Professional Documents
Culture Documents
CORPORATE INFORMATION
BOARD OF DIRECTORS : Mr. Ghanshyambhai A. Thakkar Mr. Krupesh G. Thakkar Mr. Kabdi Narendra Kumar Jain Mr. Shankar Prasad Bhagat Mr. Harshadbhai N. Doshi Chairman & Whole time Director Managing Director Independent Director Independent Director Independent Director
AUDIT COMMITTEE : Mr. Shankar Prasad Bhagat Mr. Kabdi Narendra Kumar Jain Mr. Harshadbhai N. Doshi Chairman Member Member
STATUTORY AUDITORS : M/s. D.R. Thakkar & Co. Chartered Accountants B-102, Adhunik Apartment, 58, Pritamnagar Society, Ellisbridge, Ahmedabad -380 006.
PRINCIPAL BANKERS : BANK OF BARODA Kalol Branch, N.G. Road, Kalol. ALLAHABAD BANK S.P. Nagar Branch, Opp. S.P. Samaj Seva Hall, Navrangpura, Ahmedabad.
CORPORATE OFFICE :
1, Krinkal Apartment, Opp. Mahalaxmi Temple, Mahalaxmi Society, Paldi, Ahmedabad, PIN - 380 007.
CONTENTS :
Notice .................................................................................................................................................. 3 Directors Report .................................................................................................................................. 4 Corporate Governance Report ............................................................................................................... 8 Auditors Report ................................................................................................................................. 13 Balance Sheet ................................................................................................................................... 16 Profit & Loss Account ........................................................................................................................ 17 Schedules & Notes to Accounts ......................................................................................................... 27 Cash Flow Statement ......................................................................................................................... 40 Financial Statistics ............................................................................................................................. 42
ORDINARY BUSINESS :
1. To consider and adopt the audited Balance Sheet as at March 31, 2011, Profit and Loss Account for the year ended on that date together with the Schedule and Notes attached thereto, and the Reports of the Directors and the Auditors thereon. To declare dividend on Equity Shares. To appoint a director in place of Mr. Harshadbhai N. Doshi, who retires by rotation and being eligible, offers himself for reappointment. To appoint Auditors to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting and to fix their remuneration.
2. 3. 4.
NOTE :
1. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE (ON POLL) INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE PROXY FORMS DULY COMPLETED SHOULD REACH THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE MEETING. Members are requested to inform the Companys Registrars and Share Transfer Agents viz. Bigshare Services Private Limited regarding changes, if any, in their registered addresses with the PIN code number including Email Address and ECS details. Members may please bring the Admission Slip duly filled in and may hand over the same at the entrance to the Meeting Hall. The Register of Members and the Transfer Books of the Company, will be closed from Friday, 16th September 2011 up to Wednesday, 21st September 2011, both days inclusive for the purpose of determining the Members eligible for Dividend. In respect of shares held in electronic form, dividend will be paid to the beneficial holders as per the beneficiary list to be provided by the National Securities Depository Limited and Central Depository Services (India) Limited for this purpose. As per the provisions of Section 109A of the Companies Act, 1956, the facility for making Nomination is available to the shareholders of the Company in respect of the equity shares held by them. Nomination forms can be obtained from the Companys Registrar and Share Transfer Agents, viz. Bigshare Services Private Limited. By order of the Board Hasmukh K. Modi Company Secretary
2.
3. 4.
5.
6.
Date : 18.08.2011 Registered Office : S.No. 125, Nr. Kalyanpura Patia, Vill. Itla, Gandhinagar Mansa Road, Tal. Kalol, Dist. Gandhinagar.
(d)
PARTICULARS OF THE EMPLOYEES : The Company had not paid any remuneration attracting the provisions of section 217(2A) of the Companies Act, 1956 read along with the Companies (Particulars of Employees) Rules, 1975. Hence, no information is required to be appended to this report in this regard. ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE : Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required, to be disclosed in terms of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, is annexed hereto and forms part of this report. ACKNOWLEDGMENTS : Your Directors are pleased to place on record their sincere appreciation for the valuable assistance and co-operation extended to the company by its Customers, Bankers, Financial Institutions, State and Central Government Authorities, Service Providers, Contractors and the Stake Holders. Your Directors desire to place on record their appreciation of the dedicated services and valuable contribution by the employees of the company at all levels.
