure
had been made from it;
b. the Directors had selected such accounting policies and applied
them consistently and made judge- ments 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 of the company for the financial year;
c. the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities; and
d. the Directors had prepared the annual accounts on a going concern
basis.
AUDITORS
M/s P N Raghavendra Rao & Co, (Firm Registration No.:003328S) Chartered
Accountants, Coimbatore retire at the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The company has
obtained a confirmation from the auditors that their reappointment, if
made, at the ensuing Annual General Meeting would be within the limits
specified under Section 224 (1B) of the Companies Act 1956. Members are
requested to appoint M/s P N Raghavendra Rao & Co, as Statutory
Auditors of the company and fix their remuneration for the financial
year 2010-11.
ACKNOWLEDGEMENTS
Your Directors wish to place on record the valuable assistance and
co-operation extended by the members, banks, financial institutions and
government authorities. The Board of Directors wish to convey their
sincere thanks to the depositors and debenture holders of the company
for their continued patronage. They also wish to appreciate the
excellent services rendered by the employees of the company.
We pray the Goddess SAKTHI to continue to shower Her blessings and to
guide us in all our endeavours.
For and on behalf of the Board
Coimbatore M Manickam
5th August 2010 Chairman