uniplas india ltd Directors report

UNIPLAS INDIA LIMITED ANNUAL REPORT 2000-2001 DIRECTORS REPORT Your Directors present their 20th Annual Report and Audited Accounts for the year ended 31st March 2001. PERFORMANCE There was no manufacturing/business operations during the year under review also, due to lack of working capital/the impending winding up of the company as mentioned in subsequent paragraph. BIFR STATUS As advised in the last years Annual Report, BIFR, vide its order dated 28th June 2000 had recommended for the winding up of the company as in its opinion, the Company was not viable on long term basis and had accordingly forwarded its opinion to Honble Delhi High Court. Your Company, as already advised, preferred an appeal against the said order of BIFR to Appellate Authority for Industrial and Financial Reconstruction (AAIFR) who rejected our appeal and confirmed BIFR recommendation to wind up the company. As of now, the matter of winding up the Company is pending before Delhi High Court which is stated to hear the same on 7th November 2001. DIVIDEND In view of losses, no dividend recommended. FIXED DEPOSITS As on 31st March 2001, your Company had outstanding deposits of Rs.384.41 lacs (Previous Year Rs.384.59 lacs) under various schemes all of which had matured for repayment. Your Company has not been accepting/renewing deposits since 1st January 1996. DIRECTORS Mrs. J K Bakshi, retire by rotation at the ensuing Annual General Meeting and being eligible, offers herself for re-appointment. PARTICULARS OF EMPLOYEES During the year under review, there was no employee who was in receipt of remuneration as prescribed under Section 217(2A) of the Companies Act, 1956 and the rules made thereunder. CONSERVATION OF ENERGY, TECHNICAL ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO No conservation of energy measures not any technical absorption took place as there was no manufacturing activities. There was also no foreign exchange and outgo. CORPORATE GOVERNANCE The Clause 40 of Listing Agreement shall be applicable to your company by March 2002, by which time necessary compliance will be made if necessary, depending upon the winding up proceedings pending before Honble Delhi High Court as referred earlier here-in-above. DIRECTORS RESPONSIBILITY STATEMENT In accordance with the provisions of SEction 217(2AA) of the Companies Act, 1956, your Directors state that: - The annual accounts have been prepared by following the applicable accounting standards together with proper explanation relating to material departures. - The Directors had selected such accounting policies and applied them consistently and made judgements 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. - The Directors took proper and sufficient care for the maintenance of proper and adequate accounting records on accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. - The annual accounts are prepared on a going concern basis. AUDITORS M/s Ashish Seith & Company, Chartered Accountants, Mumbai hold office until the conclusion of the ensuing Annual General Meeting. The Company has received a letter from them to the effect that their reappointment, if made, would be within the prescribed limits under Section 224(1B) of the Companies Act, 1956. Accordingly, M/s Ashish Seith & Company will be appointed as Auditors of the Company at the ensuing Annual General Meeting of the Company. INDUSTRIAL RELATIONS The Industrial relations with the employees were cordial during the year under review. ACKNOWLEDGEMENT Your Board acknowledges with gratitude the cooperation received from all concerned. On Behalf of the Board Date: 30th August, 2001 J B S Bakshi Place: New Delhi Chairman & Managing Director