For and on behalf of Board of Directors Place : Ahmedabad Date : 04.07.2011 Ghanshyambhai A. Thakkar Chairman
2.
3. 4.
c. d. 3.
TECHNOLOGY ABSORPTION AND INNOVATION : 1. Company has started production of particle / chip board from cotton stalk which is eco friendly concept. Using of cotton stalk will become earning for the farmers who were earlier making cost for its disposal. 2. Benefits derived as a result of above efforts : Surrounding public will be benefited more due to particle board unit. Product improvement Reduced cost of final products Comparable quality and performance with products produced using imported materials 3. Details of technology imported during the last five years reckoned from the beginning of the financial year : a. Technology imported : Nil b. Year of import : Not applicable c. Has technology been fully absorbed : Not Applicable d. If not, fully absorbed areas where this has not taken place. Give reasons for the same and explain future plan of action, if any : Not Applicable FOREIGN EXCHANGE EARNING AND OUTGO: The particulars regarding foreign exchange earnings and outgo are given in Schedule forming part of the Accounts.
4.
CODE OF CONDUCT : The Board of Directors of the Company has laid down a code of conduct for all Board members and Senior Management of the Company. The Code of Conduct has also been posted on the Website www.virlaminate.com of the Company. AUDIT COMMITTEE : As a measure of good Corporate Governance and pursuant to compliance with Provisions of Section 292A of the Companies Act, 1956 and to provide assistance to the Board of Directors in fulfilling the Boards oversight responsibilities, an Audit Committee had been constituted by the Board comprising of 3 independent Directors. The terms of reference of Audit Committee comply with the requirements of Clause 49 of the Listing Agreement. The committee consists of the following Directors: Name of the Directors Mr. Shankar Prasad Bhagat Mr. Narendra Kumar Jain Kabdi Mr. Harshadbhai Navnitlal Doshi Designation Chairman Member Member Nature of Directorship Independent Director Independent Director Independent Director
Reviewing, with the Management, the quarterly financial statements before submission to the Board for approval. To monitor the utilization of proceeds of the initial public offering of the Company and any other issue of shares of the Company, reviewing the report submitted by monitoring agency, if any, and to make appropriate recommendations to the Board in this regard. Monitoring the use of the proceeds of the initial public offering of the Company. Reviewing, with the management, performance of statutory and internal auditors, and adequacy of the internal control systems. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure, coverage and frequency of internal audit. Discussions with internal auditors on any significant findings and follow up thereon. Reviewing internal audit reports and adequacy of the internal control systems. Reviewing management letters / letters of internal control weaknesses issued by the Statutory Auditors. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of nonpayment of declared dividends) and creditors. To review the functioning of the whistle blower mechanism, when the same is adopted by the Company and is existing.
viii. ix. x.
xviii. Carrying out any other function as may be statutorily required to be carried out by the Audit Committee. As at the year-end, the Audit Committee of the Board comprised of three members, all of them being independent Directors. All members are financially literate and have relevant finance exposure. Mr. Shankar Prasad Bhagat is a Chartered Accountant.
B. SHAREHOLDERS/ INVESTORS GRIEVANCES COMMITTEE : The Shareholders / Investors Grievance Committee was constituted on October 05, 2009 in compliance with Clause 49 of the Listing Agreement. The Shareholders / Investors Grievance Committee has been constituted with the following Directors: Name of the Director Mr. Shankar Prasad Bhagat Mr. Ghanshyambhai Ambalal Thakkar Mr. Krupesh Ghanshyambhai Thakkar Designation Chairman Executive Executive Nature of Directorship Independent Director Non Independent Director Managing Director
PARTICULARS OF THE PAST THREE ANNUAL GENERAL MEETINGS : a) Year 2007-08 2008-09 2009-10 b) Location, date and time of Annual General Meetings held during the last 3 years : Location S. No. 125, Nr. Kalyanpura Patia, Village Itla, Gandhinagar Mansa Road, Tal. Kalol, Dist. Gandhinagar. -do-doDate 27.09.2008 29.09.2009 13.09.2010 Time 11.00 a.m. 11.00 a.m. 11.00 a.m.
All the Special Resolutions placed before the shareholders at the above meetings were approved. No Special Resolution is proposed to be conducted through postal ballot.
