Uniworth Textiles Ltd. के निदेशक की रिपोर्ट

Mar 31, 2014

Dear members

The Directors have pleasure in presenting the 22nd Annual Report together with Audited Statement of Accounts for the year ended 31st March, 2014.

FINANCIAL HIGHLIGHTS : 31st March, 2014 31st March, 2013 (Rs. in Lacs) (Rs. in Lacs)

Sales 3434.29 3412.32

Profit/(Loss) before Interest (92.08) (246.92) and Depreciation

Less: Finance Cost 1019.53 978.12

Profit / (Loss) before Depreciation (1111.61) (1225.04)

Less: Depreciation 39.35 213.25

Profit / (Loss) for the year (1150.96) (1438.29)

Less : Fringe Benefit Tax - -

Net Profit /(Loss) (1150.96) (1438.29)

Add: Balance b/f from the Previous year (21419.55) (19981.26)

Balance carried to Balance Sheet (22570.51) (21419.55)

OPERATIONS, MANAGEMENT DISCUSSION AND ANALYSIS :

The Year under review continued to remain glum due to continued economic recession and crisis in European & North American markets. As a result, Turnover increased marginally to Rs. 34.34 crores as against Rs. 34.12 crores in the previous year. However, the Company''s efforts over the past years to enhance its presence in the domestic sector bore fruit and by penetrating the Institutional segment, there was a significant rise of over 60% in Domestic Sales. Due to overall decrease in Turnover and increase in input costs the Company suffered cash loss of Rs. 0.92 crores as against Rs. 2.47 crores in the previous year.

The Company is also making fresh and vigorous efforts to improve its performance in the world market, particularly Europe, Japan and the Middle East countries.

During the year under Review the Company continued to be under BIFR as a Sick Industrial Undertaking.

BUSINESS OUTLOOK :

The American and European economic crisis is continuing to affect the order situation adversely. The Company is tapping new markets in Japan and in Middle-East countries. The on-going competition with China is also making it difficult to generate fresh business in countries where China was making its presence felt in a big way. To be more competitive in the domestic market, the management is pursuing with the government authorities for de-bonding of its processing unit.

DEPOSITS :

Your Company has not accepted any deposit within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

DIRECTORS'' RESPONSIBILITY STATEMENT :

In compliance of Section 217 (2AA) of the Companies Act, 1956, your Directors state as follows:

a) That in the preparation of accounts, applicable accounting standards have been followed.

b) That appropriate accounting policies have been selected and applied consistently with reasonable and prudent judgements and estimates so as to give true and fair view of the state of affairs of the Company.

c) That proper and sufficient care have been taken for the maintenance of adequate accounting records for safeguarding assets and for preventing fraud and other irregularities.

d) That the Annual Accounts have been prepared on a going concern basis.

CORPORATE GOVERNANCE:

As a Listed Company, necessary measures are taken to comply with the Clause 49 of the Listing Agreements with the Stock Exchanges. A report on Corporate Governance along with a certificate from the Auditors is annexed hereto and forms a part of this Report.

AUDITORS'' REPORT :

The observations of the Auditors'' Report have been dealt with in the Notes to the Financial Statement, and being self-explanatory, do not call for any further clarifications.

DIRECTORS :

Mr. N. B. Kharpkar (DIN : 06373389) retires by rotation at the ensuing Annual General Meeting and, being eligible, offers himself for re-appointment.

Mr. N. K. Garg (DIN : 01648057) retires by rotation at the ensuing Annual General Meeting and, being eligible, offers himself for re-appointment.

During the Year 2013-2014, Mr. P. P. Chowdhury (DIN : 01460839) has been ceased as Director of the Company w.e.f. 06.03.2014.

Mr. S. K. Rathi (DIN : 01386151), and Mr. Kamal Sharma (DIN : 02946513) have been appointed as an Additional Directors of the Company w.e.f. 31.12.2013. Appropriate Resolutions seeking your approval for their appointment are appearing in the Notice convening the Annual General Meeting.

AUDITORS :

M/s S. S. Kothari & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and are eligible for re-appointment.

COST AUDITOR

Your Company had appointed M/s Manisha & Associates, Cost Accountants, as Cost Auditors, with the approval of the Central Government, for audit of cost records maintained by the Company for the financial year 2014-2015.

SECRETARIAL AUDITOR

In terms of Section 204 of the Companies Act 2013, the Board of Directors at their meeting held on 29th May, 2014, have appointed M/s K. K. Sanganeria & Associates, Practicing Company Secretaries, as Secretarial Auditor, for conducting Secretarial Audit of the Company for the Financial Year 2014-15.

PARTICLUARS OF EMPLOYEES :

The Company has no employee whose remuneration is more than the limit specified in Section 217 (2A) of the Companies Act, 1956

ADDITIONAL INFORMATION :

The statement showing required particulars pursuant to Section 217(1) (e) of the Companies Act, 1956 and the rules framed thereunder is annexed hereto and forms part of this report.

