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आदर्श प्लांटेशन प्रोजेक्ट्स निदेशकों की रिपोर्ट, आदर्श प्लांटेशन प्रोजेक्ट्स निर्देशकों द्वारा रिपोर्ट

आदर्श प्लांटेशन प्रोजेक्ट्स

बीएसई: 526711  |  NSE: N.A  |  ISIN: INE627D01016  |  Pumps

खोजें आदर्श प्लांटेशन प्रोजेक्ट्स कनेक्शन Mar 13
निदेशकों की रिपोर्ट वर्षांत : Mar '15
Dear Members,
 
 The Directors have pleasure in presenting this 23rd ANNUAL REPORT
 together with the Audited Accounts of the Company for the year ended on
 31st March 2015.
 
 FINANCIAL RESULTS
 
 The Summery of the financial performance of the Company for the year
 ended 31st March, 2015 compared to the previous year is as below:
 
 
                                                         (Rs. in Lacs)
 
                                                 2014-15        2013-14
 
 1   Turnover                                    885.99          784.07
 
 2   Other Income                                 5.86            7.98
 
 3   Total Income                                891.85          792.05
 
 4   Profit/(Loss) Before Depreciation,
     Interest and Tax                            (13.9)           17.52
 
     Less/Add : Interest                          53.12           49.27
 
                Depreciation                      5.65            9.39
 
 5   Profit/(Loss) Before Taxation               (72.67)        (41.14)
 
 6   Income Tax                                    -                -
 
 7   Profit /(Loss) After Taxation              (72.67)         (41.14)
 
 8   Prior year''s Expenses                           -             -
 
 9   Profit/(Loss) for the year                 (72.67)         (41.14)
 
 
 CURRENT YEAR PERFORMANCE
 
 The turnover of the Company has increased from Rs. 784.07 Lakhs to Rs.
 885.99 Lakhs in current financial year but the other income has
 decreased to Rs. 5.86 Lakhs from Rs. 7.98 Lakhs in current year.
 
 The Company failed to achieve targeted results as the product is an
 Agriculture product and mainly depended on Government policies and its
 demand is seasonal. Earlier many subsidies were provided by State
 Government but now the schemes of subsidies are modified by the
 Government and also the percentage of the Subsidies has decreased
 considerably. The cost of Raw material and Transportation Cost has
 increased and at the same time the price of product was decreased so
 Company could not reach at desired results. Also the tenders floated by
 Government were very less and Company could not encash the floated
 tenders.
 
 MANAGEMENT DISCUSSION AND ANALYSIS REPORT
 
 As required under Clause 49 of the Listing Agreement with Stock
 Exchange, the Management discussion and analysis report is enclosed
 herewith as Annexure-1.
 
 DIVIDEND
 
 In view of the continued accumulated losses incurred by the Company,
 your Directors do not recommend dividend on Equity Shares for the year
 ended on 31st March, 2015.
 
 Share Capital
 
 The paid up Equity Share Capital as on March 31, 2015 was Rs.
 9,91,15,000. During the year under review, the Company has not issued
 shares with differential voting rights nor granted stock options nor
 Sweat Equity.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to Section 134(5) of the Companies Act, 2013, Directors of
 your Company hereby state and confirm that:
 
 (a) i n the preparation of the Annual Accounts for the year ended on
 31st March, 2015, the applicable accounting standards had been followed
 along with proper explanation relating to material departures;
 
 (b) 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 and
 loss of the Company for that period;
 
 (c) the Directors had 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 had prepared the Annual Accounts on a going concern
 basis; and
 
 (e) the Directors, in the case of a listed company, had laid down
 internal financial controls to be followed by the Company and that such
 internal financial controls are adequate and were operating
 effectively.
 
 (f) the Directors have devised proper systems to ensure compliance with
 the provisions of all applicable laws and that such systems were
 adequate and operating effectively.
 
 CORPORATE GOVERNANCE REPORT
 
 Your Company has always given priority to incorporate standards for
 Good Corporate Governance.
 
 It has taken all necessary steps to adhere to all the stipulations laid
 down in Clause 49 of the Listing Agreement. A report on Corporate
 Governance is annexed herewith as Annexure-2.
 
 Certificate from the Secretarial Auditor D. G. Bhimani & Associates,
 Company Secretary confirming the Compliance with the conditions of
 Corporate Governance as stipulated under Clause 49 of the Listing
 Agreement forms part of this report as Annexure-3.
 
