Mar 31, 2014
THE MEMBERS
The Directors have pleasure in presenting the forty second Annual
Report and the Audited Accounts of your company for the financial year
ended 31st March 2014.
FINANCIAL RESULTS
The Financial Results for the year ended 31st March 2014 is as follows:
Year ended Year ended
31st March 2014 31st March 2013
(Rs. in Lakhs)
Sales - Net of Excise Duty 37,393.18 32,632.65
Other operating revenue 1,371.23 1,003.73
Other income 124.7 111.78
Total revenue 38,889.11 33,748.16
Profit before Interest &
Depreciation 6,101.48 4,807.69
Less: Interest 919 1,365.76
Depreciation 1,263.90 2,182.90 1,378.26 2,744.02
Profit before tax 3,918.58 2,063.67
Less: Current tax
(Net of MAT credit) 1,360.00 900
Deferred tax (Net) (-) 160.06 (-) 352.68
Wealth Tax 4.34 3.71
Tax relating to earlier
years 19.22 0.05
Profit after tax 2,695.08 1,512.59
Add: Surplus brought
forward from
previous year 11,673.05 10,718.94
Available for
appropriations 14,368.13 12,231.53
Dividend 10%
(2012-13: 10%) 50.32 50.32
Corporate Dividend Tax 8.55 8.16
Transfer to General Reserve 500 500
Surplus carried forward
to Balance Sheet 13,809.26 11,673.05
Company''s Key Financial Ratios 2014 2013
Rs. Rs.
Earnings per share 53 30
Dividend per share 1 1
Return on Net worth 8% 5%
DIVIDEND
Your Directors have pleasure in recommending a dividend of 10% on the
Equity Shares. The quantum of dividend outgo on this account is Rs.
50.32 lakhs representing 1.87% of profit after tax.
SEGMENTWISE / PRODUCTWISE PERFORMANCE PRODUCTION
I. CHEMICALS Sodium Hydrosulphite
During the year your company had produced 13,881 MT of Sodium
Hydrosulphite as against
II, 484 MT in the previous year, an increase by about 20%.
Liquid Sulphur Dioxide
During the year your Company had produced 13,378 MT of Liquid Sulphur
Dioxide as against 11,217 MT in the previous year, an increase by about
19 %.
Sulphoxylate
The production of Sulphoxylates was 62 MT during the year as against
163 MT in the previous year.
II. RECOVERY SALTS
The trisalt production was 3,805 MT as against 4,099 MT in the previous
year.
III. ELECTRIC POWER Electric Power Generation
Your company had generated 5,212 lakh units of electricity as against
4,985 lakh units last year from the Thermal Power Plant. The average
Plant Load Factor during the year under review was 93.31%. The Biomass
based power plant had generated 235 lakh units of electricity as
against 244 lakh units in the previous year. The Wind Mills had
generated 306 lakh units of electricity as against 291 lakh units in
the previous year. The Average Plant Load Factor for Power Plant was
93.31% and for the Biomass Power Plant 79.49%.
SALES
I. CHEMICALS Sodium Hydrosulphite
During the year your company had made sale of 13,768 MT of Sodium
Hydrosulphite as against
II, 269 MT in the previous year. The domestic sales increased by about
20% during the year when compared with the previous year. Your company
is preparing to expand its market base in the current year. There is
increase in demand from textiles, paper and pharma industries which may
favour us with maximum market share during the current year.
Liquid Sulphur Dioxide
The sale of Liquid Sulphur Dioxide during the year was 1,496 MT as
against 1,242 MT in the previous year. During the year the sales has
increased by about 20%. The sales can be augmented in the coming years
too, as we foresee a good demand for the product.
Sulphoxylates
The sale of Sulphoxylates was 77 MT as against 153 MT in the previous
year. The production and sales were affected during the year due to
volatility in the raw material price.
Recovery salts
The sale of Recovery salts was 1,346 MT during the year as against
3,008 MT in the previous year. There was less demand during the year.
The company has planned to focus on western and eastern India and
Kanpur markets during the current year to increase the sales.
II. POWER
During the year your Company had sold 4,763 lakh units of electricity
as against 4,546 lakh units in the previous year from the Thermal Power
Plant. The Biomass based Power plant had sold 192 lakh units of
electricity as against 209 lakh units in the previous year. The Wind
mills had exported 233 lakh units of electricity as against 220 lakh
units in the previous year.
The Captive Power Purchase Agreement (CPP Agreement) that was entered
into with the erstwhile Tamil Nadu Electricity Board (TNEB) now Tamil
Nadu Generation and Distribution Corporation Ltd (TANGEDCO) which
provided for purchase of surplus power generated by the Company, after
captive consumption by the Company, by the TANGEDCO, at the rates
specified in the CPP Agreement, provided for such purchase arrangement
up to 28th January 2014.
After the CPP Agreement ceased to be in force, the Company made
arrangements to sell the power generated up to 38 MW to Group Captive
Consumers, power generated up to 20 MW was sold to TANGEDCO and the
balance power generated was towards captive consumption. The Group
Captive Consumers arrangement Rules stipulate that the Group Captive
Consumers should hold at least 26% share holding in the Company.
Accordingly, the present Group Captive Consumers hold about 26% equity
shareholding in the Company. The Group Captive Power Sale Agreement
entered into with the Group Captive Consumers is in effect up to 28th
January 2015. As at 31st March 2014 there were 26 Group Captive
Consumers.
EXPORTS
During the year, your Company had exported 3,537 MTs of Sodium
Hydrosulphite as against 2,787 MTs during the previous year, an
increase by about 27% over the previous year. The exports during the
year were an all-time high and a new record for the Company. This is
the first time that the Company''s exports of Sodium Hydrosulphite has
crossed the 3,000 MT mark. Exports were about 25% of the total sales
quantity and production quantity during the year.
The highlight of this year''s performance is that exports to the
Turkey were the highest in terms of volume of exports - Country wise,
contributing about 30% of the overall volume of exports. Exports to
the United States of America were the next highest contributing about
20% of the overall volume of exports. These two countries together
contributed about 50% of the exports.
As in the previous year, this year also Sodium Hydrosulphite was
exported to 12 countries spread across all the regions like the United
States of America, Europe, Far East, South Asia, Latin America and
Africa. The exports to the European countries were the highest. This
year we have made a reentry into the Nigerian and South Korean markets.
Diversification of markets and identification of new buyers in the
existing markets were a major achievement during the year under review.
At present, the international market is favourable to the Company. But
there is still a stiff competition from China, the world''s largest
producer and exporter of Sodium Hydrosulphite. In the current year too
our focus would be on retaining the existing markets, identifying new
buyers in the existing markets and penetrating into new markets.
Company'' performance
Considering the difficult macro- economic conditions and challenging
business environment, the Company''s performance during the year under
review was satisfactory.
