Mar 31, 2015
Dear Members,
The Directors' present the 22nd Annual report on the business and
operations of your Company for the year 2014-15.
FINANCIAL RESULTS AND OPERATIONAL REVIEW:
Particulars Year Ended Year Ended
31.03.2015 31.03.2014
(') (')
Gross Sales/Income 2,65,69,154 45,674,748
Less Depreciation 60,00,512 7,793,145
Profit/ (Loss) before Tax 26,71,318 (6,900,388)
Taxes/Deferred Taxes 13,62,172 7,25,345
Profit/ (Loss) After Taxes 13,09,146 (7,625,733)
P& L Balance b/f 12,25,76,133 (10,60,19,576)
Profit/ (Loss) carried to Balance Sheet 4,87,57,945 12,25,76,133
NATURE OF BUSINESS
The Company is engaged in the business of manufacturing of
pharmaceuticals Products.
There was no change in the nature of the business of the Company during
the year under review.
REPORT ON PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES,
ASSOCIATES AND JOINT VENTURE COMPANIES
The Company does not have Subsidiaries, Associate and Joint Venture
Companies. Hence, details for the same are not required to mention
here.
TRANSFER TO RESERVES
Out of the profits available for appropriation, no amount has been
transferred to the General Reserve and the balance amount of Rs.
13,09,146 has been carried forward to profit & loss account.
PARTICULARS OF EMPLOYEES:
None of the employees of the Company drew remuneration of ' 60,00,000/-
or more per annum / ' 5,00,000/- or more per month during the year.
Hence, no information is required to be furnished as required under
Rule, 5(2) and 5(3) of The Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.
SHARE CAPITAL
The paid up Equity Share Capital as on March 31, 2015 was Rs.
1,56,56,750/-
A) Issue of equity shares with differential rights:
During the year under review, the Company has not issued any shares
with differential voting rights.
B) Issue of sweat equity shares
During the year under review, the Company has not issued any sweat
equity shares.
C) Issue of employee stock options
During the year under review, the Company has not issued any sweat
equity shares.
D) Provision of money by company for purchase of its own shares by
employees or by trustees for the benefit of employees
The Company has no scheme of provision of money for purchase of its own
shares by employees or by trustees for the benefit of employees. Hence
the details under rule 16 (4) of Companies (Share Capital and
Debentures) Rules, 2014 are not required to be disclosed.
FINANCE
The Company has not borrowed loan from any Bank or Financial
institution during the year under review.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
Details of Loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013 are given in the
notes to the Financial Statements.
EMPLOYEE RELATIONS
Employee relations throughout the Company were harmonious. The Board
wishes to place on record its sincere appreciation of the devoted
efforts of all employees in advancing the Company's vision and strategy
to deliver good performance.
BUSINESS RISK MANAGEMENT
The Company has laid down a Risk Management Policy and identified
threat of such events which if occurs will adversely affect either /
or, value to shareholders, ability of company to achieve objectives,
ability to implement business strategies, the manner in which the
company operates and reputation as "Risks". Further such Risks are
categorized in to Strategic Risks, Operating Risks & Regulatory Risks.
A detailed exercise is carried out to identify, evaluate, manage and
monitoring all the three types of risks.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size,
scale and complexity of its operations. During the year under review,
the company retained external audit firm to review its existing
internal control system with a view of tighten the same and introduce
system of self certification by all the process owners to ensure that
internal controls over all the key business processes are operative.
The scope and authority of the Internal Audit (IA) function is defined
in the Internal Audit Charter.
The Internal Audit Department monitors and evaluates the efficacy and
adequacy of internal control system in the Company, its compliance with
operating systems, accounting procedures and policies at all locations
of the Company and its subsidiaries. Based on the report of internal
audit function, process owners undertake corrective action in their
respective areas and thereby strengthen the controls. Significant audit
observations and corrective actions thereon are presented to the Audit
Committee of the Board.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has a vigil mechanism named Whistle Blower Policy to deal
with instances of fraud and mismanagement, if any. The details of the
Whistle Blower Policy is explained in the Corporate Governance Report
and also posted on the website of the Company.
DIRECTORS:
a) Changes in Directors and Key Managerial Personnel:
Mrs. Payal Mehta, Director of the Company are liable to retire by
rotation at the ensuing Annual General Meeting and being eligible,
offer herself for re-appointment.
