Disclosure in board of directors report explanatory DIRECTORS’ REPORT Your Directors have pleasure in presenting herewith the Annual Report and Audited Accounts of the Company for the twelve months ended 31st March, 2015, Your Company has achieved a net Consolidated turnover of Rs. 66.31 crores during the period as against Rs. 1198.66 crores in the previous 18 months period with Profit (Loss) before Tax at Rs.(107.68) crores excluding exceptional item and Profit (Loss) after Tax at Rs. (7.51) crores. |
Sl.No. | Particulars | | | For the Year ended | For the period ended | | | | 31-Mar-15 | | 31-Mar-14 | i) | Revenue from operations(in lacs) | | | 6630.80 | | 119,866.37 | ii) | Other Income (in lacs) | | | 904.79 | | 947.64 | iii) | Total Revenue (in lacs) | | | 7535.59 | | 120,814.01 | iv) | Profit before Interest, Depreciation and Taxation (EBIDTA) (in lacs) | | | (7252.54) | | 7,661.37 | v) | Interest (in lacs) | | | 583.65 | | 4,793.80 | vi) | Depreciation (in lacs) | | | 2932.53 | | 2,468.47 | vii) | Profit before Taxation and Exceptional Item(in lacs) | | | (10768.65) | | 399.10 | viii) | Exceptional Items (in lacs) | | | 10017.85 | | 1.61 | ix) | Profit before Taxation (PBT)(in lacs) | | | (750.80) | | 397.49 | x) | Tax including Deferred Tax (in lacs) | | | - | | 0 | xi) | Profit After Taxation (PAT) (in lacs) | | | (750.80) | | 397.49 | xii) | Profit brought forward from previous year (in lacs) | | | (3420.86) | | (3,818.35) | xiii) | Amount available for Appropriation (in lacs) | | | (4171.66) | | (3,420.86) | xiv) | Appropriations (in lacs) | | | | | | | Transfer to General Reserve | | | ---- | | ---- | | Proposed Dividend | | | ---- | | ---- | | Corporate Dividend Tax | | | ---- | | ---- | xv) | Balance carried to Balance Sheet (in lacs) | | | (4171.66) | | (3,420.86) |
Some Key Performance ratios on standalone basis are furnished below Description | UOM | For the year ended | For the period ended | Last 10 Years Average | 31-Mar-15 | 31-Mar-14 | EBITDA/REVENUE FROM OPERATIONS | % | -109.38 | 6.39 | 6.23 | PROFIT BEFORE TAX & EXCEPTIONAL ITEM/REVENUE FROM OPERATIONS | % | -162.40 | 0.33 | 1.50 | PROFIT AFTER TAX/REVENUE FROM OPERATIONS | % | -11.32 | 0.33 | 1.08 | RETURN ON CAPITAL EMPLOYED | % | -0.17 | 4.85 | 1.28 | EARNINGS PER SHARE AT A FACE VALUE OF RS. 5/- PER SHARE | Rs. | -0.97 | 0.51 | 1.64 |
STANDALONE PERFORMANCE Your Company has achieved a net turnover of Rs. 66.31 crores for the year compared to Rs. 1198.66 crores for the eighteen months period ended 31st Mar’2014. Loss before Interest, Depreciation, Taxes and exceptional item stood at Rs.72.53 crores as against the previous eighteen months period profit figure of Rs. 76.61 crores. The Loss after exceptional item but before Tax is Rs. 7.51 crores as against the previous eighteen months period profit of Rs. 3.97 crores. Loss after Tax is Rs. 7.51 crores as against the previous eighteen months period profit of Rs. 3.97 crores. Production of Tyres and Tubes, during the year under review stood at 1761.90 MT as against 41722.43 MT in the previous year. The Company continued to partner with Original Equipment Manufacturers and has kept pace by developing Tyres for newer models. Production in MT is slightly down due to change in product mix, increase in value added products like Tubeless Tyres, PCR Tyres, etc. The pressure in replacement market demand is due to sluggish market conditions and cut-throat competition. | EXPANSION Your Directors are happy to inform you that the expansion of the Company at Mysore has been completed and the production from the expansion plant has started in second Quarter of 2012 and the process of ramp up of production capacities are taken up by your Company. CUSTOMERS FIRST Your Company adopted policy of "Customers First" and we continued to be associated with major Automobile Companies (OEM's) and enjoying the privileged position with all the OEM's. The most conservative OEM's also recognizes our Quality and Services and we are potential supplier for them. SUBSIDIARY Falcon Tyres Rubber Pvt. Ltd. became subsidiary of the Company w.e.f. 23.01.2013. The Financial position and performance of the subsidiary during the year as follow: |
Particulars | For the year ended 31/03/2015 | | Falcon Tyres Rubber Private Limited | Capital | 1.00 | Reserves | (0.28) | Total Assets | 325.79 | Total Liabilities | 325.79 | Investments | Nil | Turnover | Nil | EBIDTA | (0.07) | EBDT | (0.07) | Profit Before Taxation | (0.07) | Provision for taxation including Deferred Tax | Nil | Profit after Taxation | (0.07) | Proposed Dividend including corporate div tax | Nil |