FUTURE PLANS
The Company has plans to increase the production capacity of Sodium
Hydrosulphite from 12,000 Metric Tons to 15,000 Metric Tons during the
current year 2014-15. The Company also has plans to modernize its
Liquid Sulphur di oxide plant to increase its production capacity. The
Liquid Sulphur di oxide so produced would be used for captive
consumption to produce Sodium Hydrosulphite. The company will focus on
the domestic market sales in the current year in respect of the
products of the Chemical division. With the textile industry showing
signs of recovery, due to the measures adopted / proposed to be adopted
by the Textile Ministry, it is expected that the sale of Sodium
Hydrosulphite to the textile industry will improve in the current year.
The Company has plans to increase its market share in the Paper and
Pharma industries. Since the company has expanded the sale of its
recovery salts to the pharma and paper industries, it is expected that
the sale of trisalt, during the current year, will improve. The Company
also has plans to focus on markets in eastern India, western India and
Kanpur for maximizing the sale.
The company''s exports are expected to show an upward trend with focus
being made on the USA market. The Company is hopeful that the exchange
rate in the year would be advantageous to exports and with increased
production your Company would be in a position to regain its presence
in the European markets which has been, traditionally, our major
markets. The Company is also taking all efforts to identify and develop
new markets and at the same time continuing to focus on the existing
markets, where price realisation is relatively higher. In the global
market, our Sodium Hydrosulphite has built up a good brand image for
its quality and delivery.
CREDIT RATING
The Credit rating assigned to the Company as at 31st March 2014 are as
follows:
Credit Rating Agency Credit facilities Rating
CRISIL Bank borrowings - Long term CRISIL BBB / Stable
CRISIL Bank borrowings - Short term CRISIL A2
CRISIL Fixed Deposits FA-/ Stable
ECONOMIC AND BUSINESS ENVIRONMENT
The new Government, since assuming office in May 2014, has taken a slew
of steps to attack price rise. Besides restrictions on exports of
certain food items such as onions and potatoes, the Centre also
announced in early July 2014 that hoarding of essential commodities
could be made a non-bailable offence.
The inflation estimate in the Budget, however, shows that the Finance
Ministry is not confident that these measures will effectively cool
prices. One reason for this could be the uncertainty around global
crude prices following the Iraq crisis, something that the Budget
documents mention as potential spoiler for its estimates. Another could
be the possibility of a drought.
Let us look at this table:
Budget Estimate 2014-15 2013-14
Nominal GDP Growth 13.4% 12.3%
Real GDP Growth 5.4% to 5.9% 4.7%
Inflation 7.5% to 8% 7.6%
The documents reveal that the Budget estimates the nominal GDP growth
for the current fiscal to be 13.4%. The GDP is estimated at
Rs.1,28,76,653 crores. The budget documents as well as the Economic
Survey tabled in the Parliament project the Real GDP growth to be in
the range of 5.4% to 5.9%. The rate of inflation is thus projected to
be in the range of 7.5% to 8% as in Economic Theory the Real GDP is the
difference between the Nominal GDP and inflation. The inflation worries
persist and could be a dampener to economic growth. In times of high
inflation consumption gets affected as people find it difficult to
afford. When inflation moderates people start consuming. Increased
consumption boosts demand and spurs economic growth.
OUTLOOK AND OPPORTUNITIES
Your directors expect that with stable government in the Centre,
estimates of better GDP growth rate, the Company''s strong business
model, innovative fund management and marketing techniques, continued
confidence and support of the lending institutions to the Company''s
fund mobilization activities on account of good track record of debt
servicing, continued confidence and support of the customers and
suppliers, your Company should achieve better performance in the year
2014-15.
FIXED DEPOSITS
As at 31st March 2014, there are 3,631 fixed deposits and 1,029
cumulative deposits aggregating to 4,660 deposits for an amount of
Rs.3,231.66 lakhs that have not yet matured for repayment. There are
86 fixed deposits and 9 cumulative deposits aggregating to 95 deposits
for an amount of Rs. 27.15 lakhs that have matured but remained
unclaimed. The total amount of deposits matured during the year under
review was Rs. 770.17 lakhs and the total amount of deposits that will
be maturing as at 31st March 2015 will be Rs.1,316.81 lakhs. The total
amount of deposits repaid during the year under review was Rs.206.06
lakhs. The total amount of deposits accepted or renewed during the year
was Rs.873.85 lakhs. There were no deposits, which were claimed but not
paid by the Company. Appropriate steps are being taken continuously to
obtain the depositors'' instructions so as to ensure renewal/repayment
of the matured deposits in time.
The Company has stopped accepting fresh deposits and renewal of
existing deposits from 1st April 2014, in order to comply with the
provisions of the Companies Act, 2013 read with the Companies
(Acceptance of Deposits) Rules, 2014, which has been notified to come
into effect from 1st April 2014. The Company has been repaying existing
deposits on their maturity date in accordance with the terms of
acceptance of those deposits.
Chapter V of the Companies Act, 2013, containing sections 73 to 76,
provides for the new provisions for acceptance of deposits by Companies
- other than a Banking Company and a Non-Banking Financial Company, as
defined in the Reserve Bank of India Act, 1934, and such other
Companies as may be notified by the Central Government - from its
members and the Public.
Section 76 of the Companies Act, 2013, read with Rule 2 (1)(e) of the
Companies (Acceptance of Deposits) Rules 2014, provides that such a
Company can accept deposits from the Public only if its Net Worth is
not less than Rs.100 crores or its turnover is not less than Rs.500
crores. These companies are defined as ''Eligible Company'' in the
Companies (Acceptance of Deposits) Rules 2014.
The Net worth of TCP Ltd is more than Rs.300 crores. As such, TCP Ltd
is an ''Eligible Company'' and can continue to accept deposits from
its members and the Public.
These provisions inter alia provide that the Company should pass an
ordinary resolution in a general meeting for accepting deposits from
the public and also file the said resolution with the Registrar of
Companies before making any invitation to the public in the form of
Advertisement for acceptance of deposits. It also provides that the
Company should obtain a rating from a recognised credit rating agency
for its deposits and inform the public of the rating given to the
Company at the time of invitation of deposits from the public which
ensures adequate safety and the rating shall be obtained for every year
during the tenure of deposits. It also provides that such Companies
shall provide Deposit Insurance cover in the manner specified in Rule 5
of the Companies (Acceptance of Deposits) Rules 2014.
Members'' approval is being sought for continuance of acceptance of
deposits by the Company at the ensuing 42nd Annual General Meeting to
be held on 26th September 2014, by passing of an ordinary resolution
vide agenda item no.10 of the Notice of the meeting.
As per Section 76 of the Companies Act, 2013, the credit rating agency
CRISIL Limited has assigned a rating of ''CRISIL FA-/Stable''
(pronounced "F A minus rating with stable outlook") for the Fixed
Deposits accepted by the Company, indicating ''Adequate Safety''.
This rating indicates that the degree of safety regarding timely
payment of interest and principal is satisfactory. This rating shall
remain valid until 31st March 2015 and the Company will accept deposits
based on this rating for the current year 2014-15.
