| Dear Members,
The Directors hereby present the 31" Annual Report on the Business and
Operations of the Company and Financial Results for the year ended 31 "
March 2015.
As At As At
FINANCIAL RESULTS 31st March 2015 31st March 2014
Rupees Rupees
01 REVENUE FROM OPERATIONS 661,493,362 626,146,903
Less : Excise Duty 54,584,624 49,642,698
Net Revenue from Operations 606,908,538 576,504,205
02 OTHER INCOME 13,904,701 13,076,674
03 TOTAL REVENUE [1 2 ] 620,813,239 589,580,879
04 EXPENSES
Cost of Material Consumed 397,106,972 456,740,902
Purchases of Stcxik in Trade 21,070,489 3,227,419
Changes in Inventories of Finished Goods,
W|P & Stock in Trade 26,071,287 (51,607,054)
Employee Benefit Expenses 54,714,574 48,646,149
Finance Cost 27,790,483 25,766,124
De preciation and Amortization 62,010,3 20 32,839,825
Expenses
Other Expenses 100,977,752 102,451,523
Total Expenses 689,741,876 618,064,899
05 PROFIT / (LOSS) BEFORE EXCEPTIONAL
AND
EXTRAORDINARY ITEMS AND TAX [3-4] (68,928,637) (28,484,020)
06 EXCEPTIONAL ITEMS - 1,594,170
07 PROFIT / (LOSS) BEFORE
EXTRAORDINARY ITEMS
AND TAX [5-6] (68,928,637) (30,078,190)
08 EXTRAORDINARY ITEMS
09 PROFIT / (LOSS) BEFORE TAX [ 7 - 8 ] (68,928,637) (30,078,190)
10 TAX EXPENSES
1. Current Tax [MAT] - -
Less: MAT Credit entitlement - -
Net Current Tax
2, Deferred Tax: Asset/(Liability) 4,157,847 45,261,946
11 PROFIT 7 [ LOSS] FOR THE PERIOD FROM
CONTI NUING OPERATIONS [9-10] (64,770,7911 15,183,756
12 PROFIT t [LOSS] FROM DISCONTINUING
OPERATIONS - -
13 TAX EXPENSES OF DISCOUNTINUING
PERATIONS - -
14 PROFIT / [LOSS] FROM DISCONTINUING
OPERATIONS
[AFTERTAX] [12-13]
15 PROFIT/[LOSS] FOR THE PERIOD [11 14] (64,770,791) 15,183,756
16 EARNING PER EQUITY SHARE
( Basic and Diluted) (1.24) 0.29
Note; Figures in bracket indicate loss. Previous year's figures have
been regrouped/ reclassified wherever necessary.
RESERVES AND DIVIDEND:
During the year, no amount has been transferred to reserves since the
Company has incurred losses. The increase in the reserves in
comparison to the previous year is due to the additions to revaluation
reserve.
The Directors have not recommended any dividend for the year, since
there arc unabsorbed losses. PROFITABILITY:
Due to adverse market condition in Film segment (main tine of activity)
the Company did not venture its marketing in that segment and on the
contrary retied upon para and formaldehyde products which marginally
contributed towards recovery of fixed costs. Depreciation is the major
contributor for the loss.
FINANCE AND TAXATION:
Existing working capital limit with Corporation Bank is operative
during the current year. The working capital limits sanctioned by the
aforesaid bank is adequate,
Income tax assessment for the assessment years 2012-13 is complete.
That of 2013-4 is in progress, INSURANCE:
The Company has adequately insured all its movable and immovable
assets.
FIXED DEPOSITS:
During the year under review, the Company has not accepted any Fixed
Deposits from the Public.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS/OUTFLOW:
The relevant data pertaining to Conservation of Energy, Technology
Absorption and Foreign Exchange earnings and outgo are given in the
Annexure 'A' forming part of this report.
INDUSTRIAL RELATIONS AND CORPORATE SOCIAL RESPONSIBILITY (CSR):
Your Directors are pleased to record the appreciation and sense of
commitment shown by our employees at all levels and acknowledges their
contribution towards sustained progress of the Company. The relations
between Management and Employees arc good.
