shree ambeshwar paper mills ltd Directors report

SHREE AMBESHWAR PAPER MILLS LIMITED ANNUAL REPORT 2007-2008 DIRECTORS REPORT To The Members Shree Ambeshwar Paper Mills Limited The Directors have pleasure in presenting the Twenty Eighth Annual Report and the audited accounts of the Company for the period ended 31st March 2008. FINANCIAL RESULTS: The financial results of your company for the period mentioned above are as under: (Rupees to lacs) PARTICULARS 2007-2008 2006-2007 Profit / (Loss) before interest, depreciation and tax (11.07) (1.20) Less: Interest 0.20 88.09 Less: Depreciation 0 115.77 Less: Provision for Taxation 0 0 Net Profit/(Loss) After Tax (11.27) (205.06) Less Prior Period Adjustment Account 0 0.12 Net Profit / (Loss) after adjustment carried forward to Balance Sheet (11.27) (204.94) Amount available for appropriation as per Balance (2238.34) (2227.07) DIVIDEND: In view of the financial results, your Directors do not recommend any dividend. EXPLANATION U/S 217(3) OF THE COMPANIES ACT, 1956: Notes annexed to the Audited annual accounts are self explanatory and do not call for further explanations in this regards. DIRECTORS: Mr. Dharamdutt V Trivedi and Mr. Mohanlal J Trivedi retire by rotation and being eligible offer themselves for reappointment. The Board supports their reappointment. PARTICULARS OF EMPLOYEES: There were no persons employed by the company during the year to whom the provisions of Section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees Rules, 1975) apply. AUDITORS: The Companys Auditors M/s. N.H. Vyas & Co., Chartered Accountants retires at the conclusion of the forthcoming Annual General Meeting. Your Directors recommend re-appointment of M/s. N.H. Vyas & Co., Chartered Accountants, Mumbai, as the Statutory Auditors of the company till the conclusion of the next Annual General Meeting for which the eligibility to act as Statutory Auditors under section 224(1B) of the Companies Act, 1956, is received from them. DIRECTORS RESPONSIBILITY STATEMENT: Pursuant to Section 217 of the Companys Act 1956, your Directors would like to confirm the following: The applicable accounting standards have been followed in preparing Annual Accounts and material departures, if any, have been properly explained. The Directors have selected such accounting policies and applied them consistently making reasonable, prudent estimates so as to give a true and fair view of the state of affairs of the company. Sufficient care has been taken by the Directors for the maintenance of adequate accounting records for safeguarding the assets of the company and for preventing frauds and irregularities. The accounts of the company have been prepared on a going concern basis. CORPORATE GOVERNANCE Pursuant to clause 49 of the Listing Agreement, a Certificate from the Auditors of the Company regarding compliance of Corporate Governance is annexed to Directors Report. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO: The Company does not require to disclose particulars under section 217(1)(e) of the Companies Act, 1956 read together with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988. DISCLOSURE UNDER THE STOCK EXCHANGE LISTING AGREEMENT: The shares of the Company are listed at the Bombay Stock Exchange and Saurashtra Kutch Stock Exchange. However the trading of shares has been suspended at both the stock exchange since 2004. Company is making efforts towards obtaining relief from suspension. ACKNOWLEDGEMENTS: Your Directors wish to place on record their appreciation for the kind co- operation of the various Government agencies and authorities and all others assisting the Company. For and on behalf of the Board MANOJ B. DAVE EXECUTIVE DIRECTOR PLACE: Mumbai DATED: 30/06/2008.