The Ministry of Corporate Affairs vide Notification No. G.S.R. 386(E)
dated 6th June 2014 has provided that the companies may accept the
deposits without deposit insurance contract till 31st March 2015. The
Company will obtain insurance contract for its deposits as per the
requirements of section 73 (2) (d) of the Companies Act, 2013 read with
Rule 5 of the Companies (Acceptance of Deposits) Rules, 2014, as and
when it becomes applicable.
The company has deposited with the Indian Overseas Bank, in a separate
bank account, called as Deposit Repayment Reserve Account, an amount of
not less than 15% of the amount of its deposits maturing during the
financial years 2014-15 and 2015-16 in accordance with the requirements
of section 73(2) (c) of the Companies Act, 2013 read with Rule 13 of
the Companies (Acceptance of Deposits) Rules, 2014.
The Company will comply with the requirements of advertisement inviting
deposits as provided in Rule 4 of the Companies (Acceptance of
Deposits) Rules, 2014.
The Company''s outstanding deposits are within the limits laid down in
Rule 3(4) of the Companies (Acceptance of Deposits) Rules, 2014 viz.,
10% of the aggregate of the paid up share capital and free reserves of
the Company as at 31st March 2014 in the case of deposits accepted from
the members and 25% of the aggregate of the paid up share capital and
free reserves of the Company as at 31st March 2014 in the case of
deposits accepted from the public. The Company will accept deposits
within the aforesaid limits.
The company will accept deposits from its members and the public as
unsecured deposits.
Since the Company meets the eligibility norms for acceptance of
deposits it proposes to continue to accept deposits from the members
and the Public in accordance with the new provisions, after obtaining
the consent of the members and after complying with the rules.
SUBSIDIARY COMPANY
The Company has one Subsidiary Company viz., TCP Hotels Private
Limited. This Subsidiary Company is a non-material Indian unlisted
subsidiary of the Company. The Company holds 96% equity shareholding in
its subsidiary company.
TCP Hotels Private Ltd:
TCP Hotels Private Ltd derives rental income from letting out its
property and this is the only source of income for the company for the
year ended 31st March 2014. For the year ended 31st March 2014, the
company has earned income of Rs.6 lakhs and had reported Net profit of
Rs.1,50,307.
The Company has not attached in this Annual Report the Balance Sheet,
the Profit and Loss Account, the Directors'' Report, the Auditors''
Report and the Statement showing holding company''s interest in its
subsidiary company as required under section 212 of the Companies Act,
1956, in respect of the subsidiary company viz., TCP Hotels Private Ltd
for the year ended 31st March 2014, pursuant to the general exemption
granted to the holding companies from the applicability of section 212
of the Companies Act, 1956, by the Ministry of Corporate Affairs vide
its General Circular No.2/2011 dated 8th February 2011. The company has
fulfilled the conditions laid down in the aforesaid Circular No.2/2011
dated 8th February 2011.
The Board of Directors of the company, at the Board Meeting held on
30th May 2014, has passed resolution, giving consent for not attaching
the Balance sheet of the subsidiary company viz., TCP Hotels Private
Ltd to its Annual Report for the financial year ended 31st March 2014.
The annual reports and annual accounts of the subsidiary company viz.,
TCP Hotels Private Ltd for the financial year ended 31st March 2014 and
the related detailed information shall be made available to
shareholders of the holding and subsidiary company seeking such
information. The annual accounts of the subsidiary company shall also
be kept for inspection by shareholders at the Registered Office of the
company and the Subsidiary Company. The annual accounts of the
subsidiary company shall be available on the website of the Company
viz., www.tcpindia.com.
Consolidated Financial Statements
The consolidated financial statements of the Company, which
consolidates and presents the results of the Company with its
subsidiary company as a single economic entity prepared in compliance
with the applicable Accounting Standards and Listing Agreement is
attached to the Annual Report. The aforesaid consolidated financial
statements form part of this Annual Report.
BOARD OF DIRECTORS
Resignation of Directors:
Shri M. Nandagopal, Director, opted for not getting reappointed at the
41st Annual General Meeting, held on 27th September 2013, and hence had
ceased to be a director of the Company with effect from 27th September
2013.
Shri M. Ethiraj and Shri E. Shanmugam, Directors, have submitted their
resignation from the Board and consequently ceased to be directors from
28th September 2013.
Shri Natarajan Nandagopal, Director, submitted his resignation from the
Board and consequently ceased to be director from 9th January 2014.
Shri Arvind Nandagopal, Director, submitted his resignation from the
Board and consequently ceased to be director from 14th March 2014.
Directors retiring by rotation:
Shri V. Sengutuvan (holding DIN 00053629), Director, is retiring by
rotation at this Annual General Meeting and he is eligible for
re-appointment.
Appointment of Directors:
The Board of Directors appointed Shri S. Varatharajan as Additional
Director of the Company, in the category of Non-Executive, Independent
Director, Shri M. Parthasarathi as Additional Director of the Company,
in the category of Non-Executive, Independent Director, Shri R. Ravi
Krishnan as Additional Director of the Company, in the category of
Non-Executive, Independent Director,
Shri N. Jaiganesh as Additional Director of the Company, in the
category of Non-Executive, Independent Director and Smt Nidhya R. Guhan
as Additional Director of the Company, in the category of
Non-Executive, Independent Director Woman Director.
The aforesaid Additional Directors shall hold office up the date of the
ensuing Annual General Meeting. These Directors are seeking approval of
the members at the ensuing Annual General Meeting to continue as
Non-Executive, Independent Directors for a term of 5 years.
The details of their age, experience and their directorship in other
Companies, as required under the listing agreement, are mentioned in
the Report on Corporate Governance which forms part of this Annual
Report.
DIRECTORS'' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
confirmation and explanations obtained by them, your Directors make the
following statement in terms of Section 217(2AA) of the Companies Act,
1956.
i) That in the preparation of the Annual Accounts, for the year ended
31st March 2014, the applicable Accounting Standards have been followed
along with proper explanations for material departures, if any;
ii) That the selected accounting policies were applied consistently and
judgements and estimates that are reasonable and prudent were made so
as to give a true and fair view of the state of affairs of the Company
as at the end of the financial year ended 31st March 2014 and of the
profit of the Company for that period;
iii) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 1956, for safe guarding the assets of the Company and
for preventing and detecting frauds and other irregularities;
iv) That the annual accounts for the year ended 31st March 2014 has
been prepared on a going concern basis.
CORPORATE SOCIAL RESPONSIBILITY
Pursuant to section 135 of the Companies Act, 2013, the Board of
directors in its meeting held on 30th May 2014, has constituted
Corporate Social Responsibility Committee of three directors.
Good governance demands adherence of social responsibility coupled with
creation of value in the larger interest of the society. Your company
and its dedicated employees continue to contribute towards several
worthwhile causes. Your company aims to enhance the quality of life of
the community in general and has a strong sense of social
responsibility.