The Company does not fall under the threshold limit for mandatory CSR
activities. The Company, however, is willing to take up CSR activities
but due to continued losses, year after year, CSR activities could not
be taken up.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:
In terms of the provisions of Section 197(12) of the Act read with Rule
5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, a statement showing the required details are
provided in the Annexure B
Your Directors further state that during the year under review, there
were no cases filed under the Sexual harassment of Women at Workplace
(Prevention, Prohibition and Redressai) Act, 2013.
DIRECTORS:
The Board consists of Jive directors of whom three are independent
directors. During the year, the Board of Directors met 4 times.
On Sp March 2015, the shareholders have approved the re-appointment of
Mr. C.D.Datwani as the Managing Director and Ms. S&roj Datwani 35 the
Whole time Director, fora period of 3 years.
Ms, Saroj Datwani has also been appointed as the Chief Financial
Officer of the Company by the Board of Directors with effect from
financial year 2014-15.
The independent Directors have given a declaration that they fulfill
the crieterial of independence as specified u/s 149 (6) of the
Compsnies Act, 2013 and the clause 49 of the Listing agreement with the
Bombay Stock Exchange Limited,
The Company's policy on appointment of Directors and their
remuneration:
The Managing Director, Whole time Director and CFO are promoters. For
the position of other non- executive Independent director, experienced
and reputed persons are selected from plastic Industries manufacturers
association or professionals like Chartered accountants, adovocates.
Company Secretaries or Cost and management accountants.
The remuneration for the executive directors has been in line with
Schedule V of the Companies Act, 2013. The non-executive directors have
waived their sitting fees and nothing Is paid to them,
LISTING AGREEMENT WITH STOCK EXCHANGES:
Listing agreement with the Bombay Stock Exchange Ltd, Mumbai continue
to be listed and the Company has been regular In paying requisite fees.
COMPANY SECRETARY:
Due to continued losses the Company could not financially afford
appointment of a wholetime company secretary. However, the duties are
being discharged by a Secretarial assistant under the guidance and
advise of Shri.G,D, Rama ftao FCA, ACS a professional in practice of
Chartered Accountancy, assisting the company ever since its public
issue in 19B6-87. With his able guidance the company is free from
investors complaints and is in compliance with all regulatory
framework. He is a permanent invitee for all Committees and Board
Meetings,
As required under section 204 of the Companies Act, 2013 read with the
rule 9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, Secretarial Audit report from a Practising
Company Secretary has been obtained and the same is annexed to this
report as Annexure E, The Secretarial Audit report does not contain any
adverse remark, qualification or reservation,
AUDITORS:
M/s Rau & Nathan, Chartered Accountants, (Firm No: 00317SS) Statutory
Auditors of the Company were appointed at the previous Annual General
Meeting for a period of 3 years, The ratification of their appointment
has been placed before the shareholders at the ensuing Annual General
meeting. The Auditors' Report doesnot contain any adverse remark
/qualification.
DIRECTORS' RESPONSIBILITY STATEMENT:
Your Directors state that:
a) in the preparation of the annual accounts for the year ended March
31, 2015, the applicable accounting standards read with reqirements set
out under Schedule III to the Act, have been followed and there are no
material departures from the same:
b) the Directors have selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company as at March 31, 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 the 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;
e) the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and are operating effectively; and
f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are
adequate and operating effectively,
CERTIFICATE OF STATUTORY AUDITORS AS REGARDS COMPLIANCE OF CONDITIONS
OF CORPORATE GOVERNANCE:
The Certificate of the Auditors of the Company in regard to this matter
forms part of this Annual Report.
The ISIN number of the scrip is: INE204D01022 EXTRACT OF ANNUAL RETURN:
Pursuant to section 92(3) of Companies Act, 2013 read with rule 12 (1)
of the Companies (Management and Administration) Rules, 2014, an
extract of annual return in form MGT-9 has been provided in Annexure C.
RELATED PARTY TRANSACTIONS: .
The transactions with related party have been provided in the Form
AOC-2 which is provided as Annexure D.
ACKNOWLEDGEMENTS:
Your Directors place on record their sincere appreciation of the
services rendered by the Corporation Bank. Your Directors wish to place
on record the valued support and cooperation of Shareholders, Customers
and Suppliers of the Company,
For and onibehalf cfthe.Board of Directors
C. D DATAWANI
Chairman
Mysore
31st July 2015
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