Pursuant to Accounting Standard -21 (AS -21) prescribed by the Institute of Chartered Accountants of India / Companies (Accounting Standards) Rule 2006, the accounts of the subsidiary company are consolidated with the accounts of the Company and Consolidated Accounts forms part of this report As per general circulation No. 2/2011 and Notification No. 51/12/2007·CL-III dated 08/O2/2011, the account of the subsidiary Company has not been attached to the accounts of your Company The copy of the Annual Report of the Subsidiary Company will be made available to shareholders on request and will also be kept for inspection by any shareholder at the registered office of your company and it’s subsidiary company APPROPRIATIONS DIVIDEND To conserve the resources for future expansion needs, your Directors do not propose any dividend for the year under review. RESERVES CHANGE IN THE NATURE OF BUSINESS There is no change in the nature of business of your Company during the year under review. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF REPORT No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate on the date of this report. SIGNIFICANT AND MATERIAL ORDERS There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the Company’s operation in future. DEPOSITS During the year under review, your Company did not accept deposits covered under Chapter V of the Companies Act, 2013. QUALITY MANAGEMENT SYSTEM Your Company continued to be accredited with certifications by MIs TUV, 5UDD, South Asia Pvt. Ltd., with respect to the following': · IS0 9001:2008 & ISO I T516949: 2009 for Quality Management System, valid till May, 2016, · ISO 14001:2004 & OHSAS 18001:2007 for Environment, Occupational Health & Safety Assessment Series Management Systems and are valid till September 2014 and September 2015 respectively. · Your Company has started the process of TPM and the implementation of the same is under progress. DIRECTORS In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Company’s Articles of Association, Mr. Ashok Kumar Agarwal, the Director of the Company will retire by rotation on the conclusion of this meeting and being eligible offer himself for re-appointment. Mr. A K. Jain, Mr. Pawan Kumar Ruia, Mr.S.Ravi have resigned w.e.f. 14-May-2014, 17-Nov-2014, 31-Dec-2014 respectively as Director. The Board place on record it’s appreciation for the contribution made by them during their tenure. Mr. Dipak Das who was appointed as Independent Directors on the board on 14-May-2014 has resigned w.e.f. 27-May-2015,. The Board place on record it’s appreciation for the contribution made by them during their tenure . Mrs. Baishali Roy and Mr. Rupendra Nath Kumar have been appointed as Independent Director w.e.f. 14-May-2014. None of the Director is disqualified under section 164 of Companies Act,2013. DECLARATION BY INDEPENDENT DIRECTORS The Company has received necessary declaration from each independent director under Section 149(&) of the Companies Act, 2013,that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Clause 49 of Listing Agreement. NUMBER OF MEETINGS OF THE BOARD The Board met six times during the financial year, the details of which are given in the Corporate governance report. BOARD EVALUATION Clause 49 of the Listing Agreement mandates that the Board shall monitor and review the board evaluation framework. The Companies Act, 2013 states a formal annual evaluation needs to be made by the board of its performance and that of its committees and individual directors. Schedule IV of the Companies Act, 2013 states that the performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated. The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework of the Board. | AUDITORS M/s Gora & Company, Chartered Accountants, Registration No. 327183E were appointed as statutory auditors of the company at the Annual General Meeting held on 30-September-2014 to hold office till the conclusion of its sixth annual general meeting. In terms of the first proviso to section 139 of the Companies Act, 2013 the appointment of the auditors shall be placed for ratification at every annual general meeting. Accordingly, the appointment of Gora & Co., Chartered accountants, as statutory auditors of the company is placed for ratification by the shareholders. In this regard, the company has received a certificate of the auditors to the effect that if they are reappointed, it would be in accordance with the provisions of section 141 of Companies Act, 2013. COST AUDIT Cost audit is not applicable to the company as per The Companies (Cost Records & Audit) Rules 2014. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS There was no qualifications, reservations or adverse remarks made by the either by the Auditors or by the Practicing Company Secretary in their respective reports. EXTRACT OF ANNUAL RETURN In accordance with Section 134(3) of the Companies Act, 2013, an extract of the annual report in the prescribed form is annexed as A. to Board’s report. NOMINATION AND REMUNERATION COMMITTEE The composition and policies of Nomination & Remuneration Committee are stated in the Corporate Governance Report. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO Information pursuant to Sec. 134(3)(m) of the Companies Act, 2013, read with Companies (Accounts) Rules, 2014 is furnished in Annexure-II. INDUSTRIAL RELATIONS The Company maintained harmonious and cordial Industrial Relations during the period under review. A regular system of holding bi-parte discussion with the recognized Union regarding the issue of common interest of all employees was adopted. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM The details of the Audit Committee including its composition and terms of reference mentioned in the Corporate Governance Report.
The Company has established a vigil mechanism a through the committee, the genuine concerns expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of co employees and the Company. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS u/s 186 There was no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES There was no contract or arrangements made with related parties as defined under Section 188 of the Companies Act, 2013 during the year under review PARTICULARS OF EMPLOYMENT As required under the provisions of Sec. 197(12) of the Companies Act, 2013, read with the Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement of particulars of the employees has been annexed to this report and included as Annexure-I. | | | SAFETY Your Company has a well-defined Safety Management System. Continuous endeavour is made to create safety awareness among the employees. As part of this, forums like Works Committee, Plant Safety Committee are functioning for taking up necessary preventive and corrective actions wherever required and to create awareness among the employees on Safety and Health. Your Company has also appointed a team consisting of Senior Executive & Employees of the Company to monitor the safety aspect of the plant and all employees were advised to participate actively on the safety related issues. Safety Day has been observed in the Company. CORPORATE SOCIAL RESPONSIBILITY (CSR) Your Company is pro-active to its Corporate Social Responsibility. The following are few of the activities organized by your Company during the period under review: i) Ganesh Festival: Like every year this year also the Company has joined hands with the employees to celebrate the Ganesh Festival, which is one of the biggest festival in Karnataka and observed rituals and festivity with equal fervor. ii) May Day Celebration: 1st May of the year is being observed as workers day. Your Company also joins hands with Employees and their family in observing the day where the Company sponsored various sports and cultural activities. Winner of the sports event were rewarded with the prizes and sweets distributed. iii) Green Revolution: The Company has developed a green belt in and around the Company premises for better environment. During the year the Company has planted more than 1000 plants. iv) Training to School, College Students: Your Company is regularly providing training to engineering students and management trainees of various institutes and colleges. v) Sports Prize Sponsorship: During the year the Company has sponsored prizes of sports in local community. vi) Merit Award: The Meritorious and excellence In sports cash award to the children of the Employees has been distributed during the year. | | DIRECTORS' RESPONSIBILITY STATEMENT Pursuant to the requirement under Sec. 134(3)(c) of the Companies Act, 2013, with respect to Director's Responsibility Statement, it is hereby confirmed: (i) That in the preparation of the accounts for the year ended 31st March, 2015 the applicable accounting standards have 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 were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2015 and of the profit or loss of the Company for the year ended on the date; (iii)That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (iv) That the Directors