Your company and its dedicated employees have participated in several
welfare activities in and around Karaikudi and Gummidipoondi areas.
They have associated themselves in cultural, educational and health
care schemes for the communities to promote their welfare and live in
amity.
ANNEXURES
Vide General Circular 08/2014 dated 4-4-2014, the Ministry of Corporate
Affairs (MCA) has clarified that the financial statements (and
documents required to be attached thereto), auditors report and
Board''s report in respect of financial years that commenced earlier
than 1st April 2014, shall be governed by the relevant
provisions/Schedules/rules of the Companies Act, 1956.
Following Reports are attached to this Report pursuant to the
provisions of the Listing Agreement with the Stock Exchange:
i) The Management Discussion & Analysis Report as per clause 49 of the
Listing Agreement is given as a separate Report forming part of the
Annual Report; and
ii) The Report on Corporate Governance as per clause 49 of the Listing
Agreement forms part of the Annual Report, and is annexed herewith
together with Auditors'' Certificate on Corporate Governance, the
certificate duly signed by the Managing Director on the Financial
Statements of the Company for the year ended 31st March 2014 as
submitted to the Board of Directors at their meeting held on 30th May
2014 and the declaration by the Managing Director regarding compliance
by the Board members and senior management personnel with the
Company''s Code of Conduct.
AUDITORS
M/s T. Selvaraj & Co., Chartered Accountants, Chennai, the Statutory
Auditors of the company, retire at the conclusion of the ensuing Annual
General Meeting and are eligible for re-appointment for the year
2014-2015. Certificate has been received from them to the effect that
their re- appointment as statutory auditors of the Company, if made,
would be within the limits prescribed under Sections 139 & 141 of the
Companies Act, 2013. They have also confirmed that they hold a valid
peer review certificate as prescribed under clause 41(1) (h) of the
Listing Agreement. The Directors recommend their reappointment. If
reappointed they will hold office until the conclusion of the
Forty-third Annual General Meeting of the company.
COST AUDITORS
Shri M. Kannan, Cost Accountant in practice, has been appointed as the
Cost Auditor of the company for the year 2014-15, with the consent of
the Central Government, for the audit of the cost accounts maintained
by the Company for the Chemical Division Power Division, Biomass
Division and Windmill Division.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The Particulars required under sec. 217(1)(e) of the Companies Act,
1956, read with the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988, are furnished in the Annexure 1 to
this Report.
STATEMENT OF EMPLOYEES'' PARTICULARS
Particulars of the employees drawing remuneration of Rs.60 lakhs or
more per annum or Rs.5 lakhs or more per month, during the year, as
required to be furnished under sec 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, are
furnished in the Annexure 2 to this Report.
ACKNOWLEDGEMENT
The Directors place on record their appreciation for the continued
co-operation and performance extended by all employees of the Company.
The Directors also place on record their appreciation for the unstinted
support given by the shareholders, suppliers, customers, the Tamil Nadu
Generation and Distribution Corporation Ltd (TANGEDCO) and accredited
agents, who have been instrumental in the company''s continued
satisfactory performance. The Directors also acknowledge, with deep
sense of gratitude, the timely financial assistance provided by the
Company''s Bankers viz., Indian Overseas Bank, State Bank of India,
IDBI Bank and HDFC Bank, for smooth and efficient functioning of the
Company.
For and on behalf of the Board
V.R. Venkataachalam
Chairman
Place: Chennai: 600 004
Date : 31st July 2014
Mar 31, 2013
TO THE MEMBERS
The Directors have pleasure in presenting the Forty first Annual Report
and the Audited Accounts of your company for the financial year ended
31st March 2013.
FINANCIAL RESULTS
The Financial Results for the year ended 31st March 2013 is as follows:
Year ended Year ended
31st March 2013 31st March 2012
(Rs. in Lakhs)
Revenue from Operations
(Net) 33,636.38 29,606.05
Gross Profit before Interest
& Depreciation 4,807.69 5,226.59
Less: Interest 1,365.76 1,330.05
Depreciation 1,378.26 2,744.02 1,572.03 2,902.08
Profit before tax 2,063.67 2,324.51
Less: Current tax (Net
of MAT credit) 900 919
Deferred tax (Net) (-) 352.68 (-) 213.77
Wealth Tax 3.71 0.6
Tax relating to earlier years 0.05 (-) 41.85
Profit after tax 1,512.59 1,660.53
Add: Surplus brought forward
from previous year 10,718.94 9,616.89
Available for appropriations 12,231.53 11,277.42
Dividend 10% (2011-12: 10%) 50.32 50.32
Corporate Dividend Tax 8.16 8.16
Transfer to General Reserve 500 500
Surplus carried forward to
Balance Sheet 11,673.05 10,718.94
Company''s Key Financial Ratios 2013 2012
Rs. Rs.
Earnings per share 30 33
Dividend per share 1 1
Return on Net worth 5% 5.76%
DIVIDEND
Your Directors have pleasure in recommending a dividend of 10% on the
Equity Shares. The quantum of dividend outgo on this account is Rs.
50.32 lakhs representing 3.11% of profit after tax.
SEGMENTWISE / PRODUCTWISE PERFORMANCE PRODUCTION
I. CHEMICALS Sodium Hydrosulphite
During the year your company had produced 11,484 MT of Sodium
Hydrosulphite as against 11,740 MT in the previous year, a marginal
decrease by about 2%.
Liquid Sulphur Dioxide
During the year your Company had produced 11,217 MT of Liquid Sulphur
Dioxide as against 11,660 MT in the previous year, an increase by about
4 %.
Sulphoxylate
The production of Sulphoxylates was 163 MT during the year as against
365 MT in the previous year.
II. RECOVERY SALTS
The trisalt production was 4,099 MT as against 3,427 MT in the previous
year.
III. ELECTRIC POWER Electric Power Generation
Your company had generated 4,985 lakh units of electricity as against
4,995 lakh units last year. The average Plant Load Factor during the
year under review was 89.29%. The Biomass based power plant had
generated 244 lakh units of electricity as against 126 lakh units in
the previous year. The Wind Mills had generated 291 lakh units of
electricity as against 291 lakh units in the previous year.
SALES
I. CHEMICALS Sodium Hydrosulphite
During the year your company had made sale of 11,269 MT of Sodium
Hydrosulphite as against 11,963 MT in the previous year. The domestic
sales decreased by about 10% during the year when compared with the
previous year. Your Company has increased its market share in the
Pharma Sector during the year. The continuation of fixed anti-dumping
duty against imports from China had greatly helped in protecting the
market share.
Liquid Sulphur Dioxide
The sale of Liquid Sulphur Dioxide during the year was 1,242 MT as
against 1, 296 MT in the previous year. The sales can be augmented in
the coming years too, as we foresee a good demand for the product.
Sulphoxylates
The sale of Sulphoxylates was 153 MT as against 374 MT in the previous
year.
