Your Directors have pleasure in presenting their 25th Annual Report on the business and operations of the Company and the accounts for the Financial Year ended March 31, 2015.
1. Financial Performance of the Company (Standalone)
|(Rs In Lacs)|
|Profit Before Interest and||16,099.89||15,040.02|
|Provision for Depreciation||2,851.55||2,193.77|
|Net Profit Before Tax||4,268.26||5,670.70|
|Provision for Tax||1,202.74||1,822.31|
|Net Profit After Tax||3,065.53||3,848.37|
|Balance of Profit brought forward||17,800.40||15,029.34|
|Balance available for appropriation||20,865.93||18,877.71|
|Proposed Dividend on Equity Shares||529.07||5,91.88|
|Tax on proposed Dividend||105.78||1,00.59|
|Transfer to General Reserve||Nil||3,84.84|
|Surplus carried to Balance Sheet||20,152.86||17,800.40|
2. Companys working during the year
During the year the Company has witnessed a steady performance across all its business verticals. The gross sales during the year stood at Rs2,780 crores as against Rs2,493 crores in FY14. The growth has been due to strong sales growth in the domestic sales volume.
The Companys branded business is growing steadily and now contributes close to 70% of the total sales.
The branded rice business in India, which is largely contributed by the Companys flagship brand Dawaat, has grown at a CAGR in excess of 20% over FY11 to FY15. Growing at a CAGR of 25% plus over FY11 to FY15, the Companys US branded rice business has also witnessed a robust growth. The Companys Organic business has been one of the fastest growing segments with a CAGR in excess of 70% over FY11 to FY15 and contributed Rs180 crores in FY15. The institutional rice business has also being growing at a stable rate. During the year, the Company continued to invest in all its flagship brands to increase their market presence.
During the year, the Company has established another state-of-the-art Research & Development Center at its USA unit in Cypress, California. During the year, the Company developed and delivering two state-of-the-art grain silos to Madhya Pradesh Warehousing and Logistics Corporation (one each at Bhopal and Indore). The project was delivered within the prescribed time limits, enabling the Company to qualify for full storage charges for a guaranteed period.
The gross revenue of the Company on standalone basis stood at Rs1856 Crores against Rs1811 Crores in FY14. The Profit Before Interest & Depreciation during the year stood at Rs160.99 crores, up by 7% Y-o-Y whereas the margin stood at 8.7% as against 8.3% in FY14.
The Net Profit before tax stood at Rs30.66 crores as against Rs38.48 crores in FY14.
3. Change in the nature of business, if any-
During the current year there has been no major change in the business.
Your Board of Directors has recommended a dividend of Rs2 per equity share of face value of Rs10/- each for the year ended 31st March 2015 subject to shareholders approval in the ensuing Annual General Meeting. The total payout including the dividend distribution tax amount to Rs 634.85 /- lacs.
Out of the amount available for appropriation, Companys Directors propose to transfer RsNIL /- lacs to General Reserve and retain Rs20,152.86/- lacs to Profit and Loss Account.
6. Share Capital
During the financial year, the Company has allotted 147,793 equity shares to the various employees of the company who are eligible for allotment under the Employee Stock Option Plan-2010. Accordingly, issued, subscribed and paid up equity capital of the company has increased from Rs263056090 to Rs264535820. During the year, the company has not issued any equity shares with differential right or any sweat equity shares.
7. Details of Directors and Key Managerial Personnel Appointed and Resigned during the year
The following Directors and Key Managerial Personnel has been appointed and resigned during the year:-
|S. No.||Name of the Person||Designation||Resignation Appointment/||Date of Appointment /Resignation|
|1||Mr. Surender Kumar Tuteja||Independent Director||Resigned||07/08/2014|
|2||Mrs. Renu Challu||Independent Director||Appointment||10/11/2014|
|3||Mr. Anil Khandelwal||Chief Financial Officer||Resigned||13/02/2015|
|4||Mr. Som Nath Chopra||Chief Financial Officer||Appointment||13/02/2015|
8. Particulars of Employees & Employee Remuneration
Pursuant to the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, statement of particulars of employees is annexed as
The statement containing particulars of employee as required under Section-197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this report as AnnexureIV. None of the employees listed in the said statement is a relative of any Director of the Company. None of the employees hold(by himself/herself or along with his/ her spouse and dependent children) more than 2% of the equity shares of the Company.