DISCLOSURES : There have been no materially significant related party transactions with the Companys Promoters, Directors, the Management or their relatives which may have potential conflict with the interests of the Company. The necessary disclosures regarding the transactions with related parties are given in the Notes to the Annual Accounts for the year 2010-11. There have been no instances of non-compliance by the Company on any matters related to the capital markets, nor have any penalty/strictures been imposed on the Company by any statutory authority on such matters during the last three years. The Company had no subsidiary company as on March 31, 2011.
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Financial Year Date of Book Closure Dividend Payment Date Financial Calendar Period (tentative) th - Quarter ending 30 Jun 2011 th - Quarter ending 30 Sep 2011 st - Quarter ending 31 Dec 2011 st - Quarter ending 31 Mar 2012 Listing of Equity Share on Stock Exchanges (proposed) Demat ISIN Numbers in NSDL & CDSL Listing Fees Share Registrar and Transfer Agent
SHARE TRANSFER SYSTEM : Transfer of shares in physical form and allied work relating to servicing of investors have been delegated by the Board to the Shareholders/ Investors Grievance Committee which consists of Mr. Shankar Prasad Bhagat- Chairman, Mr. Ghanshyambhai Ambalal Thakkar and Mr. Krupesh Ghanshyambhai Thakkar. The Company has appointed M/s. Bigshare Services Private Limited as Registrar and Transfer Agent of the Company for all aspects of investor servicing relating to shares in both physical and demat form. Distribution of share holding Shareholding pattern as on 31st March, 2011 is as under : Sr. No. 1 2 3 Category Promoter Promoter Group Public (Individuals) TOTAL No. of holders 6 3 7 16 No. of Shares 7307931 448223 1000096 8756250 % 83.46 5.12 11.42 100.00
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PARTICLE BOARD DIVISION : 4 Unit Navalgadh S. No. 270, At Village Navalgadh, Tal. Dhrangadhra, Dist. Surendranagar. MDF BOARD DIVISION : 5 Unit Karnataka Plot No. 58, 59 & 60p, Amble Industrial Estate, Village Amble, Tal. & Dis. Chikmagalur State Karnataka.
ADDRESS FOR CORRESPONDENCE : To contact R&TA for all matters relating to Shares, Dividends, Annual Reports For any other general matters or in case of any difficulties/grievances Bigshare Services Private Limited E/2, Ans Industrial Estate, Sakivihar Road, Sakinaka, Andheri (E), Mumbai - 400 072. Secretarial Department Rushil Dcor Limited 1, Krinkal Apartment, Opp. Mahalaxmi Temple, Mahalaxmi Society, Paldi, Ahmedabad - 380 007. Mr. Hasmukh K. Modi Company Secretary Email : ipo@bigshareonline.com Tel No.: 022- 40430295 Fax No.: 022- 28475207
Email: ipo@rushil.com Tel No.: 079- 26622323 Fax No.: 079- 26640969
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13
(ii)
(iii)
(iv)
(v)
(vi)
14
15
SOURCES OF FUNDS : 1. SHAREHOLDERS FUNDS Share Capital Reserve & Surplus 2. LOAN FUNDS : Secured Loans Unsecured Loans Deferred Tax Liability TOTAL APPLICATION OF FUNDS : 1. FIXED ASSETS : Gross Block Less : Depreciation NET BLOCK Add : Capital Work In Progress & Pre Operative Expenses 2. INVESTMENTS : 1 2 3 4 711118618 182265055 87562500 167028909 87562500 130672346
5 533764715 98930641 434834074 450755463 6 386422813 262929609 112080411 123195339 884628172 551576884 20876325 572453209 312174963 13 3269199 1201120847 885589537 87148 308851117 292102713 37191154 123586689 761731673 300192785 36722374 336915159 424816514 3366758 851735409 487641028 76559630 411081398 12387824 423469222 82915
3. CURRENT ASSETS, LOANS & ADVANCES : Inventories 7 Sundry Debtors 8 Cash & Bank Balances 9 Loans & Advances 10 Less : CURRENT LIABILITIES & PROVISIONS : Current Liabilities 11 Provisions 12 NET CURRENT ASSETS MISCELLANEOUS EXPENDITURE : (To the extent not written off) TOTAL Significant Accounting Policies 22 Notes on Accounts 23 Schedule 1 to 23 form part of this Balance Sheet As per separate report of even date attached. For D. R. Thakkar & Co. Chartered Accountants [Dipak R. Thakkar] PROPRIETOR M. No. 43166 Firm Reg. No. 110895W Place : Ahmedabad Date : 4th July, 2011
