DIRECTORS' REPORT To The Members Narmada Macplast Drip Irrigation Systems Limited Ahmedabad Your Directors have pleasure in submitting herewith the 20th Annual Report of the Company with the audited statements of accounts for the year ended 31st March, 2012. OPERATIONS: During the year, your Company has achieved a turnover and earned other income of Rs. 19.50 Lacs in comparison to the turnover of Rs. 20.63 Lacs of the previous year. DIVIDEND: Due to past accumulated losses still suffered by the Company, your directors do not recommend any dividend for the current year. DIRECTORS: In accordance with the provisions of the Companies Act, 1956 and the Articles of the Association of the Company, Mr. Vinesh Babaria and Mr. Ketanbhai Baldha, Directors of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for re-appointment. Also Mr. Kantibhai devani who was appointed as an additional Director on the Board of the company is hereby regularized. DIRECTORS' RESPONSIBILITY STATEMENT: Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors state that: (i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with the proper explanation relating to material departures if any; (ii) The directors had 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 or loss of the Company for that period. (iii) 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; (iv) The directors had prepared the annual accounts on a going concern basis. PARTICULARS OF EMPLOYEES: There are no employees falling under the purview of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION: The Manufacturing Activities of the Company have been stopped due to lack of funds and hence there is no expenditure for power in factory. Electrical Expenditures however have been incurred for running the Corresponding administrating office of the company. MANAGEMENT DISCUSSION AND ANALYSIS: Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Management Discussion and Analysis Report are annexed herewith and form part of this Report. AUDITORS: M/s S. D. Mehta & Co., Chartered Accountants, Statutory Auditors of the Company is recommended for re-appointment. The Company has received a certificate from them that their appointment, if made would be within the prescribed limits u/s 224(1)(B) of the Companies Act, 1956. APPRECIATION: Your Director wish to place on record their appreciation for the cooperation and continued support extended to the Company by all Government Authorities, Banks and Shareholders. Your Directors express their appreciation for the dedicated and science service rendered by the employees of the Company. FOR AND ON BEHALF OF BOARD OF DIRECTORS Sd/- VRAJLAL VAGHASIA Chairman & Managing Director Date: 21st August, 2012 Place: Ahmedabad |