| The Directors of your Company have pleasure in submitting their
Nineteenth Annual Report together with the Audited Statement of
Accounts for the year ended 31st March, 2011.
FINANCIAL RESULTS
The financial results during the year under review are very much
appreciable company has recorded turnover of Rs. 1842.09 lacs as
against the previous years turnover of 1717.98 lacs which show 7.2 %
increase in comparison with the previous year. The Company has managed
to earned same profit before tax and depreciation of Rs. 96.30 lacs.
The net profit after tax of the company increased to Rs.22.05 lacs
against the Rs. 18.26 lacs in previous year.
DIVIDEND
In view of requirement of financial resources and considering the
future requirements of funds, your Directors are unable to recommend
any Dividend for the year ended 31st March 2011
BUSINESS
Efforts are being made to provide better result than earlier years. In
view of the increased activities and expansions and programs to grab
the emerging opportunities.
DIRECTORS
At the ensuing Annual General Meeting, Mr. Bipinbhai Patel and Mr.
Nimishbhai Jariwal, directors retire by rotation in terms of the
Articles of Association of the Company and being eligible, offers
themselves for reappointment. A brief profile of these directors are
given in the notice of the 19th Annual General Meeting.
A brief resume of director(s) retiring by rotation seeking appointment
at the ensuing Annual General Meeting, nature of their expertise in
specific functional areas and names of companies in which they hold
directorship and/or membership/ Chairmanship of Committees of Board, as
stipulated under clause 49 of the Listing Agreement with the Stock
Exchanges, are given in the section of Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from the public within
the meaning of the Companies (Acceptance of Deposits) Rules 1975 during
the year.
INSURANCE
All the properties and the insurable interest of the company including
building, plants and machinery and stocks wherever necessary and to the
extent required have been adequately insured.
AUDITORS
M/s. D. C. Jariwala & Co., Chartered Accountants, the auditors of the
Company, retire at the conclusion of the ensuing Annual General Meeting
of the Company. They being eligible for reappointment as Statutory
Auditor of the Company and have expressed their willingness to accept
office and have furnished certificate under Section 224(1B) of the
Companies Act, 1956 for their eligibility for re-appointment. Your
directors recommend for their appointment.
AUDITORS' REPORT
In the opinion of the directors, the notes to the accounts are
self-explanatory and adequately explained the matters, which are dealt
with by the auditors.
COMPLIANCE CERTIFICATE
A compliance report pursuant to section 383 of the Companies Act, 1956
attached as annexure to this report and forming part of this report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 217(2AA) of the Companies Act,
1956, your Directors hereby confirms the following:
1. That in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures ;
2. That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year ended
31.03.2011 and of the Profit & Loss of the Company for that period ;
3. That they had taken proper and sufficient care for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities.
4. That the Directors have prepared the annual accounts on a going
concern basis.
POLUTION AND ENERGY CONSERVATION AND FOREIGN EXCHANGE.
Company's texturing plants are running with electricity which are
supplied by the Daxin Gujarat Vij Company Limited. Moreover, Company
has one DG set as a stand by arrangement. The plants are periodically
checked as a measure of periodical maintenance to minimal break down
and energy conservation. However company' production facilities do
not offer much scope for energy conservation. The Company has
installed the Wind Turbine and during the year total 12.59 lacs units
were generated. Company has obtained credit of these unites against
its electricity consumption at its factory. The particulars regarding
technology absorption and Foreign exchange earnings and outgo pursuant
to Section 217 (1) (e) of the Companies Act, 1956 are as under :
Technology absorption
The Company's plant is running satisfactorily. No other technology is
involved in Company's facility other than Windmill Power Generation.
CORPORATE GOVERNANCE
As per clause 49 of the Listing Agreement with the Stock Exchange, the
report of the Corporate Governance and the Certificate of the Auditors
of the Company in respect of compliance thereof are appended hereto and
forming part of this report.
LISITNG
At present the your Company's securities are listed on the Bombay
Stock Exchange Limited., Ahmedabad Stock Exchange Ltd and Vadodara
Stock Exchange Limited. As a cost saving measures and to conserve the
resources company had applied to voluntarily delist it shares from
Ahmedabad Stock Exchange Ltd and Vadodara Stock Exchange and
application is pending. Necessary steps are being taken to revoke the
suspension at the Bombay Stock Exchange Limited.
PARTICULARS OF EMPLOYEES
There was no employee drawing in excess of limits prescribed under
Section 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975.
GENERAL
The notes forming part of Accounts, being self-explanatory are not
being dealt with separately.
APPRECIATION:
Your Directors express their sincere gratitude for the assistance and
co-operation extended by customers, various Government, Semi-Government
and Local Authorities, suppliers, Shareholders, business associates.
Your Directors also wish to place on record their deep apprecia-tion
for the dedication and hard work put by the employees at all levels
towards the growth of the Company. Last but not the least, the Board of
Directors wish to thank the Investor/ Shareholders for their support,
co-operation and faith in the Company.
For and on behalf of the Board
Registered Office: By order of the Board
Surbhi Estate,
Mohanwadi,
Katargam Sd/-
Surat Bipinbhai Patel
Chairman
Date : 30/06/2011
Place : Surat
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