Kilburn Chemicals Ltd

BSE: 524699 | NSE:  | ISIN: INE655C01027 
Market Cap: [Rs.Cr.] 12.94 | Face Value: [Rs.] 10
Industry: Chemicals

Director's Report
DIRECTORS

Your Directors take pleasure in presenting the 24th Annual Report together with theAudited Accounts of the Company for the Financial Year ended 31st March, 2014.

FINANCIAL HIGHLIGHTS

(Rs. In lacs)

2013–14 2012–13
Total Revenue 181 271
Gross Operating Profit 127 341
Depreciation for the year 116 117
Profit Before Extraordinary items and Tax 11 224
Profit Before Tax (PBT) 11 224
Provision for Tax including Deferred Tax (35) 12
Net Profit After Tax (PAT) 46 212
Add : Surplus / (Loss) brought forward from previous year 4,016 3,804
Profit available for Appropriation 4,062 4,016
Balance carried forward 4,062 4,016

OPERATIONS

During the year under review the Company has achieved turnover of Rs.1.81 Crores whichsolely came from Wind Mills Operations as compared to last year Rs. 2.71 Crores which is33.21% less compared to previous year. The Company has earned profit after tax includingdeferred tax Rs.46 lac as compared to Rs.212 lacs last year. The generation by thewindmills owned by the Company was satisfactory but there was a problem with the localpower board on evacuating the power generated. Hence, a substantial portion of the powergenerated by the windmills were lost and we were unable to bill the same.

EQUITY DIVIDEND

In view of the sharp drop in profitability and with a view to conserve resources forthe company’s Greenfield Project, Directors felt it prudent to skip dividend onEquity Shares for the year.

AUDITORS’ REPORT

The notes to the accounts referred to in the Auditors’ Report are selfexplanatory.

FUTURE OUTLOOK

As members are aware that your company is in the process of setting up a new Projectfor production of both Anatase and Rutile Grades of Titanium Dioxide with an annualcapacity of 15,000 MT in Gujarat, at Jolwa Village at Dahej.

Most of the legal formalities, compliances and regulatory clearances for setting up theplant have been completed. The process of tying up the financial assistance is in process.IDBI Capital Market Services has been mandated for syndicating the necessary facilitiesand hope to complete the same soon.

After completion of term financial assistance, the company will immediately startimplementing its project in full swing.

SHARE CAPITAL

During the year under review, in accordance with the approval of the members, thecompany had issued and allotted 7,65,000 equity share at a premium of Rs. 6/- per share onpreferential basis to Maryada Advisory Services Pvt. Ltd. as per SEBI guidelines.

CORPORATE GOVERNANCE

Pursuant to the provisions contained in the Listing Agreement with Stock Exchanges, aReport on Corporate Governance together with the Auditors’ Certificate on thecompliance of the conditions of the Corporate Governance is annexed. The ManagementDiscussion and Analysis Report has not been annexed as the company has only windmilloperations in place.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirements under Section 217(2AA) of the Companies Act, 1956 withrespect to Directors’

Responsibility Statement, it is hereby confirmed:

(1) That in the preparation of the Annual Accounts for the financial year ended 31stMarch, 2014, the applicable accounting standards have been followed along with properexplanation relating to material departures;

(2) That the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year and the profit of the Company for year under review;

(3) That the Directors have taken proper and sufficient care for the maintenance ofadequate 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 andother irregularities;

(4) That the Directors have prepared the Annual Accounts on a going concern basis.

DIRECTORS

Shri A. D. Nanaiya, has resigned as Director of the company w. e. f. 14.02.2014

The Board placed on record its appreciation for the valuable contribution made by himduring his tenure as Director of the company.

Pursuant to sections 149, 152 and any other applicable provisions of the Companies Act,2013, Shri Ranjit Chaudhri, Shri Anand Chatrath and Shri Parag Keshar Bhattacharjee havebeen appointed as Independent Directors to hold office for five consecutive years.

Shri Tushar M. Patel retires by rotation at this Annual General Meeting and beingeligible, offers himself, for re-election.

AUDITORS

M/s G. P. Kejriwal & Associates, Chartered Accountants, Kolkata have been theStatutory Auditors of the Company for last 24 years. The Board has recommended a change inthe Statutory Auditors of the Company and proposed that M/s. V. Singhi & Associates,Chartered Accountants, Kolkata be appointed as Statutory Auditors of the Company from theconclusion of this Annual General Meeting.

The Company has received Special Notice from a member of the Company, signifying itsintention to propose the appointment of M/s. V. Singhi & Associates, CharteredAccountants, Kolkata, as Statutory Auditors of the Company. The notice convening the 24thAnnual General Meeting contains the said resolution.

The Board places on record its appreciation of the services rendered by M/s. G. P.Kejriwal & Associates, Chartered Accountants, for last 24 years.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

The Company has, during the year under review, transferred a sum of Rs.6,39,028/- toInvestor Education and Protection Fund, in compliance with the provisions of erstwhileSection 205C of the Companies Act, 1956. The said amount represents dividend for thefinancial year 2005-2006 which remained unclaimed by the members of the company for aperiod exceeding 7 years from its due date of payment.

PARTICULARS OF EMPLOYEES

Industrial relations in the Company continued to be cordial and satisfactory. Duringthe year no employee was covered under the provisions of Section 217(2A) of the CompaniesAct, 1956, read with Companies (Particulars of Employees) Rules, 1975.

ACKNOWLEDGEMENT

Your Directors are grateful for the co-operation and continued guidance and supportextended by various agencies of Central Government and State Government (s) and variousGovernment Departments and Agencies, Axis Bank Ltd., and HDFC Bank Ltd. Your Directorsthank and express their gratitude to various stakeholders i.e customers, dealers,suppliers, advisors and consultants for their committed engagement with the Company. TheDirectors greatly appreciate the dedicated and sincere services rendered by the employeesat all levels. Finally, the Directors express their gratitude to all the Shareholders fortheir support.

For and on behalf of the Board,
Place : Kolkata S. K. JALAN
Date : 30th July, 2014 Managing Director
   
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Key Information

Key Executives:

S K Jalan , Managing Director

V Vanchi , Director

T M Patel , Director

R Chaudhri , Director


Company Head Office / Quarters:

Shantiniketan 16th Floor,
8 Carmac Street,
Kolkata,
West Bengal-700017
Phone : West Bengal- / West Bengal-
Fax : West Bengal- / West Bengal-
E-mail :
Web : http://www.kilburnchemicals.com

Registrars:

Maheshwari Datamatics Pvt Ltd
6 Mangoe Lane,2nd Floor, ,Kolkata - 700 001

 
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