During the year under review, Company has accepted resignation of Mr.
Mihir Mahendrabhai Patel, Mrs. Riddhi Mihir Patel, Ms. Naimi Mihir
Patel and Mr. Shailesh Babubhai Patel from the Directorship of the
Company on 16/06/2014.
The Company has appointed Mr. Harsh Jitendrakumar Shah as an additional
director of the Company on 16/06/2014.
b) Declaration by an Independent Director(s) and reappointment, if any
All Independent Directors have given declarations that they meet the
criteria of independence as laid down under Section 149(6) of the
Companies Act, 2013 and Clause 49 of the Listing Agreement.
c) Formal Annual Evaluation
Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of
the Listing Agreement, the Board has carried out an annual performance
evaluation of its own performance, the directors individually as well
as the evaluation of the working of its Audit, Nomination and
Remuneration Committees. The manner in which the evaluation has been
carried out has been explained in the Corporate Governance Report.
d) Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration
Committee framed a policy for selection and appointment of Directors,
Senior Management and their remuneration. The Remuneration Policy is
stated in the Corporate Governance Report.
e) Number of Meetings of the Board of Directors and Audit Committee
A calendar of Meetings is prepared and circulated in advance to the
Directors.
During the year fourteen Board Meetings and one Independent Directors'
meeting and four Audit Committee Meetings were convened and held. The
details of which are given in the Corporate Governance Report. The
intervening gap between the Meetings was within the period prescribed
under the Companies Act, 2013.
DIVIDEND:
In view of losses, your Directors do not recommend any dividend during
the year.
DEPOSITS:
During the year under review the Company has not accepted any deposits
to which the provisions of section 73, 74 of the Companies Act, 2013
read with Acceptance of Deposits Rules, 2014 as amended are applicable.
DIRECTORS' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
information and explanations obtained by them, your Directors make the
following statements in terms of Section 134(3)(c) of the Companies
Act, 2013:
a. that in the preparation of the annual financial statements for the
year ended March 31, 2015, the applicable accounting standards have
been followed along with proper explanation relating to material
departures, if any;
b. that such accounting policies have been selected and applied
consistently and judgment and estimates have been made that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at March 31, 2015 and of the profit of the
Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going
concern basis
e. that proper internal financial controls were in place and that the
financial controls were adequate and were operating effectively;
f. that systems to ensure compliance with the provisions of all
applicable laws were in place and were adequate and operating
effectively.
AMALGAMATION:
The Company has obtained approval from Hon'ble High Court of Gujarat
for the Scheme of arrangement for revival of Relish Pharmaceuticals
Limited and Amalgamation of Proper Dealcomm Private Limited (Transferor
Company) with Relish Pharmaceuticals Limited (Transferee Company) and
Re-organization of Share Capital of Relish Pharmaceuticals Limited
(Transferee Company) vide Hon'ble High Court of Gujarat order dated
20/12/2013.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
The information on conservation of energy, technology absorption and
foreign exchange earnings and outgo stipulated under Section 134(3)(m)
of the Companies Act, 2013 read with Rule, 8 of The Companies
(Accounts) Rules, 2014, is annexed herewith as "Annexure-A".
RELATED PARTY TRANSACTIONS
All related party transactions that were entered into during the
financial year were on an arm's length basis and were in the ordinary
course of business. There were no materially significant related party
transactions made by the Company with Promoters, Directors, Key
Managerial Personnel or other designated persons which may have a
potential conflict with the interest of the Company at large.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant material orders passed by the Regulators /
Courts which would impact the going concern status of the Company and
its future operations.
AUDITORS
A. Statutory Auditors
The Company's Auditors, M/s. B. J. Trivedi & Associates, Chartered
Accountants, Ahmedabad who retires at the ensuing Annual General
Meeting of the Company are eligible for reappointment. They have
confirmed their eligibility under Section 141 of the Companies Act,
2013 and the Rules framed thereunder for reappointment as Auditors of
the Company. As required under Clause 49 of the Listing Agreement, the
auditors have also confirmed that they hold a valid certificate issued
by the Peer Review Board of the Institute of Chartered Accountants of
India.
B. Internal Auditor
The Company has appointed M/s. Suresh R. Shah & Associates, Chartered
Accountants, Ahmedabad as internal auditors of the company.
C. Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company has appointed CS Rupal Patel
Practicing Company Secretary, to undertake the Secretarial Audit of the
Company. The Secretarial Audit Report is annexed herewith as "Annexure
- B".
Reply to the qualification Remarks in Secretarial Audit Report:
a) The company has not filed notice for trading window closure as
required under clause 3.2.1 of the Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations, 1992 during the
year under review.
In this regard the management of the Company has provided the following
reply:
But the Company has informed BSE that the Company has complied the
requirement of the regulation 8 (Code of Fair Disclosure) and
regulation 9 (Code of Conduct) of the SEBI (Prohibition of Insider
Trading) Regulation, 2015 on 30th May, 2015.
b) During the year under review, the Company has not appointed Key
Managerial Personnel as required under section 203 read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014.
In this regard the management of the Company has provided the following
reply:
But the company has appointed CEO and CFO on 20th August, 2015 and
Company Secretary on 05/ 08/2015.
c) Composition of Board of Directors, Audit Committee & Nomination and
Remuneration Committee:
The composition of the Board of Directors is not in compliance with
clause 49 of Listing Agreement read with the provisions of Companies
Act, 2013.
In this regard the management of the Company has provided the following
reply:
The company is in the process of complying with these requirements of
the Companies Act, 2013.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management discussion and analysis Report, pursuant to Clause 49 of the
Stock Exchange Listing agreement, forms part of this Report and the
same is annexed hereto.
REPORT ON CORPORATE GOVERNANCE:
A separate Report on Corporate Governance along with Certificate from
Auditors on its compliance as annexed hereto.
SEGMENT:
Your Company is engaged in a single segment only.
EXTRACT OF THE ANNUAL RETURN
The details forming part of the extract of the Annual Return in form
MGT 9 is annexed herewith as "Annexure-C".
DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The Company has zero tolerance for sexual harassment at workplace and
has adopted a policy against sexual harassment in line with the
provisions of Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the rules framed there under.
During the financial year 2014-15, the company has not received any
complaints on sexual harassment and hence no complaints remain pending
as of 31 March, 2015.
ACKNOWLEDGEMENT:
The management is grateful to the government authorities, Bankers,
Vendors for their continued assistance and co-operation. The directors
also wish to place on record the confidence of members in the company.
For And on Behalf of the Company
Date : 16/05/2015
Place : Ahmedabad
Sd/- Sd/- Sd/-
Dakshesh Shah Anar Patel Sujay Mehta
Director Director Director
(DIN: 00561666) (DIN: 02588388) (DIN: 02145467)
Mar 31, 2014
Dear members,
The Directors'' present the Annual report on the business and
operations of your Company for the year 2013-14.
FINANCIAL RESULTS AND OPERATIONAL REVIEW:
Particulars Year Ended Year Ended
31.03.2014 31.03.2013
(Rs) (Rs)
Gross Sales/Income 46,552,894 5,17,58,978
Less Depreciation 7,793,145 72,89,458
Profit/(Loss) before Tax (6,968,497) (2,93,07,287)
Taxes/Deferred Taxes 657,236 0
Profit/(Loss) After Taxes (7,625,733) (2,93,07,287)
P&L Balance b/f (10,60,19,576) (7,51,29,076)
Profit/ (Loss) carried to
Balance Sheet (113,645,309) (10,60,19,576)
PARTICULARS OF EMPLOYEES:
There is no employee having remuneration with the provisions of
section 217(2A) of the companies Act 1956 read with the companies
(Particulars of employee) Rules, 1975 as amended.
DIRECTORS:
Mrs. Anar Patel, Director of the Company are liable to retire by
rotation at the ensuing Annual General Meeting and being eligible
offer herself for re-appointment.
DIVIDEND:
In view of losses, your directors do not recommend any dividend during
the year.
DEPOSITS:
During the year under review the Company has not accepted any deposits
to which the provisional section 58A of the Companies Act, 1956 read
with Acceptance of Deposits Rules, 1975 as amended are applicable.
RESPONSIBILITY STATEMENT:
As required u/s 217(2AA) of the Companies Act, 1956 your Director
confirms that in the preparation of the annual accounts:
The applicable accounting standards have been followed along with
proper explanation relating to material departures.