The ratio of remuneration of each Director to the median employees remuneration and other details in terms 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, are forming part of this report and enumerated under Remuneration Policy heading.
9. Board Meetings
During the financial year, four Board Meetings were held. The details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
10. Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and Compliance Committees.
11. Statement on Declaration by an Independent Director(s) and re- appointment, if any_
All the Independent directors have given their Independency declaration as provided in sub-section (6) of Section 149 of the Companies Act, 2013.
During the year, Mr. SK Tuteja has resigned from the post of Independent Director w.e.f 7th Aug, 2015 due to his other pre-occupations. Mrs Renu Challu joined the LT Brand on 10th November, 2014 as Additional Director. The Company has received a notice writing, from a member proposing her candidature for office of Director along with a deposit of Rs 1 lac.
12. Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee is in process of framing a policy for selection and appointment of Directors, Senior Management and their remuneration. The brief Remuneration Policy is stated in the Corporate Governance Report.
|1. Ratio of remuneration of each director to median remuneration of employees||_|
|Vijay Kumar Arora||47.93|
|Ashwani Kumar Arora||0|
|Surinder Kumar Arora||31.17|
|2. Percentage increase in remuneration of each director and KMPs|
|Vijay Kumar Arora||0|
|Surinder Kumar Arora||0|
|Ashwani Kumar Arora||NA|
|Som Nath Chopra||0|
|Monika Chawla Jaggia||0|
|3. Percentage increase in the median remuneration of employees||6%|
|4. Number of permanent employees||827|
|5. Relationship between average increase in remuneration and company performance||Depends upon the profitability of the company and also the inflation of the economy|
|6. Comparison of remuneration of KMPs against company performance||There is no increase in Remuneration of KMPs|
|7. Average percentile increase in salary of employees, other than managerial personnel, comparison with percentile increase in managerial remuneration and justification||_|
|Non Managerial Increase||12.32|
|The market capitalization of the company has|
|8. Variations in the market capitalization of the company, price earning ratio as at the closing date of the current financial year and previous increased to Rs 26,162.6/- Lakhs from Rs 24,082.8/- financial year and percentage increase over decrease in the market Lakhs as on 31st March 2014. The price earning quotations of the shares of the company in comparison to the rate at ratio was 8.52 as on 31st March 2015 as compared which the company came out with the last public offer. to 6.25 in 31st March 2014. The market price of the company as on 31st March 2014 was Rs 91.55/- and Rs 98.90/- as on 31st March 2015. (Closing Price of BSE)|
|9. Comparison of the each remuneration of the KMPs against company There is no increase in Remuneration of KMPs performance|
|10.The ratio of remuneration of the highest paid directors to that of No such cases employees who are not directors but receive remuneration in excess of the highest paid directors during the year.|
|The company is in the process of finalizing the|
|11.Affirmation that the remuneration is as per the remuneration policy of the company Remuneration Policy of the company|
|12.The key parameters for any variable component of remuneration No such variable component of remuneration availed by the directors. availed by the directors|
13. Details of Subsidiary/Joint Ventures/Associate Companies
Pursuant to sub-section (3) of Section 129 of the Act, the statement containing the salient feature of the financial statement of a Companys subsidiary or subsidiaries, associate company or companies and joint venture or ventures is given as
Annexure-V [Performance and financial position of each of the subsidiaries, associates and joint venture companies included in the consolidated financial statement]
Further, the Annual Accounts and related documents of the subsidiary company shall be kept open for inspection at the Registered & Corporate Office of the Company. The Company will also make available copy thereof upon specific request by any Member of the Company interested in obtaining the same. Further, pursuant to Accounting Standard AS-21 issued by the Institute of Chartered Accountants of India, Consolidated Financial Statements presented by the Company in this Annual Report include the financial information of its subsidiary.
Name of the Companies, which become or ceased as Subsidiaries/Joint Ventures/Associates Companies during the year
|S. No.||Name and Address of the Company||CIN/Registration Number||Subsidiary/ Joint Venture/ Associate||Seizure Date of Incorporation/|
|1.||Raghuvesh Agri-Foods Private Limited||U63000DL2014PTC267604||Associate||20th May, 2014|
|Unit No:134, 01st Floor, Rectangle-1,||(Date of Incorporation)|
|Saket, District Centre, New Delhi-110017|
|2.||Raghuvesh Warehousing Private Limited||U63020DL2014PTC267603||Associate||20th May, 2014|
|Unit No:134, 01st Floor, Rectangle-1,||(Date of Incorporation)|
|Saket, District Centre, New Delhi-110017|
|3.||Nice International FZE||1115||Fellow Subsidiary||22nd March, 2015|
|Lob 20, Office 113, JAFZA, Dubai, UAE||(Closure date)|
The Auditors, M/s Walker Chandiok & LLP., Chartered Accountants, Statutory Auditors of the Company, hold office till the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment and have confirmed that they are not disqualified under any provisions of Section 141(3) of the Companies Act, 2013 and have shown their willingness to accept the office of Statutory Auditors.