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INCOME : Turnover Less : Excise Duty Recovered on Sales Net Turnover Other Income EXPENDITURE : Cost of Material Manufacturing and Other Expense Employee Costs Administrative, Selling, Distribution and Other Expenses Interest & Finance Charges Directors Remuneration Depreciation TOTAL
14
1223642237 58674232 1164968005 73664582 1238632587 774034419 142903264 29855636 142042887 55650275 4330549 23488544 1172305574 66327013 20011815 1562805 44752393 45234846 89987239 0 0 7200000 1195830 0 81591409 89987239 5.11 8756250
991054195 36430859 954623336 62441124 1017064460 640696221 106811367 24676668 108554923 47035075 4272949 17565440 949612643 67451817 28913578 3395687 35142552 43825419 78967971 8756250 1488125 17512500 2976250 3000000 45234846 78967971 4.01 8756250
15
16 17 18 19 20
PROFIT BEFORE TAXES Provision for Taxation 21 Short/(Excess) Provision Of Earlier Years NET PROFIT FOR THE YEAR Balance Brought Forward From Previous Year AMOUNT AVAILABLE FOR APPROPRIATION APPROPRIATIONS : Interim Dividend Tax On Interim Dividend Proposed Dividend Tax On Proposed Dividend Transfer To General Reserve Balance Carried To Balance Sheet Earning Per Share - Basic & Diluted Weighted Average Number Of Shares Significant Accounting Policies 22 Notes on Accounts 23 Schedule 1 to 23 form part of this Balance Sheet As per separate report of even date attached. For D. R. Thakkar & Co. Chartered Accountants [Dipak R. Thakkar] PROPRIETOR M. No. 43166 Firm Reg. No. 110895W Place : Ahmedabad Date : 4th July, 2011
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SCHEDULE : 2 : RESERVE & SURPLUS : Secutiry Premium Account Opening Balance Add : premium on issue of Equity share capital Amalgamation Reserve Capital Redemption Reserve (For Redemption of Preference Share Capital) General Reserve Opening Balance Add : Transfer from Profit & Loss Account Profit & Loss Account
6087500 0
3087500 3000000
Note : Security Premium represents premium of Rs. 40/- per share on issue of 19,00,000 equity shares. SCHEDULE : 3 : SECURED LOANS : Term Loans : I. Bank of Baroda (Note : 1) (Principal repayment of Rs 93,88,962/in period April-2011 to March-2012) II. Bank of Baroda (a) Term loan (b) Term loan-External Commercial Borrowing (USD 25,50,733 ) (Note : 2) (Refer note-8 of Schedule-23) III. Allahabad Bank (Note : 3) (Principal repayment of Rs 2,20,00,000/- in period April-2011 to March-2012) Working Capital : Allahabad Bank - Cash Credit Loans (Note : 4) Bank of Baroda - Cash Credit Loans (Note : 5) Bank of Baroda - Packing Credit (Note : 5) Bank of Baroda - Foreign Bills Purchase- (Note : 5) From Others : Motor Car Loans (Note : 6) (Principal repayment of Rs 39,53,149/- in period April-2011 to March-2012) Personal Guarantee Loans (Note : 7)
16388962
19037362
145458423 114469097
0 0
77780000
100000000
18
19
20
Gross Block Addition Deduction Transfer during the during the Written off Year Year during the year Closing Balance as on 31.03.2011 10258823 11201443 0 0 0 0 0 0 0 0 0 0 Balance as on 1.04.2010 Closing Balance as on 31.03.2011 61000 6094306 0 0 0 0 Depreciation Addition Deduction Transfer during the during the Written off Year Year during the year Net Block As on As on 31.03.2011 31.03.2010 10258823 10197823 11201443 5107137 8512229 27047527 235700 6042351 2502202 607269 400000 49000382 2567202 0 309493 781889 0 0 0 5420430 1152031 329119 0 0 21547269 3177780 2013138 0 0 4001334 2923266 547915 0 1112601 0 0 1117533 65000 0 386626781 60843522 17687795 4932 0 0 93926746 8463031 2910577 0 0 11373608 82553138 76951486 0 78526385 308100396 298800732 0 0 0 0 3471181 530153 842368 4078317 17468952 14829340 1481150 0 3939280 781889 3661130 691382 0 98930641 434834074 411081398