Such accounting policies have been selected and applied consistently
and reasonable and prudent judgments and estimates made, 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 the profit/loss of the company for that
period.
Proper and sufficient care has been taken for the maintenance of the
adequate accounting records in accordance with provisions of this act
for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities.
The annual accounts have been prepared on a going concern basis.
AMALGAMATION:
The Company has obtained approval from Hon''ble High Court of Gujarat
for the Scheme of arrangement for revival of Relish Pharmaceuticals
Limited and Amalgamation of Proper Dealcomm Private Limited
(Transferor Company) with Relish Pharmaceuticals Limited (Transferee
Company) and Re-organization of Share Capital of Relish
Pharmaceuticals Limited (Transferee Company) vide Hon''ble High Court
of Gujarat order dated 20/12/2013.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 2l7(1)(e) of
the Companies Act, 1956 read with Companies (Disclosures of
particuIars in the Report of Board of Directors) Rules, 1988 regarding
conservation of energy and technology absorption is annexed herewith.
Further, during the period under review, following were earning and
expenditure in Foreign Currency:
Earning in Foreign Currency: Rs. Nil (Previous Year Rs. Nil)
Expenditure in Foreign Currency: Nil (Previous Year Rs. Nil)
APPOINTMENT OF AUDITORS:
The Company had received Notice of Resignation under Section 140(4)
read with Section 115 of the Companies Act, 2013 from M/s Rajesh Singi
& Associates., Chartered Accountants, Ahmedabad in its capacity as a
Statutory Auditors of the Company and the Board have recommended
appointment of M/s. B. J. Trivedi & Associates, Chartered Accountants,
Ahmedabad, as Statutory Auditors in place M/s Rajesh Singi &
Associates., Chartered Accountants, Ahmedabad, the retiring Statutory
Auditors.
The change in the Statutory Auditor is proposed in order to remain at
the forefront of good governance and in recognition of regulatory
changes under the Companies Act, 2013. The Company has sent a copy of
the said Special Notice to the retiring Statutory Auditors.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management discussion and analysis Report, pursuant to Clause 49 of
the Stock Exchange Listing agreement, forms part of this Report and
the same is annexed hereto.
CORPORATE SOCIAL RESPONSIBILITY:
Every year 5th June is observed as the World Environment Day around
the world and is of immense importance for the Relish Group. In the
year 2013-14, one specific area which was related to our work.
Sustainability is a complex concept incorporating a wide range of
social, environmental and economic issues. We recognise the holistic
nature of a sustainable approach. As such, this commitment is as much
about our construction processes and business operations as it is
about our people, the communities where we work, our suppliers and
partners and the clients we work with.
This is a commitment to safeguard the health and safety of our
employees and workers and for that company take the following steps.
* The company has been provided with change rooms and wash facilites.
There are separate change rooms for ladies and gents workers.
* Street cloths and footwear are removed in the change room. Company
uniform and footwear jare provided in the change room.
* The company uniform consists of Apron, Cap and Slipper for workers.
White apron cap and slipper for staff, Blue apron, caps and safety
shoe for maintenance and Brown apron,cap and slipper for house keeping
persons.
* There is further change in the gowning procedures for personnel
working in sterile area. They are trained in the gowning & de-gowning
procedures. The gowning instructions are displayed in the entry of
airlock of injection department.
* Persons working in beta lactum area are provided with separate set
of uniforms (with different colour) over and above normal uniform.
These uniforms are separately washed, dried and stored separately.
* All the employees are trained on the requirements of good personnel
hygiene at the time of their training programme and same is monitored
by QA officers and department heads on routine basis.
REPORT ON CORPORATE GOVERNANCE:
A separate Report on Corporate Governance along with Certificate from
Auditors on its compliance as annexed hereto.
SEGMENT:
Your Company is engaged in a single segment only.
ACKNOWLEDGEMENT:
The management is grateful to the government authorities, Bankers,
Vendors for their continued assistance and co-operation. The directors
also wish to place on record the confidence of members in the company.
For And on Behalf of the Company
Date : 30/05/2014
Place : Ahmedabad Sd/- Sd/- Sd/-
Dakshesh Shah Anar Patel Sujay Mehta
Director Director Director
(DIN: 00561666) (DIN: 02588388) (DIN: 02145467)
Mar 31, 2013
To, The Members Relish Pharmaceuticals Limited
The Directors'' present the Annual report on the business and operations
of your Company for the year 2013-14.