The Company has received a letter from them to the effect that their re-appointment, if made, would be within the prescribed limits u/s 141(3)(g) of the Companies Act, 2013 and that they are not disqualified for re-appointment.
15. Auditors Report
The Auditors Report does not contain any qualification. Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.
16. Secretarial Audit Report_
In terms of Section 204 of the Act and Rules made there under, M/s. D Dixit & Associates, Practicing Company Secretary have been appointed Secretarial Auditors of the Company. The report of the Secretarial Auditors is enclosed as Annexure VI to this report. The point-wise comments are enumerated as follows.
Reply to the observations in the Secretarial Audit
i. Delay in Filling Forms Due to the oversight, the Company failed to file some of the forms in prescribed time frame of Companies Act, 2013 and applicable additional fees has already been paid to Ministry of Corporate Affairs.
ii. Related party transactions exceeding the limits approved by the Shareholders The Shareholders approved all the proposed material related party transactions through postal ballot on 30th March 2015. However, the actual transactions were in excess of those approved. The Board of Directors already proposed to ratify the above in the AGM scheduled to be held on 18th September 2015.
iii. Separate Meeting of Independent Directors of the Company The requirement of conducting a separate meeting of Independent Directors was introduced in the Companies Act, 2013. As the availability of all independent directors in a separate day was not possible in the financial year 2014-15, we failed to conduct the same. However, we have already conducted a separate meeting of all our Independent Directors on 27th May 2015.
iv. Date of AGM in e-Form 23 AC-XBRL
The Annual General Meeting of the Company for the financial year 2013-14 was duly held on 09th September 2014, however while preparation and filling of 23AC-XBRL inadvertently AGM date was mentioned as 08th September 2014. It was purely a clerical mistake.
v. CSR Spent As we failed to identify a suitable projects for our CSR Activity, we have not spent the remaining amount of our CSR Budget. Further, the Company will spent the balanced amount in financial year 2015-16.
vi. Constitution of Audit Committee One of our Independent Director Mr. Jagdish Chandra Sharma expired on 31st January 2014, member of Audit Committee and the Committee was left with two members only out of which one was Nominee Director.
The Audit Committee was duly constituted with two Independent Directors on 10th November 2014 with induction of Ms. Radha Singh. vii. Stamp Duty on Issue of Shares The Company will apply to the Revenue Department for payment of stamp duty.
viii. Details of Male employee in Register as per Equal Remuneration Rules, 1975.
The Company has already noted the discrepancies and will comply the requirements of rule 6 of Equal Remuneration Rules, 1976. ix. Gratuity Payment to Ex-employee The Company will paid the due soon as per the Companys policy.
x. Constitution of Board One of our Independent Director Mr. Jagdish Chandra Sharma expired on 31st January 2014 and another Independent Director Mr. Surender Kumar Tuteja resigned from the Board on 7th August 2015 due his pre-occupation. We have appointed Mrs. Renu Challu as Independent Director on our Board on 10th November 2014. The Company is also in discussion with other independent professionals for the directorship in the Company. The Company will appoint Independent Director at the earliest in compliance with Clause 49 of the Listing Agreement.
xi. Adoption of Remuneration Policy As the adoption of policy was introduced in the Companies Act, 2013, the Company is in the process of adoption of policy as required u/s 178(3) of the Companies Act, 2013.
17. Internal Audit & Controls
The Company continues to engage Pro Advisory India LLP as its Internal Auditors. During the year, the Company continued to implement their suggestions and recommendations to improve the control environment. Their scope of work includes review of processes for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas. Internal Auditors findings are discussed with the process owners and suitable corrective actions taken as per the directions of Audit Committee on an ongoing basis to improve efficiency in operations.
