Mar 31, 2015
Dear Members,
The Directors present their 41st Annual Report and Audited Statement
of Accounts of the Company for the year ended 31st March, 2015.
FINANCIAL RESULTS :
(Rs. in Lakhs) Year ended
31/03/2015 31/03/2014
Profit/(Loss) before Interest, (8.57) 224.50
Depreciation & Taxation
Less : Interest 0.39 3.23
(8.96) 221.27
Less : Depreciation 238.52 238.50
Profit/(Loss) during the year (247.48) (17.23)
Profit/(Loss) brought forward
from previous year (3710.39) (3697.39)
Profit/(Loss) before Appropriation (3957.87) (3714.62))
APPROPRIATIONS
Prior Year Income Tax Refund - (4.23)
Balance Carried to Balance Sheet (3957.87) (3710.39)
(3957.87) (3714.62)
DIVIDEND :
In view of accumulated losses, your Directors are unable to recommend
any dividend.
PERFORMANCE :
The turnover of your Company for the year ended March 31,2015 was Rs.
74.33 lakhs as against Rs.30.40 lakhs in the previous year. Your
Company has loss of Rs.8.57 lakhs before Interest, Depreciation and
Taxation as against a profit of Rs.224.49 lakhs in the previous year.
After providing for interest of Rs. 0.39 lakhs (Previous year Rs.3.23
lakhs) and Depreciation of Rs.238.52 lakhs (Previous year Rs.238.50
lakhs) your Company has loss of Rs.247.48 lakhs as against a Loss of
Rs.17.23 lakhs in the previous year. Your Company's manufacturing
activities of ISO Marine Cargo Container remains suspended as container
production has not yet become viable.
Your company has diversified into manufacturing modular and pre
fabricated accommodation systems for the domestic market. The target
market for these products and solutions was the infrastructure and real
estate sectors. However, due to adverse government policies and poor
market climate, the infrastructure and real estate companies are in
poor financial health and not investing in these capital goods. Hence,
your company has decided to postpone the expansion of this project.
Share Capital:
The Share Capital remained the same during the year under review.
Current Status:
The working position of the Company in the current financial year
2015-16 is satisfactory. The Company expects to achieve better
performance during the current year. The Company is striving to improve
the working diversified business activities as stated above.
Changes in Nature of Business and Revision in the Board's Report:
There is no change in the nature of business of the Company during the
year and hence there is no revision made in the Board's Report.
Directors and Key Managerial Personnel:
(1) DIRECTORS :
Shri Badal Mittal, Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible offers himself for
re-appointment.
Mrs. Poornima Sanjiv Aggarwal (DIN 07152006) was appointed as
Additional and Independent Director of the Company with effect from
25th March, 2015 vide Board Resolution dated 25th March, 2015. She
holds office until the conclusion of the ensuing Annual General
Meeting.
The Company has received letter from a member along with the requisite
deposit proposing candidature of Mrs. Poornima Sanjiv Aggarwal for her
appointment as Director at the ensuing Annual General Meeting.
Accordingly, resolution proposing appointment of Mrs. Poornima Sanjiv
Aggarwal as Director forms part of the Notice of the Annual General
Meeting.
Mr. Shiv kumar Dalmia ceased from directorship with effect from 25th
March, 2015 pursuant to the provisions of Section 167(1)(b) of the
Companies Act,2013 on account of remaining absent from all the Meetings
of the Board of Directors held during a period of twelve months
There is no other change in the composition of the Board of Directors.
(2) Key Managerial Personnel
The Company has following Key Managerial Personnel:
Sr. Name of the Person Designation
No.
1 Mr. Ashok Kumar Dalmia Managing Director
2 Mr. Chandrabhan R. Singh Chief Financial Officer
3 Mrs. Pushpalata V. Mishra Company Secretary
Appointment of KMP
During the year under review, the Company appointed Mr Chandrabhan R.
Singh as Chief Financial Officer of the Company with effect from
30/05/2014 and Mrs.Pushpalata Vashishta Mishra as Company Secretary in
whole time employment of the Company with effect from 13/11/2014.
(3) Declaration by Independent Director
The Company has received necessary declaration from the Independent
Director pursuant to section 149(7) of the Companies Act, 2013
confirming that she meets the criteria of independence as prescribed
pursuant to section 149(6) of the Companies Act, 2013 and clause 49 of
the Listing Agreement.