Recovery salts
The sale of Recovery salts was 3,008 MT during the year as against
3,478 MT in the previous year.
II. POWER
During the year your Company had exported to the Tamil Nadu Generation
and Distribution Corporation Ltd (TANGEDCO) 4,546 lakh units of
electricity as against 4,503 lakh units in the previous year. The
Biomass Power plant had sold 209 lakh units of electricity as against
105 lakh units in the previous year. The Wind mills had exported 220
lakh units of electricity as against 228 lakh units in the previous
year.
EXPORTS
During the year, your Company had exported 2,787 MTs of Sodium
Hydrosulphite as against 2,490 MTs during the previous year, an
increase of 12% over the previous year. The exports during the year
were an all-time high and a new record for the Company. This is just
the third time that the Company''s exports of Sodium Hydrosulphite has
crossed the 2,000 MT mark after 2008- 09 and 2011-12 and this is the
first time this has happened in two consecutive years. Exports are
about 25% of the total sales quantity.
As in the previous year, this year also Sodium Hydrosulphite was
exported to 12 countries spread across all the regions like the United
States of America, Europe, Far East, South Asia, Latin America and
Africa. This year we have made a reentry into the Bangladesh market.
Diversification of markets was a major achievement during the year
under review.
At present, the international market is favourable to the Company. We
were able to increase our selling prices in the overseas markets. But
there is still a stiff competition from China, the world''s largest
producer and exporter of Sodium Hydrosulphite. In the current year too
our focus would be on penetrating new markets.
PROFITABILITY
Even though the Net sales have increased by about 13% when compared
with the previous year, the Net Profit after tax has reduced by about
9% when compared with the previous year. This is mainly due to an
abnormal increase in the cost of materials consumed, which has
increased by about 23% when compared with the previous year. With the
production and sales remaining at the previous year''s levels, the
increase in selling price obtained had been more than offset by the
increased cost of materials consumed. All the divisions of the Company,
except Biomass division, have made profits during the year.
FUTURE PLANS
The company will focus on the domestic market sales in the current year
in respect of the products of the Chemical division. With the textile
industry showing signs of recovery, due to the measures adopted /
proposed to be adopted by the Textile Ministry, it is expected that the
sale of Sodium Hydrosulphite to the textile industry will improve in
the current year. Since the company has expanded the sale of its
recovery salts to the pharma and paper industries, it is expected that
the sale of trisalt, during the current year, will improve. Since an
increased demand is expected in the current year for the Liquid Sulphur
Di Oxide, its sales also would improve in the current year.
The company''s exports are expected to show an upward trend with focus
being made on the USA market. The Company is hopeful that the exchange
rate in the year would be advantageous to exports and with increased
production your Company would be in a position to regain its presence
in the European markets which has been, traditionally, our major
markets. The Company is also taking all efforts to identify and develop
new markets and at the same time continuing to focus on the existing
markets, where price realisation is relatively higher. In the global
market, our Sodium Hydrosulphite has built up a good brand image for
its quality and delivery.
ENVIRONMENTAL PROTECTION
The Environmental Policy of your company is maintaining clean and green
environment and eco friendly atmosphere. Your company has been
complying with applicable environmental regulations and preventing
pollution in all operations. Your company continues to strive for
energy saving and conservation of natural reserves. Your company has
been awarded ISO 14000 and ISO 2400 certification for maintaining
ecological balances.
CORPORATE SOCIAL RESPONSIBILITY
Good governance demands adherence of social responsibility coupled with
creation of value in the larger interest of the society. Your company
and its dedicated employees continue to contribute towards several
worthwhile causes. Your company aims to enhance the quality of life of
the community in general and has a strong sense of social
responsibility.
Your company and its dedicated employees have participated in several
welfare activities in and around Karaikudi and Gummidipoondi areas.
They have associated themselves in cultural, educational and health
care schemes for the communities to promote their welfare and live in
amity.
FIXED DEPOSITS
The outstanding deposits as on 31st March 2013 were Rs.2563.87 lakhs
(including unclaimed deposits of Rs.24.30 lakhs). The total amount of
deposits matured during the year under review was Rs. 705.71 lakhs and
the total amount of deposits that will be maturing as at 31st March
2014 will be Rs.770.17 lakhs. The total deposits repaid during the year
under review were Rs.200.10 lakhs.
SUBSIDIARY COMPANY
The Company has one Subsidiary Company viz., TCP Hotels Private
Limited. This Subsidiary Company is a non-material Indian unlisted
subsidiary of the Company.
TCP Hotels Private Ltd:
TCP Hotels Private Ltd derives rental income from letting out its
property and this is the only source of income for the company for the
year ended 31st March 2013. For the year ended 31st March 2013, the
company has earned income of Rs.6 lakhs and had reported Net Loss of
Rs.79,048.
The Company has not attached in this Annual Report the Balance Sheet,
the Profit and Loss Account, the Directors'' Report, the Auditors''
Report and the Statement showing holding company''s interest in its
subsidiary company as required under section 212 of the Companies Act,
1956, in respect of the subsidiary company viz., TCP Hotels Private Ltd
for the year ended 31st March 2013, pursuant to the general exemption
granted to the holding companies from the applicability of section 212
of the Companies Act, 1956, by the Ministry of Corporate Affairs vide
its General Circular No.2/2011 dated 8th February 2011. The company has
fulfilled the conditions laid down in the aforesaid Circular No.2/2011
dated 8th February 2011.
The Board of Directors of the company, at the Board Meeting held on
29th May 2013, has passed resolution, giving consent for not attaching
the Balance sheet of the subsidiary company viz., TCP Hotels Private
Ltd to its Annual Report for the financial year ended 31st March 2013.
The holding company viz., TCP Ltd hereby undertakes that annual
accounts of the subsidiary company viz., TCP Hotels Private Ltd for the
financial year ended 31st March 2013 and the related detailed
information shall be made available to shareholders of the holding and
subsidiary company seeking such information at any point of time. The
annual accounts of the subsidiary company shall also be kept for
inspection by any shareholder in the Registered Office of the company.
CONSOLIDATED FINANCIAL STATEMENTS
Your Directors are pleased to enclose the consolidated financial
statements of the Company, which consolidates and presents the results
of the Company with its subsidiary company as a single economic entity
prepared in accordance with the Accounting Standards. The aforesaid
consolidated financial statements form part of this Annual Report.
DIRECTORS
Directors'' retirement by rotation
1. Shri M. Nandagopal, Director, is retiring by rotation at this
Annual General Meeting and he is eligible for re-appointment.
2. Shri A.S. Thillainayagam, Director, is retiring by rotation at this
Annual General Meeting and he is eligible for re-appointment.
The details of their age, experience and their directorship in other
Companies, as required under the listing agreement, are mentioned in
the Report on Corporate Governance which forms part of this Annual
Report.
