| Dear Members,
The Directors have pleasure in presenting the 36th Annual Report of
the Company together with the Audited Financial Accounts for the year
ended 31st March, 2014.
FINANCIAL RESULTS (Rs. in Lakhs)
PARTICULARS 2013-14 2012-13
Revenue from Operations 14381.90 13901.14
Other Income 359.97 429.65
Total Income 14741.87 14330.79
Operating Expenses 13955.44 14305.21
Profit beforeTax and Exceptional Items 786.43 25.58
Exceptional Items 0.00 197.34
Profit before Tax 786.43 222.92
Add /(Less): Provision for Tax
For the year (237.76) (81.89)
Deferred Tax - Release (6.34) (46.85)
Provision for tax for earlier years (1.60) (3.95)
MAT Credit Entitlement 0.00 59.72
Profit after Tax 540.73 149.95
APPROPRIATIONS:
a) Proposed Dividend 145.43 145.43
b) Corporate Dividend Tax 23.59 23.59
c) Transfer to General Reserve 54.10 15.00
d) Transfer to Contingency 50.00 50.00
Reserve
e) Profit Carried Forward 4490.64 4223.03
REVIEW OF OPERATIONS
The turnover for the year under review witnessed a slight increase from
Rs. 139 crores in the corresponding previous year to Rs. 144 crores.
However the Profit Before Tax for the year under review witnessed a
rise to Rs. 7.86 crores from Rs. 2.23 crores in the previous year.
The performance of the Poultry Division which accounts for
a substantial part in the total turnover of the Company has
been impacted positively by increase in price realisations both
in layers and broilers and however decrease in volumes and
increase in feed cost have had an adverse impact.
As regards the Wind Mill Division, the turnover for the year under
review was Rs. 2.23 crores as compared to Rs. 2.45 crores in the
corresponding previous year. However the loss in this Division has been
substantially reduced to Rs. 0.90 lakhs in the year under review from
that of Rs. 8.50 lakhs in the previous year.
TRANSFER TO RESERVES
The Company proposes to transfer Rs. 54.10 lakhs for the year ending
31st March, 2014, to the General Reserve out of the amount available
for appropriations. Further an amount of Rs. 4490.64 lakhs is proposed
to be retained in the Statement of Profit & Loss for the year ending
31st March, 2014.
DIVIDEND
Your Directors recommend a dividend of Rs. 1.50 per equity share (@
15%) of the face value of Rs. 10/- each for the year 2013-14 which
becomes payable after obtaining the approval from the shareholders at
the ensuing 36th Annual General Meeting.
DEMATERIALISATION OF SHARES:
Of the total shares, 6.97% shares have been held in physical form as of
now. Shareholders holding shares in physical form are once again
advised to dematerialize their shares to avoid the risk associated with
the physical holding of share certificates and also for facilitating
easy liquidity for shares. MANAGEMENT DISCUSSION AND ANALYSIS REPORT A
separate Management Discussion and Analysis Report is enclosed as
Annexure-1 to the Directors' Report.
CORPORATE GOVERNANCE CODE
As per the requirements of Clause 49 of the Listing Agreement a
separate report on Corporate Governance along with the certificate
issued by the Company's Statutory Auditors M/s. S.Daga & Co., Chartered
Accountants thereupon is given as Annexure-2 to the Directors' Report.
DIRECTORS
Dr.K.Somi Reddy, Joint Managing Director retires by rotation at the
forthcoming Annual General Meeting and being eligible offers himself
for re-appointment.
The Company had pursuant to the provisions of Clause 49 of the Listing
Agreement entered into with the Bombay Stock Exchange, appointed
Dr.T.Krishna Reddy, Sri. Srikant Jilla, Dr.Y.Sanjay Kumar,
Dr.A.Sreenivasa Rao and Sri.Vivek Bhargava as Independent Directors of
the Company.
As per Section 149 (4) of the Companies Act, 2013 (Act) which came into
effect from April 1, 2014, every listed public company is required to
have at least one-third of the total number of Directors as Independent
Directors. In accordance with the provisions of Section 149 of the Act,
these Directors are being re-appointed as Independent Directors to hold
office as per their tenure of appointment mentioned in the Notice of
the forthcoming Annual General Meeting (AGM) of the company.