PUBLIC DEPOSITS:
The Company is not accepting any deposits from the public.
DIRECTORS RESPONSIBILITY STATEMENT:
To the best of their knowledge and belief and according to the
information and explanations obtained by your Directors they make the
following statements in terms of Section 134(3)(c)of the Companies Act,
2013 and hereby confirm that:-
a. in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures; and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company.
b. the directors have selected such accounting policies and applied
consistently to the affairs of the Company as at 31st March, 2015 and
of the profit of the Company for the year ended on that date;
c. the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
d. the directors have prepared the annual accounts on a going concern
basis; and the directors have laid down proper systems financial
controls to be followed by the Company and that such internal financial
controls are adequate and were operating effectively.
e. proper internal financial controls were laid down and such internal
financial controls were adequate and were operating effectively; and
f. the directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were
adequate and operating effectively.
Disclosure under Section 197(12) of the Companies Act, 2013 and other
Disclosures as per Rule 5 of Companies (Appointment & Remuneration)
Rules, 2014:
There were no employees during the year covered under Companies
Act,2013 read with Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel)Rules,2014.
Since none of the Directors is in receipt of any remuneration, the
ration of remuneration to the median remuneration of the employees is
not applicable.
The information required pursuant to Section 197 read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial Personnel)
Rule, 2014 will be made available for inspection at its Registered
Office during the working hours for a period of 21 days before the date
of Annual General Meeting of the Company pursuant to Section 136 of
Companies, 2013.
Disclosure under Section 197(14) of the Companies Act, 2013
The Company does not have any subsidiary Company and therefore the
question of receiving any remuneration or commission by the executive
Director of the Company from any of the subsidiary Company does not
arise.
Number of Board Meetings:
During the Financial year, total 5 (Five) meetings of the Board of
Directors were held on 30.05.2014, 12.08.2014, 13.11.2014, 12.02.2015
and 25.03.2015 respectively.
On account of inadequate number of independent Director the
constitution of Audit committee and Nomination and Remuneration
Committee is not in conformity with the provisions of the Companies
Act, 2013 and Clause 49 of the Listing Agreement and also could not
frame various policies and carry out evaluation of Board and
independent Director as required under the said Act and Clause 49 of
the Listing Agreements. However following committees have been
constituted by the Board of Directors :
1. Audit Committee
2. Nomination and Remuneration Committee
3. Shareholders Relationship Committee
4. Risk Management Committee
Composition of Audit Committee:
The Audit Committee of Directors was constituted pursuant to the
provisions of Section 177 of the Companies Act, 2013. The Audit
Committee comprises of:
1. Shri Ashok Kumar Dalmia - Managing Director
2. Shri Badal Mittal - Non-Executive Director
3. Smt. Poornima Sanjiv Agarwal - Independent Director
Since the Company has only one Independent Director on its Board, the
constitution of this committee is not in conformity with the provisions
of Section 177 of the Companies Act,2013 and Clause 49 of Listing
Agreement.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,FOREIGN EXCHANGE EARNINGS
& OUTGO :
(A) The Company's operations are not energy intensive. However,
adequate measures have been taken to reduce energy consumption,
wherever possible.
(B) The company has not absorbed any technology during the year under
review.
(C) Foreign Exchange Earning - Nil
Foreign Exchange Outgo - Rs. 2.86 Lacs
LISTING OF SHARES :
The Shares of your company are listed on the Bombay Stock Exchange. The
company has paid Annual Listing Fee for the year 2015 - 2016 and also
Annual Custodian Fees in respect of Shares held in dematerialization
mode to NSDL and CDSL for the year 2015-16.
CORPORATE GOVERNANCE :
A separate report on Corporate Governance as required under clause 49
of the Listing Agreement with the Stock Exchange is annexed hereto.
STATUTORY AUDITORS:
The Statutory Auditors of the Company namely, J. F. Shah & Co.
Chartered Accountants have been appointed for a period of 3 years at
the previous annual general meeting held on 30th September, 2014. The
appointment is required to be ratified by the shareholders at this
annual general meeting to conduct the audit for the financial year
2015-2016. Auditors have confirmed their eligibility and submitted the
Certificate in writing that their appointment, if ratified, would be
within the prescribed limit under the Act and they are not disqualified
for re-appointment.
