DIRECTORS’ REPORT TO THE MEMBERS The Directors have pleasure in presenting their Annual Report together with the Audited Accounts for the year ended 31st March, 2014. OPERATIONS AND PROSPECTS During the year under review your Company has registered a total loss of Rs. 6938.80 Lakhs. Company has restarted commercial production from Furnace No. 2 with effect from October 16, 2013. However the management is making all efforts to start the activities of the Company. Your directors are hopeful for the bright future of the Company in the years to come. DIVIDEND In view of the loss sustained in the year under review the Directors regret that they are unable to recommend any dividend. COMMENT ON AUDITORS’ QUALIFIED OPINION As regards Auditors’ comments in their Report on financial results for the year Company’s submissions have been given as under : Regarding Comment No. (a) Due to closure of the factory and no person in the secretarial department it was not possible to publish the unaudited financial results within the prescribed time limit. Regarding Comment No. (b) The Company has restarted Commercial Production from FURNACE 2 with effect from October, 2013. The Company is making all efforts for aranging funds for restarting production from FURNACE 1. Regarding Comment No. (c) All the fixed assets and inventories are intact in the plant and the company is properly up keeping and maintaining it in a running condition. Regarding Comment No. (e) Balance of the unsecured loan will be converted into preference shares as soon as the plant starts. Regarding Comment No.(f) Employees Group Gratuity Policy with LIC of India will be renewed when the production starts and when the company is in financial stability. Loan taken from the Gratuity Fund will be repaid when funds will generate. Regarding Comment No.(m) The recommendations and suggestions are noted by the directors. Regarding Comment on Annexure to para(1)(vii) Internal audit could not be conducted because of the closure of the factory. It will be taken up shortly. Regarding Comment on Annexure to para(1)(ix) In view of revenue generation being Zero there has been acute shortage of funds to pay the dues on time. However the management is taking efforts to makeup the dues as early as possible. CORPORATE GOVERNANCE The details of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with the Stock Exchanges are given in Annexure forming part of the report. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO Information pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of the Directors) Rules 1988 is annexed hereto forming part of the report. RELATED PARTY TRANSACTIONS A statement of related party transactions pursuant to Accounting Standard 18 is given in Note 35 of the Accounts. DIRECTORS’ RESPONSIBILITY STATEMENT Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors’ hereby confirm that : 1. In preparation of Annual Accounts for the financial year ended 31st March, 2014, applicable accounting standards have been followed along with proper explanation relating to material departures. 2. Appropriate Accounting Policies have been selected consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2014 and of the profits and loss for the period from 1st April 2013 to 31st March 2014. 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 the company and for preventing and detecting fraud and other irregularities. 4. The Annual Accounts for the financial year ended 31st March, 2014 have been prepared on a going concern basis. PARTICULARS OF EMPLOYEES No Employee of the Company was in receipt of remuneration exceeding the limits prescribed under section 217(2A) of the Act read with the Companies (Particulars of Employees) Rules, 1975. DIRECTORS Mr. Nakula Champati, Wholetime Director, retires by rotation and being eligible for re-appointment. AUDITORS M/s. D. Basu & Co., Chartered Accountants retire and are eligible for reappointment. PERSONNEL There has been complete suspension of Company’s Industrial activities. APPRECIATION The Board wishes to place on records its sincere appreciation for the continued assistance and support extended to the Company by its Customers, Bankers, Vendors, Government Authorities and Employees. Your directors acknowledge with gratitude the encouragement and support extended by our valued Shareholders. By the order of the Board RAKESH DOSI Wholetime Director DIN : 448773 Registered Office : 3, Hungerford Street Kolkata-700017 Dated : 2nd March 2016 |