18. Issue of employee stock options__
The details of ESOP as per rule 12 (9) of Companies (Share Capital and Debentures) Rules, 2014.
|Particulars||Option 1||Option 2|
|Total number of shares arising out of exercise of options||142,059||5,914|
|Particulars||Option 1||Option 2|
|Options forfeited/lapsed/ cancelled||128,677||53,763|
|Variations of terms of options||NIL||NIL|
|Money realized by exercise of options||5,398,242||224,732|
|Total number of options in force||196,312||135,618|
1. Details of options granted during the fiscal 2012 to:
|(a) Directors and key managerial personnel|
|1. Som Nath Chopra||46,318|
|2. Monika Chawla Jaggia||18,177|
|(b) Any other employee who received a grant in any one year of options amounting to 5% or more of the options granted during the year (includes employees and group company employees)||The following employees have received a grant in any one year of options amounting to 5% or more of the options granted during the year 2011-12|
|Mr. S.K. Salhotra|
|Mr. Som Chopra|
|Mr. Dipol Dhole|
|Mr. Vijay Malik|
|Mr. Vivek Chandra|
|Mr. Vikram Patil|
|Mr. Kamal Poplai|
|Mr. Mukesh Aggarwal|
|The following employees have received a grant in any one year of options amounting to 5% or more of the options granted during the year 2012-13|
|Mr. Mukesh Aggarwal|
|Mr. Sandeep Lamba|
|Mr. Gerald Taylor|
|Mr. Mrinal Mathur|
|(c) Identified employees who are granted options, during any one year equal to exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the Company at the time of grant|
19. Vigil Mechanism :
In pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for Directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at www.ltgroup.in under investors/policy documents/Vigil Mechanism Policy link.
20. Risk Management Policy
LT has in place comprehensive risk assessment and minimization procedures, which are reviewed by the top management. During the year, as per the requirements of Listing Agreement with the Stock Exchanges, the Company has renamed Audit Committee as Audit Committee / Risk Management Committee who plans risk management, reviews, monitors and identify the risk on regular basis. Further, the Company is in the process of appointing Chief Risk Officer for overall risk governance of the Company.
21. Extract of Annual Return:
As required pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 as a part of this Annual Report as
22. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report
There has been no material change in the business which may affect financial position of the Company.
23. Compliance to Clause 5A of Listing Agreement (Details of Suspense A/c) 01.04.2014 to 31.03.2015
|S. No.||Particulars||No. of Shareholders||No. of Shares|
|i.||Aggregate number of shareholders and the outstanding shares lying in Unclaimed Suspense Account at the beginning of the year||7||6494|
|ii.||Number of shareholders who approached for transfer of shares from Unclaimed Suspense Account during the year||0||0|
|iii.||Number of shareholders to whom shares were transferred from Unclaimed Suspense Account during the year||0||0|
|iv.||Aggregate number of shareholders and the outstanding shares lying in Unclaimed Suspense Account at the end of the year||7||6494|
The voting rights on the above stated shares shall remain frozen till the rightful owner of such shares claims the shares
24. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.
The Company has not received any significant or material orders passed by any regulatory authority, Court or Tribunal which shall impact the going concern status & Companys operations in future.
25. Details in respect of adequacy of internal financial controls with reference to the Financial Statements.
According to Section-134 (5)(e) of the Companies Act, 2013, the term Internal Financial Control (IFC) means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information.
The Company has a well placed internal financial control system which ensures the all assets are safeguarded and protected and that the transactions are authorized, recorded and reported correctly. The Companys internal financial control system also comprises due compliances with Companys policies and Standard Operating Procedures (SOPs) and audit and compliance by Internal Audit team, Pro Legal Advisory, India, LLP.
The Company has neither accepted nor renewed any deposits falling under Chapter V of Companies Act, 2013.