DIRECTORS'' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
confirmation and explanations obtained by them, your Directors make the
following statement in terms of Section 217(2AA) of the Companies Act,
1956.
i) That in the preparation of the Annual Accounts, for the year ended
31st March 2013, the applicable Accounting Standards have been followed
along with proper explanations for material departures, if any;
ii) That the selected accounting policies were applied consistently and
judgements and estimates that are reasonable and prudent were made so
as to give a true and fair view of the state of affairs of the Company
as at the end of the financial year ended 31st March 2013 and of the
profit of the Company for that period;
iii) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 1956,
iv) for safe guarding the assets of the Company and for preventing and
detecting frauds and other irregularities;
v) That the annual accounts for the year ended 31st March 2013 has been
prepared on a going concern basis.
AUDITORS
M/s T. Selvaraj & Co., Chartered Accountants, Chennai, the Statutory
Auditors of the company, retire at the conclusion of this Annual
General Meeting and are eligible for re-appointment for the year
2013-2014. Certificate has been received from them to the effect that
their re-appointment as statutory auditors of the Company, if made,
would be within the limits prescribed under Section 224(1) (B) of the
Companies Act, 1956. They have also confirmed that they hold a valid
peer review certificate as prescribed under clause 41(1) (h) of the
Listing Agreement. The Directors recommend their reappointment. If
reappointed they will hold office until the conclusion of the
Forty-second Annual General Meeting of the company.
COST AUDITORS
Shri M. Kannan, Cost Accountant in practice, has been appointed as the
Cost Auditor of the company for the year 2013-14, with the consent of
the Central Government, for the audit of the cost accounts maintained
by the Company for the Chemical Division Power Division, Biomass
Division and Windmill Division.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The Particulars required under sec. 217(1)(e) of the Companies Act,
1956, read with the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988, are furnished in the Annexure 1 to
this Report.
STATEMENT OF EMPLOYEES'' PARTICULARS
Particulars of the employees drawing remuneration of Rs.60 lakhs or
more per annum or Rs.5 lakhs or more per month, during the year, as
required to be furnished under sec 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, are
furnished in the Annexure 2 to this Report.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report and Corporate
Governance Report forms part of this Annual Report.
A certificate from the auditors of the company regarding compliance of
the conditions of Corporate Governance as stipulated in clause 49 of
the Listing Agreement is attached to this Report.
CEO CERTIFICATION OF FINANCIAL STATEMENTS
Shri V.R. Venkataachalam, Managing Director, has furnished the
certificate as required under clause 49 of the Listing Agreement.
CAUTIONARY STATEMENT
The statements, forming part of the Directors'' Report, may contain
certain forward looking statements within the meaning of applicable
securities, laws and regulations. Many factors could cause the actual
results, performances or achievements of the Company to be materially
different from any future results, performances or achievements that
may be expressed or implied by such forward looking statements.
ACKNOWLEDGEMENT
The Directors place on record their appreciation for the continued
co-operation and performance extended by all employees of the Company.
The Directors also place on record their appreciation for the unstinted
support given by the shareholders, suppliers, customers, the Tamil Nadu
Generation and Distribution Corporation Ltd (TANGEDCO) and accredited
agents, who have been instrumental in the company''s continued
satisfactory performance. The Directors also acknowledge, with deep
sense of gratitude, the timely financial assistance provided by the
Company''s Bankers viz., Indian Overseas Bank, State Bank of India,
IDBI Bank and HDFC Bank, for smooth and efficient functioning of the
Company.
For and on behalf of the Board
M. Ethiraj
Chairman
Date : 29th May 2013
Place: Chennai 600 004
Mar 31, 2009
The Directors have pleasure in presenting the Thirty Seventh Annual
Report and the Audited Accounts of your company for the financial year
ended 31st March 2009.
FINANCIAL RESULTS
The Financial Results for the year ended 31st March 2009 is as follows:
(Rs in Lakhs)
Year Year
ended ended
31st March, 31st March.
2009 2008
Gross Sales 29,260.80 19,948.93
Profit before Interest
& Depreciation 8,472.53 3,887 59
Less: Interest 1,240.96 1,246.12
Depreciation 1.178.24 2,419.20 1,260,65
Profit before Sax 6,053.33 1,380.82
Less: Current tax
(Net of MAT credit) 159.92 138.89
Deferred tax (Net) (161.12) (98.66)
Fringe Benefit Tax 11.09 13.15
Wealth Tax " 0.44 0.35
Profit after tax 6,043.00 1.327.09
Less: MAT Tax Credit
entitlement
for earlier year 45.74 -
Less: Tax related
to earlier years 0.12 21.38
Balance for the year 5,997.14 1,305.71
Add : Surplus brought
forward
from previous year 1,450.74 921.64
Available for
appropriations 7,447.88 2,227.35
Dividend 30%
(2007-08: 30%) 150.96 150.96
Corporate
Dividend Tax 25,66 25.65
Transfer to
General Reserve 600.00 600.00
Surplus carried
forward to Balance
Sheet 6,671.26 1,450 74
Companys Key
Financial Ratios 2009 2008
Rs. Rs.
Earnings per share 119 26
Dividend per share 3 3
Return on Net worth 26% 7,57%
DIVIDEND
Your Directors have pleasure in recommending a dividend of Rs.3 per
share (30%) on the Equity Shares. The quantum of dividend outgo on this
account is Rs. 150.96 lakhs,
SEGMENTWISE/PRODUCTWISE PERFORMANCE
PRODUCTION
I. CHEMICALS
Sodium Hydrosulphite
During the year your company had produced 10,826 MTs of Sodium
Hydrosulphite as against 9,681 MTs last year, an increase by about 12
%.
Liquid Sulphur Dioxide
During the year you; Company had produced 9.647 MTs of Liquid Sulphur
Dioxide as against 8.644 MTs last year representing ah increase by
about 11 %.
Sulphoxylates
The production of Sulphoxylates was suspended during the year due to
unprecedented hike in Zinc prices. the main raw material, and the
market price not matching the increased cost of production.
II.RECOVERY SALTS
The trisalt production has increased from 3,809 MTs to 4,240 MTs
thereby registering an increase of 11%.
III. ELECTRIC POWER
Electric Power Generation
Your company had generated 5,203 lakh units of electricity as against
5,272 lakh units last year. The average Plant Load Factor during the
year under review was 93.17 %. The Biomass based power plant had
generated 110 lakh units of electricity as against 70 lakh units in the
previous year. The Wind Mills had generated 161.10 lakh units of
electricity as against 185.74 lakh units in the previous year.
SALES
I.CHEMICALS
Sodium Hydrosulphite
During the year your company had made a record sale of 10,406 MTs of
Sodium Hydrasulphite as against 10,376 MTs in the previous year, an
increase by about 0.3%. This is mainly due to good demand in exports
due to reduced production of Sodium Hydrasulphite in China, the worlds
largest producerof Sodium Hydrosulphite, Anticipating an acute shortage
of the material, many new buyers bought the material from the company.
Due to this increased demand, which continued till the second quarter
of the year, the sale of Sodium Hydrosulphite increased considerably
during the year.