Balance as on 1.04.2010
Land
10197823
5107137
Building
85414517
359644254
3765634
Vehicles
18007120
4813161
Intangible Asset
691382
Total-A
487641028
12387824 438367639
0 0
0 0
0 0 1117533 192516
0 0
0 450755463 12387824 0 450755463 12387824 0 98930641 885589537 423469222 0 76559630 423469222 239745613
Total-B
12387824 438367639
Total A+ B
SCHEDULE : 7 : INVENTORIES : (As taken, valued and certified by the Management) [Raw Material, Process Stock and Finished Goods are valued at lower of cost or net realisable value] Raw Material Stores & Spares Process Stock Finished Goods (Refer Note No. 8 of Schedule 22) 124674062 7943344 47764302 206041105 386422813 SCHEDULE : 8 : SUNDRY DEBTORS : (Unsecured & considered good) Over Six months Others 19683423 243246186 262929609 SCHEDULE : 9 : CASH & BANK BALANCES : (a) Cash on Hand (c) Bank Balances : - With Current Accounts - In Fixed Deposit Accounts (Including Bank Deposit under Lien Rs.123 Lakh (P.Y.Rs 123 lakh) - Dividend Accounts 32178394 75635146 5244571 31051902 4266871 892077 17405615 274697098 292102713 108417911 6640049 40100653 153692504 308851117
0 107813540 112080411
21
SCHEDULE : 11 : CURRENT LIABILITIES : Sundry Creditors for goods & others Sundry Creditors for capital goods Advance from customers Duties & Taxes Other Liabilities
SCHEDULE : 12 : PROVISIONS : Provision of Income tax (Net of Advance Tax & TDS) Income Tax for 2010 - 2011 Income Tax for 2008 - 2009 Income Tax for 2009 - 2010 Income Tax provision for F.Y.03-04, 04-05 & 05-06 Wealth Tax for 2010-2011 Proposed Dividend Tax on Proposed Dividend Unpaid Expenses
7139362 122218 0 0
0 23265 5982506 0
SCHEDULE : 13 : MISCELLANEOUS EXPENSES : (To the extent not written off or adjusted) Amalgmation Expenses Less : written off Preliminary Expenses Add :Addition during year Sub Total Less : written off Deferred Revenue Expenses Less : written off
169174
297418
22
23
6640049 19416611 26056660 7943344 18113316 1013605 75500 857748 10029080 69267631 36526645 113976 29131 1628636 182936 2667911 2397149 142903264
5572396 16923239 22495635 6640049 15855586 354640 64900 659980 10754348 46530856 28255206 67475 45100 1159699 245283 934986 1883309 106811367
SCHEDULE : 18 : EMPLOYEE COST : Salary & Bonus Contribution to Provident Fund etc.
SCHEDULE : 19 : ADMINISTRATIVE, SELLING, DISTRIBUTION & OTHER EXPENSES : Advertisement Expenses Agency Commission on Exports Appeal Fees Audit Fees Amalgamation Expenses written off Bad Debts Written off Bank Charges and Commission Books and Periodical Expenses Commission on Sales Computer Maintenance Expenses Conveyance Expenses Consignee Entry Tax
1392260 307476 3000 300000 128244 0 4541483 26816 21561580 521005 1395133 60335
722973 363536 0 300000 128245 301322 6716419 23277 9890401 458686 1243336 141000
24
13730 26974391 33465 198564 521305 1253760 205785 2135931 1272 60513 765062 10300 28065 124815 590957 1178480 1849769 309493 116595 2049716 119740 4004664 286070 19500 256900 59100 654652 37335 91821 695489 693648 27500 605178 328282 1474920 406287 4800 66251 201100
37951 21360600 0 198564 473435 1296527 285239 3244849 1716 2761902 4178513 15210 705664 53900 381196 738169 1637303 229494 0 2418697 0 3563709 1603069 102250 4500 160840 161657 15277 91821 806838 735758 25793 641528 328282 1496952 77266 4800 40250 1629140
25
692176 254094
946270 10670 407209 17590172 1351738 1923 120951 7000 194083 1456197 118160 1487656 30909796 40000 7034494 0 1674031 142042887
370706 624908
995614 12638 720388 11529705 885233 1485 60114 0 104062 1412753 124802 1508532 12427240 5000 6196986 7379 765138 108554923
SCHEDULE : 20 : INTEREST & FINANCE CHARGES : Bank Interest Interest to Depositors Interest to Financial Institution
SCHEDULE : 21 : PROVISION FOR TAXATION : Current Tax Wealth Tax Deferred Tax
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2.