AUDITORS
M/s. S. Daga & Co, Chartered Accountants, Hyderabad, the Company's
Statutory Auditors hold office, in accordance with the provisions of
the Companies Act, 2013, upto the conclusion of the forthcoming Annual
General Meeting and are eligible for reappointment.
CORPORATE SOCIAL RESPONSIBILITY:
As per the Companies Act, 2013, all companies having net worth of Rs.
500 crore or more, or turnover of Rs. 1,000 crore or more or a net
profit of Rs. 5 crore or more during any financial year will be
required to constitute a Corporate Social Responsibility (CSR)
Committee of the Board of Directors comprising three or more directors,
at least one of whom will be an independent director Aligning with the
guidelines, we have constituted a CSR committee comprising Sri.C.Suresh
Rayudu as Chairman, Dr.K.Somi Reddy and Sri. Vivek Bharagava as Members
of the Committee and Sri.U.Ganesh & Sri.V.K.Murali Manohar as Special
Invitees. The Committee is responsible for formulating and monitoring
the CSR policy of the Company.
INSURANCE
The assets of the Company are adequately insured against all types of
risks. However, in order to meet any unforeseen risk in respect of the
stock of poultry birds, the Company has created a Contingency Reserve
in lieu of insurance, in line with the decision taken by the management
earlier.
DEPOSITS
Your Company has not invited or accepted any public deposits during the
year 2013-14 and as such no amount on account of principal or interest
on deposits was outstanding on the date of the Balance Sheet.
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS / OUTGO
Information required to be furnished under the Companies (Disclosures
of particulars in the Report of Board of Directors) Rules, 1988, is
furnished below:
A. CONSERVATION OF ENERGY
The operations of your company involve low energy consumption. Adequate
measures have, however, been taken to conserve the energy wherever
practicable.
B. TECHNOLOGY ABSORPTION : NIL
C. R & D ADOPTION / INNOVATION : NIL
D. R & D EXPENDITURE :
* Capital :
* Recurring : NIL
* Total :
* Total R & D Expenditure as a
percentage of total income : Nil
PARTICULARS OF EMPLOYEES
As per the provisions of Section 217(2A) of the Companies Act, 1956
read with the Companies (Particulars of Employees) Rules, 1975 as
amended from time to time, there were no particulars to be furnished
since no employee of your company is drawing remuneration in excess of
the prescribed limits as laid down in the rules.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to the provisions of Section 124(5) of the Companies Act,
2013, dividends which remained unclaimed for a period of 7 years have
been transferred by the Company to the Investor Education and
Protection Fund.
Pursuant to the provisions of Investor Education and Protection Fund
(Uploading of information regarding unpaid and unclaimed amounts lying
with companies) Rules, 2012, the Company has uploaded the details of
unclaimed amounts lying with the Company on the website of the Company
(www. shgroup.in) as also on the Ministry of Corporate Affairs
website. DIRECTORS' RESPONSIBILITY STATEMENT Pursuant to Section
217(2AA) of the Companies Act, 1956 as amended by the Companies
(Amendment) Act, 2000, the Directors confirm that:
1. In preparation of the Annual Accounts for the year ended 31.03.2014
the applicable accounting standards have been followed.
2. Appropriate accounting policies have been applied consistently.
Judgment and estimates, which are reasonable and prudent, have been
made so far 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 of
the Company for the period.
3. Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of your company and
preventing and detecting fraud and other irregularities.
4. The Annual Accounts have been prepared on a going concern basis.
ACKNOWLEDGEMENTS
Your Directors place on record their appreciation of the continued
assistance and co-operation extended to your company by the Company's
Bankers viz., HDFC Bank Limited, ICICI Bank Limited and Andhra Bank,
Government & Semi Government Authorities, Venkateshwara Hatcheries
Group, National Egg Coordination Committee (NECC), All India Poultry
Development and Services Pvt. Ltd., Andhra Pradesh Poultry Federation
(APPF) and Bharat Egg Producers' Association (BEPA), shareholders,
customers, dedicated employees, Share Transfer Agents of the Company
and all others who continue to assist your Company.
for and on Behalf of the Board of Directors
C.SURESH RAYUDU DR.K.SOMI REDDY
Vice-Chairman & Joint Managing
Managing Director Director
Place : Hyderabad
Date : 27.05.2014 | 