Liquid Sulphur Dioxide
The sale of Liquid Sulphur Dioxide during the year was 805 MTs as
against 632 MTs in the previous year and has registered an increase of
27% due to increased production of Sodium Hydrosulphite and also
increased sales of Liquid Sulphur Dioxide, An increased demand is
expected for the product in the current year.
Sulphoxylates
Due to slackening market and unremunerative price only 5 MTs of
Sulphoxylates was sold during the year as against 15 MTs in the
previous year.
Recovery salts
The sale of Recovery salts was 4659 MTs during the year as against
3,373 MTs in the previous year, recording an increase of 38%. This is
due to expanding the sale of our products to pharma and paper
industries.
II.POWER
During the year your Company had exported to the Tamil Nadu Electricity
Board (TNEB) 4701 lakh units of electricity as against 4.732 lakh units
in the previous year. The Biomass Power plant had exported 99 lakh
units of electricity to the TNEB as against 61 lakh units in the
previous year.
Your company has been exporting Power to the TNEB in terms of the
Purchase Power Agreement dated 29" January 1999 at the Tariff rates
prescribed therein for a period of ten years which was up to 31
-3-2008. The Agreement further stated that the rates from 1 -4-2008
will be fixed after review. Since the company and the TNEB could not
mutually agree to arrive at a rate for power purchase from 1 -4-2008
the company was advised to approach the Tamil Nadu Electricity
Regulatory Commission (TNERC) under section 96(1 )(b) of the
Electricity Act, 2O03 for fixing the rate from 1 -4-2008.
Based on the petition filed by the company before the TNERC for the
revision of tariff rate. TNERC finalised the tariff rate till the
agreement up to 2014 with effect from 1st April 2008.
The company had also filed another petition before the TNERC claiming a
sum of Rs.44,62,67,537/- being the arrears from 2005-06,2006-07 and
2007-08 for non-adherence of agreed tariff rate as per power purchase
agreement for the aforesaid years. The petition has been finally heard
by the TNERC and orders awaited and the company is fairly confident of
realising the amount from the TNEB,
EXPORTS
During the year, your Company had exported a record 2732 MTs of Sodium
Hydrosulphite as against 1,278 MTs during the previous year recording
an increase of 114%. The company has been exporting, continuously, from
1987-88 onwards and it is in this year that the company has achieved
the highest export of Sodium Hydrosulphite.
The China market is once again witnessing a competitive situation.
Consequently, prices are falling and we had to reduce prices in line
with the competitors offers and demand and supply position. However,
the supply to the Chinese markets has helped us to identify new buyers
and supply our products thereby we could establish the quality of our
products, also our credibility, reliability and on strict adherence to
delivery schedules. _
PROFITABILITY
The after tax profitability of the Company has increased steeply when
compared with the previous year. The increase in profit was mainly due
to getting an enhanced rate and realization of arrears for the power
sold to the TNEB. increased sales in all divisions and.due to over all
cost reduction strategies adopted in the operations.
FUTURE PLANS
Your Companys 6 MW Bio Mass Power Plant at its Factory at Karaikudi
wilt be generating more revenue this year due to arrangements made for
the third party sate of the power generated by the Biomass Power plant
duly approved by the TNEB for such third party sale.
With an enhanced rate fixed for the power sold to the TNEB during
2009-10. the Power division would generate more revenue this year. With
the cost reduction strategies adopted by the company it is expected
that the Power Division wilt make better profits this year.
The company will focus on the domestic market sales in the current year
in respect of the products of the Chemical division. With the textile
industry showing signs of recovery, due to the measures adopted /
proposed to be adopted by the Textile Ministry, it is expected that the
sale of Sodium Hydrosulphite to the textile industry will improve in
the current year. Since the company has expanded the sale of its
recovery salts to the pharma and paper industries, it is expected that
the sale of trisait, during the current year, will improve. Since an
increased demand is expected in the current year for the Liquid Sulphur
Di Oxide, its sales also would improve in the current year.
The companys exports are showing an upward trend with major exports
being made to the USA. We are also taking all efforts to identify and
develop new markets. At the same time we will continue to focus on the
existing markets, where price realisation is relatively higher. In the
global market, our Sodium Hydrosulphite has carved a niche for itself
due to its quality and delivery.
As part of further backward integration, the company has plans to
install at Sambavar Vadakarai, Shencottah Taluk, Thirunelveli District,
six windmills of 600 KW capacity each, aggregating to 3.6 MW, for
generation of electricity, at a project cost of about Rs.20 crores,
which shall be funded from out of internal accruals,
DIRECTORS
Directors retirement by rotation
1. Shri M.E. Shanmugam. Director, is retiring by rotation at this
Annua! General Meeting and he is eligible for re-appointment.
2. Shri M. Nandagopal, Director, is retiring by rotation at this
Annual General Meeting and he is eligible for re-appointment.
The details of their age. experience and their directorship in other
Companies, as required under the listing agreement, are mentioned in
the Report on Corporate Governance which forms part of this Annua!
Report.
Shri V. Sengutuvan was appointed as a director to fill the casual
vacancy caused by the resignation of Smt. Radha Venkataachalam, He will
hold office as director until the term up to which Smt, Radha
Venkataachalam would have held office if she had not resigned.
DIRECTORS RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
confirmation and explanations obtained by them, your Directors make the
following statement in terms of Section 217(2AA) of the Companies Act,
1956.
ij That in the preparation of the Annual Accounts, for the year ended
31st March 2009, the applicable Accounting Standards have been followed
along with proper explanations for material departures, if any;
ii) That the seIected accounting poIicies were applied consistently and
judgements and estimates that are reasonable and prudent were made so
as to give a true and fair view of the state of affairs of the Company
as at the end of the financial year ended 31st March 2009 and of the
profit of the Company for that period;
iii) That proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 1956, for safe guarding the assets of the Company and
for preventing and detecting frauds and other irregularities;
iv) That the annual accounts for the year ended 31st March 2009 has
been prepared on a going concern basis.
AUDITORS
M/s T Selvaraj & Co., Chartered Accountants, Chennai. the Statutory
Auditors of the company, retire at the conclusion of this Annual
General Meeting and are seeking reappointment for the year 2009-2010.
The Directors recommend their reappointment. If reappointed they will
hold office until the conclusion of the Thirty eighth Annual Genera!
Meeting of the company.
COST AUDITORS
Pursuant to the order of the Cost Audit Branch, Department of Company
Affairs, Shri M. Kannan, Cost Accountant, has been appointed as the
Cost Auditor of the company for the year 2008-2009.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS ANDOUTGO
The Particulars required ureter sec. 217(1 )(e) of the Companies Act,
1956. read with the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988, are furnished in the
Annexure 1 to this Report,
STATEMENT OF EMPLOYEES PARTICULARS
Particulars of the employees drawing remuneration of Rs.24 lakhs or
more per annum or Rs.2 lakhs or more per month, during the year, as
required to be furnished under sec 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, are
furnished in the
Annexure 2 to this Report.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion and Analysis Report and Corporate
Governance Report forms part of this Annual Report, A certificate from
the auditors of the company regarding compliance of the conditions of
Corporate Governance as stipulated in clause 49 of the Listing
Agreement is attached to this Report.