AUDITORS' REPORT :
There are no remarks or qualifications in the Auditors' Report
requiring any specific explanation.
SECRETARIAL AUDIT:
Pursuant to provisions of Section 204(1) of the Companies Act, 2013
read with rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules 2014, the Company has appointed M/s. K. C.
Nevatia & Associates, a firm of Company Secretaries in Practice (C. P.
No. 2348) to undertake the Secretarial Audit of the Company. The
Secretarial Audit Report is included as "Annexure - A" and forms an
integral part of this Report.
Directors Explanation to Qualification in Secretarial Audit Report:
a) Most of non compliances referred in the Secretarial/Audit Report are
on account of inadequate number of Independent Directors on the Board
of Directors of the Company. The Directors are making efforts to
appoint more Independent Director(s) so as to have the composition of
Board of Directors in accordance with the provisions of Section 149 of
the Companies Act, 2013 and clause 49 of Listing Agreement with the
Stock Exchange. This will also enable the Company to constitute
various committees and frame various polices as required under the
Companies Act, 2013 as well as Clause 49 of Listing Agreement with the
Stock Exchange.
b) The Company's Fixed Assets being Factory Building and Plant and
Machinery situated at J-1&J1-1, M.I.D.C. Tarapur Industrial Area,
Boisar-401 501 have not been insured as the Machinery being not in use
from last about 15 years have become rusted and obsolete and have only
the scap value and the Factory Building is not RCC construction but in
the form of a shed on the pillar.
Extract of Annual Return:
Extract of the Annual Return in form MGT-9 for the financial year ended
31st March, 2015 made under the provisions of Section 92(3) of the Act
is annexed as "Annexure - B" which forms part of this Report
The details of significant and material order passed by the regulators
or courts or tribunals impacting the going concern status and company's
operations in future:
No order have been passed by any Regulator or Court or Tribunal which
can have an impact on the going concern status and the Company's
operation in future.
Internal Control Systems:
Adequate internal control systems commensurate with the nature of the
Company's business and size of its operations are in place. Adequate
measures are taken to utilized the assets and resources of the Company
economically and efficiently. The Board continued to review the
internal control system from time to time.
Internal Financial Controls:
The Internal Financial Controls with reference to financial statements
as designed and implemented by the Company are adequate. During the
year under review, no instance of inefficiency or inadequacy of such
controls have come to the notice of Board.
Material changes and commitments, if any, affecting the financial
position of the company which have occurred between the financial year
end of the company to which financial results relate:
No material changes and commitments which could affect the Company's
financial position have occurred between the end of the financial year
of the Company and date of this report.
Particulars of loans, guarantees, investments and securities:
The details of Loans, Guarantees, Securities and Investments as covered
under the provisions of section 186 of the Companies Act, 2013 are
given in the Note No. 8 and 9 to Financial Statements.
Particulars of contracts or arrangement with related parties:
The Company has not entered in to any transactions with any of the
related party during the year under review. Hence, the provisions of
Section 188 of the Companies Act, 2013 are not attracted. Thus
disclosure in form AOC-2 is not required.
On behalf of the Board of Directors,
ASHOK KUMAR DALMIA
Managing Director
BADAL MITTAL
Director.
Place : Mumbai
Date : 29th May, 2015.
Mar 31, 2014
The Shareholders
The Directors present their Fortieth Annual Report and Audited
Statement of Accounts of the Company for the year ended 31st March,
2014.
FINANCIAL RESULTS :
(Rs. in Lakhs)
Year ended
31/03/2014 31/03/2013
Profit/(Loss) before Interest,
Depreciation & Taxation 224.50 271.91
Less : Interest 3.23 0.34
221.27 271.57
Less : Depreciation 238.50 238.43
Profit / (Loss) during the year (17.23) 33.14
Profit/(Loss) brought forward
from previous year (3697.39) (3639.27)
Prior Year Income Tax - (168.69)
Profit/(Loss) before Appropriation (3714.62) (3774.82)
APPROPRIATIONS
Prior Year Income Tax Refund (4.23) (77.43)
Balance Carried to Balance Sheet (3710.39) (3697.39)
(3714.62) (3774.82)
DIVIDEND :
In view of accumulated losses, your Directors are unable to recommend
any dividend.
