| Dear Members,
The Directors have pleasure in presenting the Thirty First Annual
Report on the Business and Operations of the Company and Financial
Results for the year ended 31st March 2014.
FINANCIAL RESULTS As At As At
31st March 31st March
2014 2013
Rupees Rupees
01. REVENUE FROM OPERATIONS 412796
Less: Excise Duty 0
Net Revenue from Operations 412796
02. OTHER INCOME 73100 523602
03. TOTAL REVENUE [1 2] 73100 936398
04. EXPENSES
Cost of Material Consumed 20700 29189
Purchases of Stock in Trade
Changes in Inventories of Finished Goods,
WIP & Stock in Trade 410636
Employee Benefit Expenses 1465132 549584
Finance Cost 716431 534362
Depreciation and Amortization Expenses 2807365 4352897
Other Expenses 81527249 1293269
Total Expenses 86947513 6759301
05. PROFIT/(LOSS) BEFORE EXCEPTIONAL AND
EXTRAORDINARY ITEMS AND TAX [3-4] 86874413 5822903
06. EXCEPTIONAL ITEMS 193601074 2039810
07. PROFIT/(LOSS) BEFORE EXTRAORDINARY ITEMS
AND TAX [5-6] 106726661 (3783093)
08. EXTRAORDINARY ITEMS - -
09. PROFIT/(LOSS) BEFORE TAX [7-8] 106726661 (3783093)
10. TAX EXPENSES
1. Current Tax [MAT] - -
Less: MAT Credit entitlement - -
Net Current Tax - -
2. Deferred Tax: Asset/(Liability) - -
11. PROFIT/[LOSS] FOR THE PERIOD FROM
CONTINUING OPERATIONS [9-10] 106726661 (378093)
12. PROFIT/[LOSS] FROM DISCONTINUING
OPERATIONS - -
13. TAX EXPENSES OF DISCONTINUING OPERATIONS - -
14. PROFIT/[LOSS] FROM DISCONTINUING
OPERATIONS [AFTERTAX] [12-13] - -
15. PROFIT/[LOSS] FOR THE PERIOD [11 14] 106726661 (378093)
16. EARNING PER EQUITY SHARE
(Basic and Diluted) 26.68 (0.95)
Note: Figures in bracket indicate loss. Previous year's figures have
been regrouped/reclassified wherever necessary.
DIVIDEND:
Since the unabsorbed loss persists, the Directors have not recommended
any dividend for the year.
PROFITABILITY:
Due to adverse market conditions in the industry, there is a loss in
the company. Depreciation is the major contributor for the book loss
and the Company does not have cash loss. There has been
underutilization leading to loss. However, the Company has settled and
paid all FIIs and Banks.
FINANCE AND TAXATION:
The company does not have any financial limits with any Bank.
Income tax assessment for the assessment years 2011-12 is complete.
That of 2012-13 is in progress.
FIXED DEPOSITS:
During the year under review, the Company has not accepted any Fixed
Deposits from the Public.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS/OUTFLOW:
As required by the Companies (Disclosure of particulars in the Report
of Board of Directors) Rules, 1988, the relevant data pertaining to
Conservation of Energy, Technology Absorption and Foreign Exchange
earnings and outgo are given in the annexure 'A' forming part of this
Report.
INDUSTRIAL RELATIONS AND CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your Directors are pleased to record the appreciation and sense of
commitment shown by our employees at all levels and acknowledges their
contribution towards sustained progress of the Company. The relations
between Management and Employees are good. Due to continued losses, CSR
activity could not be taken up this year also.
DIRECTORS:
The Board consists of five directors of whom three are independent
directors.
Notice of meeting has adequately covered re-appointment of Directors to
be in consonance with Companies Act 2013
LISTING AGREEMENT WITH STOCK EXCHANGES:
Listing agreement with the Bombay Stock Exchange Ltd, Mumbai continues
to be valid and the Company has been regular in paying requisite fees.