FINANCIAL RESULTS AND OPERATIONAL REVIEW:
Particulars Year Ended Year Ended
31.03.2013 31.03.2012
(Rs.) (Rs.)
Gross Sales/Income 5,17,58,978 6,64,87,517
Less Depreciation 72,89,458 44,62,213
Profit/(Loss) before Tax (2,93,07,287) 2,05,04,950
Taxes/Deferred Taxes 0 1,09,65,452
Profit/(Loss) After Taxes (2,93,07,287) 95,39,498
P& L Balance b/f (7,51,29,076) (8,46,68,574)
Profit/ (Loss) carried to
Balance Sheet (10,60,19,576) (7,51,29,076)
PARTICULARS OF EMPLOYEES:
There is no employee having remuneration with the provisions of section
217(2A) of the companies Act 1956 read with the companies (Particulars
of employee) Rules, 1975 as amended.
DIRECTORS:
Mrs. Ridhhiben Patel, Director of the Company are liable to retire by
rotation at the ensuing Annual General Meeting and being eligible,
offer herself for re-appointment.
DIVIDEND:
In view of losses, your Directors do not recommend any dividend during
the year.
DEPOSITS:
During the year under review the Company has not accepted any deposits
to which the provisions of section 58A of the Companies Act, 1956 read
with Acceptance of Deposits Rules, 1975 as amended are applicable''.
RESPONSIBILITY STATEMENT:
As required u/s 217(2AA) of the Companies Act, 1956 your Director
confirms that in the preparation of the annual accounts:
The applicable accounting standards have been followed along with
proper explanation relating to material departures.
Such accounting policies have been selected and applied consistently
and reasonable and prudent judgments and estimates made, 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 the profit/loss of the company for that
period.
Proper and sufficient care has been taken for the maintenance of the
adequate accounting records in accordance with provisions of this act
for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities.
The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(1)(e) of
the Companies Act, 1956 read with Companies (Disclosures of Particulars
in the Report of Board of Directors) Rules, 1988 regarding conservation
of energy and technology absorption is annexed herewith.
Further, during the period under review, following were earning and
expenditure in Foreign Currency:
Earning in Foreign Currency: Rs. Nil (Previous Year Rs. Nil)
Expenditure in Foreign Currency: Nil (Previous Year Rs. Nil)
APPOINTMENT OF AUDITORS:
M/s. Rajesh Singi _& Associates, Chartered Accountants, Ahmedabad the
retiring auditors being eligible offer themselves for re-appointment.
Members are requested to appoint them as auditors of the company.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management discussion and analysis Report, pursuant to Clause 49 of the
Stock Exchange Listing agreement, forms part of this Report and the
same is annexed hereto.
CORPORATE SOCIAL RESPONSIBILITY:
Every year 5th June is observed as the World Environment Day around the
world and is of immense importance for the Relish Group. In the year
2012-13, one specific area which was related to our work.
Sustainability is a complex concept incorporating a wide range of
social, environmental and economic issues. We recognise the holistic
nature of a sustainable approach. As such, this commitment is as much
about our construction processes and business operations as it is about
our people, the communities where we work, our suppliers and partners
and the clients we work with.
This is a commitment to safeguard the health and safety of our
employees and workers and for that company take the following steps.
- The company has been provided with change rooms and wash facilites.
There are separate change rooms for ladies and gents workers.
- Street cloths and footwear are removed in the change room. Company
uniform and footwear are provided in the change room.
- The Company uniform consists of Apron, Cap and Slipper, for workers.
White apron cap and slipper for staff, Blue apron, caps and safety shoe
for maintenance and Brown apron, cap and slipper for house keeping
persons.
- There is further change in the gowning procedures for personnel
working in sterile area. They are trained in the gowning & degowning
procedures. The gowning instructions are displayed in the entry of
airlock of injection department.
- Persons working in beta lactum area are provided with separate set of
uniforms (with different colour) over and-above normal uniform. These
uniforms are separately washed, dried and stored separately.
- All the employees are trained on the requirements of good personnel
hygiene at the time of their training programme and same is monitored
by QA officers and department heads on routine basis.