PERFORMANCE :
The turnover of your Company for the year ended March 31, 2014 was Rs.
30.40 lakhs as against Rs.47.73 lakhs in the previous year. Your
Company has profit of Rs.224.50 lakhs before Interest, Depreciation and
Taxation as against a profit of Rs.271.91 lakhs in the previous year.
After providing for interest of Rs. 3.23 lakhs (Previous year Rs.0.34
lakhs) and Depreciation of Rs.238.50 lakhs (Previous year Rs. 238.43
lakhs) your Company has loss of Rs.17.23 lakhs as against a profit of
Rs.33.14 lakhs in the previous year. Your Company''s manufacturing
activities of ISO Marine Cargo Container remains suspended as container
production has not yet become viable.
The Company will continue its efforts in the development and marketing
of prefabricated shelter units, modular offices and accomodation units.
There has been an evident slowdown in the real estate and
infrastructure sectors in India and hence the prefabricated structures
business is yet to yield promising results. In the meantime, the
Company is attempting to diversify into general fabrication.
DIRECTORS :
Shri Anil Mittal, Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible offers himself for
re-appointment.
PUBLIC DEPOSITS :
The Company is not accepting any deposits from the public.
PARTICULARS OF EMPLOYEES :
There was no employee in respect of whom information is required to be
disclosed as per Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975.
CHIEF FINANCIAL OFFICER :
Pursuant to the provisions of Section 203(1) of the Companies Act,
2013, the Board of Directors has appointed Shri Chandrabhan R. Singh as
Chief Financial Officer of the Company with effect from 30th May, 2014.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO :
(A) The Company''s operations are not energy intensive. However,
adequate measures have been taken to reduce energy consumption,
wherever possible. As energy cost forms a small part of total costs,
the impact on costs is immaterial. The particulars as regards energy
consumption in prescribed Form A is annexed.
(B) The company has not absorbed any technology during the year under
review.
(C) Foreign Exchange Earning - Nil
Foreign Exchange Outgo - Rs. 2.69 Lacs
DIRECTORS RESPONSIBILITY STATEMENT :
As required under section 217 (2AA) of the Companies Act, 1956 the
Board of Directors hereby confirm that:
i) In the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
ii) They have selected such accounting policies and applied them
consistently and made judgment and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Company at the end of the financial year and of the loss of the
Company for that period;
iii) They have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956 for the assets of the Company and for preventing
and detecting fraud and other irregularities to the best of their
knowledge and belief;
iv) They have prepared the annual accounts on a going concern basis.
LISTING OF SHARES :
The Shares of your company are listed on the Bombay Stock Exchange. The
company has paid Annual Listing Fee for the year 2014 - 2015 and also
Annual Custodian Fees in respect of Shares held in dematerialization
mode to NSDL and CDSL for the year 2014-15.
CORPORATE GOVERNANCE :
A separate report on Corporate Governance as required under clause 49
of the Listing Agreement with the Stock Exchange is annexed hereto.
AUDIT COMMITTEE :
The Audit Committee of the Board of Directors of the Company comprises
of following three Directors;
1. Shri Ashok Kumar Dalmia
2. Shri Badal Mittal
3. Shri Anil Mittal
The Quarterly Unaudited Financial Results as well as the Annual Audited
Financial Results were reviewed by the Audit Committee during the year
ended 31st March, 2014.
AUDITORS'' REPORT :
There are no remarks or qualifications in the Auditors'' Report
requiring any specific explanation.
AUDITORS :
The members are requested to appoint the Auditors. M/s. J.F.SHAH & Co.,
the retiring Auditors, who have furnished written consent for their
appointment and the certificate of their eligibility for re-appointment
as required under Section 139 read with Section 141 of the Companies
Act, 2013.
On behalf of the Board of Directors
ASHOK KUMAR DALMIA
Managing Director
BADAL MITTAL
Director
REGISTERED OFFICE:
Mulund Industrial Estate Services Co-op. Society Ltd.
Nahur Road, Mulund (West), Mumbai - 400 080.
Place : Mumbai
Date : 30th May, 2014
Mar 31, 2011
The Directors present their Thirty Seventh Annual Report and Audited
Statement of Accounts of the Company for the year ended 31st March,
2011.