27. Particulars of loans, guarantees or investments under section 186 a) Details of Loans:
|S. No.||Date of making loan||Details of Borrower||Amount||Purpose for which the loan is to be utilized by the recipient||Time period for which it is given||Date of BR||Date of SR (if reqd)||Rate of Interest||Security|
b) Details of Investments:-
|L T FOODS LTD. - Details of Investments during FY 2014-15|
|S. No||Date of Investment||Details of Investee||Amount - Rs||Purpose for which the proceeds from investment is proposed to be utilized by the recipient||Date of Board resolution||Date of special resolution (if required)||Expected rate of return|
|1||18.06.2014||RAGHUVESH WAREHOUSING PVT LTD||10,000||INSTALLATION OF SILOS AT BHOPAL||05.05.2014||N.A.||16%|
|27.06.2014||RAGHUVESH WAREHOUSING PVT LTD||40,000||-do-|
|11.07.2014||RAGHUVESH WAREHOUSING PVT LTD||800,000||-do-|
|12.07.2014||RAGHUVESH WAREHOUSING PVT LTD||1,500,000||-do-|
|19.07.2014||RAGHUVESH WAREHOUSING PVT LTD||6,600,000||-do-|
|19.07.2014||RAGHUVESH WAREHOUSING PVT LTD||150,000||-do-|
|02.09.2014||RAGHUVESH WAREHOUSING PVT LTD||6,900,000||-do-|
|2||18.06.2014||RAGHUVESH AGRI FOODS PVT LTD||10,000||INSTALLATION OF SILOS AT INDORE||05.05.2014||N.A.||16%|
|27.06.2014||RAGHUVESH AGRI FOODS PVT LTD||40,000||-do-|
|19.07.2014||RAGHUVESH AGRI FOODS PVT LTD||6,600,000||-do-|
|26.08.2014||RAGHUVESH AGRI FOODS PVT LTD||2,675,000||-do-|
|02.09.2014||RAGHUVESH AGRI FOODS PVT LTD||200,000||-do-|
|30.09.2014||RAGHUVESH AGRI FOODS PVT LTD||6,090,849||-do-|
|30.09.2014||RAGHUVESH AGRI FOODS PVT LTD||384,151||-do-|
c) Details of Guarantee / Security Provided:
|Sl. No.||Details of recipient||Amount||Purpose for|
|(In Lacs)||which the security/ guarantee is proposed to be utilized by the recipient|
|1||Daawat Foods Limited||31,283.68||Business purpose|
|2||Nature Bio Foods Limited||13,240.00||-do-|
|3||LT Overseas North America Inc.||3,125.00||-do-|
|4||LT Foods Middle East DMCC||3,750.00||-do-|
28. Particulars of contracts or arrangements with related parties:
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 are disclosed in Form No. AOC-2. With reference to Section 134(3) (h) of Companies Act, 2013 all contracts and arrangement with related parties under Sec 188(1) entered by the Company during the financial year were in ordinary course of business also on arms length basis.
29. Corporate Governance Certificate
The Compliance certificate from the auditors regarding compliance of conditions of corporate governance as stipulated in Clause 49 of the Listing agreement shall be annexed with the report.
30. Management Discussion and Analysis
The Management Discussion and Analysis forms part of this Annual Report for the year ended 31st March, 2015.
31. Obligation of Company under the sexual harassment of women at workplace (Prevention, prohibition and redressal) Act, 2013
In order to prevent sexual harassment of women at work place a new act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on 9th December, 2013. Under the said Act every company is required to set up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee. Company has adopted a policy for prevention of Sexual Harassment of Women at workplace and has set up Committee for implementation of said policy. During the year Company has not received any complaint of harassment.
32. Conservation of energy, technology absorption and foreign exchange_earnings and outgo
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
a) Environment and Efficiency
In these years of growth company has never shifted its focus from Energy Conservation and it has remained one of the key priority areas. Better controls are planned for reduction in Energy Consumption and even the continuous steps are being taken to replace aged Equipments with new and Modern technology to avoid overconsumption or loss of Energy. Few of the key areas where company has worked and achieved Positive results are listed below:- Power Factor:- Power Factor plays a pivotal role in Energy consumption. The company has allocated dedicated resources to monitor and keep a check on Power factor on daily basis. As a result of which company has successfully maintained the Power factor within the range of 0.98 to 0.99.
Compressed Air Line:-
The Company had achieved good results previously by replacing old compressed Air Line with the new Modular Pipeline. Hence to maintain the legacy the idea was further extended to the remaining areas to optimize the use of Compressed Air. Also on the basis of consumption trend different time slots have been fixed in a day where the requirement of compressed Air is fulfilled from a single operating compressor, thereby resulting in Energy saving. Replacement of Aged Motors:- During internal audits few aged motors were identified which were resulting In overconsumption of energy. The company decided to replace those motors with High Efficiency 2 Motors which will help in reducing the consumption of energy in those areas.
Interlocking of Machines:-
The company has decided to incorporate modern technology in certain areas like Milling & De-Husking via Automation. This process will help in eradicating the instances of idle running of machines and hence reducing Power consumption in those areas.