3.
4.
5.
6. 7.
27
8.
9.
10.
11.
12.
13.
14. 15.
28
17.
18.
SCHEDULE - 23 : NOTES TO ACCOUNTS : 1. 2. Estimated account of contracts remaining to be executed on capital account and not provided for net of advances, Rs. 2,38,64,322/- (previous year Rs. 19,99,77,175/-) Contingent Liability : (i) Claim against the Company not acknowledged as debts for L.C. issued by bank Rs. 2,03,00,014/- (Previous Year Rs. 7,57,86,015/-) (ii) Custom Duty of Rs 7.70 lakh (Rs 3.85 lakh each for Unit MRPL and Unit RHPL) demanded by the Central Excise and Customs Authority being disuputed by the company, has not been accounted for. The company has deposited Rs 4.08 lakh (Rs 2.04 lakh each for Unit MRPL and Unit RHPL) till the date of our audit under protest and the same has been clubbed under the head Loans & Advances. (iii) Interest of Rs. 15,12,986/- (unit MRPL) on amount of income tax payable raised by income tax department being disputed by the company has not been accounted. The company has deposited Rs. 15,12,986/- and the same has been clubbed under the head Loans & Advances. The Previous years figures have been regrouped reworked, rearranged and reclassified wherever necessary to make them comparable with current year figures. Auditors Remuneration : 2010-2011 (Rs.) As an Auditor For Taxation & Other matters Total Less : Service Tax Credit taken/to be taken Total 5. 6. 7. 8. 3,30,900 5,40,470 8,71,370 81,370 7,90,000 2009-2010 (Rs.) 3,30,900 1,10,300 4,41,200 41,200 4,00,000
3. 4.
Managerial Remuneration: Rs. 43,30,549/- (Previous Year Rs. 42,72,949/-) Confirmation of balances received / to be received from debtors, creditors, consignment agents and advances are required to be reconciled whenever necessary and suitably adjusted. Sundry debtors considered good include Rs 3,51,090/- for the recovery of which the Company has initiated legal actions. As per information and explanation given to us, company has started installation of plant and machineries for the production of Medium Density Fibre Board at Chikmagalur, in state of Karnataka and has obtained Term loan for the said purpose. Said project is under process. All the expenditure including interest incurred till the last day of the year are capitalized under the head Pre Operative Expenditure
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(ii)
(iii)
The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary. Para 132 of Accounting Standard 15 (revised 2005) does not require any specific disclosure except where expense resulting from compensated absence is of such size, nature or incidence that its disclosure is relevant under Accounting Standard 5 or Accounting Standard 18. In the opinion of the management the expense resulting from compensated absence is not significant and hence no disclosures are prepared under various paragraphs of AS 15 (revised 2005).
(v) (vi)
10.
Earnings Per Share [EPS] : Earnings Per Share has been computed as under : Particulars For the Year ended 31-03-2011 (Rs.) 12 months 44752393 8756250 10 NA 5.11 For the Year ended 31-03-2010 (Rs.) 12 months 35142552 8756250 10 NA 4.01
Profit after tax as per Profit & Loss Account (a) Weighted average number of Equity Shares* (b) Nominal Value of Equity Shares Earning per share : (Basic & Diluted) * (a)/(b) Earning per share : (Basic & Diluted) Annualised
Figures have been rounded to the nearest rupee value. Trade deposit received from Dealers/Customers, consignment agents are clubbed under unsecured loans received from others. Company has raised equity share capital of Rs 5,64,37,500/- divided into 56,43,750 Shares of Rs 10/- each with a premium of Rs 62/- per share, through Initial Public Offer during the nd Financial Year 2011-2012. Such shares are allotted on 2 July, 2011 . Provision for proposed dividend @ 5 % on equity share capital i.e. on total 1,44,00,000 equity shares have been made.