INDUSTRIAL RELATIONS :

Industrial Relations continued to remain cordial throughout the year. Your Directors wish to place on record their appreciation for dedicated and sincere services rendered by the executives, staff and workmen at all levels.

ACKNOWLEDGEMENT:

Your Directors acknowledge with gratitude the co-operation and assistance received from the Central and State Government, Financial Institutions, Banks, Shareholders and others during the year under review. On Behalf of the Board

Place: Kolkata N. K. Garg S. K. Rathi Date : 29th May, 2014 Executive Director Director

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Mar 31, 2013

Dear Members,

The Directors have pleasure in presenting the 21st Annual Report together with Audited Statement of Accounts for the year ended 31st March, 2013.

FINANCIAL HIGHLIGHTS :

31st March, 2013 31st March, 2012 (Rs. in Lacs) (Rs. in Lacs)

Sales 3412.32 5742.80

Profit/(Loss) before Interest and Depreciation (246.92) 284.07

Less: Finance Cost 978.12 1032.72

Profit / (Loss) before Depreciation (1225.04) (748.65)

Less: Depreciation 213.25 217.89

Profit / (Loss) for the year (1438.29) (966.54)

Less : Fringe Benefit Tax - -

Net Profit/(Loss) (1438.29) (966.54)

Add: Balance b/f from the Previous year (19981.26) (19014.72)

Balance carried to Balance Sheet (21419.55) (19981.26)

OPERATIONS, MANAGEMENT DISCUSSION AND ANALYSIS :

The Year under review continued to remain glum due to continued economic recession and crisis in European & North American markets. As a result, there was a sharp drop in order flow. Turnover decreased to Rs. 34.12 crores as against Rs. 57.43 crores in the previous year. However, the Company''s efforts over the past years to enhance its presence in the domestic sector bore fruit and by penetrating the Institutional segment, there was a significant rise of over 60% in Domestic Sales. Due to overall decrease in Turnover and increase in input costs the Company suffered cash loss of Rs. 2.47 crores as against a cash profit of Rs. 2.84 crores in the previous year.

The Company is also making fresh and vigorous efforts to improve its performance in the world market, particularly Europe, Japan and the Middle East countries.

During the year under Review the Company continued to be under BIFR as a Sick Industrial Undertaking.

BUSINESS OUTLOOK :

The American and European economic crisis is continuing to affect the order situation adversely. The Company is tapping new markets in Japan and in Middle-East countries. The on-going competition with China is also making it difficult to generate fresh business in countries where China was making its presence felt in a big way. To be more competitive in the domestic market, the management is pursuing with the government authorities for de-bonding of its processing unit.

DEPOSITS :

Your Company has not accepted any deposit within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

DIRECTORS'' RESPONSIBILITY STATEMENT :

In compliance of Section 217 (2AA) of the Companies Act, 1956, your Directors state as follows:

a) That in the preparation of accounts, applicable accounting standards have been followed.

b) That appropriate accounting policies have been selected and applied consistently with reasonable and prudent judgements and estimates so as to give true and fair view of the state of affairs of the Company.

c) That proper and sufficient care have been taken for the maintenance of adequate accounting records for safeguarding assets and for preventing fraud and other irregularities.

d) That the Annual Accounts have been prepared on a going concern basis.

CORPORATE GOVERNANCE:

As a Listed Company, necessary measures are taken to comply with the Clause 49 of the Listing Agreements with the Stock Exchanges. A report on Corporate Governance along with a certificate from the Auditors is annexed hereto and forms a part of this Report.

AUDITORS'' REPORT :

The observations of the Auditors'' Report have been dealt with in the Notes to Profit & Loss Account and the Balance Sheet of the Accounts, and being self-explanatory, do not call for any further clarifications.

DIRECTORS :

Mr. P. P. Chowdhury retires by rotation at the ensuing Annual General Meeting and, being eligible, offers himself for re-appointment.

AUDITORS :

M/s S. S. Kothari & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and are eligible for re-appointment.

PARTICULARS OF EMPLOYEES :

The Company has no employee whose remuneration is more than the limit specified in Section 217 (2A) of the Companies Act, 1956.

ADDITIONAL INFORMATION :

The statement showing required particulars pursuant to Section 217(1) (e) of the Companies Act, 1956 and the rules framed thereunder is annexed hereto and forms part of this report.

INDUSTRIAL RELATIONS :

Industrial Relations continued to remain cordial throughout the year. Your Directors wish to place on record their appreciation for dedicated and sincere services rendered by the executives, staff and workmen at all levels.

ACKNOWLEDGEMENT :

Your Directors acknowledge with gratitude the co-operation and assistance received from the Central and State Government, Financial Institutions, Banks, Shareholders and others during the year under review.