have prepared the accounts for the year ended 31st March, 2015 on a going concern basis. (v) That the directors have laid down internal financial controls, which are adequate and operating effectively. (vi) That the directors have devised proper system to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively. MANAGEMENT DISCUSSION AND ANALYSIS The Management's Discussion and Analysis is given separately and forms part of this Annual Report CORPORATE GOVERNANCE The report of Board of Directors of the Company on Corporate Governance is given as a separate section titled "Corporate Governance Report" which forms part of this Annual Report. Certificate of the Statutory Auditors of the Company regarding compliance with the Corporate Governance requirement as stipulated in clause 49 of the Listing Agreement with the stock exchange is annexed with the Corporate Governance Report | |
APPRECIATION &ACKNOWLEDGMENT Your Directors acknowledge the continued support and co-operation from the Financial Institutions, Banks, Customers, Vendors, Dealers and Government Authorities during the period under review. Further your Directors thank the Shareholders for their continued confidence reposed on the Management I Board of the Company. | The Board also places on record its appreciation for the devoted and dedicated contribution made by the employees at all levels in achieving these results. On behalf of the Board of Directors Ashok Kr. Agarwal Director Director Place: Date: |
ANNEXURE - I Statement of particulars of employees pursuant to the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forming part of the Directors Report for the year ended March 31, 2015. SI. No | Name of the Employee | Designation | Remuneration (Rs.) | Qualification and Experience | Date of Commencement of Employment | Age | Last Employment held | 1 | Mr. Pawan Kumar Ruia | Executive Chairman . | Nil | B.Com (Hons),AICWA, FCA, LL.B, AASM,MI1A (USA) 30 Years | 01.04.2007 | 56 | 17-Nov-2014 |
ANNEXURE- II Statement Pursuant to Sec.134 (3) (m) of the Companies Act, 2013 A. CONSERVATION OF ENERGY a) Energy conservation/ Modification measures 1) Platten heating line steam condensate was separated and brought directly to Boiler. Earlier it was getting mixed with bladder condensate which was getting contaminated and wasted. 2) Reduced tube lights from two to one at all offices and non productive areas. 3) Introduced temperature controller 4) Periodic energy audit and corrective actions are being taken to improve the efficiency b) Impact of measures taken 1) Savings in fuel consumption 2) Savings in electric power consumption c) Additional investments/modifications proposed 1 ) Rain harvesting. 2) Replacement of reciprocating compressor by energy efficient screw compressor in phased manner. 3) To install separate compressor for instrument air and pipe lines. 4) Reuse of ETP water for Gardening and Toilets. d) Impact of proposed measures 1) Savings in Power, water and fuel Cost 2) Energy saving and quality improvement FORM- A Disclosure of Particulars with respect to Conservation of Energy POWER AND FUEL CONSUMPTION Description | For the year ended March 31 ,2015 | For the period ended March 31, 2014 | 1. Electricity a. Purchased: - Total Units - Total Amount (Rs.in lakhs) - Rate per unit (Rs.) b. Own Generation: - Units Generated - Total Diesel/Coal Cost (Rs.Lacs) - Cost per unit (Rs.) 2. Fuel a. Biomass, Coal & Others - Quantity (M.T.) - Total Cost (Rs.Lacs) - Fuel Rate per Kg. (Rs.) - Fuel Cost/Kg. on Production (Rs.) 3. Consumption per Kg.of – - Production of Tyre & Tube: - Electricity (Units/Kg.) - Coal & Other Fuels (Kgs../Kg) | 2517080 225.28 8.95 8346 2.64 31.65 3016 134.83 4.47 7.65 1.433 1.712 | 20141880 1264.37 6.28 5169742 396.30 7.67 41147.12 1831.96 4.45 4.48 0.607 0.986 |
FORM -B B. TECHNOLOGY ABSORPTION: 1. Research & Development: a) Got HMSI’s approval for the supply of tubeless tyres for scooter and Motorcycle for their high volume vehicles after rigorous and exhaustive plant audit. b)New tread compound developed for better grip and low rolling resistance for 2 Wheeler tyres. c)Developed polyster tyres for Replacement Market -2 Wheeler segment for better performance and dimensional Rigidity. d) Better control measures implemented in tread extrusion in plant to have optimal material consumption. e) Developed in-house compound specifications adapting to the dynamic material sources without compromising on Product performance. 2. Benefits derived as " result of the above R&D a) Improvement in the Products range. b) Meet the New Markel requirement (OEMs & Replacement). c) Improved quality with consistent performance. 