REPORT ON CORPORATE GOVERNANCE:
A separate Report on Corporate Governance along with Certificate from
Auditors on its compliance as annexed hereto.
SEGMENT:
Your Company is engaged in a single segment only.
ACKNOWLEDGEMENT:
The management is grateful to the government authorities, Bankers,
Vendors for their continued assistance and co-operation. The directors
also wish to place on record the confidence of members in the company.
For And on Behalf of the Company
Date : 30/05/2013
Place : Ahmedabad Sd/- Sd/- Sd/-
Director Director Director
(Mihir Patel) (Riddhi Patel) (Dakshesh Shah)
Mar 31, 2012
To, The Members of Relish Pharmaceuticals Limited
The Directors'' present the Annual report on the business and operations
of your Company for the year 2012-13.
FINANCIAL RESULTS AND OPERATIONAL REVIEW:
Particulars Year Ended Year Ended
31.03.2012 31.03.2011
(Rs.) (Rs.)
Gross Sales/Income 6,64,87,517 9,99,32,110
Less Depreciation 44,62,213 31,98,572
Profit/(Loss) before Tax 2,05,04,950 68,06,294
Taxes/Deferred Taxes 1,09,65,452 Nil
Profit/(Loss) After Taxes 95,39,498 68,06,294
P& L Balance b/f (8,46,68,574) (9,14,74,868)
Profit/ (Loss) carried to Balance Sheet (7,51,29,076) (8,46,68,574)
PARTICULARS OF EMPLOYEES:
There is no employee having remuneration with the provisions of section
217(2A) of the companies Act 1956 read with the companies (Particulars
of employee) Rules, 1975 as amended.
DIRECTORS:
During the Year Mr. Dakshesh Ramesh Shah and Mrs. Anar Jayesh Patel
were appointed as Additional Director on 26th May, 2012. Ms. Payalben
Sujay Mehta and Mr. Sujay Jyotindra Mehta were appointed as an
Additional Director on 23rd May, 2012. and Ms. Naimi Mihir Patel was
appointed as an Additional Directors on 11th October, 2012 and also
Board recommend their appointments as Regular Directors of the Company
under section 255 of the Companies Act, 1956 in this Annual General
Meeting of the Company, the Board took note of the same.
Mr. Shailesh Babubhai Patel, Director of the Company are liable to
retire by rotation at the ensuing Annual General Meeting and being
eligible, offer themselves for re-appointment.
DIVIDEND:
In view of losses, your Directors do not recommend any dividend during
the year.
DEPOSITS:
During the year under review the Company has not accepted any deposits
to which the provisions of section 58A of the Companies Act, 1956 read
with Acceptance of Deposits Rules, 1975 as amended are applicable.
RESPONSIBILITY STATEMENT:
As required u/s 217(2AA) of the Companies Act, 1956 your Director
confirms that in the preparation of the annual accounts:
The applicable accounting standards have been followed along with
proper explanation relating to material departures.
Such accounting policies have been selected and applied consistently
and reasonable and prudent judgments and estimates made, 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 the profit/loss of the company for that
period.
Proper and sufficient care has been taken for the maintenance of the
adequate accounting records in accordance with provisions of this act
for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities.
The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(1)(e) of
the Companies Act, 1956 read with Companies (Disclosures of Particulars
in the Report of Board of Directors) Rules, 1988 regarding conservation
of energy and technology absorption is annexed herewith.
Further, during the period under review, following were earning and
expenditure in Foreign Earning in Foreign Currency: Rs. Nil (Previous
Year Rs. Nil)
Expenditure in Foreign Currency: Nil (Previous Year Rs. Nil)
APPOINTMENT OF AUDITORS:
During the year M/s. R M Nagar & Accociates, Chartered Accountant,
Ahmedabad has resigned and hence in order to fill up casual vacancy
arise due to such resignation, the shareholders of the Company has
appointed M/s. Rajesh Singi & Accociates, Chartered Accountants,
Ahmedabad, as Auditors of the Company w.e.f 25/05/2012 of the Company.