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Deferred Tax Liabilities : On account of timing differences [i] Depreciation [ii] Others TOTAL Deferred Tax Assets Net Deferred Tax Liability/(Asset) 17.
Related Party transaction : (a) Names of related parties and description of relationship : Sr. No. 1 Nature of Relationship Associate Companies/Enterprise Name of Related Parties Rushil International Vertex Laminate Pvt. Ltd. Decoply Agency Shri Krupa Decorative Veneer Pvt. Ltd. Shri Krupa Eco Products Pvt. Ltd. Ghanshyam Sales Agency Ghanshyambhai A. Thakkar Krupeshbhai G. Thakkar Ambalal D. Thakkar (Estate Account) Ambalal D. Thakkar HUF Ghanshyambhai A. Thakkar HUF Krupeshbhai G. Thakkar HUF Saraswatiben N. Thakkar Dinuben G. Thakkar Krupaben K. Thakkar Rushil K. Thakkar Alpaben S. Thakkar Snehal K. Thakkar Dhara V. Thakkar Dhvanil V. Thakkar Aditi V. Thakkar Alkaben G. Thakkar
2 3
31
2010-11
2009-10
6918857 2097715
32
2010-11
2009-10
33
2010-11
2009-10
0 5675948 2837974 0 4599404 2299702 0 2779386 1389693 0 0 0 417048 475350 790360 208524 237675 395180
5675948 2837974 4599404 2299702 2779386 1389693 417048 475350 790360 208524 237675 395180
34
2010-11
2009-10
35
358185 1066245.108
96876.935 11420190
Particulars of Consumption of major Raw Materials : i) Consumption of Raw Materials in terms of Value* and Percentage : Sr. No. i) ii) Particulars Imported Indigenous 2010-2011 Value 413166132 (50.19%) 410036298 (49.81%) 2009-2010 Value 289993806 (45.30%) 350183633 (54.70%)
* Net of Trading Purchase Rs 1,08,44,239/- (Previous Year Rs 97,20,842/-) (c) Particulars of Power and Fuel Cost : Sr. No. 1 2 3 4 5 Particulars (in Rs) Electricity Firewood Lignite & Coal Diesal Expense Rent for Diesal Generator Total 2010-2011 (in Rs) 38893452 6543200 19923108 3673872 234000 69267632 2009-2010 20078209 8914630 13783973 3202770 531774 46530856
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Base Paper Tissue Paper Kraft Paper Padding Paper Phenol Melamine Formaldehyde Methanol Bopp Films Urea D.E.G. PTS Acid/Amide T.E.A. PARTICLE BOARD Name of Raw Material
807661475
2010-2011 Qty.(Kgs.) Amount (Rs.) 1933272 111500 6592005 2275700 5297654 15540955
Foreign Currency Transactions : * Expenditure in Foreign Currency : - CIF Value For Import Raw Material - CIF Value For Import Capital Goods - Travelling Expenses - Exhibition Expenses - Bank charges & Commission
2010-2011 19,46,22,772/12,71,90,996/3,25,124/Nil/25,40,282/-
2009-2010 123661382/42057002/208667/764401/1586956/562631684/-
Earning in foreign Currency : - C.I.F Value of sales 46,91,39,922/* This includes actual inflow and outflow in foreign currency 20.
Segment Reporting : Primary Business is the primary segment of the Company, comprising of Decorative Laminates and Particle Board. Primary business segments Revenue by nature of products: * Net of trading Sales of Rs. 1,09,11,247/- (previous year Rs 1,04,74,728/-)
634335346
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Revenue by geographical regions (i) Decorative Laminated Sheets * Net of Trading sales of Rs 1,09,11,247/- (previous year Rs 1,04,74,728/-) Details India * Outside India Total Revenue by geographical regions (ii) Plain Particle Board Details India Outside India Total 21. Plain Particle Board Sq. Mtr. Nos Amount (in Rs) 1023801.894 0 1023801.894 343927 0 343927 129482400 0 129482400 Decorative Laminated Sheets Nos. Amount (in Rs) 1314771 1086227 2400998 578564399 446009958 1024574357
The balance due to directors during the period. Maximum Balance Rs.10,63,80,157/- Cr and Minimum Balance Rs.6,37,357/- ( Previous Year : Maximum Balance Rs. 5,43,09,065/-Cr and Minimum Balance Rs. 22,157/- ) The following disclosures are made for the amounts due to the Micro, Small and Medium Enterprises : (Rs. In lakhs) (a) (b) i ii i ii (c) i ii (d) i ii Principal amount due and remaining unpaid Interest due thereon The delayed payments of Principal amount paid beyond the appointed date during the entire accounting year Interest actually paid under Section 16 of the due thereon Micro, Small and Medium Enterprises Development Act,2006 Normal interest accrued during the year, for all the delayed payments, as per the agreed terms. Normal interest payable for the period of delay in making payment as per agreed terms. Total interest accrued during the year Total interest accrued during the year and remaining unpaid -----------------
22.