3. Future Plan of action: a) Machine I process flexibility need further improvement for more and quick product change. | B.TECHNOL.OGY ABSORPTION, ADAPTATION AND INNOVATION 1) Efforts in brief made towards technology absorption, adoption and innovation: a) New Products and new patterns developed and are approved by OEMs. b)SRI interaction w.r.t. Testing and approval from HGA for OEMs on existing & new upcoming vehicle model. c) Cost optimization to balance bottom line by learning New Technology/Products through attending Conference/Customer meet etc. 2) Benefits derived as a result of the above efforts: a) Enhanced market share with OEMs and Exports. b) Eco Friendly Technology. 3) In case of imported technology (Imported during last 5 years reckoned from the beginning of the financial year) the following information may be furnished. a)Technology imported Not Applicable b) Year of import Not Applicable c) Has technology been Not Applicable fully absorbed d} If Not fully absorbed Not Applicable areas where this has not been taken place, reasons therefore and future plans for action C. FOREIGH EXCHANGE EARNINGS AND OUTGO Foreign Exchange earned and used: Rs. In Lacs Particulars | 2014-15 | 2012-14 | i) Foreign Exchange Earned | 1416.57 | 11927.18 | ii) Foreign Exchange used | 1.27 | 9386.92 |
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Statement pursuant to Section 2(87) of the Companies Act, 2013 relating to Holding Company's Interest In the Subsidiary Companies Financial year of the Subsidiary ended on | 31- Mar- 15 | 1. (a) Number of shares held by Falcon Tyres Limited at the end of the above date (b) Extent of Interest on above date 2. Net aggregate amount of the Subsidiary Company's Profit/ (Loss) so far it concerns members of the Holding Company and (a) is not dealt in the Company's account (i) for the financial year ended March 31, 2015 (ii) for the previous financial year since it become a subsidiary (b) is dealt in the Company's account (i) for the financial year ended March 31, 2015 (ii) for the previous financial year since it become a subsidiary | 9990 100% Rs. In Lakhs NIL NIL -0.07 Lakhs -0.02 Lakhs |
ANNEXURE-III MANAGEMENT DISCUSSION AND ANALYSIS REPORT Automobile has done well as per expectation particularly two three wheeler sector. The growth has been led by positive change in socio economic environment, support from Govt who extended excise benefit till Dec-14, falling interest rates, low inflation, fall in crued oil prices and continous rise in demand from rural areas. These factors likely to play an important role in coming months too and the demand would be driven accordingly in new higher trajectory. The current stable raw material prices are likely to be continued & likely to assist operating margins of tyre manufacturer. However, any further correction in raw material prices may affect the operating margin due to pressure on tyre pricing. The company will continue to focus on profitable product categories. We are expecting a good incremental impact on the bottomline supported by above easing factors and volume growth. INDUSTRY STRUCTURE AND DEVELOPMENTS The Indian economy outlook for growth and price stability at this juncture looks more promising and in turn the prospects for the growth in the tyre industry look bright. The Company continued production of Tubeless Tyres On the other hand, domestic and international natural rubber prices are currently hovering around 122/kg and $1.92/kg (duty free) respectively as of April 2015 and are expected to remain subdued in the near future.. BUSINESS OUTLOOK AND OVERVIEW The growth of automotive industry has been more impressive during 2014-15 compared to preceding reporting period. The demand in all the sectors OEMs, replacement and export has been very supporting for the industry. Export has been playing a key role with lucrative margin and demand. The Company strategically enhanced its export volume which significantly contributed to its growth. The depreciation in domestic currency is also likely to further boost up the operating margins. | COMPANY PERFORMANCE DOMESTIC SEGMENT Your Company has kept a balance between its major supplies in OEM, Replacement market and Export Market & there is increased supplies in Replacement Market keeping pace with demand. Although the demand has gone up but due to huge capacity additions, a demand supply gap has been created and it will take some time to absorb additional capacities EXPORT