FINANCIAL RESULTS :
(Rs. in Lacs)
Year ended
1/03/2011 31/03/2010
Profit/(Loss) before
Interest,
Depreciation & Taxation 1033.61 (4.09)
Less :Interest - 0.47
1033.61 (4.56)
Less :Depreciation 236.93 238.26
796.68 (242.82)
Add : Balance of Profit
/ (Loss) brought forward
from previous year (4053.05) (3810.23)
Prior Year Income Tax (143.54) -
Profit/(Loss) before
Appropriation (3399.91) (4053.05)
APPROPRIATIONS - -
Prior Year Income
Tax Refund (78.38) -
Balance Carried to
Balance Sheet (3321.53) (4053.05)
(3399.91) (4053.05)
DIVIDEND :
In view of accumulated losses, your Directors are unable to
recommend any dividend.
PERFORMANCE :
The turnover of your Company for the year ended March 31, 2011 was Rs.
1.50 lacs as against Rs. Nil in the previous year. Your Company earned
a Profit of Rs.1033.61 lacs before Interest, Depreciation and Taxation
as against a Loss of Rs.4.09 lacs in the previous year. After providing
for interest of Rs. Nil (Previous year Rs. 0.47 lacs) and Depreciation
of Rs.236.93 lacs (Previous year Rs. 238.26 lacs) your Company earned
Profit of Rs.796.68 lacs as against a Loss of Rs.242.82 lacs in the
previous year. Your Company has suspended its manufacturing activities
as container production has become unviable.
DIRECTORS :
Shri Anil Mittal, Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible offers himself for
reappointment.
DEPOSITS :
The Company has neither accepted any deposit during the year nor is
there any deposit overdue for repayment.
PARTICULARS OF EMPLOYEES :
There was no employee in respect of whom information is required to be
disclosed as per Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,FOREIGN EXCHANGE EARNINGS
& OUTGO :
Since the Company is not carrying on any manufacturing activity since
past several years, the particulars relating to Conservation of Energy
and Technology Absorption are not applicable to it.
Foreign Exchange Earning - Nil
Foreign Exchange Outgo - Rs. 4.51 lacs
DIRECTORS RESPONSIBILITY STATEMENT :
As required under section 217 (2AA) of the Companies Act, 1956 the
Board of Directors hereby confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
ii) the Directors have selected such accounting policies and applied
them consistently and made judgment and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company at the end of the financial year and of the Profit of
the Company for that period;
iii) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of Companies Act, 1956 for the assets of the Company and for
preventing and detecting fraud and other irregularities to the best of
their knowledge and ability;
iv) the Directors have prepared the annual accounts on a going concern
basis.
LISTING OF SHARES :
The Equity Shares of your company are listed on the Bombay Stock
Exchange and the annual listing fee for the year 2011 Ã 2012 has been
paid.
CORPORATE GOVERNANCE :
A separate report on Corporate Governance as required under clause 49
of the Listing Agreement with the Stock Exchange is annexed hereto.
AUDIT COMMITTEE :
The Audit Committee of the Board of Directors of the Company comprises
of following three Directors;
1. Shri Ashok Kumar Dalmia
2. Shri Badal Mittal
3. Shri Anil Mittal
The Quarterly Unaudited Financial Results as well as the Annual
Financial Statements during the year ended 31st March, 2011 were
reviewed by the Audit Committee.
AUDITORS REPORT :
The comments of the Auditors on the Accounts are self explanatory and
need no further explanation.
AUDITORS :
The members are requested to appoint the Auditors. M/s. J.F.SHAH & Co.,
the retiring Auditors who have furnished their certificate of their
eligibility for re-appointment as required under Section 224 of the
Companies Act, 1956.
On behalf of the Board of Directors
ASHOK KUMAR DALMIA
Managing Director
BADAL MITTAL
Director
REGISTERED OFFICE:
Mulund Industrial Estate Services
Co-op. Society Ltd. Nahur Road,
Mulund (West), Mumbai - 400 080.
Place : Mumbai
Date : 31st August, 2011
Mar 31, 2010
The Directors present their Thirty-sixth Annual Report and Audited
Statement of Accounts of the Company for the year ended 31st March,
2010.