LEDs are extremely energy efficient and consume up to 90% less power than incandescent bulbs. Since LEDs use only a fraction of the energy of an incandescent light bulb there is a dramatic decrease in power costs. Also, money and energy is saved in maintenance and replacement costs due to the long LED lifespan.
Power & Fuel Consumption (Bahalgarh Plant)
|Total Amount (Rs)||150,111,338||143,355,134|
|Through Diesel Generator|
|TOTAL AMOUNT (Rs)||8,239,891||10,287,336|
Power & Fuel Consumption (Varpal Plant)
|Total Amount (Rs)||25,412,148||32,769,610|
|Through Diesel Generator|
( b) Technology ,Absorption, Adoption and Innovation
Technology is changing day by day. During the years the company has taken significant steps in adoption of new technologies thus improving overall efficiency of Plants. Similar steps were taken in the current year as well by replacing the lower capacity machines with the New Higher capacity Machines. Some such machines includes the Color Sorters which is one of the critical machine involved in the Rice processing industry. Some of the old lower capacity color sorters were replaced with new upgraded and high capacity machines resulting in Reduction of rejection percentage, improvement in Final output and increasing overall throughput.
The company has realized and agree that the continuous improvement can be achieved only if the employees involved in the process directly or indirectly are highly trained on modern techniques and are aware of Global Standards. One such step taken by the company in that direction is to start Manufacturing Excellence and Improvement Program. The key highlights of this improvement drive were 5S, Maintenance improvement Techniques, Reliability Matrix, MTTR & MTBF etc. which are highly beneficial and globally accepted programs for process improvement.
(c) Foreign exchange earnings and Outgo
During the year, the total foreign exchange used was Rs 1,446.14 lacs and the total foreign exchange earned was Rs 75,587.39 lacs.
|(Rs In Lacs)|
|Particulars||March 31, 2015||March 31, 2014|
|Value of imports on|
|Stores and spares||43.80||79.45|
|Other Food Items||446.97||-|
|Expenditure in foreign currency|
|Interest and other||169.79||-|
|charges to bank|
|Particulars||March 31, 2015||March 31, 2014|
|Commission on export sales||22.56||-|
|Earnings in foreign currency|
|FOB value of exports|
33. Corporate Social Responsibility (CSR)_
The disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 related to CSR activities is detailed in (Annexure II).
34. Human Resources
Y our Company treats its "human resources" as one most important assets. Your Company continuously invest in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. Your Company thrust is on the promotion of talent internally through job rotation and job enlargement. The Company maintain healthy, cordial and harmonious industrial relation at all level. The enthusiasm employee have enabled the company to remain at leadership position in the industry.
35. Directors Responsibility Statement
Pursuant to Section-134(3)(C) of the Companies the Directors based on the representations received from the operating management & after due inquiry confirm that:-
(a) In the preparation of the annual accounts, 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, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
(f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
36. Transfer of Amounts to Investor Education and Protection Fund
Pursuant to Section 205A and Section 205C of the Companies Act, 1956, the dividend which remain unpaid/ unclaimed for a period of seven years from the date of transfer to unpaid dividend account is required to be transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government. Accordingly, the amount of such dividend for the financial year 2007-08, remaining unclaimed for the period of seven years should be transferred to Investor Education and Protection Fund and cannot be claimed there from.
The amount of Dividend unclaimed/unpaid for the financial year 2008-09 to 2010-11 lies in the respective unpaid of its dividend account and can be claimed from Companys Register and Transfer Agent i.e. Big Share Services Private Limited, before the due date for transfer of the same in IEPF account.
Pursuant to the provisions of the Investor Education Protection Fund (Uploading of information regarding unpaid and unclaimed amounts lying with companies) Rules, 2012, the Company has uploaded the details of unpaid and unclaimed amounts lying with the Company, as on 09th September 2014, with the Ministry of Corporate Affairs.
37. Listing with Stock Exchanges:
The Company confirms that it has paid the Annual Listing 2013, Fees for the year 2015-2016 to NSE and BSE where the Companys Shares are listed.
Y our Director place on record their gratitude to all stakeholder for there assistance, cooperation and encouragement. Your Director also wish to place on record their sincere thanks to all investor, vendor, employees for their outstanding performance.
For and on behalf of the Board of Directors
|Vijay Kumar Arora|
|Place: Gurgaon||Chairman & Managing Director|
|Date: 12.08.2015||DIN: 00012203|