SEGMENT During the year, the Company has executed the export order for Rs.15.21 Crores value of tyres in export market as compared to Rs. 119.27 Crores sold during the last eighteen months period. Your Company keeps continuous focus on the segment and expects to grow further. OPPORTUNITY AND THREATS Automobile is one of the largest industries in global market. Being the leader in product and process technologies in the manufacturing sector, it has been recognized as one of the drivers of economic growth. Two-wheeler segment is one of the most important components of the automobile sector that has undergone significant changes. There is a large untapped market in semi-urban and rural areas of the country. The Company continued production of Tubeless Tyres and Radial Tyres also during the period and the response to the same are positive. OPERATION REVIEW Financial Performance: The Company achieved gross tumover of Rs 6904.63 lacs for the year ended 31st March’2015 as against previous eighteen months gross turnover of Rs.1,30,439.29 lacs. Despite severe competition & sluggish vehicle demand, your company achieved the targeted sales. |
The Company's sales in various market segments are given below: Description | Rs. | 2014-2015 (12 Months) | 2012-14 (18 Months) | OEM's | In Lacs | 2315.78 | 49135.38 | Replacement | In Lacs | 2548.53 | 65264.23 | Export | In Lacs | 1521.42 | 11927.18 | Others | In Lacs | 518.90 | 4112.11 | Total | In Lacs | 6904.63 | 130439.29 |
RISKS & CONCERN The overall economic condition of the country may affect the business of the Company. High interest rate, inflation, petrol prices, availability of the credit facilities are few of the factors which may adversely affect the Indian economy. Moreover the high fluctuation in the major Raw Materials including Crude and Forex can also spoil the growth I momentum in the industry. However, India is fast emerging as the global hub of automobiles, strong fundamentals including favourable demographic, rapid urbanization, rising per capita disposable income and spending coupled with the increase in demand of vehicles, the Company does not expect to be significantly affected by this risk-in the long term. INTERNAL CONTROLS AND THEIR ADEQUACY The Company has proper and adequate internal control system to ensure that all the assets of the Company are safeguarded and protected against any loss and that all the transactions are properly authorized recorded and reported. The Company has effective internal control systems across the Manufacturing location, marketing locations and other offices to maintain the Operational efficiencies and to comply with all financial policies and applicable laws and regulations, The Company has full-fledged Internal Audit system, which covers all the areas of the Organization to ensure conformance to internal checks and controls. Internal Audit is carried out throughout the year and their reports, along with the action taken are reviewed by Senior Management and placed before Audit Committee of the Board of Directors. | HUMAN RESOURCE DEVELOPMENT Human Resource Development is focused and aligned to business needs towards improved performance and business results through the HR road map evolved over the years. The key components of the roadmap are -Employee engagement, Resourcing, Performance & compensation management, Competency based development, Career & succession planning and Organization building. The Company continues to be an employees’ choice in the region. The Company continued to have cordial and harmonious relations with its employees. In line with the changing business environment, your Company is imparting training aimed at nurturing the Human Resources. Career planning and succession plans are in place for all critical roles. Towards Leadership development key competencies have been identified and executive assessment and development programs are in run, Some of the key activities carried out to make the success story happen are summarized below: · Involving the Field Marketing Personnel on the Strategic Decision Making and planning the route map for the Future · Recognizing the Outstanding Performers in the Annual Business Meet etc. to ensure the motivation of the Personnel. · Identifying the Right people with the right attitude for the key jobs. ENVIRONMENT, HEALTH & SAFETY (EHS) Several training programs, structured to the needs of individual employees and also to meet the requirements of lSO/TS 16949: 2009, EMS & OHSAS systems, were conducted during the year. Competent professionals do regular audits on safety and environment and the recommendations are implemented to provide a safe and healthy work environment. Regular training programs on safety are conducted to increase awareness and commitment for safety. Effective training to all new recruits has further improved the safety standards in the Company. |
