| Dear Members,
The Directors are pleased to present the 33rd Annual Report and the
Company's Audited Accounts for the year ended March 31, 2014.
Financial Results:
The Company's financial performance, for the year ended March 31, 2014
is summarized below:
(Rs. in Lakhs)
FINANCIAL RESULTS: Year Ended Year Ended
March 31, 2014 March 31, 2013
Sales & Other Income 1937.93 2,355.86
Gross Profit 149.23 284.77
Less: Interest 74.41 14.58
Profit before Depreciation & Tax 74.82 270.19
Less: Depreciation 2.84 3.39
Profit before Taxation 71.98 266.80
Taxation (including Deferred Tax)
for the Year 14.95 107.62
Profit for the Year 57.03 159.18
Profit Brought Forward from Earlier Years (474.91) (634.09)
Balance Carried Forward to the Balance Sheet (417.88) (474.91)
DIVIDEND:
In view of carried forward losses, your Directors have not recommended
any dividend for the year under review.
OPERATIONS AND FUTURE OUTLOOK:
The turnover of the Company has decreased from Rs. 2088.88 Lakhs in the
previous year to Rs. 1648.49 Lakhs in the current year. The Company has
made a profit of Rs. 57.03 Lakhs during the year as compared to profit
of Rs. 159.18 Lakhs in the previous year. The Company's turnover
decreased due to adverse market conditions. Your Company has
concentrated on trading activities and is trying to improve the
margins. Your Company foresee a better year ahead.
FIXED DEPOSITS:
The Company has not accepted any fixed deposits from the public during
the year under review.
DIRECTORS:
In terms of the provisions of Section 152 of the Companies Act, 2013,
Mr. Mohanlal Jatia and Mr. Sarwan Kumar Jatia, Directors of the
Company, retire by rotation at the ensuing Annual General Meeting and
are eligible for re-appointment.
Mr. Abhay Mutha was appointed as an Additional Director of the Company
with effect from February 1, 2014. He holds office up to the date of
the ensuing Annual General Meeting. The Company has received notice in
writing u/s 160 of the Companies Act, 2013 from a Member proposing his
appointment as Director of the Company. Your Directors recommend his
appointment.
Pursuant to the provisions of Section 196, 197, 203 of the Companies
Act, 2013 read with Rules made thereunder, the Board has appointed Mr.
Sanjay Jatia as the Managing Director w.e.f. August 11, 2014 subject to
approval of Members in Annual General Meeting.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirements under Section 217(2AA) of the Companies
Act, 1956 with respect to Directors' Responsibility Statement, it is
hereby confirmed that:
1. in the preparation of the annual accounts for the financial year
ended 31st March, 2014, the applicable accounting standards have been
followed;
2. 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 Profit of
the Company for that year;
3. 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;
4. the Directors have prepared the annual accounts of the Company on a
'going concern' basis.
CORPORATE GOVERNANCE:
Pursuant to Clause 49 of the Listing Agreement with Stock Exchanges, a
Management Discussion and Analysis Report, Corporate Governance Report
and Auditors Certificate regarding compliance of the conditions of
Corporate Governance are annexed to the Directors' Report.
AUDITORS AND AUDITORS REPORT:
M/s Rungta & Associates, Chartered Accountants, Mumbai (Regn. No.
108888W), the Statutory Auditors of the Company, retire at the ensuing
Annual General Meeting. They have submitted a certificate in accordance
with the applicable provisions of the Companies Act, 2013, confirming
their eligibility and willingness for re-appointment.
The Directors recommend their re-appointment by the Members at the
forthcoming Annual General Meeting.
Observations made by the Auditors in their report are self explanatory
and need no explanations and may be treated as adequate compliance of
Section 217 (3) of the Companies Act, 1956.
VIGIL MECHANISM
Your Company has established a Vigil Mechanism Policy for its Directors
and employees to safeguard against victimization of persons who use
vigil mechanism and report genuine concerns. The Audit Committee of
your Company shall oversee the vigil Mechanism.
PARTICULARS OF EMPLOYEES:
During the year under review, there was no employee covered under the
provisions of Section 217 (2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975. Hence, the same is
not attached with this report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
As required by the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988, the report on Conservation of
Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
etc. is given in the annexure forming part of this Report.
ACKNOWLEDGEMENT:
Your Directors wish to place on record their sincere thanks to all the
employees of the Company for their continuing commitment and
dedication. Further, the Directors would also like to express their
gratitude for the continued support of all the stakeholders such as
Banks, various State and Central Government authorities, customers,
vendors and last but not the least our valued shareholders, for all
their support and trust reposed in the Company.
ON BEHALF OF THE BOARD OF DIRECTORS
Sd/-
Mohanlal Jatia
(Chairman)
Place: Mumbai
Date: 11th August, 2014
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