The above information regarding Micro, Small and Medium enterprises has been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the Auditors. 23. Sundry creditors includes Rs. 10,16,289/- due to Small Scale & Ancillary industrial unit which is outstanding for more than 30 days as at the Balance Sheet date. (Previous year Rs. 6,01,088 /-) This disclosure is based on the information available with the company, regarding the status of the suppliers.
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As per the practice consistently followed, Cenvat Duty on finished goods lying in the plants at the end of the period is neither included in expenditure nor valued in such stock, but is accounted for on clearance of goods. This has no effect on profit/loss for the period.
Signature to Schedules 1 to 23 As per separate report of even date attached. For D. R. Thakkar & Co. Chartered Accountants [Dipak R. Thakkar] PROPRIETOR M. No. 43166 Firm Reg. No. 110895W Place : Ahmedabad Date : 4th July, 2011 [Ghanshyambhai A.Thakkar] Chairman [Krupeshbhai G. Thakkar] Managing Director For, and on behalf of the Board
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2010-2011
(in Rupees)
2009-2010
(in Rupees)
2009-2010
(in Rupees)
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2010-2011
(in Rupees)
2009-2010
(in Rupees)
2009-2010
(in Rupees)
Notes to Cash Flow :1. All figures in bracket are outflow. 2. The above Cash Flow Statement has been prepared under the Indirect Method as set out in Accounting Standard 3 on Cash Flow Statement issued by The Institute of Chartered Accountant of India.
As per separate report of even date attached. For D. R. Thakkar & Co. Chartered Accountants [Dipak R. Thakkar] PROPRIETOR M. No. 43166 Firm Reg. No. 110895W Place : Ahmedabad Date : 4th July, 2011
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Signatures to Schedule 1 to 23 forming the part of the Balance Sheet For D. R. Thakkar & Co. Chartered Accountants [Dipak R. Thakkar] PROPRIETOR M. No. 43166 Firm Reg. No. 110895W Place : Ahmedabad Date : 4th July, 2011 For, and on behalf of the Board [Ghanshyambhai A.Thakkar] Chairman [Krupeshbhai G. Thakkar] Managing Director
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PROXY FORM
Folio No. : _______________________ *DP ID : _______________________
*Client ID : _______________________ I/we ___________________________________________ of __________________________________ being a member / members of RUSHIL DCOR LIMITED, hereby appoint ________________________________of _____________________________________ or failing him/her __________________________________ of __________________________________________ as my/our proxy to vote for me/us on my/our behalf at the 17 Annual General Meeting of the Company to be held on Wednesday, 21st September, 2011 at 11.00 a.m. and at any adjournment thereof. Signed this ______________ day of ______________ 2011
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Signature ____________________________ * Applicable in case of shares held in Demat. Notes :- The proxy should be deposited with the Company not later than 48 hours before the commencement of the meeting. The proxy need not be a Member of the Company. (TEAR HERE)
ATTENDANCE SLIP
(To be presented at the entrance) I hereby record my presence at the 17 Annual General Meeting of the Company held on Wednesday, 21st September, 2011 at 11.00 a.m. at the Registered Office of the Company Folio No. ____________________DP ID No. ______________Client ID No. ________________________ Name of the Member : ______________________________ Signature : ____________________________ Name of the Proxy holder :___________________________ Signature : ____________________________ 1. 2. Only Member/Proxy holder can attend the meeting Member/Proxy holder should bring his/her copy of the Annual Report for reference at the meeting.
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