| Dear Shareholders,
The are Privileged to placed before you 21st Annual Report of Your
Companies together with the "Corporate Governance Report, Management
Discussion & Analysis, and Audited Financial Accounts" for the
financial Year ended on 31st March 2012.
FINANCIAL RESULTS
Your Company's performance during the year as compared with the
previous year is summarized as below:
(Amount in Rupees)
Particulars 2011-2012 2010-2011
Income
Sales Export 34,542,894,00 43,571,011,00
Sales Local 41,971,226.00 17,959,221.34
Job Charges 8,042,155.00 10,201,973.00
Other Income 3,878,747.93 872,202.07
Total 88,435,022.93 72,604,407.41
Profit before Depreciation & Interest 8,461,071.11 8,703,757.36
Less: Depreciation 2,190,769.00 2,174,666.00
Interest 5,668,647.65 6,111,342.49
Profit/(Loss) before Tax 601,654.46 417,748.87
Less: Provision for tax 258,951.00 280,285.00
Profit/(Loss) after Tax 342,703.46 137,463.87
Add: Exchange Reserve Adjusted -- --
Less: Income Tax for earlier years
adjustment -- 10,000.00
Profit carried to Balance Sheet 342,703.46 127,463.87
BUSINESS RECIEW:
During the year, the turnover of the Company has been decreased by
42.30% due to increased global competition in the overseas market on
the one hand and imports in domestic market of cheap textiles from
other Asian neighbors' on the other hand.
DIVIDENDS
Keeping in view of the working capital requirement of the Company, your
Directors regret that they are unable to recommend any dividend for the
year 2011-2012.
REPORT ON CORPORATE GOVERNANCE:
The Corporate Governance Report is attached herewith and form part of
this report. The certificate from practicing Company Secretaries on
compliance with Corporate Governance requirement by the company is
attached to the report on corporate Governance.
MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and analysis from part of this report.
TRANSFER TO CHANGE
The Company has not transfer red any amount in the general Reserves
during the year.
MATERIAL CHANGE
There was no material change affecting the financial position of the
Company between the date of balance sheet and the date of this report.
DIRECTORATE
Shri Rajesh Kumar Shri Shree Ram Maurya and Shri Satish singh retire
from the Board of Directors by rotation in the ensuing Annual General
Meeting, in accordance with the provisions of Section 255 and 256 of
The Companies Act, 1956 and being eligible offers themselves for
reappointment.
STATUTORY AUDITORS
M/s PRAKASH K. PRAKASH, Chartered Accountants, New Delhi, the Auditors
of the Company who hold office upto the conclusion of the Annual
General Meeting are eligible for reappointment and have expressed their
willingness to be reappointed as Auditors of the Company. M7s PRAKASH K
PRAKASH, Chartered Accountants have under Section 224(1) of The
Companies Act, 1956 furnished a certificate of their eligibility for
reappointment and they hold valid certificate of having Peer Reviewed
of their firm.
AUDITORS REPORT & NOTES ON ACCOUNTS
The auditor remarks in the schedule of notes referred to in their
report are self- explanatory. The explanation contained in those
comments/notes may be treated as information/explanation submitted by
the Board as contemplated under Section 217(3) of The Companies Act,
1956.
PARTICULARS OF EMPLOYEES
There is no information required to be given under Section 217(2A) of
The Companies Act, 1956 read with The Companies (Particulars of
Employees) Rules 1975 for the year under review as none of the employee
falls in this category.
AUDIT COMMITTEE
The Audit Committee of the Company comprised of Mr Satish Singh, Rajesh
Kumar, Shri Prabhu Nath Yadav and Mr. Piyush Verma. Mr Rajesh Kumar
chairs the committee. The Audit Committee of Board of Directors reviews
various auditing and accounting matters, including the recommendation
of appointment of Auditors and fixing their remuneration and reviewing
of annual statements of accounts.
MANAGEMENT DISCUSSION AND ANALYSIS
As required by Clause 49 of the Listing Agreement with the Stock
Exchanges, a Management Discussion and Analysis is appended to the
Annual Report.
PUBLIC DEPOSITS
The Company has not accepted any public deposits during the financial
year under Section 58A of the Companies Act, 1956 read with Companies
(Acceptance of Deposits) Rules, 1975.
SUBSIDIARY
The Annual Report along with Annual Financial Statements for the year
ended 01.03.2012 of IDEAL CARPETS INC., USA, the Subsidiary of your
Company has been attached to this report as required under Section 212
of The Companies Act, 1956.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 217(2AA) of The Companies Act,
1956, the Directors hereby state and confirm:
a) That in the preparation of Annual Accounts for the Financial Year
ended on 01.03.2012 the applicable accounting standards has been
followed subject to note No 1 (i) of Schedule 19.
b) That the Directors 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 and of the profit &
loss Accounts of the Company.
c) That 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 to safeguards the assets of the
company and to prevent and detect fraud and other irregularities.
d) That the Directors have prepared the Annual Accounts on a "going
concern" basis.
EMPLOYEE RELATIONS
The company enjoyed good relations with all employees through the year.
Your directors' wish to place on record their appreciation of the
contribution made by employees at all levels during the year.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The Company is committed to the conservation of the resources. There is
no wastage of energy and the working group formed by the company for
this purpose, continuously monitors the consumption of various forms of
energy and evaluates the options available for energy conservation.
Investments will be made, as and when required, for any activity
identified as a source for helping us to achieve further energy
savings. Your company is not using any foreign technology.
FOREIGN EXCHANGE EARNINGS & OUTGO:
Current Year Previous Year
Foreign Exchange Earnings Rs. 34,542,894,00 Rs. 4,35,71,011.00
Foreign Exchange Outgo Rs. 12,327,248,00 Rs. 1,56,57,822.00
CORPORATE GOVERNANCE
As per Clause 49 of the Listing Agreement with the Stock Exchanges a
separate section on Corporate Governance has been setup which is
ensuring proper implementations of the relevant requirements. A report
on Corporate Governance and a certificate from the Auditors confirming
compliance is part of this Report.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation for the
continual co-operation, the Company received from the Bankers,
Financial Institutions, Shareholders, Dealers and Suppliers and also
acknowledges the invaluable contribution made by the employees.
By Order of the Board of Directors
IDEAL CARPETS LIMITED
Place: New Delhi
Date: 29.08.2012 L R Maurya
(CHAIRMAN) | 