intercraft ltd Directors report

INTERCRAFT LIMITED ANNUAL REPORT 2000-2001 DIRECTORS REPORT Your Directors have pleasure. in presenting the Twenty-Seventh Annual Report of INTERCRAFT LIMITED along with the Audited Accounts of the Company for the year ended 31st March 2001. OPERATIONS REVIEW The Directors regrets that the Company received a set back during the year under review due to lack of export orders since 1998-99 onwards and overall recession and high competition in Ready Made Garments retailing Business. The Company has suffered heavy tosses and the entire net worth of the Company has been eroded. Based on the audited balance Sheet for the year ended on 31st March, 2001, the Company has become a Sick Industrial Company under Section 3(1)(O) of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA) and the Directors are of the opinion that reference under Section 15 (1) of the SICA may be filed with Board for Industrial and financial Reconstruction (BIFR). DIVIDEND In view of the losses for the period under review, your directors are not recommending any Dividend. PROMOTED COMPANIES M/s I.M.X. EXPORTS LTD. During the year under review, the company had been declared a Sick Industrial Company by the BIFR. The Company is preparing revival scheme. M/s. STICKWELL FASHIONS LIMITED SFL was Co-promoted by your company with an installed capacity of 65 million pcs of Polyster Woven labels of International quality through its computer operated automatic machines. During the financial year 2000-2001, SFL couldnt procure any export orders & the domestic market for labels was highly depressed. As a result, the Sales & Income of the Company in financial year 2000-2001 were only to the tune of Rs. 235.91 lakhs. FIXED DEPOSITS During the year the Company has not accepted and/or renewed any fresh Fixed Deposits. The deposits accepted by the Company stood at Rs. Nil (Previous year Rs. Nil) as on 31st March 2001 except for unclaimed deposits amounting to Rs. 6.33 lacs (Previous year Rs.6.33 lacs) from 33 (Previous year 33) depositors. DIRECTORS In accordance with the Articles of Association of the Company, Dr. (Mrs.) Manju Mehta retires by rotation and is eligible for re-appointment. Mr. Vijay Mehta was re-appointed as Managing Director of the Company w.e.f. 1st August 1999 and his tenure has expired on 31st July 2001. Keeping in view the contribution of Mr. Vijay Mehta, the Board of Directors, subject to your approval and other approvals, if any, have appointed Mr. Vijay Mehta as Managing Director of the Company with effect from 1st August, 2001 for a further period of 2 years. Since the last Annual General Meting of the Company, Mr. S.N.Mehta, Chairman of the Company had expired on 7th August 2001. Further Mr. Shiromani Sharma and Mr. Vishva Nath Kaul resigned from the Board on account of personal reasons. Mr. J.K. Churamani was appointed as additional Director on 29th Sept., 2000 resigned from the directorship on 29th Jan., 2001 on account of personal reasons. The Directors place on record their appreciation of the contribution made by Mr. S.N.Mehta, Mr. Shiromani Sharma, Mr. Vishva Nath Kaul and Mr. J. K. Churamani, during their tenure as a Director of the Company. Mr. Rajesh Jerath And Mr. K. Naraynan were appointed as an additional Directors of the Company, they hold office till the ensuing Annual General Meeting and are eligible for appointment. SUBSIDIARY COMPANY The Statement relating to M/S. Excel Fashions Limited, a subsidiary company pursuant to Section 212 of the Companies Act, 1956 together with its audited statements of accounts, Directors Report and Auditors Report thereon for the year ended 31st March, 2001 is annexed. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE AND EARNINGS OUTGO. The Information required 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 is given in Annexure forming part of this report. AUDITORS M/s. S.P. Marwaha & Co, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The observations of the auditors are explained wherever necessary in appropriate notes to the accounts. PERSONNEL The Directors report that none of the employees fall under the provisions of section 217 (2A) of the Companies Act, 1956 read with the Companies (particulars of employees) rules, 1975. DIRECTORS RESPONSIBILITY STATEMENT As stipulated in section 217 (2AA) OF THE Companies Act, 1956, your Directors subscribe to the "Directors" Responsibility Statement and confirms as under: i) That in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; ii) That we have selected such accounting policies and applied them consistently and made judgments 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 2000-2001 and of the profit or loss of the Company for that period; iii) That we have taken proper and sufficient care of the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and preventing and detecting fraud and other irregularities; and iv) That we have prepared the annual accounts on a going concern basis. ACKNOWLEDGEMENTS The Board of Directors wishes to pace on record their sincere appreciation of the guidance, co-operation and assistance extended to the Company by the Financial Institutions, Banks, Central & State Government departments, franchisees, Suppliers, Customers, Shareholders and Staff members. For and on behalf of the Board NEW DELHI VIJAY MEHTA 25th October 2001 Managing Director ANNEXTURE TO THE DIRECTORS REPORT THE COMPANIES (DISCLOSURE OF PARTICULARS ON REPORT OF BOARD OF DIRECTORS) RULES, 1988 A. Conservation of Energy The production process of the Company is not energy intensive and there is hardly any scope in reduction of consumption of energy. B. Technology Absorption This is not applicable in case of your Company C. Foreign Exchange Earnings and Outgo The Company has not received any export order since, 1998-99 onwards. As such, earning and use of foreign exchange during the year was Nil.