M/s. Rajesh Singi & Accociates, Chartered Accountants, Ahmedabad
Auditors hold office until the conclusion of the ensuing Annual General
Meeting. The Company has received letters from them to the effect that
their appointment, if made, would be within the prescribed limits under
Section 224(1-B) of the Companies Act, 1956.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management discussion and analysis Report, pursuant to Clause 49 of the
Stock Exchange Listing agreement, forms part of this Report and the
same is annexed hereto.
CORPORATE SOCIAL RESPONSIBILITY:
Every year 5th June is observed as the World Environment Day around the
world and is of immense importance for the Relish Group. In the year
2011-12, one specific area which was related to our work.
Sustainability is a complex concept incorporating a wide range of
social, environmental and economic issues. We recognise the holistic
nature of a sustainable approach. As such, this commitment is as much
about oura construction processes and business operations as it is
about our people, the communities where we work, our suppliers and
partners and the clients we work with. -
This is a commitment to safeguard the health and safety of our
employees and workers and for that company take the following steps.
- The company has been provided with change rooms and wash facilites.
There are separate change rooms for ladies and gents workers.
- Street cloths and footw n ar are removed in the change room. Company
uniform and footwear are providejeraTthe change room.
k- The Company uniform consists of Apron, Cap and Slipper for workers.
White apron,cap and slipper for staff, Blue apron, caps and safety shoe
for maintenance and Brown apron, cap and slipper for house keeping
persons.
- There is further change in the gowning procedures for personnel
working in sterile area. They are trained in the gowning & degowning
procedures. The gowning instructions are displayed in the entry of
airlock of injection department.
- Persons working in beta lactum area are provided with separate set of
uniforms (with different colour) over and above normal uniform. These
uniforms are separately washed, dried and stored separately.
- All the employees are trained on the requirements of good personnel
hygiene at the time of their training programme and same is monitored
by QA officers and department heads on routine basis.
REPORT ON CORPORATE GOVERNANCE:
A separate Report on Corporate Governance along with Certificate from
Auditors on its compliance as annexed hereto.
SEGMENT:
Your Company is engaged in a single segment only.
ACKNOWLEDGEMENT:
The management is grateful to the government authorities, Bankers,
Vendors for their continued assistance and co-operation. The directors
also wish to-place on record the confidence of members in the company.
For And on Behalf of the Company
Date : 27/06/2012
Place : Ahmedabad Sd/- Sd/- Sd/-
Director Director Director
(Mihir
Patel) (Riddhi Patel) (Shailesh Patel)
Mar 31, 2010
The Members
Relish Pharmaceuticals Limited
The Directors' present the Annual report on the business and operations
of your Company for the year 2009-2010.
FINANCIAL RESULTS AND OPERATIONAL REVIEW:
Particulars Year Ended Year Ended
31.03.2010 31.03.2009
(Rs.) (Rs.)
Gross Sales/Income 8,76,23,452 7,19,28,955
Less
Depreciation 36,68,839 42,48,415
Profit/(Loss) before
Tax 28,79,404 4,46,976
Taxes/Deferred
Taxes Nil 96,420
Profit/(Loss) After
Taxes 28,79,404 3,50,556
P& L Balance b/f (9,43,54,272) (9,47,04,828)
Profit/(Loss) carried
to Balance Sheet (9,14,74,868) (9,43,54,272)
PARTICULARS OF EMPLOYEES:
There is no employee having remuneration with the provisions of section
217(2A) of the companies Act 1956 read with the companies (Particulars
of employee) Rules, 1975 as amended.
DIRECTORS:
Mrs. Ramilaben Harshad Patel Director of the Company are liable to
retire by rotation at the ensuing Annual General Meeting and being
eligible, offer themselves for re-appointment.
DIVIDEND:
In view of losses, your Directors do not recommend any dividend during
the year.
DEPOSITS:
The Company has not accepted any deposit from the public during the
year.
RESPONSIBILITY STATEMENT:
As required u/s 217(2AA) of the Companies Act, 1956 your Director
confirms that in the preparation of die annual accounts:
The applicable accounting standards have been followed along with
proper explanation relating to material departures.
Such accounting policies have been selected and applied consistently
and reasonable and prudent judgments and estimates made, 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 the profit/loss of the company for that
period.
Proper and sufficient care has been taken for the maintenance of the
adequate accounting records in accordance with provisions of diis act
for safeguarding the assets of the company and for preventing and
detecting fraud and odier irregularities.