CAUTIONARY STATEMENT Statements in the management discussion and analysis report describing the Company's objectives, projections, estimates and expectations may be "forward looking statements" within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or Implied. Important factors that could make a difference to the Company's operations include, among others, economic conditions affecting demand/supply and price conditions in the domestic and overseas market in which Company operates, changes In the government regulations, tax laws and other statutes and incidental factors. | |
DECLARATION CERTIFICATE It is hereby declared that all the members of the Board and Senior Management personnel have affirmed compliance with the “Code of Conduct for Members of the Board and Senior Management of Falcon Tyres Limited” during the year ended 31st Mar’2015 . Bangalore, Ashok Kr. Agarwal 30th-Sep-2015 Director CERTIFICATE The Board of Directors, Falcon Tyres Limited, We certify that a) We have reviewed the financial statements and the cash flow statement for the financial period ended 30th-Sep-2015 and that to the best of our knowledge and belief i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading; ii) these statements together present a true and fair view of the Company's affairs and are in compliance with existing accounting standards, applicable laws and regulations. b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year, which are fraudulent, illegal or violative of the Company's Code of conduct. c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and we have disclosed to the Auditors and the Audit Committee deficiencies in the design or operation of internal control, if any of which we are aware and the steps we have taken or propose to take to rectify these deficiencies. d) We have indicated to the Auditors and the Audit Committee that there were i) no significant changes in internal control over financial reporting during the year; ii) no significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; and iii) no instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company's internal control systems over financial reporting. Ashok Kr. Agarwal Director Mysore, 30th Sept, 2015. AUDITORS’ CERTIFICATE To The Members of Falcon Tyres Limited, We have examined the compliance of conditions of corporate governance by Falcon Tyres Limited, for the year ended 31st March, 2015, as stipulated in clause 49 of the Listing Agreement of the said company with stock exchange(s). The compliance of conditions of corporate governance is the responsibility of the management. Our examination is limited to procedures and implementation thereof, adopted by the company for ensuring the compliance of the conditions of the corporate governance. It is neither an audit nor an expression of opinion on the financial statements of the company. In our opinion and to the best of our information and according to the explanations given to us, we hereby certify that the company has complied with the conditions of corporate governance as stipulated in the above mentioned Listing Agreement. We further state that such compliance is neither an assurance as to the future viability of the company nor the efficiency or effectiveness with which the management has conducted the affairs of the company. Place: 8/2, K. S. Roy Road, 2nd Floor, FOR M/S.Gora & Company Kolkata-700 001 Chartered Accountants ICAI Firm Registration. No. : 327183E Dated: 30th day of September, 2015. (G.C. Mukherjee) Partner Membership No: 017630 Description of state of companies affairSTANDALONE PERFORMANCE Your Company has achieved a net turnover of Rs. 66.31 crores for the year compared to Rs. 1198.66 crores for the eighteen months period ended 31st Mar’2014. Loss before Interest, Depreciation, Taxes and exceptional item stood at Rs.72.53 crores as against the previous eighteen months period profit figure of Rs. 76.61 crores. The Loss after exceptional item but before Tax is Rs. 7.51 crores as against the previous eighteen months period profit of Rs. 3.97 crores. Loss after Tax is Rs. 7.51 crores as against the previous eighteen months period profit of Rs. 3.97 crores. Production of Tyres and Tubes, during the year under review stood at 1761.90 MT as