CEO CERTIFICATION OF FINANCIAL STATEMENTS
Shri V.R. Venkataachalam. Managing Director, has furnished the
certificate as required under clause 49 of the Listing Agreement.
CAUTIONARY STATEMENT
The statements, forming part of the Directors Report, may contain
certain forward looking statements within the meaning of applicable
securities, laws and regulations. Many factors could cause the actual
results, performances or achievements of the Company to be materially
different from any future results, performances or achievements that
may be expressed or implied by such forward looking statements.
ACKNOWLEDGEMENT
The Directors place on record their appreciation for the continued
co-operation and performance extended by all employees of the Company.
The Directors also place on record their appreciation for the unstinted
support given by the shareholders, suppliers, customers, the Tamil Nadu
Electricity Board and accredited agents, who have been instrumental in
the companys continued satisfactory performance. The Directors also
acknowledge, with deep sense of gratitude, the timely financial
assistance provided by the Companys Bankers viz., Indian Overseas
Bank, State Bank of india and HDFC Bank, tor smooth and efficient
functioning of the Company.
For and on behalf of the Board
M. Ethurajan
Chairman
Place : Chennai: 600 004
Date : 26th August 2009
Mar 31, 2003
The Directors have pleasure in presenting their Annual Report and
Audited Accounts for the year ended 31.3.2003.
FINANCIAL HIGHLIGHTS
The Financial Results for the year ended March 31, 2003 are as
follows:-
(Rs in Lakhs)
Year Year
ended ended
March 31, March 31,
2003 2002
Sales 18,895.24 15,942.70
Gross Profit before interest &
Depreciation 6,311.63 4,160.69
Less: Interest 1154.01
Depreciation 4184.62 5,338.63 2,108.33
Profit before tax 973.00 2,052.36
Less: Current tax 135.00
Deferred tax (1192.91) (1,057.91) 230.31
Profit after tax 2,030.91 1,822.05
Less: Tax relating to
earlier year - 1.41
2,030.91 1,820.64
Add: Surplus brought forward
from previous year 587.67 892.82
Available for appropriations 2,618.58 2,713.46
Less:
Dividend 99% (Equity) 498.16
Provision for Corporate
Dividend Tax 51.06
Transfer to General
Reserve 1500.00 2,049.22 2,125.80
Surplus carried forward to
Balance Sheet 569.36 587.66
Companys Key Financial Ratios
2003 2002
Rs. Rs.
Earnings per share 40.36 36.18
Dividend per share 9.90 2.50
Return on Networth 30.14% 34.64%
DIVIDEND
The Directors have pleasure in recommend- ing a dividend of 99% on
Equity Shares. The quantum of dividend outgo on this account is Rs.
498.16 lakhs representing 24.52% of profit after tax.
FIXED DEPOSITS
The total deposits upto the year under review was Rs.451.10 lacs. The
total amount of deposits matured during the year under review was
Rs.124.12 lacs and the unclaimed deposit was Rs.4.41 lacs. The total
deposits repaid during the year under review was Rs.40.83 lacs.
DIRECTORS
Directors retirement by rotation
1. Shri M Nandagopal, Director is retiring by rotation at this Annual
General Meeting and he is eligible for re-election.
2. Shri A.S. Thillainayagam, Director is retiring by rotation at this
Annual General Meeting and he is eligible for re-election.
The details of their age, experience and their directorships in other
Companies as required under the Listing Agreement is mentioned in the
agenda notice seeking their re- appointment.
DIRECTORS RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
confirmation and explanations obtained by them, your Directors make the
following statement in terms of Section 217(2AA) of the Companies Act,
1956.
i) that in the preparation of the Annual Accounts for the year ended
31st March 2003, the applicable accounting standards have been followed
along with proper explanations in case of material departures;
ii) that such accounting policies as mentioned in item 23 of Schedule
15 of the Annual Accounts have been applied consistently and judgement
and estimates that are reasonable and prudent 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 ended 31st March 2003 and of
the profit of the Company for that period;
iii) that proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 1956, for safe guarding the assets of the Company and
for preventing and detecting frauds and other irregularities;
iv) that the annual accounts for the year ended 31st March 2003 have
been prepared on a going concern basis.
AUDITORS
The Directors recommend the reappointment of M/s T. Selvaraj & Co.
Chartered Accountants as Statutory Auditors for the year ending
31.3.2004, who will hold office until the conclusion of the forthcoming
Annual General Meeting.
COST AUDITORS
As directed by the Company Law Board, we applied to Ministry of Law,
Justice & Company Affairs, Cost Audit Branch, New Delhi seeking
approval for reappointment of Shri M. Kannan, B.Sc., ACA, AICWA as Cost
Auditor for the year ending 31.3.2004, which has been approved by the
Company Law Board.
CORPORATE GOVERNANCE
Your Company is committed to bench marking itself with Global Standards
in all areas including incorporation of appropriate standards for good
corporate governance. Towards this end, and in line with the
guidelines recommended by Securities and Exchange Board of India (SEBI)
Committee on Corporate Governance, adequate steps have been taken to
ensure that all mandatory provisions of Clause 49 of the Listing
Agreement are duly complied and forms part of the Annexure to Annual
Report.
INFORMATION TECHNOLOGY
Your Company continues to upgrade the information system in order to
support our operational needs of challenging demand as and when it
arises and the system is tuned to give the required management
information from time to time. Further, the employees are also trained
in such information technology which could be applied to the day-to-day
operation of the Company.
GENERAL
The particulars relating to conservation of energy, technology
absorption and foreign exchange earnings and outgo and particulars of
the employees required to be furnished under Sec. 217(2A) of the
Companies Act, 1956 are set out in Appendix I and II respectively.
CAUTIONARY STATEMENT
The statement forming part of the Directors Report may contain certain
forward looking statements within the meaning of applicable securities,
laws and regulations. Many factors could cause the actual results,
performances or achievements of the
Company to be materially different from any future results, performance
or achievements that may be expressed or implied by such forward
looking statements.
ACKNOWLEDGEMENT
The Directors place on record their deep sense of appreciation for the
continued co-operation and performance by all its Employees of the
Company. The Directors also place on record their appreciation of the
unstinted support by shareholders, suppliers, customers and accredited
agents who have been instrumental in no small measure in companys
satisfactory performance. The Directors also acknowledge with gratitude
the financial institutions viz., ICICI, IDBI and Companys Bankers
viz., Indian Overseas Bank, State Bank of India and Allahabad Bank who
have been responsible for the timely financial assistance for smooth
and efficient functioning of the Company.
For and on behalf of the Board
M. Ethurajan
Chairman
Chennai: 600004
Date: 25th July 2003