instrumentation control valves ltd Directors report

DIRECTORS REPORT

Your Directors have pleasure in presenting their report on the working and progress of the Company for the year ended 31st March 2014 together with the audited accounts and the Auditor s report thereon.

FINANCIAL RESULTS:	2013-14	2012-13
	(Rs. In Lacs)
Net Sales/ Income from operations	2,181.43	2,724.97
Profit before taxation	16.76	26.86
Provision for taxation (Net)	4.21	6.36
Deferred Taxation	0.59	2.41
Profit after taxation	11.96	18.09

DIVIDEND:

With a view to augment the financial resources for the working capital needs of the Company, the Board has decided not to pay any dividend for the year ended 31^st March 2014.

OPERATIONS:

With difficult trading conditions prevailed in Automobile Sector, the Company achieved a turnover of Rs. 2007.92 lacs as compared to Rs. 2540.45 lacs in the previous year.

The Company earned additional discounts and incentive from BOSCH for the year 2013-14 to an extent ofRs.110.59 lacs as compared to Rs.148.30 lacs in the previous year. During the year, the company also earned service income of Rs. 33.12 lacs (previous year Rs. 29.91 lacs).

DISCLOSURE UNDER COMPANIES ACT, 1956:

The Company has not accepted any deposits from Public and Directors for the period ended 31^st March 2014.

The Statement under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 is furnished as annexure to this report.

The Statement of particulars of employees under Sec 217(2A) is not applicable for the period under review as there were no employees whose remuneration exceeded the limit prescribed therein.

DIRECTORS:

Sri.K.S.Hegde, Director will retire by rotation at the ensuing Annual General Meeting and he is eligible for re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT:

The Directors confirm:

(a) That in the preparation of annual accounts, the applicable accounting standards have been followed.

(b) That the Directors have selected such accounting policies and have 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 financial year and of the profit of the company for that period.

(c) 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, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

(d) That the Directors have prepared the annual accounts on a Going Concern basis.

COMPLIANCE CERTIFICATE:

A copy of the Compliance Certificate from a Secretary in the Whole Time Practice is attached to this report as required by Section 383 A of the Companies Act, 1956.

AUDITORS:

The retiring Auditors, M/s Fraser & Ross, Chartered Accountants are eligible for re-appointment.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, EXPORTS AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Details are furnished in the annexed statement which may please be read as part of this report.

	(For and on behalf of the Board)
	For Stanes Motor Parts Limited
Place : Coimbatore-641 018	(K.S.Hegde)
Date : 19th May, 2014	Chairman

Annexure to the Directors Report for the year ended 31st March, 2014 Statement under Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988.

A. CONSERVATION OF ENERGY : Not applicable

B. TECHNOLOGY ABSORPTION : Not applicable

C. FOREIGN EXCHANGE EARNINGS : NIL

D. OUTGO : NIL

FORM B

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO ABSORPTION

RESEARCH AND DEVELOPMENT (R & D)

1. Specific areas in which R & D carried out by the Company.	None
2. Benefits derived as a result of the above R & D	Nil
3. Future plan of action	No plan of action under contemplation
4. Expenditure on R & D
(a) Capital	Nil
(b) Recurring	Nil
(c) Total	Nil
(d) Total R & D expenditure as percentage of total turnover	Nil

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

1. Efforts in brief, made towards technology absorption, adaptation and innovation	None so far
2. Benefits derived as a result of the above efforts e.g. Product improvement, cost reduction, product development, import substitution etc.,	Not applicable
3. In case of imported technology (imported during the last 5 years reckoned from the beginning of the financial year), following information may be furnished.
(a) Technology imported	Nil
(b) Year of Import	Nil
(c) Has technology been fully absorbed?	Nil
(d) If not fully absorbed, areas where this has not taken place, reasons therefor and future plans of action.	Nil
FOREIGN EXCHANGE EARNINGS AND OUTGO	Nil

ANNEXURE A

Registers as maintained by the Company under the Act

1.Register of charges under section 143(1) of the Act.

2.Register and Index of members under Section 150 of the Act.

3.Register of contracts under Section 301 of the Act.

4.Register of Directors, Managing Director(s), Manager and Secretary under Section 303(1) of the Act.

5.Register of Director s share holding under Section 307 (1) of the Act.

6.Register of Loans and Investments under Section 372A of the act.

7.Register of Renewed and Duplicate share certificates under Companies (Issue of share certificates) rules, 1960.

8.Seal Book.

9.Register of share transfers.

ANNEXURE B

Forms and Returns as filed by the Company with the Registrar of Companies during the financial year ending on 31^st March, 2014.

1.Form 23AC & ACA along with Copies of Balance Sheet, Profit & Loss Account, Director s Report and Auditor s Report filed under section 220 for the financial year ended 31.03.2013 along with additional fee bearing SRN: Q13315347. .

2.Form 20B along with Annual Return (Schedule V) filed under section 159 after the Annual General Meeting held on 26.07.2013 bearing SRN: Q10723799.

3.Form 66 along with Compliance Certificate filed under Section 383A of the Companies Act, 1956 bearing SRN. Q10405124.

4.Form 32 filed under Section 303 for conformation of appointment of additional director bearing SRN. B83246876 along with additional fee.

Signature :

Place : Chennai Name of the Company Secretary : Lalitha Kannan

Date : 31.03.2014 C.P.No. : 1894