BSE: 533068 | NSE: ARROWTEX | ISIN: INE933J01015
Market Cap: [Rs.Cr.] 43.79 | Face Value: [Rs.] 10
Industry: Textiles - Products
Your Directors present their Seventh Annual Report together with the Audited Statementof Accounts for the year ended 31st March 2014.
(Rs in 000)
|Particulars||Year Ended 31.03.2013||Year Ended 31.03.2012|
|Income for the year||4,27,388.03||3,73,449.83|
|Profit before Interest, Depreciation and Tax||1,00,397.97||87,831.92|
|Profit before Depreciation and Taxes||84,443.52||59,350.82|
|Depreciation & Amortisation||31,738.64||44,621.59|
|Provisions for Taxation/ Deferred Tax||16,928.24||(15,192.07)|
|Prior Period Items / Extra Ordinary Items||33.22||153.92|
|Net Profit for the Current Year||35,743.42||29,767.38|
|Net Profit available for Appropriation||30,780.76||1,013.38|
|Balance carried to Balance Sheet||66,524.18||30,780.76|
The Directors do not recommend any dividend for the Financial Year ended 31stMarch, 2014.
During the year under review, your Company recorded a total income of Rs 427,388.03 (Rs000). For further information, kindly refer to Management Discussion and AnalysisReport, forming part of this Annual report.
Corporate Governance Report
Pursuant to Clause 49 of the Listing Agreement, the Management Discussion &Analysis Report and Corporate Governance Report together with Certificate from Auditors ofthe Company, on compliance with the conditions of Corporate Governance as laid down, formspart of this Annual Report.
Particulars of Employees
In terms of provisions of Section 217 (2A) of the Companies Act, 1956, read with theCompanies (Particulars of Employees) Rules, 1975, the names and other particulars of theemployees are set out in the Annexure to the Directors Report. However, havingregard to the provisions of Section 219 (1)(b)(iv) of the said Act, the Annual Reportexcluding the aforesaid information is being sent to all members of the Company and otherentitled thereto. Any member interested in obtaining such particulars may write to theCompany Secretary at the Registered Office of the Company.
Particulars Regarding Conservation of Energy, Technology Absorption and ForeignExchange Earnings and outgo
The particulars as required under Companies (Disclosure of Particulars in the Report ofthe Board of Directors) Rules, 1988 are furnished in the Annexure A to this Report.
The Board of Directors of the Company have appointed Ms. Anjali Mody and Dr. VrajeshUdani, as Additional Directors of the Company at its meeting held on 4thAugust, 2014, in accordance with the provisions of Section 161 of the Companies Act, 2013and Rules made thereunder. They hold the office as Additional Directors upto the date ofthe ensuing Annual General Meeting of the Company. The Company has received a notice froma member, proposing appointment of Ms. Anjali Mody as Director and Dr. Vrajesh Udani asIndependent Director at the ensuing Annual General Meeting in accordance with applicableprovisions of the Companies Act, 2013 and the Rules framed thereunder.
Further pursuant to provisions of Section 149 of the Companies Act, 2013, it isproposed to seek shareholders approval for appointment of Mr. Aditya Mangaldas and Mr.Aurobind Patel, existing Directors of the Company, as Non-Executive Independent Directorsof the Company, for one term of consecutive five years from the conclusions of ensuingAnnual General Meeting of the Company.
At the ensuing Annual General Meeting, in accordance with the provisions of theCompanies Act, 2013, Mr. Harshvardhan Piramal, Director of the Company, retire by rotationand he has not sought re-appointment and it is proposed not to fill in the vacancy causedby his retirement. The Board of Directors would like to place on record their sincereappreciation for the valuable contribution made by Mr. Harshvardhan Piramal, from time totime, during his tenure as Director of the Company. Further, at the ensuing Annual GeneralMeeting, it is proposed to alter the terms of re-appointment of Mr. Jaydev Mody, Director,who was re-appointed as liable to retire by rotation at the Annual General Meeting of theCompany held on 7th September, 2013, by making him not liable to retire byrotation.
With the appointment of Ms. Anjali Mody as Director and Dr. Vrajesh Udani asIndependent Director at the ensuing Annual General Meeting, the composition of the Boardof Directors of the Company will be in accordance with provision of Section 149 of theCompanies Act, 2013 and Clause 49 of the Listing Agreement including the Revised(proposed) Clause 49 of the Listing Agreement, which shall be effective from 1stOctober, 2014.
The brief resume/details relating to directors, who are proposed to be appointed/re-appointed are furnished as an Annexure to the notice of the ensuing Annual GeneralMeeting.
Your directors recommend their appointment/reappointment at the ensuing Annual GeneralMeeting.
Directors Responsibility Statement
Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, withrespect to Directors Responsibility Statement, the Directors confirm that: 1. in thepreparation of the annual accounts for the financial year ended 31st March,2014, the applicable accounting standards have been followed alongwith proper explanationrelating to material departures; 2. the Directors have selected such accounting policiesand applied them consistently and made judgements and estimates that are reasonable andprudent so as to give a true and fair view of the state of affairs as at 31stMarch, 2014 and of the profit of the Company for the year under review;
3. the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act, 1956, forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities.
4. the Directors have prepared the accounts for the financial year ended 31stMarch, 2014 on going concern basis.
During the year under review, the Company has not accepted any fixed deposits from thepublic.
The Board of Directors recommends to re-appoint M/s. Amit Desai & Co., CharteredAccountant, as Statutory Auditors of the Company, from the conclusion of this 7thAnnual General Meeting till the conclusion of the 10th Annual General Meetingof the Company subject to ratification by the Members at every Annual General Meeting tobe held during the period. M/s. Amit Desai & Co. have given their consent to act asStatutory Auditors, if re-appointed. Members are requested to consider theirre-appointment. The auditors comments on the Companys accounts for the year ended on31st March, 2014 are self explanatory in nature and do not require anyexplanation as per the provisions of Section 217(3) of the Companies Act, 1956.
