excel castronics ltdmerged Directors report


Directors Report

Dear Members,

Your Directors feel pleasure in presenting their 22nd Annual Report together with the Audited Statements of accounts for the Financial Year ended on 31st March, 2014.

FINANCIAL RESULTS:

During the year under review, the Company has shown notable performance. The extracts of financial results 2013-14 are as under:

(Rs. In Lacs)
Particulars Current Year 2013 - 14 Previous Year 2012 - 13
Rs. Rs.
Sales & Other Income 406.67 177.22
Financial Expenses 0.07 0.11
Depreciation 1.38 0.57
Profit / (Loss) Before Taxation 4.44 6.52
Provision for Income Tax NIL NIL
Provision for Deferred Tax 40.57 NIL
Profit after Taxation 45.02 6.47
Prior Period Adjustment NIL NIL
Transfer to General Reserve NIL NIL
Surplus brought forward 10.80 (268.72)
Balance Carried to Balance Sheet 55.82 10.80

The financial figures shows the following trends:

- Increase in Revenue by Rs. 231 Lacs.

- Increase in PAT by Rs. 38.00 Lacs

- Increase in EPS by Rs. 1.08

OPERATIONS:

During the year, the company has shown notable progress in its business operations. After switching into the Castor Seeds business, the Company is able to generate more revenues and profit. However, the tough competitive market has decreased the profitability of the Company. The company anticipates more development in the business in the year to come.

The Ahmedabad Stock Exchange Limited has confirmed the delisting application of the Company. Now the equity shares of the Company are listed with The Bombay Stock Exchange Ltd. only.

DIVIDEND:

Due to insufficient profits, Directors do not recommend any dividend.

DEPOSITS:

The Company has not accepted any deposits from Public under section 58A during the year under review.

DIRECTORS:

Mr. Kantiji Thakor Director of the Company whose term of office is liable to determination by retirement of directors by rotation at this Annual General Meeting and being eligible for reappointment, offers himself for reappointment.

Mr. Bhavin Patel has resigned from the Company due to his preoccupation. Board takes on record his valuable contribution in the Company. During the year Mr. Jayesh Madiyar was appointed as Additional Director w. e. f. 24/06/2014 and his term of office expires at this Annual General Meeting. On request received from members, name of Mr. Jayesh Madiyar is recommended for appointment as Director in Company and subsequently also as a Managing Director of the Company w. e. f. 02/09/2014.

STATUTORY AUDITORS:

As per Section 139 of the Companies Act, 2013 and Rules as Companies (Audit & Auditors) Rules 2014, the statutory auditor of the Company, being chartered accountant shall hold the office in such capacity up to six years. Accordingly the term of office of M/s Samir M. Shah & Associates, Chartered Accountant, Ahmedabad, expires. Hence the board recommends the appointment of M/s Arpan Chudgar & Associates, Chartered Accountant, Ahmedabad as Statutory Auditor of the Company for the financial year 2014-15. The Company has received a letter to the effect that their appointment, if made, will be within the prescribed limits under section 139 (1) and section 141 of the Companies Act 2013. The appointment of auditors is required to be confirmed by the members in every Annual General Meeting, hence, your Directors propose to appoint the Statutory Auditors as set out in the notice accompanying the Annual Accounts.

The observations contained in the Audi report submitted by M/s Samir M. Shah & Associates, Chartered Accountant, Ahmedabad are self explanatory and does not require any further explanation.

ENVIRONMENT, HEALTH AND SAFETY

The Company accords the highest priority to health, environment and safety. The Company does not carry on manufacturing operations. The Company takes at most care for the employees and ensures compliance with the applicable rules and regulation applicable to the Company.

CORPORATE GOVERNANCE

As required under Clause 49 of the Listing Agreement, the Company complies with all the conditions prescribed there under. As part of Clause 49 requirement, Management Discussion and Analysis Report and Corporate Governance Report have been prepared and is annexed to Directors Report for the financial year 2013-14.

DIRECTORS’ RESPONSIBILITY STATEMENT:

The directors declare and confirm:

(A) that in preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(B) that 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 end of the financial year ended on 31st March, 2014 and of the profit of the company for the that year.

(C) That the Directors have taken proper and sufficient care for maintenance of adequate accounting records for the year ended 31st March 2014 in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for prevention and detection of fraud and other irregularities.

(D) That the Directors have prepared the accounts for the financial year ended 31st March 2014 on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSOPTION, FOREIGN EXCHANGE EARNIGS AND OUTGO:

During the financial year 2013-14, Company has not undertaken any manufacturing operations. Company has neither earned nor spent anything in foreign currency. Hence no disclosure is required under this head pursuant to Companies (Disclosure of particulars in the report of Board of Directors) Rules 1988.

PARTICULARS OF EMPLOYEES:

There is no employee in the Company drawing remuneration for which information is required to be furnished under section 217 (2A) of the Companies Act 1956 read with Companies (Particulars of Employees) Rules 1975 as amended from time to time.

APPRECIATION:

The Directors feel pleasure thanking all the stakeholders who have reposed their faith in the management and the company and for their valuable support and cooperation.

PLACE: AHMEDABAD
DATE: 29.05.2014 BY ORDER OF THE BOARD
FOR EXCEL CASTRONICS LIMITED
KANTIJI THAKOR
DIRECTOR