dee pharma ltd share price Directors report

DEE-PHARMA LTD 19TH DIRECTORS REPORT FOR THE YEAR ENDED 31ST MARCH, 2003. Your Directors present this Nineteenth Annual Report and the Audited Accounts of the Company for the year ended 31st March, 2003. FINANCIAL RESULTS Your Company has achieved a turnover of Rs.112 lac for the year ended 31st March, 2003 as against Rs. 817lac for the preceding year. The loss for the year is Rs.1622 lac as compared to loss of Rs. 1585 lac for the previous year. The details for the year are as below: 31.03.2003 31.03.2002 (Rs. lac) (Rs. lac) Profit/(Loss) before Interest, Tax & Depreciation 101.55) (200.54) Profit/(Loss) before Tax & Depreciation (1483.91) (1441.54) Depreciation 137.95 142.75 Profit/(Loss) before Tax (1621.86) (1584.29) Provision for Tax - - Profit/(Loss) alter Tax (1621.86) (1584.29) Previous Year Adjustments 1.10 (1.51) Net Profit/(Loss) (1620.76) (1585.80) DIVIDEND On account of losses, your directors are unable to recommend any dividend for the financial Year 2002-2003. OPERATIONS During the year, due to shortage of working capital and financial crisis, the turnover of your Company was low at Rs.112 lac and consequently under utilisation of plants and as such your Company incurred losses in operations. WINDING UP ORDER The Company has received an order dated 18.07.2002 from the Honble Delhi High Court, for appointment of Provisional Liquidator. Accordingly, the Official Liquidator is appointed as Provisional Liquidator and is directed to take over the moveable and immovable properties and other assets of the company but allowed the operations to continue. The matter is pending before the Honble High Court for further proceedings. However, the company is in negotiation with some organisations for long term working arrangement/take-over etc. if at any point of time before the outcome of the proceeding of winding-up order any suitable agreement is materialised, it may be considered by the Honble Delhi High Court. LEGAL CASES Some legal cases/proceedings have been initiated against your Company and the Directors of the Company, which are being dealt with in different courts of law. Since the matters are sub-judice, the exact liability of the Company cant be ascertained at this point of time. PERSONNEL Cordial relations prevail between employees and the management. The Directors wish to place on record their appreciation of the services of its employees at all levels. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS Statement in accordance with the provisions of Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure Particulars in the report of Board of Directors) Rules, 1988, regarding conservation of energy, technology absorption and foreign exchange, transactions are given in Annexure 1 forming part of this Report. EMPLOYEES PARTICULARS Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended, is not applicable since none of the employee is drawing salary in excess of the limits laid down therein. FIXED DEPOSITS Your Company has neither invited nor renewed any deposits u/s 58A of Companies Act, 1956 during the year. The Deposits which have matured during earlier years are lying unpaid. DIRECTORS Shri. Umesh Sanghi retires by rotation and offers himself for re-appointment. Shri. R.C. Saini voluntarily resigned from the Board of Director w.e.f. 25.03.2003. The Board places on record its appreciation for his contribution during his tenure as Director of the company. RESPONSIBILITY STATEMENT As required under section 217(2AA) of the Companies Act, 1956 your Directors confirm that in the preparation of the annual accounts i) the applicable accounting standards have been followed alongwith proper explanation relating to material departures: ii) such accounting pol policies have been selected and applied consistently and reasonable and prudent judgements and estimates made 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 of the company for that period; iii) proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of thus Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv) the annual accounts have been prepared on a going concern basis. AUDIT COMMITTEE As required under the provisions of section 292 A of the Companies Act, an Audit Committee has already been set up. AUDITORS REPORT Since observation made by the auditors in their report are self explanatory and have been dealt within the notes to accounts, these do not require further clarification. AUDITORS REPORT AND RE-APPOINTMENT M/s. Saluja & Associates, Chartered Accountants, auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment. The Company has obtained from them a certificate to the effect that their re-appointment if made, will be within the him its specified under section 224 (1B) of the Companies Act, 1956. The specific notes forming part of the accounts refereed to in the Auditors Report are self explanatory and give complete information. ACKNOWLEDGEMENT The Directors take this opportunity to convey their deep sense of gratitude for the valuable assistance, support and co-operation extend to the Company by all concerned.