The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
Information in accordance with the provisions of Section 217(l)(e) of
the Companies Act, 1956 read with Companies (Disclosures of Particulars
in the Report of Board of Directors) Rules, 1988 regarding conservation
of energy and technology absorption is annexed herewith.
Further, during the period under review, following were earning and
expenditure in Foreign Currency:
Earning in Foreign Currency : Rs. Nil (Previous Year Rs. Nil)
Expenditure in Foreign Currency : Nil (Previous Year Rs. Nil)
APPOINTMENT OF AUDITORS:
M/S. R M NAGAR & ACCOCIATES, Chartered Accountants, Ahmedabad, the
retiring auditors being eligible offer themselves for re-appointment.
Members are requested to appoint them as auditors of the company.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management discussion and analysis Report, pursuant to Clause 49 of the
Stock Exchange Listing agreement, forms part of this Report and the
same is annexed hereto.
REPORT ON CORPORATE GOVERNANCE:
A separate Report on Corporate Governance along with Certificate from
Auditors on its compliance as annexed hereto.
SEGMENT:
Your Company is engaged in a single segment only.
ACKNOWLEDGEMENT:
The management is grateful to the government authorities, Bankers,
Vendors for their continued assistance and co-operation. The directors
also wish to place on record the confidence of members in the company.
For & on behalf of the Board of Directors
Director Director
Place : Ahmedabad
Date : 31/07/2010
Mar 31, 2009
The Directors present the Annual report on the business and operations
of your Company for the year 2008-2009.
FINANCIAL RESULTS AND OPERATIONAL REVIEW:
Particulars Year Ended Year Ended
31.03.2009 31.03.2008
(Rs.) (Rs.)
Gross
Sales/Income 71,928,955 39,790,713
Less
Depreciation 4,248,415 4,333,450
Profit/(Loss) before
Tax4, 46,976 667,700
Taxes/Deferred
Taxes 96,420 30,000
Profit/(Loss) After
Taxes, 3,50,556 697,700
P& L Balance b/f 94,704,828 94,007,128
Profit/ (Loss) carried
to Balance Sheet 94,354,272 94,704,828
PARTICULARS OF EMPLOYEES:
There is no employee having remuneration with the provisions of section
217(2A) of the companies Act 1956 read with the companies (Particulars
of employee) Rules, 1975 as amended.
DIRECTORS:
Mr. Shailesh Babubhai Patel Director of the Company are liable to
retire by rotation at the ensuing Annual General Meeting and being
eligible, offer themselves for re-appointment.
DTVTDEND:
In view of losses, your Directors do not recommend any dividend during
the year.
DEPOSITS:
The Company has not accepted any deposit from the public during the
year.
RESPONSIBILITY STATEMENT:
As required u/s 217(2AA) of the Companies Act, 1956 your Director
confirms that in the preparation of the annual accounts:
The applicable accounting standards have been followed along with
proper explanation relating to material departures.
Such accounting policies have been selected and applied consistently
and reasonable and prudent judgments and estimates made, 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 the profit/loss of the company for that
period.
Proper and sufficient care has been taken for the maintenance of the
adequate accounting records in accordance with provisions of this act
for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities.
The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
As required under rule 3 of the companies (Disclosure of Particulars in
the report of Board of Directors) Rules 1998, the particulars relating
to the conservation of energy, Technology absorption, and the foreign
exchange earnings and outgo are also Nil.
APPOINTMENT OF AUDITORS:
M/S. R M NAGAR & ACCOCIATES, Chartered Accountants, Ahmedabad, the
retiring auditors being eligible offer themselves for re-appointment.
Members are requested to appoint them as auditors of the company.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management discussion and analysis Report, pursuant to Clause 49 of the
Stock Exchange Listing agreement, forms part of this Report and the
same is annexed hereto.
REPORT ON CORPORATE GOVERNANCE:
A separate Report on Corporate Governance along with Certificate from
Auditors on its compliance as annexed hereto.
SEGMENT:
Your Company is engaged in a single segment only.
ACKNOWLEDGEMENT:
The management is grateful to the government authorities, Bankers,
Vendors for their continued assistance and co-operation. The directors
also wish to place on record the confidence of members in the company.
For & on behalf of the Board of Directors
Place: Ahmedabad
Date : 08/08/2009 Chairperson
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