against 41722.43 MT in the previous year. The Company continued to partner with Original Equipment Manufacturers and has kept pace by developing Tyres for newer models. Production in MT is slightly down due to change in product mix, increase in value added products like Tubeless Tyres, PCR Tyres, etc. The pressure in replacement market demand is due to sluggish market conditions and cut-throat competition. Details regarding energy conservationDisclosure of Particulars with respect to Conservation of Energy POWER AND FUEL CONSUMPTION DescriptionFor the year ended March 31 ,2015For the period ended March 31, 2014 1. Electricity a. Purchased: - Total Units - Total Amount (Rs.in lakhs) - Rate per unit (Rs.) b. Own Generation: - Units Generated - Total Diesel/Coal Cost (Rs.Lacs) - Cost per unit (Rs.) 2. Fuel a. Biomass, Coal & Others - Quantity (M.T.) - Total Cost (Rs.Lacs) - Fuel Rate per Kg. (Rs.) - Fuel Cost/Kg. on Production (Rs.) 3. Consumption per Kg.of – - Production of Tyre & Tube: - Electricity (Units/Kg.) - Coal & Other Fuels (Kgs../Kg) 2517080 225.28 8.95 8346 2.64 31.65 3016 134.83 4.47 7.65 1.433 1.712 20141880 1264.37 6.28 5169742 396.30 7.67 41147.12 1831.96 4.45 4.48 0.607 0.986 Details regarding technology absorptionB. TECHNOLOGY ABSORPTION: 1. Research & Development: a) Got HMSI’s approval for the supply of tubeless tyres for scooter and Motorcycle for their high volume vehicles after rigorous and exhaustive plant audit. b)New tread compound developed for better grip and low rolling resistance for 2 Wheeler tyres. c)Developed polyster tyres for Replacement Market -2 Wheeler segment for better performance and dimensional Rigidity. d) Better control measures implemented in tread extrusion in plant to have optimal material consumption. e) Developed in-house compound specifications adapting to the dynamic material sources without compromising on Product performance. 2. Benefits derived as " result of the above R&D a) Improvement in the Products range. b) Meet the New Markel requirement (OEMs & Replacement). c) Improved quality with consistent performance. 3. Future Plan of action: a) Machine I process flexibility need further improvement for more and quick product change. B.TECHNOL.OGY ABSORPTION, ADAPTATION AND INNOVATION 1) Efforts in brief made towards technology absorption, adoption and innovation: a) New Products and new patterns developed and are approved by OEMs. b)SRI interaction w.r.t. Testing and approval from HGA for OEMs on existing & new upcoming vehicle model. c) Cost optimization to balance bottom line by learning New Technology/Products through attending Conference/Customer meet etc. 2) Benefits derived as a result of the above efforts: a) Enhanced market share with OEMs and Exports. b) Eco Friendly Technology. 3) In case of imported technology (Imported during last 5 years reckoned from the beginning of the financial year) the following information may be furnished. a)Technology imported Not Applicable b) Year of import Not Applicable c) Has technology been Not Applicable fully absorbed d} If Not fully absorbed Not Applicable areas where this has not been taken place, reasons therefore and future plans for action C. FOREIGH EXCHANGE EARNINGS AND OUTGO Foreign Exchange earned and used: Rs. In Lacs Particulars2014-152012-14 i) Foreign Exchange Earned1416.5711927.18 ii) Foreign Exchange used1.279386.92 Details regarding foreign exchange earnings and outgoC. FOREIGH EXCHANGE EARNINGS AND OUTGO Foreign Exchange earned and used: Rs. In Lacs Particulars2014-152012-14 i) Foreign Exchange Earned1416.5711927.18 ii) Foreign Exchange used1.279386.92 Disclosures in director’s responsibility statementDIRECTORS' RESPONSIBILITY STATEMENT Pursuant to the requirement under Sec. 134(3)(c) of the Companies Act, 2013, with respect to Director's Responsibility Statement, it is hereby confirmed: (i) That in the preparation of the accounts for the year ended 31st March, 2015 the applicable accounting standards have 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 were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2015 and of the profit or loss of the Company for the year ended on the date; (iii)That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (iv) That the Directors have prepared the accounts for the year ended 31st March, 2015 on a going concern basis. (v) That the directors have laid down internal financial controls, which are adequate and operating effectively. (vi) That the directors have devised proper system to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively. |