DIRECTORS' REPORT Your Directors are pleased to present their 42 Annual Report together with the Audited Statement of accounts for the Financial Year ended 31" March, 2014. PERFORMANCE During the year under report, the turnover increased to Rs. 624.53 lakhs from Rs. 566.95 lakhs in the previous year. Your Directors regret to inform that, your Company has suffered loss of Rs. 1.50 lakhs after depreciation and taxes as against loss of Rs. 29.62 lakhs in the previous year. The continued ban on mining in Goa and continued overall recession has affected company's turnover which has further affected the profitability. Your Directors are exploring different avenues for betterment of company's turnover. Your Directors are making various efforts to improve the performance of the Company in situation of severe competition and are optimistic about posting better results in the ensuing year. DIVIDEND Your Directors recommend a dividend of Re. 1.00 per share. DIRECTORS' RESPONSIBILITY STATEMENT Pursuant to section 217(2AA) of the Companies Act, 1956, your Directors confirm that:- a) in the preparation of the annua! accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; b) 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 financial year and of the loss of the Company for that year; c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors have prepared the annual accounts on a going concern basis. DIRECTORS Shri Ashok P. Panvelkar and Smt Binita S. Poy Raiturcar retire by rotation at the forthcoming Annual General Meeting and are eligible for re-appointment. In terms of Section 149, 152, Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014, the Independent Directors can hold office for a term of upto five (5) consecutive years on the Board of your Company and are not liable to retire by rotation. Accordingly, it is proposed to appoint Shri Manohar S. Usgaonkar, Shri Sudin Manohar Usgaonkar and Shri Nitin Anant Kunkolienkar as Independent Director of your Company upto five (5) consecutive years for the term upto to the conclusion of the 47th Annual General Meeting in the calendar year 2019. AUDITORS M/s S. S. Dalvi & Co., Chartered Accountants, the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. COMPLIANCE CERTIFICATE Secretarial Compliance Certificate pursuant to Section 383 A (1) of the Companies Act, 1956 is enclosed and marked as Annexure A. PARTICULARS OF EMPLOYEES None of the employees of the Company were in receipt of remuneration in excess of the limits prescribed under Section 17(2A) of the Companies Act, 1956. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO The management continues its focus on energy conservation. Continuous monitoring of the fuel consumption, and the monitoring optimization of electrical energy consumption in all activities are being done. The Company is making efforts to acquire improved technology at its plant. During the year there is no foreign exchange earnings but outgo is on account of import of raw material (Ref note no. 34-35). ACKNOWLEDGEMENT Your Directors place on record their gratitude to the Government of Goa, Financial Institutions, Banks, Statutory Auditors, and valued customers for the continued assistance, support, co-operation and encouragement they extended to the Company. Your Directors appreciate the excellent contribution made by the employees of the Company at all levels. For and on behalf of the Board of Directors (Sanjay A. Poy Raiturcar) Chairman & Managing Director (DIN 00358326) Date .-July 28, 2014 Place: Panaji, Goa. |