 CODE OF CONDUCT
 
 Your Company has, in compliance of Clause 49(l) of the Listing
 Agreement, formulated Code of Conduct for it''s Directors, Senior
 Management and the Employees of the Company. All the Directors, Senior
 Management and the Employees have complied with this Code for the
 Financial Year 2014-15.A declaration for compliance with this Code of
 Conduct has been given by Chairman of the Company and such declaration
 forms part of this report.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNING AND OUTGO
 
 The particulars as prescribed in Section 134(3)(m) of the Companies Act
 2013 read with the Companies (Accounts) Rules 2014, are enclosed
 herewith as Annexure - 4 .
 
 INSURANCE
 
 The whole properties of the Company have been insured properly and the
 Company has taken necessary general insurance.
 
 AUDITORS AND AUDITOR''S REPORT
 
 a. Statutory Auditor:
 
 The Company''s Auditor M/S Mukund & Rohit, Chartered Accountants,
 Vadodara were appointed as the Auditor to hold office up to this Annual
 General Meeting. As required under the Companies Act, 2013, they shall
 hold office for a maximum period of three years. Therefore, the Board
 proposed to appoint them for their remaining term of two years from the
 conclusion of 23rd AGM.
 
 The notes on financial statements referred to in the Auditor''s Report
 are self-explanatory and do not call for any further comments. The
 Auditor''s Report does not contain any qualification, reservation or
 adverse remark.
 
 b. Secretarial Auditor:
 
 According to the provision of Section 204 of the Companies Act, 2013
 read with Rule 9 of the Companies (Appointment and Remuneration of
 Managerial Personal) Rules, 2014, the Board has appointed Mr. D. G.
 Bhimani, Practicing Company Secretary for Secretarial Audit for the
 Financial Year 2014-15. The Secretarial Audit Report is annexed
 herewith as Annexure- 5.
 
 EXTRACT OF THE ANNUAL RETURN
 
 The Details forming part of the extract of Annual Return in Form MGT-9
 is annexed herewith as Annexure- 6.
 
 NUMBER OF MEETINGS OF BOARD OF DIRECTORS HELD DURING THE YEAR
 
 The Board of Directors duly met 4 times during the Financial Year from
 1st April, 2014 to 31st March, 2015. The dates on which meetings were
 held are as follows:
 
 28th May, 2014,5th August, 2014, 13th November, 2014 and 7th February,
 2015.
 
 DIRECTORS
 
 Mr. Naishadbhai N Patel will retire by rotation at the ensuring Annual
 General Meeting and being eligible, offer himself for reappointment.
 
 Your Directors state that Mr. Kiranbhai M. Patel, Mr. Arvindbhai V.
 Shah, Mr. Jagdishbhai I.  Patel were appointed as Independent Directors
 for the period of 5 years at the 22nd Annual General Meeting held on
 8th September, 2014.
 
 All Independent Directors have given declarations that they meet the
 criteria of independence as laid down under Section 149(6) of the
 Companies Act, 2013 and Clause 49 of the Listing Agreement.
 
 DEPOSITS
 
 Company has not accepted any deposits under the meaning of Section 73
 of the Companies Act, 2013 and rules made there under.
 
 LOANS, GUARANTEES OR INVESTMENTS
 
 Your company has not directly or indirectly
 
 a) given any loan to any person or other body corporate other than
 usual advances envisaged in a contract of supply of materials if any,
 
 b) given any guarantee or provided security in connection with a loan
 to any other body corporate or person and
 
 c) acquired by way of subscription purchase or otherwise, the
 securities of any other body corporate exceeding sixty percent, of its
 paid-up share capital, free reserve and securities premium account or
 one hundred percent of its free reserves and securities premium account
 whichever is more.
 
 POLICY ON DIRECTORS, KMP''S APPOINTMENT AND REMUNERATION
 
 The policy of the Company on Director''s and KMP''s appointment and
 remuneration, including criteria for determining qualifications,
 positive attributes, independence of Director and other matters
 provided under Section 178 sub-section 3 of the Companies Act- 2013.
 The same was approved by the Board. The Nomination and Remuneration
 Policy of the Company has been uploaded on the website of the Company
 www.adarshplant.com.
 
 VIGIL MECHANISM
 
 The Vigil Mechanism of the Company, which also incorporates a Whistle
 Blower Policy in terms of Listing Agreement and also pursuant to
 provision of Section 177(9) & (10) of the Companies Act 2013. The Vigil
 Mechanism Policy has been uploaded on the website of the Company at
 www.adarshplant.com.
 
 DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY
 
 Risk affects every organization by one way or other. Thus planning to
 handle such risk in future is of vital importance for every
 organization. Your Company always focuses on identifying and monitoring
 the risk and to take precautionary steps for risks affecting to your
 Company. There are certain risks like Price Risk, Government Policies,
 Human Resource, Competition etc. and have planned to manage such risk
 by adopting best management practices.
 
 ANNUAL FORMAL BOARD EVALUATION
 
 The evaluation of all the Directors and the Board as a whole was
 conducted based on the criteria and framework adopted by the Board. The
 Board approved the evaluation results as collated by the Nomination and
 Remuneration Committee.
 
 CONTRACTS AND ARRANGEMENT WITH RELATED PARTY
 
 The particulars of every contract or arrangements entered into by the
 Company with related parties referred to in sub-section (1) of Section
 188 of the Companies Act, 2013 including certain arms length
 transactions under third proviso thereto has been disclosed in Form No.
 AOC -2 and is annexed herewith as Annexure - 7.
 
 PARTICULARS OF EMPLOYEES
 
 The information required as per Section 197 read with Rule 5 of the
 Companies (Appointment and Remuneration of Managerial Personal ) Rules,
 1975, in respect of employees of the Company and Directors is furnished
 here under.
 
 
 Sr.  Name                   Designation    Remuneration    Remuneration
 No                                            paid           paid
                                            FY 2014-15      FY 2013-14
 
 1   Mr. Naishadbhai         Chairman            0             39800
     N Patel
 
 2   Mr. Atish N Patel        MD                 0             36296
 
 3   Miss. Devangi R.         *CS             73647            0
     Zinzuvadiya
 
 4   Mr. Shantidutt           *CFO            1,82,950         0
     J Parmar
 
 
 Sr.  Name                                Increase         Ratio/Times
 No                                       from             median of
                                          previous         employee
                                          year             remuneration
 
 1    Mr. Naishadbhai N Patel             -39800               0
 
 2    Mr. Atish N Patel                   -36296               0
 
 3    Miss. Devangi R.                    73647                0.63
      Zinzuvadiya
 
 4    Mr. Shantidutt J Parmar             1,82,950             156
 
 
 * Appointment of CS & CFO were made in November 2014.
 
 DETAILS OF ORDER PASSED BY THE REGULATORS
 
 There were no significant and material orders passed by the Regulators
 or Courts or Tribunals impacting the Going Concern Status and Company''s
 Operation in the future.
 
 Your Directors further state that during the year under review, there
 were no cases filed pursuant to Sexual Harassment of Women at Workplace
 (Prevention, Prohibition and Redressal) Act, 2013.
 
 ACKNOWLEDGEMENT
 
 Your Directors would like to express their sincere appreciation for the
 assistance and co-operation received from the Financial Institutions,
 Banks, Government Authorities, Customers, Vendors, Advisors, Auditors
 and Members during the year under review.
 
 Your Directors also wish to place on record their deep sense of
 appreciation for the committed services by the Company''s executives,
 staff and workers.
 
                             For and on behalf of the Board of Directors
 Place: Vithal Udyognagar    Naishadbhai Patel
 Date: 12th August, 2015     Chairman
                             DIN No. 00082749
 
स्रोत: रेलीगरे टेचनोवा

न्यूज़ फ़्लैश

  • MARKET CUES : FIIs ने कैश में `4716 Cr की खरीदारी की
  • MARKET CUES : DIIs ने कैश में `2841 Cr की खरीदारी की
  • MARKET CUES : FIIs ने F&O में `926 Cr की बिकवाली की
  • MARKET CUES : इंडेक्स फ्यूचर्स में `189 Cr की खरीदारी
  • MARKET CUES : इंडेक्स ऑप्शंस में `483 Cr की खरीदारी
  • MARKET CUES : स्टॉक फ्यूचर्स में `1413 Cr की बिकवाली
  • MARKET CUES : स्टॉक ऑप्शंस में `186 Cr की बिकवाली
  • JEFFERIES ON NTPC : BUY रेटिंग, लक्ष्य `125/Sh
  • JEFFERIES ON POWER GRID : HOLD रेटिंग, लक्ष्य `160/Sh
  • CLSA ON TORRENT PHARMA : Outperform रेटिंग, लक्ष्य बढ़ाकर `2,920/Sh

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