FINANCIAL RESULTS :
(Rs. in Lacs)
Year ended
31/03/2010 31/03/2009
Profit / (Loss) before Interest,
Depreciation & Taxation (4.09) 455.80
Less : Interest 0.47 0.16
(4.56) 455.64
Less : Depreciation 238.26 241.30
(242.82) 214.34
Add : Balance of Profit / (Loss) brought forward
From previous year (3810.23) (4024.57)
Profit/(Loss) before Appropriation (4053.05) (3810.23)
APPROPRIATIONS
Balance Carried to Balance Sheet (4053.05) (3810.23)
(4053.05) (3810.23)
DIVIDEND :
In view of accumlated losses, your Directors are unable to recommend
any dividend.
PERFORMANCE :
The turnover of your Company for the year ended March 31, 2010 was Rs.
Nil as against Rs. 13.35 lacs in the previous year. Your Company
incurred a Loss of Rs.4.09 lacs before Interest, Depreciation and
Taxation as against a profit of Rs.455.80 lacs in the previous year.
After providing for interest of Rs. 0.47 lacs (Previous year Rs. 0.16
lacs ) and Depreciation of Rs.238.26 lacs (Previous year Rs. 241.30
lacs) your Company incurred a Loss of Rs.242.82 lacs as against a
profit of Rs.214.34 lacs in the previous year. Your Company has
suspended its manufacturing activities as container production has
become unviable.
DIRECTORS :
Shri Badal Mittal, Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible offers himself for
reappointment.
DEPOSITS :
The Company has neither accepted any deposit during the year nor is
there any deposit overdue for repayment.
PARTICULARS OF EMPLOYEES :
There was no employee in respect of whom information is required to be
disclosed as per Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,FOREIGN EXCHANGE EARNINGS
& OUTGO :
Since the Company is not carrying on any manufacturing activity since
past several years, the particulars relating to Conservation of Energy
and Technology Absorption are not applicable to it.
Foreign Exchange Earning - Nil
Foreign Exchange Outgo - Nil
DIRECTORS RESPONSIBILITY STATEMENT :
As required under section 217 (2AA) of the Companies Act, 1956 the
Board of Directors hereby confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
ii) the Directors have selected such accounting policies and applied
them consistently and made judgment and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company at the end of the financial year and of the loss of the
Company for that period;
iii) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of Companies Act, 1956 for the
assets of the Company and for preventing and detecting fraud and other
irregularities to the best of their knowledge and ability;
iv) the Directors have prepared the annual accounts on a going concern
basis.
LISTING OF SHARES :
The Equity Shares of your company are listed on the Bombay Stock
Exchange and the annual listing fee for the year 2010 Ã 2011 has been
paid.
CORPORATE GOVERNANCE :
The Shares of the Company are put under compulsory dematerialization by
the Bombay Stock Exchange and the Company has appointed M/s. SHAREX
DYNAMIC (INDIA) PVT.LTD. as the Registrars & Share Transfer Agent for
physical transfer as well as Dematerialization of the Shares of the
Company.
AUDIT COMMITTEE :
The Audit Committee of the Board of Directors of the Company comprises
of following three Directors;
1. Shri Ashok Kumar Dalmia
2. Shri Badal Mittal
3. Shri Anil Mittal
The Quarterly Unaudited Financial Results as well as the Annual
Financial Statements during the year ended 31st March, 2010 were
reviewed by the Audit Committee.
AUDITORS REPORT :
The comments of the Auditors on the Accounts are self explanatory and
need no further explanation.
AUDITORS :
The members are requested to appoint the Auditors. M/s. J.F.SHAH & Co.,
the retiring Auditors who have furnished their certificate of their
eligibility for re-appointment as required under Section 224 of the
Companies Act, 1956.
On behalf of the Board of Directors
ASHOK KUMAR DALMIA
Managing Director
BADAL MITTAL
Director
REGISTERED OFFICE:
Mulund Industrial Estate Services Co-op. Society Ltd.
Nahur Road, Mulund (West),
Mumbai - 400 080.
Place : Mumbai
Date : 31st August, 2010
Mar 31, 2009
The Directors present their Thirty-fifth Annual Report and Audited
Statement of Accounts of the Company for the year ended 31st March,
2009.
