| To, The Members of Arvind International Ltd.
Dear Members
The Directors have the pleasure in presenting the 22nd Annual Report on
the business and operations of your Company, together with the Audited
Financial Statements for the year ended , March 3 1,2013.
FINANCIAL PERFORMANCE
The performance of the Company, on standalone basis, for the financial
year ended March 31, 2013 is summarized as below:
Particulars (Rs. in Thousands)
Year Ended
31.03.2013 31.03.2012
Turnover/Income from Operations 132342 785541
Other Income 1131 7708
Total Income 133473 793249
Less: Expenditure 154017 756673
Less: Depreciation 5538 5042
Less: Interest 6975 18572
Profit/(Loss) Before Tax (33057) 12962
Less: Provision for Tax (Incl. FBT) 0 2900
Profit/(Loss) before Deferred Tax Adjustments (33057) 10062
(Add)/Less: Deferred Tax 25 921
Profit/(Loss) After Taxation (33082) 9141
Prior Period Adjustments 0 (5280)
Extraordinary items 0 0.00
Profit/(Loss) after Extraordinary items (33082) 3861
Profit/ (Loss) brought forward from previous year (17145) (21007)
Balance Carried over to Balance Sheet (50227) (17145)
DIVIDEND
The Board of Directors did not recommend any dividend for the year
under review.
PUBLIC DEPOSITS
The Company has not accepted any Deposit within the meaning of Section
58A of the Companies Act, 1956.
DIRECTORS
In accordance with the provisions of Section 255, 256 of the Companies
Act, 1956 and the Articles of Association of the Company, Mr.Bajrang
Agarwal retires by rotation at the ensuing Annual General Meeting and
being eligible offers themselves for re-appointment. The Board
recommends their re- appointment. None of the Directors of the Company
are disqualified for being appointed as Directors as specified in Sec.
274( 1 )(g) of the Companies Act, 1956.
A brief resume of expertise and details of other directorships of
appointed/reappointed Directors is attached along with Notice of the
ensuing Annual General Meeting.
DIRECTORS'RESPONSIBILITY STATEMENT
In terms of section 217(2AA) read with section 292A of the Companies
Act, 1956, we the Directors ofArvind International Limited, state in
respect of financial year 2012-13 that:
i) in the preparation of 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 judgments and estimates that are reasonable
and paident so as to give a true and fair view of the state of the
affairs of the Company as at 31st March 2013 and of the profit of the
Company for the year ended on that date.
iii) the directors have 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;
iv) the directors have prepared the annual accounts on a going concern
basis.
AUDITORS
M/s. N.C. Banerjee & Co., Chartered Accountants the Auditors of the
Company retire at the end of the ensuing Annual general meeting and are
eligible for re-appointment. The Company has received the Certificate
from them that their re-appointment, if made, would be within the
limits prescribed u/s 224( 1B) of the Companies Act, 1956.
The Board recommends their Re-appointment.
AUDITORS' REPORT
The Notes to the Accounts which to be read with the Auditors' Report
are self explanatory and therefore do not call for any further
clarifications under section 217(3) of the Companies Act, 1956.
PARTICULARS OF CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY AND
FOREIGN EXCHANGE EARNING AND OUTGO
The information related to conservation of energy, as required under
section 217(l)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of Particulars in the report of Board of Directors) Rules,
1988 is annexed and forms part of th is report.
PARTICULARS OF EMPLOYEES
Disclosure about particulars of employees in relation to sub section
(2A) of section 217 of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975, and forming part of
Director's report for the year ended March 3 1, 2013 is not
applicable to this company as there was no employee drawing
remuneration in excess of Prescribed in this regard.
CASH FLOW STATEMENT
As required under Clause 32 of the Listing Agreement with the Stock
Exchanges in India, a Cash Flow Statement, as prepared in accordance
with the Accounting Standard on Cash Flow Statement (AS-3) issued by
the Institute of Chartered Accountant of India, is given along with
Balance Sheet and Profit and Loss Account.
LISTING
The Securities of your Company are listed at Bombay Stock Exchange
Limited and Calcutta Stock Exchange Limited. The Company has paid the
Annual Listing Fees to both the Stock Exchanges up to date and has been
generally regular in complying with the provisions of the Listing
Agreements.
INFORMATION TECHNOLOGY
Your Company believes that Information Technology is the backbone of
any industry in today's business world. The Company has taken it as a
tool to improve productivity, efficiency and reliability. As such, a
Customized ERP Module called "IN SYNC" has already been developed &
substantially implemented at manufacturing facilities and offices of
the Company, the full effects of which have started coming.
CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE
As required under Clause 49 of the Listing Agreement with the Stock
Exchanges, Corporate Governance Report forms a part of this Annual
Report. The Company is in full compliance with the requirements and
disclosures that has to be made in this regard.
A Certificate from the Statutory Auditors of the Company confirming
compliance of the Corporate Governance is appended to this Report on
Corporate Governance.
INDUSTRIAL RELATIONS
Arvind International Ltd. believes in building teams across the
business and functions with the aim to share knowledge and experience.
Cross functional team work with clear objectives to solve the issues
and create value for the Company. The Company fosters to open dialogue
among the employees with the belief that the people, who communicate
continuously and openly, build trust and mutual respect.
ACKNOWLEDGEMENT
The Directors would like to express their appreciation for the
assistance and co-operation received from the, Banks and Government
Authorities.
The Directors are also thankful to the Shareholders for their continued
support to the Company.
The Company maintained healthy, cordial and harmonious industrial
relations at all level. Despite competition, the enthusiasm and
unstinting efforts of the employees have enabled the Company to remain
at the lore-front of the industry.
Your Company continued to receive co-operation & unstinted support from
the distributors, retailers, stockists, suppliers and others associated
with the Company as its trading partners. The ' Directors wish to
place on record their appreciation for the same and your company will
continue in its endeavour to build and nurture strong links with trade,
based on mutuality, respect and cooperation with each other and
consistent with consumers interests.
For and on Behalf of the Board of Directors
Place: Kolkata Arvind Bajoria
Dated: 30.05.13 Managing Director | 