Your Directors have appointed M/s. Shilpa & Co., Cost Accountants, as the CostAuditors to conduct the Cost Audit for the year 2014-15. In accordance with the Cost Audit(Report) Rules, 2011, the Cost Audit Report of the Company for the financial year ended 31stMarch, 2013 was filed with the Ministry of Corporate Affairs.
Your Directors express their sincere appreciation of the co-operation received fromshareholders, bankers and other business constituents during the year under review. YourDirectors also wish to place on record their deep sense of appreciation for the commitmentdisplayed by all executives, officers and staff, resulting in the successful performanceof the Company during the year.
|Mumbai, 4th August, 2014||JAYDEV MODY|
|Plot No. 101-103,|
|19th Street, MIDC,|
|Satpur, Nasik, Maharashtra.|
|Pin 422 007.|
INFORMATION UNDER SECTION 217(1) (e) OF THE COMPANIES ACT,1956, READ WITH THE COMPANIES(DISCLOSURE OF PARTICULARS IN THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988 ANDFORMING PART OF DIRECTORS REPORT FOR THE YEAR ENDED 31sT MARCH, 2014.
A CONSERVATION OF ENERGY a) Energy conservation measures taken:
The Company continues its policy of giving priority to energy conservation measuresincluding regular review of energy generation and consumption and effective control onutilization of energy.
The following energy conservation methods were implemented during the year: a) Use ofenergy efficient equipments b) Intensified Internal Audit aimed at detecting wastage ofelectricity. c) Campaign based synchronization of utilities with plant operations.
b) Additional investments: a) The Company is continuously installing electronicdevices to improve quality of power and reduction of energy consumption. b) Continuingwith energy conservation measures on above lines. c) Impact of above measures:
The adoption of energy conservation measures have resulted in savings and increasedlevel of awareness amongst the employees. The energy conservation measures have alsoresulted in improvement of power factor, consequential tariff benefits. d) Total energyconsumption and energy consumption per unit of production As per Form A
|B TECHNOLOGY ABSORPTION|
|As per Form B|
Form - a
Disclosure of particulars with respect to conservation of energy
|a. Power & Fuel Consumption:|
|Unit: (000 KWH)||2,966.26||2,835.73|
|Total Amount (Rs in lacs)||209.78||206.12|
|Rate / per unit (KWH)||7.07||7.27|
|b. Own Generation|
|(i) Through diesel generator||NIL||NIL|
|(ii) Through steam turbine/generator|| |
|3. Furnace Oil, LSHS & L.D. Oil||NIL||NIL|
|4. Others / Internal Generation||NIL||NIL|
|B. Consumption per unit of Production:|
|Narrow Fabrics (per mtr.) :||0.33||0.32|
|Labels (per piece) :|| |
|2. Coal|| |
|3. Furnace Oil, LSHS & L.D. Oil||NIL||NIL|
The consumption of electricity depends upon the product mix used and the nature of theproduct manufactured. Thus the above indicates an average consumption per unit ofproduction.
Form - B
Disclosure of particulars with respect to technology absorption etc. :
|Research and Development (R&D)|
|1. Specific Areas in which R&D has been carried out by the Company||Product Research is carried out on an ongoing basis.|
|2. Benefits derived as a result of the above R&D||Produced different types of products & improved product quality.|
|3. Future plan of action||To provide variety of improved quality products to customers.|
|4. Expenditure on R & D||Not identified separately.|
Technology absorption, adaptation & innovation
The Company has developed B2B software through which our customers can see almost allthe information they require online 24X7. Using our software, they can create an artworkfor multilingual wash-care labels online by punching a few variable information. With helpof ERP & B2B software, we have overhauled our entire service approach to exceed ourcustomers growing expectations.
Foreign exchange earnings and outgo:
During the year, the foreign exchange outgo was Rs 32,560.53 (Rs in 000) (L.Y. Rs35,632.12 Rs in 000) the foreign exchange earned was Rs 27,040.99 (Rs in 000)(L.Y. Rs 38,680.18 Rs in 000).
|Mumbai, 4th August, 2014||By order of the Board of directors,|
|Registerd Office:||JAYDEV MODY|
|Plot No. 101-103,||chairman|
|19th Street, MIDC,|
|Satpur, Nasik, Maharashtra.|
|Pin 422 007.|
|25-Feb-14||Arrow Textiles reports net profit of Rs 0.50 crore in the December 2013 quarter|
|25-Feb-14||Arrow Textiles reports net profit of Rs 0.64 crore in the September 2013 quarter|
|25-Feb-14||Arrow Textiles net profit rises 228.13% in the March 2013 quarter|
|24-Feb-14||Arrow Textiles reports net loss of Rs 0.15 crore in the December 2012 quarter|
|23-Feb-14||Arrow Textiles reports net loss of Rs 0.05 crore in the September 2012 quarter|
|23-Feb-14||Arrow Textiles reports net profit of Rs 0.03 crore in the June 2012 quarter|
Chand Arora , Managing Director
Harshvardhan Piramal , Director
Aditya Mangaldas , Director
Aurobind Patel , Director
Company Head Office / Quarters:
Plot No 101-103 19th Street,
Phone : Maharashtra-91-0253-3918200 / Maharashtra-
Fax : Maharashtra-91-0253-3918220 / Maharashtra-
Web : http://www.arrowtextiles.com
Freedom Registry Ltd
Plot No. 101/102,MIDC, 19th Street,Satpur,Nasik - 422007
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