| Dear Members,
The Directors have pleasure in presenting the 28th Annual Report
together with the Audited Balance Sheet and Profit and Loss Accounts
for the year ended 31st March 2015.
INTRODUCTION
The global economy in FY 2014-15 witnessed divergent trends among major
economies. Despite unpredictable headwinds, the global economic
recovery is gaining momentum. India's economy is poised to return to
its high- growth path, thanks to lower fiscal and current account
deficits, falling inflation and structural reforms to boost
investments. Monetary policy is also likely to be supportive with the
Reserve Bank of India (RBI) having moved to flexible inflation
targeting. The manufacturing sector is likely to benefit from lower
interest rates.
Your Company's performance for the year 2014-15 has to be viewed in the
context of aforesaid economic and market environment. In a highly
competitive scenario, where new brands and offerings are entering the
market almost every quarter, your Company delivered competitive growth,
driven by innovation, sharper in-market execution, and competitive
marketing.
1. PERFORMANCE OF THE COMPANY (STANDALONE)
During the year, the Company achieved gross revenue of Rs. 1118.15 Lacs
and had earned an after tax profit of Rs.34.92 Lacs.
Financial Results (in Lacs)
Current Year Previous Year
Particulars
31/03/2015 31/03/2014
Turnover/Processing Income 1118.15 934.68
Profit Before depreciation 128.34 89.20
Depreciation 31.65 28.46
Profit (Loss) after Depreciation & Taxes 34.92 26.05
2. DIVIDEND
No Dividend was declared for the current financial year due to
conservation of Profits/due to loss incurred by the Company /due to
insufficient profit.
3. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION
FUND
The provisions of Section 125(2) of the Companies Act, 2013 do not
apply as there was no dividend declared and paid last year.
4. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS
With great pleasure we may report that with the enduring and dedicated
effort of Directors your Company had come out of its financial
difficulty it had faced in the past and again started showing positive
results. At present your Company is not having any borrowings from any
Financial Institutions and had settled all dues of financial
institutions.
Trading in shares of your Company had already restarted in Bombay Stock
Exchange and shareholders can take use of this facility by de-mating
your holdings. Share holders may please take note that de-mat facility
for the shares of the company is now available through NSDL and CDSL.
All share holders are requested to de -mat the shares held by them.
Your Company had two Animal Feed manufacturing plants situated at
Kochuveli,Thiruvananthapuram and Edayar, Ernakulam. These plants each
having the capacity for manufacturing 300 MT Cattle Feed per day and is
structured to produce a variety of Animal Feeds. The Company had
installed the most modern plant with computerized controls. The Company
is adopting sophisticated techniques and evolving recipes with
appropriateing redients to meet the nutritional and energy requirements
of cattle, poultry and goats, Your Company is now manufacturing Animal
Feed for M/s KSE Ltd.
Your Company is now installing a 100 MT weighbridge at its site at
Edayar and its estimated Capital expenditure will be around Rs.35 Lacs
and the same will be operative in the month of Sept,2015. This will
increase the material handling facility.
5. CHANGE IN THE NATURE OF BUSINESS.
There is no material changes and commitments, affecting the financial
position of the company which have occurred between the end of the
financial year of the company to which the financial statements relate
and the date of the report
6.INTERNAL FINANCIAL CONTROL
Your Company is having adequate internal financial controls with
reference to the Financial Statements. The statutory auditors are
satisfied with the present system of internal control.
7.DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES
There are no subsidiary companies or joint ventures. The following are
the Associate Companies.
(i ) Ayyappa Roller Flouer Mills Ltd
(ii ) Prima Beverage Pvt Ltd
(iii) PAPL EXIM India Ltd
(iv) Ayyappa Real Estate (P) Ltd
(v ) Prima Alloys (P) Ltd
(vi ) Prima Credits Ltd
(vii ) Prima Industries Ltd
Performance of the above associate companies are not included in the
Financial Results.
8. DEPOSITS
The Company has neither accepted nor renewed any deposits during the
year under review.
