| Dear Members
The Directors have pleasure in presenting the 21st Annual Report of
the Company, together with the Audited Accounts, for the year ended
31st March, 2014.
1. Financial Results
(Rs. in Crores)
F.Y 2013-14 F.Y. 2012-13
Sales & Other Income (net) 67.22 89.02
Profit/(Loss) before Interest (11.00) 05.00
& Depreciation
Less: Interest & Other 17.77 03.69
Financial Charges
Less: Depreciation 02.83 02.83
Profit/(Loss) before tax and (21.70) (01.52)
exceptional items
Add / (Less): Exceptional items - -
Profit/(Loss) before tax and after (21.70) (01.52)
exceptional items
Less: Provision for Taxation
Less/(Add): Deferred Tax (0.04) (0.64)
Net Profit /(Loss) after Tax (1.72) (0.88)
Balance as per last year 03.75 04.25
Balance Carried Forward (13.56) 03.37
2. Operations & Future Prospects
The Company's accounts were restructured by its Bankers towards the end
of F.Y. 12-13. However, the finance provided to the Company was
inadequate to maintain its scale of operations and the repayment
obligations were extremely stringent. As a result, and due to the added
impact of a continued global slowdown in the steel market and various
other factors, Company's manufacturing units were forced to temporarily
suspend production from November, 2014 onwards. However, there has
been a recent resurgence in the Construction sector fueled by reforms
by the Central Government. Resultantly, there has been a sustainable
spike in demand for TMT rebars which is expected to increase further in
the near future.
Furthermore, there has been significant appreciation in the assets of
the Company including its land & building and other fixed assets in the
recent past resulting in a major boost to the overall valuation of the
physical assets of the Company.
Therefore, despite having suffered operational bottlenecks in the past
due to the prevalent economic conditions and under- financing, the
Company, boosted by attractive valuations and a positive outlook for
the industry, has decided on a complete overhaul of operations and
finances in the F.Y. 2014-15. The following measures have been
identified and put in process by the Company :-
1. Enhancement of borrowing limits of the Company to address the issue
of under-financing. In this respect, the Company is already in
discussions with Strategic Investors and has entered into a Memorandum
of Understanding for raising investment for restart and revival of its
manufacturing operations. As per the discussions and documented
commitments by the investors, the Company is confident of being able to
raise finance starting in the month of October, 2014. Accordingly, the
Company also plans to gradually repay its overdue liabilities to its
Bankers and ensure Standardization of its accounts in a phase-wise
manner.
2. Expansion of production and modernization of units to meet the
increasing demand for TMT Bars fueled by recent reforms in the
Construction industry. The Company recognizes the need to constantly
reduce costing by way of achieving economies of scale and modernization
of its manufacturing facilities. Therefore, for better efficiencies,
utilization of existing facilities, reduction in cost and to cater to
upcoming surge in demand, the Company has decided to expand its
production capacities starting F.Y. 2014-15.
Taking into consideration the provisions of the new Company's Act 2013
and since some directors of the Company have expressed their wish to
discontinue as Director in the Organization, it has also been decided
to reconstitute the Board of Directors of the Company after infusion of
funds as mentioned above.
3. Dividend
As the Company incurred loss during the year hence no dividend payment
was considered.
4. Finance
During the year, the Company continued to avail credit facilities by
way of overdrafts, cash credits, issuance of guarantees, including
deferred payment guarantees and indemnities, negotiation and
discounting of demand and/or usance bills and cheques and such other
facilities from State Bank of India, Commercial Branch, Patliputra,
Patna and other private bodies for the existing and Bihta unit.
6. Directors
In accordance with the provisions of the Companies Act, 1956 and the
Articles of Association of the Company, Mr. Ankit Choudhary, Mr. Badri
Pd. Agarwal and Mr. Amar Kumar Agarwal are retiring by rotation and
being eligible offers themselves for re-appointment.
7. Directors' Responsibility Statement
In compliance with section 217(2AA) of the Companies Act 1956, the
Directors confirm that
a) in preparation of the Annual Accounts, for the year ended 31st March
2014, all the applicable accounting standards prescribed by the ICAI
have been followed.
b) the Directors have adopted such accounting policies and have applied
them consistently and have made judgments and estimates in a reasonable
and prudent manner so as to give a true and fair view of the state of
affairs of the Company as at the end of the financial year and of the
profit/loss of the Company for the year.
c) 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.
d) the Directors have prepared the annual accounts on a going concern
basis.
8. Auditors
M/s. ARSK & Associates, Chartered Accountants, Auditors of the Company
are retiring at the conclusion of the ensuing Annual General Meeting
and being eligible offer themselves for re-appointment. The Company has
received a certificate to the effect that their re-appointment if made
will be within the prescribed limit u/s.224 (1-B) of the Companies Act,
1956.
9. Depository System
As the members are aware, your Company's shares are tradable
compulsorily in electronic form and your Company has connectivity with
both the depositories, i.e. National Securities Depository Limited
(NSDL) & Central Depository Services (India) Limited (CDSL). Members
are requested to avail the facility of dematerialisation of the
Company's shares on either of the Depositories as aforesaid, if not
already done.
10. Public Deposit
The company has not invited /accepted any deposits from the public and
as such there are no outstanding deposits, in terms of the Companies
(Acceptance of Deposits) Rules, 1975.
11. Personnel
There is no employee in respect of whom particulars pursuant to Section
217(2A) of the Companies Act, 1956 are required to be given.
12. Conservation of Energy
The information relating to conservation of energy as required U/s.
217(1)(e) 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-A to this Report. The Company has no
figure to disclose in respect of technology absorption and /or foreign
exchange earnings and outgo.
13. Social Welfare Activities
The Company organises mason's meet from time to time at various
centres.
14. Corporate Governance
Separate Report on Corporate Governance is annexed and marked "Annexure
- B". The Auditors' Certificate on compliance with the conditions of
Corporate Governance is annexed and marked "Annexure - C".
15. Acknowledgement
Your Directors wish to place their sincere appreciation to the
co-operation extended by the Bank, State Government, Electricity Board,
Customers, Suppliers and Shareholders and solicit their continued
support. The Directors also wish to place on record the dedicated
service rendered by the Management, Staffs and Workers
For and on behalf of the Board
Place: Patna Sanjiv Kumar Choudhary Ankit Choudhary
Date: 3rd September, Chairman Cum Director
2014 Managing Director | 