The Company's ISIN is: INE648E01010
CORPORATE GOVERNANCE
The Company has complied with the conditions of Corporate Governance as
stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges. A separate section on Corporate Governance, along with a
certificate from Mr. S Viswanathan, Company Secretary in whole time
practice, for the compliance is annexed and forms part of this report.
COMPANY SECRETARY
Continuous efforts are being made in this respect to identify a
suitable candidate keeping in view of the provisions contained in
Companies Act, 2013. The duties are presently complied by Company's tax
auditing firm's partner who is a qualified Company Secretary.
AUDITORS:
Mr Ganesh V, Chartered Accountants, (Firm #: 003178S) Statutory
Auditors of the Company retire at the conclusion of the ensuing Annual
General Meeting and has not consented for reappointment. The Board has
received consent and certificate (as required per section 139 of
Companies Act 2013) from MSRK & Co, Bangalore, Chartered Accountants
(Firm # 013232S) for appointment as Statutory Auditors of the Company.
The Board comments their appointment and you are requested to appoint
them and authorize the Board to fix their remuneration. Certificate of
the Statutory Auditors, regarding COMPLIANCE OF CONDITIONS OF CORPORATE
GOVERNANCE forms part of the Annual report.
PARTICULARS OF EMPLOYEES UNDER SECTION 217(2A) OF THE COMPANIES ACT,
1956:
The particulars are furnished in Annexure B and forms part of
Directors' Report.
DIRECTORS' RESPONSIBILITY STATEMENT:
As required under section 217(2AA) of the Companies Act, 1956 (the Act)
it is hereby declared:
(i) That in the preparation of the annual accounts, the applicable
accounting standards has been followed along with proper explanation
relating to material departures;
(ii) That the directors have 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
loss of the company for that period;
(iii) That the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities;
(iv) That the directors have prepared the annual accounts on a going
concern basis.
(v) that the internal financial controls are adequate and are operating
effectively
(vi) that the Board has devised proper systems to ensure compliance of
all applicable laws and such systems are adequate and operating
effectively.
AUDITORS REMARKS
Regarding non obtainment of confirmations: the Board does not foresee
any material impact on the accounts of the company on reconciliations.
MANAGEMENT DISCUSSION & ANALYSIS
A Industry structure and Electronic Metallised Polypropylene and
developments Polyester film industry is well organised
in India. Your Company is one of the five
major players in the Country. The market
domestically has been growing at about
5-10% per annum.
B Opportunities and The Company faces excessive competition
threaats. resulting in reduction in margins and
fluctuations in import exchange costs.
C Segment wise or product There are no segmental operations as per
wise performance Accounting Standard 17 issued by the
Institute of Chartered Accountants of
India.
D Outlook for the Company The Company has successfully paid
Financial Institutions all dues. The
Company is now looking forward positively
to restart commercial production to improve
profitability.
E Risks and concerns The opening up of the Indian economy
consequent to India becoming a member of
WTO may adversely impact the market
scenario.
F Internal control system The internal Control Systems of the Company
and their adequacy are adequate and are constantly reviewed
and supported by internal audit.
G Discussion of financial The negative financial performance of the
performance with respect Company is mainly due to its operational
of operational performance. Benefits from write backs of
performance. Financial Institution has resulted in
positive Net profit
H Material development in The Company continues to give thrust to
human resources/ human resource development and industrial
industrial relations relations. The Company effected reduction,
front including number maximum of its employees during the year,
of people employed by paying suitable compensation as per Law.
Permanent Employees: 3
Cautionary Statement
Statements in this "Management Discussion and Analysis" contain forward
looking statements which may be identified by the use of words in that
directions or connoting the same. All statements that address
expectations or projections about the future, including, but not
limited to statements about the company's strategy for growth, product
development, market position, expenditures and financial results are
forward looking statements.
These are based on certain assumptions and expectations of future
events. The company cannot guarantee that these assumptions and
expectations are accurate or will be realized. The company's actual
results, performance or achievements could thus differ materially from
those projected in any such forward looking statements, on the basis of
any subsequent development, information or events.
For and on behalf of the Board of Directors
Bangalore Nanik Rohera
14 August 2014 Chairman |