9. DIRECTORS
(i) During the reporting year Mrs . Swati Gupta (DIN. 00249036) was
appointed as additional Director of the Company w.e.f. 31.03.2015. Her
term of office is ending at the forthcoming Annual General Meeting of
the company, who being eligible, offered herself for re-appointment and
the same is being proposed in the forthcoming Annual General Meeting of
the Company.
(ii) During the reporting year Mr. S.K. Gupta (DIN : 01575160),
Director is retiring by rotation and who being eligible, offered
himself for re-appointment and the same is being proposed in the
forthcoming Annual General meeting
10. STATUTORY AUDITORS
M/s Vijayakumar & Eswaran, Chartered Accountants, Cochin will retire at
the forthcoming Annual General Meeting of the Company and are eligible
for re-appointment and also indicated their willingness to be
reappointed. Their continuance of appointment and payment of
remuneration are to be confirmed and approved in the ensuing Annual
General Meeting. The Company has received a certificate from the above
Auditors to the effect that if they are reappointed, it would be in
accordance with the provisions of Section 141 of the Companies Act,
2013.
11. Auditors' Report
The Auditors had submitted an unqualified Audit Report for the
Financial Year 2014-15.
12. SHARE CAPITAL
There were no changes in the share Capital during the year.
a. BUY BACK OF SECURITIES
The Company has not bought back any of its securities during the year
under review.
b. SWEAT EQUITY
The Company has not issued any Sweat Equity Shares during the year
under review.
c. BONUS SHARES
No Bonus Shares were issued during the year under review.
d. EMPLOYEES STOCK OPTION PLAN
The Company has not provided any STOCK OPTION Scheme to the employees.
13. EXTRACT OF ANNUAL RETURN
The extract of the annual return as per section 92 (1) of the Companies
Act 2013 in Form No. MGT - 7 forming part of the Board's report is
annexed separately.
14. RISK MANAGEMENT POLICY
The Company had insured all its fixed asset and stock to cover any
possible risk.
15. PERSONNEL AND INDUSTRIAL RELATIONS
Industrial relations of the Company continued to be cordial during the
year. Your Directors take this opportunity to record their appreciation
for the services rendered by the employees at all levels.
16. STATUTORY DISCLOSURES
Your Company does not have any employee in respect of whom information
under Section 217(2A) of the Companies Act, 1956 as amended, is
required to be annexed.
17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
As required under Section 217(1) (e) of the Companies Act, 1956 read
with the Companies (Directors Particulars in the Report of Board of
Directors) Rules 1988, the information relating to Conservation of
Energy, Technology Abso- rption and Foreign Exchange Earnings and Outgo
in Form No. A & B is required, which is annexed to this report.
18. DIRECTOR'S RESPONSIBILITY STATEMENT
The Directors confirm :
* that the applicable accounting standards have been followed along
with proper explanation wherever required in the preparation of Annual
Accounts.
* that the Company has adopted prudent accounting policies.
* that proper care has been taken for maintenance of accounting records
in accordance with the provisions of the Act and
* that the Annual Accounts of the Company have been prepared on a going
concern basis.
* That the Company had laid down sufficient internal financial controls
in the operations of the company
* That the Company had devised proper systems to ensure Compliance with
the provisions of all applicable laws.
19. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND
ANALYSIS
A Report on Corporate Governance and Management Discussion and Analysis
as required under Clause 49 of the Listing Agreement is attached.
20. ACKNOWLEDGEMENT
The Board of Directors wishes to place on record their sincere
gratitude for the assistance extended by The Company's Banks for their
continued support to the company. Your Directors also thank the
Management of M/s Kerala Feeds Ltd and other business clients for the
extended support to the Company. The Board of Directors wishes to place
on record their sincere gratitude to all Govt. depts, employees and
share holders for their active support and co-operation .
For and on behalf of the Board
Sd/-
Place : Cochin Sanjay Gupta
Date : 07-08-2015 Managing Director
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