On Behalf of the Board

Place: Kolkata N. K. Garg P. P. Chowdhury Date : 30th May, 2013 Executive Director Director

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Mar 31, 2010

The Directors have pleasure in presenting the 18th Annual Report together with Audited Statement of Accounts for the year ended 31st March, 2010

FINANCIAL HIGHLIGHTS : 31st March 2010 31st March 2009

(Rs. In Lacs) (Rs. In Lacs)

Sales 5566.06 5151.73

Profit/(Loss) before Interest and Depreciation (983.50) 354.68

Less: Interest 912.78 980.46

Profit7 (Loss) before Depreciation (1896.28) (625.78)

Less: Depreciation 214.07 181.49

Profit / (Loss) for the year (2110.35) (807.27)

Less: Fringe Benefit Tax - 4.90

Net Profit/(Loss) (2110.35) (812.17)

Add: Balance b/f from the Previous year ( (14796.90) (13984.73)

Balance carried to Balance Sheet (16907.25) (14796.90)

OPERATIONS, MANAGEMENT DISCUSSION AND ANALYSIS:

The Year 2009-2010 continued to remain glum due to global economic recession, which badly affected the Textile Industry. The Company too was no exception and, inspite of increase in Sales of around Rs. 55.66 crores during the year under review (previous year Rs. 51.52 crores), suffered substantial cash loss due to steep worsening market conditions leading to poor realizations. The increase in Turnover could be achieved by aggressively entering markets like NAFTA, UK and the Middle East, where the Company garnered significant Buyer response adding volume to the Turnover.

The Company has made vigorous efforts to enhance its sales in the Domestic market as well. Experi- enced and highly skilled modern Italian Designers had been hired, whose designs are well established and accepted by end - users around the globe. The Company has thus entered the Segment of High Range, High Value Premium Products which should yield better margins in future. The recently tapped and ex- plored markets of Europe and Middle East are also responding well for the Companys freshly launched designer collections which should improve operative results in the coming year. The Company is still under BIFR as a Sick Industrial Undertaking. DEPOSITS :

Your Company has not accepted any deposit within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

DIRECTORSRESPONSIBILITY STATEMENT :

In compliance of Section 217 (2AA) of the Companies Act, 1956, your Directors state as follows:

a) That in the preparation of accounts, applicable accounting standards have been followed.

b) That appropriate accounting policies have been selected and applied consistently with reasonable and prudent judgements and estimates so as to give true and fair view of the state of affairs of the Company.

c) That proper and sufficient care have been taken for the maintenance of adequate accounting records for safeguarding assets and for preventing fraud and other irregularities.

d) That the Annual Accounts have been prepared on a going concern basis.

CORPORATE GOVERNANCE:

As a Listed Company, necessary measures are taken to comply with the Clause 49 of the Listing Agreements with the Stock Exchanges. A report on Corporate Governance along with a certificate from the Auditors is annexed hereto and forms a part of this report.

AUDITORS REPORT :

The observations of the Auditors Report have been dealt with in the Notes to Profit & Loss Account and the Balance Sheet in Schedule 21 of the Accounts, and being self-explanatory, do not call for any further clarifications.

DIRECTORS :

Mr. P. P. Chowdhury and Mr. N. K. Garg retire by rotation at the ensuing Annual General Meeting and, being eligible, offer themselves for re-appointment.

During the year 2009-2010, Mr.A. K. Sharma resigned from the Board w.e.f. 29.01.2010. Mr. K. K. Chattopadhyay was appointed as an Additional Director w.e.f. 30.10.2009 and he has subsequently resigned from the Board w.e.f. 12.08.2010.

Since the last Annual General Meeting, Mr. O. P. Sharma has been appointed as an Additional Director and also Executive/Whole-time Director of the Company w.e.f. 31.03.2010. Appropriate Resolutions seeking your approval for his appointment is appearing in the Notice convening the Annual General Meeting.

AUDITORS:

M/s S. S. Kothari & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and are eligible for re-appointment.

PARTICLUARS OF EMPLOYEES :

The Company has no employee whose remuneration is more than the limit specified in Section 217 (2A) of the Companies Act, 1956

ADDITIONAL INFORMATION :

The statement showing required particulars pursuant to Section 217(1) (e) of the Companies Act, 1956 and the rules framed thereunder is annexed hereto and forms part of this report.

INDUSTRIAL RELATIONS :

Industrial Relations continued to remain cordial throughout the year. Your Directors wish to place on record their appreciation for dedicated and sincere services rendered by the executives, staff and workmen at all levels.

ACKNOWLEDGEMENT:

Your Directors acknowledge with gratitude the co-operation and assistance received from the Central and State Government, financial Institutions, Banks, Shareholders and others during the year under review.

On Behalf of the Board

Place : Kolkata O. P. Sharma P. P. Chowdhury

Date :25th August, 2010 Executive Director Director