| Dear Shareholders,
The Directors of your Company have pleasure in presenting to you the
Twenty Nine Annual Report on the business & operations of the Company
and Audited Statement of Accounts for the year ended 31st March 2014
along with the Auditor's Report thereon.
FINANCIAL RESULTS
The Financial Results of the Company for the year ended 31st March œ014
are as follows:
[Rs. in Lacs]
Particulars Year ended Year ended
31.03.2014 31.03.2013
Revenue from Operations 19,900.60 18,183.12
Profit before Depreciation & Finance Cost 1107.94 1132.03
Rnance Cost 557.51 512.83
Depreciation 309.77 194.69
Profit/(Loss] before Tax 340.66 424.51
Provision for Current Tax 107.00 100.00
Provision for Deferred Tax 4.65 34.16
Income tax Adjustment for Earlier Year 0.00 (3.07)
Net Profit/[UossJ after Tax 229.01 293.41
Profit brought forward 481.45 252.16
Appropriations
Transferred to General Reserve 17.18 22.01
Proposed Dividend on Pref. Shares 36.00 36.00
Provision for Tax on dividend 6.12 6.12
Balance carried to Balance Sheet 651.17 481.45
OPERATIONS
During the year production was 20646 MT as compared to 19744 MT In
previous year. The Gross business receipt of your Company during the
year was Rs. 199.00 crore as compared to Rs. 181.83 Crores during the
previous year representing a growth of 9.44%.
During the year, your Company has successful develop new products for
export markets resulting into increase in exports and identified new
destinations/buyers. Your Company has successfully made foot hold in
footwear and upholstery market. Your Company has further increase the
production capacity of knitted fabrics for irvnouse use as part of
backward integration programme undertaking. Though company sales
[Revenue from operations] improved by 9.4496 but overall profit
declined. This was on account of higher interest cost, depreciation.
Rupee depreciation loss and new product cost incurred during the year.
The results of new development & expansions undertaken shall have
complete effect in coming financial years. DIVIDEND
Board of Director of your Company has Recommended Preference Dividend
on 18 % Cumulative Redeemable Preference Shares for the financial year
2013-14. However no dividend has been recommended for the equity shares
as the company needs funds for the further expansion.
Preference dividend for the financial year 2012-13 was deposited in
separate Bank Account of Union Bank of India and disbursed within the
stipulated time. CONTRIBUTION TO NATIONAL EXCHEQUER
Your company has contributed a sum of Fte. 1371.59 Lakh, to the
exchequer by way of Centra Excise Duty. Education Cess and Higher
Secondary Education Cess in addition to contribution through other
direct and indirect taxes.
DIRECTORS
As per the provisions of the Companies Act. 2013 and Articles of
Association of the Company.
Mr. Pankai Chawla. Director of the Company retires by rotation and
being eligible offer himself for re-appointment.
As per Section 149 and other and applicable provisions of the Companies
Act. 2013. your Directors are seeking appointment of Dr. P. K.
Bhardwaj. Mrs. Kirti Bhardwaj, and Mr. Pradeep Singh as Independent
Directors for five consecutive years far a term up to 31 st March, 2019
Brief details of the Directors being appointed / reappointed have been
incorporated in the Notice for the forthcoming Annual General Meeting.
CORPORATE GOVERNANCE REPORT
A separate section on Corporate Governance is included in the Annual
Report and the Certificate from Company's auditors confirming the
compliance with the code of Corporate Governance as enumerated in
Clause 49 of the listing agreement with the Stock Exchange is annexed
hereto.
The Board of Directors of the Company has evolved and adopted a Code of
Conduct and posted the same on the Company's website
vtfww.msrvelvinyls.com. The Directors and Senior Management personnel
have affirmed their compliance with the code for the year ended 31 st
March, 2014,
DEPOSITS
The Company has not accepted any deposits and as such, no amount of
principal or interest was outstanding on the riate of the Balance
Sheet.
POLLUTION CONTROL
The Company's plants do not generate any effluent beyond permissible
limits.
RESEARCH AND DEVELDPEMENT
With tf® continuing Research and Development activities, the company
endeavors to improve and maintain its technical superiority and quality
of its products. One of the objectives of the company is to manufacture
products giving en import substitution and to improve and develop good
export market.
AUDITORS:
STATUTORY AUDITORS
The Statutory Auditors, M/s. Shanti Prashad & Co., Chartered
Accountants will retire at the Bnsuing Annual General Meeting and are
eligible for re-appointment. M/s. Shanti Prashad & Co.. Chartered
Accountants, have confirmed that their re-appointment, if made, shall
be in accordance with the provisions of Section 139 and will satisfy
the criteria as provided in Section 141 of the Companies Act, 2013.
The Board recommends their re-appointment as Statutory Auditors and to
fix their remuneration for the financial year 2014-15.
COST AUDITORS AND COST AUDIT REPORT
Pursuant to The Companies (Cost Audit Report] Rules, 2011, the Cost
Audit Report for the financial year 2012-13 was filed on 14/01/2014
vide SRN No.S2899082B with the Ministry of Corporate Affairs.
DIRECTORS' RESPONSIBILITY STATEMENT
Subject to disclosures in the Annual accounts and also on the basis of
the discussion with the Statutory Auditors of the Company from time to
time, the Board of Directors state as under;
i] that in the preparation of the annual accounts, the applicable
accounting standards have been followed and there were no materia!
departures.
i] that we have selected such accounting policies and applied them
consistantfy 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 and of the loss of the
Company for that period.
iii) that we 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] that we have prepared the annua! accounts on a going concern basis.
INFORMATION UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
PREVENTION, PROHIBITION AND REORESSAL] ACT, 2013
The Company has constituted an Internal Complaint Committee under
Section A of the captioned Act. No complaint has been filled before the
said committee till date.
PARTICULARS OF EMPLOYEES
Statement pursuant to Section 217[2A] of the Companies Act, 1956 read
with the Companies [Particulars of Employees] Rules. 1975 are not
applicable to the Company as there was no employee drawing remuneration
ta the extent mentioned therein.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Information pursuant to Section 21 7[1 ] [a] of the Companies Act,
1956, read with the Companies [Disclosure of Particulars in the Report
of Board of Directors] Rules. 1988 is given in the Annexure to the
Directors' Report.
ACKNOWLEDGMENT
Your Directors would like to convey their deep appreciation for the
co-operation received from employees, Company's bankers. Customers and
Government Authorities during the year under review. Directors also
place on record their appreciation (or the confidence reposed by the
shareholders.
for and on behalf of the Board
PLACE : New Delhi PAVAN CHAWLA
DATE : 14.08.2014 CHAIRMAN &
MANAGING DIRECTOR
| 