gom industries ltd Directors report
GOM INDUSTRIES LIMITED
ANNUAL REPORT 2001-2002
DIRECTORS REPORT
TO
The Members,
GOM Industries Limited
Your directors have pleasure in presenting Twenty Third Annual Report of
your company together with the audited accounts for the year ended 31st
March, 2002.
A. DIVIDEND:
Your Directors do not recommend any dividend owing to losses.
C. OPERATIONS:
Your directors feel uncomfortable to place on record that despite making
all possible efforts including maintaining good quality, acquiring ISO 9002
and reduction in cost of production at all possible levels, the eternal
unhealthy competition from the units working under unorganized sector and
uneven competition from gigantic and resourceful international giants, your
company has not been able to increase its turnover and reduce losses during
the year under review also. As reported earlier, Solvent, Raffinate and
Slop (Acquisition, Sale, Storage & Prevention of Use in Automobiles) Order,
2000 has already affected the performance of your company adversely. Your
directors do wish to state that due to incremental losses during the year
under review, initiations for appropriate steps to improve upon the
marketing and operational front also got the backseat. The performance of
the Joint Venture Company viz. Solutia GOM India Coatings Materials Pvt.
Ltd. has been encouraging by current industrial standards, though it is
still in its nascent stage of functioning. However, all possible strategic
measures are being explored and shall be initiated to bring the company
back to black and your directors can only be hopeful of recovering in the
year to come.
DIRECTORS RESPONSIBILITY STATEMENT:
As required under the provisions of Section 217 (2AA) of the Companies Act,
1956, we confirm that;
1. in the preparation of the annual accounts, the applicable accounting
standards have been followed;
2. the directors had selected such accounting policies and applied them
consistently and made judgments and estimates that have been 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/Loss of the
company for the year under review;
3. 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 frauds and other irregularities;
4. the directors had prepared the annual accounts for the financial year
ended 31st March, 2002 on a "going concern" basis; and
5. all the properties and insurable interests have been adequately insured.
DIRECTORATE:
Shri Prashant Basrur and Shri Mahesh Solanki, have been appointed as
additional directors during the year under review to induct two more non-
executive independent directors on the Board in order to comply with the
provisions of amended Schedule XIII of the Companies Act, 1956. The company
has received a notice under the provisions of Sec. 257 of the Act proposing
to appoint these two additional directors as regular non-executive
independent directors by the members in the ensuing annual general
meeting. There is no other change in the directorships. Shri
C.J. Bhumkar retires by rotation and being eligible offers himself for re-
appointment.
AUDITORS:
M/s Khandelwal & Jhaver, Chartered Accountants, the auditors, also retire
at the ensuing annual general meeting and they, also being willing and
eligible, have offered for re-appointment. The report of the auditors read
with the notes to the accounts is self-explanatory and need no further
clarification.
PUBLIC DEPOSIT:
The company has accepted loans within the meaning of deposits regulated
vide Sec. 58A of the Companies Act, 1956 read with the Companies
(Acceptance of Deposits) Rules, 1975 after filing of the requisite
Statement in lieu of Advertisement. The aggregate deposits are within the
prescribed limits.
PARTICULARS U/S 217(2A) & 217(1)(e) OF THE COMPANIES ACT, 1956:
The particulars of employees as are required under section 217(2A) of the
Companies Act, 1956 are provided herewith as Annexure - A, forming part of
this report.
ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND R&D EFFORTS:
The details of energy conservation in Form A are not applicable, to the
Company. The manufacturing operations of your company are based on
indigenous technology which is being continuously upgraded suiting to the
requirements of your company. During the year under review, your company
has earned foreign exchange Rs. 4.80 lacs and has spent Rs. 59.61 lacs in
foreign exchange.
SAFETY & INSURANCE:
All the Properties and insurable interests of Company are adequately
insured.
SUBSIDIARY COMPANY:
Pursuant to the requirements of Sec. 212 of the Companies Act, the "Annual
Accounts alongwith the report of the Auditors and Directors thereon of GOM
International Ltd., are annexed herewith forming part of this report. There
has not been any change in the subsidiary company nor any change has taken
place in the nature of business of the subsidiary during this year.
ACKNOWLEDGMENT:
Your directors place on record their sincere appreciation for the
assistance and co-operation received from the Government Authorities, MPFC
& Dena Bank. The Board also appreciates the dedicated performance of the
employees at all levels.
By Order of the Board of Directors
Place: INDORE (ATUL R. PATEL)
Date : 26th August, 2002 Managing Director