FINANCIAL RESULTS :
{Rs. in Lacs)
Year ended
31/03/2009 31/03/2006
Prof it / (Loss) before Interest,
Depreciation & Taxation 455.80 7126.93
Less : Interest 0.16 25.00
455.64 7101.93
Less : Depreciation 241.30 241.07
214.34 6860.86
Add : Balance of Profit/(Loss)
brought forward
From previous year (4024.57) (10877.87)
Add :T.D.S. -- (7.56)
Profit/(Loss) before
Appropriation (3810.23) (4024.57)
APPROPRIATIONS
Balance Carried to Balance Sheet (3810.23) (4024.57)
(3810.23) (4024.57)
DIVIDEND :
In view of accumlated losses, your Directors are unable to recommend
any dividend.
PERFORMANCE :
The turnover of your Company for the year ended March 31, 2009 was Rs.
13.35 lacs as against Rs. 24.00 lac in the previous year. Your Company
earned a Profit of Rs.455.80 lacs before Interest, Depreciation and
Taxation as against a Profit of Rs. 7126.93 lacs in the previous year.
After providing for interest of Rs. 0.16 lacs (Previous year Rs. 25.00
lacs) and Depreciation of Rs. 241.30 lacs {Previous year Rs. 241.07
lacs) your Company earned Net Profit of Rs. 214.34 lacs as against that
of Rs. 6860.86 lacs in the previous year. Your company has suspended
most of its manufacturing activities as container production has become
unviable.
DIRECTORS :
Shri Shivkumar Dalmia, Director of the Company retires by rotation at
the ensuing Annual General Meeting and being eligible offers himself
for reappointment.
DEPOSITS :
The Company has neither accepted any deposit during the year nor is
there any deposit overdue for repayment.
PARTICULARS OF EMPLOYEES :
There was no employee in respect of whom information is required to be
disclosed as per Section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION.FOREIGN EXCHANGE EARNINGS
& OUTGO :
The information required under Section 217 (i) (e) of the Companies
Act, 1956 read with the Companies (Disclosure of Particulars in the
Report of the Board of Directors) Rules, 1988 regarding the above is
appended hereto and forms part of this report. The Company has neither
earned nor spent foreign exchange during the year under report.
DIRECTORS RESPONSIBILITY STATEMENT :
As required under section 217 (2AA) of the Companies Act, 1956 the
Board of Directors hereby confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
ii) the Directors have selected such accounting policies and applied
them consistently and made judgement and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company at the end of the financial year and of the profit of
the Company for that period;
iii) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of Companies Act, 1956 for the assets of the Company and for
preventing and detecting fraud and other irregularities to the best of
their knowledge and ability;
iv) the Directors have prepared the annual accounts on a going concern
basis.
LISTING OF SHARES :
The Equity Shares of your company are listed on the Bombay Stock
Exchange and the annual listing fee for the year 2009 - 2010 has been
paid.
CORPORATE GOVERNANCE :
The Shares of the Company are put under compulsory dernaterialization
by the Bombay Slock Exchange and the Company has appointed M/s. SHAREX
DYNAMIC (INDIA) PVT.LTD. as the Registrars & Share Transfer Agent for
physical transfer as well as Dernaterialization of the Shares of the
Company.
AUDIT COMMITTEE :
The Audit Committee of the Board of Directors of the Company comprises
of following three Directors;
i. Shri Ashok Kumar Dalmia
2. Shri Badal Mittal
3. Shri Anil Mittal
The Quarterly Unaudited Financial Results as well as the Annual
Financial Statements during the year ended 31st March, 2009 were
reviewed by the Audit Committee.
AUDITORS REPORT :
The comments of the Auditors on the Accounts are self explanatory and
need no further explanation.
AUDITORS :
The members are requested to appoint the Auditors. M/s. J.F. SHAH &
Co., the retiring Auditors who have furnished the certificate of their
eligibility for re-appointment as required under Section 224 of the
Companies Act, 1956.
On behalf of the Board of Directors
ASHOK KUMAR DALMIA
Managing Director
BADAL MITTAL
Director
REGISTERED OFFICE:
Mulund Industrial Estate Services Co-op. Society Ltd.
Nahur Road, Mulund (West),
Mumbai - 400 080.
Place : Mumbai
Date :31st August, 2009