Mar 31, 2024
The Directors have pleasure in presenting 32nd Annual Report of the Company together with Audited Financial Accounts for the year ended on 31st March, 2024.
|
FINANCIALSUMMARYAND HIGHLIGHTS |
(Rs. In Lakhs) |
||
|
Particulars |
2023-24 |
2022-23 |
|
|
Net Income from Operation and Other Income |
5866.58 |
5236.74 |
|
|
Profit/ (Loss) Before Interest, Depreciation & Taxation |
1161.01 |
924.22 |
|
|
Less: Interest and Financial expenses |
3.54 |
5.94 |
|
|
Depreciation & Amortization |
141.79 |
153.64 |
|
|
Profit/(Loss) Before Taxation |
1015.69 |
764.64 |
|
|
Less: Provision for Taxation |
274.21 |
190.81 |
|
|
Add/Less: Prior Year Adjustment |
0.00 |
0.00 |
|
|
Net Profit/(Loss) Available |
741.48 |
573.83 |
|
REVIEW OF BUSINESSOPERATION AND FUTURE PROSPECTS:
In the Financial Year 2023-24, Your Company has experienced 12% upward in comparison to last year in income from operations and other income and the profitability of the Company increases approximate by 29.22% in comparison to last year. Overall percentage of profitability and revenue increased. Management of your company is experienced and capable enough to capture potential market. Our Marketing Team constantly making efforts for good and profitable items and expected to capture potential market in future.
We are committed to manufacture and supply Quality Steel and Alloy Steel Castings to meet customers need both for domestic and global market. We maintain our market position through continual improvement of Quality management system, process technology and commitment from dedicated trained employees and suppliers.
No material events such as merger, acquisition, expansion and diversification taken place during the Financial Year 20232024.
Your company has not issued any equity shares during the year under review.
The Board of Directors of your company has decided not to transfer any amount to the Reserves for the year under review and accordingly no amount has been transferred to General Reserve for the Financial Year ended on March 31,2024. DIVIDEND:
During the year company has declared interim dividend and recommended final dividend. The Details of dividend are as under:
Board of Directors has considered and approved Interim Dividend @ 70% being amount equivalent to Rs. 7 per share on the equity share of the face value of Rs. 10/-each for the financial year 2023- 2024.
The Board of Directors of your company is pleased to recommend a dividend of Rs. 10 per equity share of the face value of Rs. 10 each (@100%), payable to those Shareholders whose names appear in the Register of Members as on the Record Date i.e. 7th September, 2024.
The Company had communicated to all the concerned shareholders individually whose shares were liable to be transferred to IEPF. The Company had also given newspaper advertisements/ will give advertisement before such transfer in favour of IEPF.The Company had also uploaded the details of such shareholders, their shares, amount of unpaid/unclaimed dividend transferred to IEPF on the website of the Company at https://www.gujaratintrux.com.
Further, below are the details of transfer of dividend amounts to IEPF:
|
Dividend forthefinancial year ended |
Date of Dividend Declaration |
Due DateforTransferto IEPF |
|
|
31.03.2018 |
18.09.2018 |
25.10.2025 |
|
|
31.03.2019 |
17.09.2019 |
24.10.2026 |
|
|
31.03.2020 |
21.09.2020 |
28.10.2027 |
|
|
31.03.2021 |
20.09.2021 |
27.10.2028 |
|
|
31.03.2022 |
24.09.2022 |
31.10.2029 |
|
|
31.03.2023 |
29.09.2023 |
05.11.2030 |
|
|
31.03.2024* |
29.04.2024 |
05.06.2031 |
|
|
* Interim Dividend for the Financial Year 2023-24 |
|||
Details of list of unclaimed/unpaid dividend amount is available on the website oftheCompanyatwww.gujaratintrux.com DETAILSOFNODALOFFICER:
The company has appointed Mr.Sagar Rajyaguru as Nodal officer of the company as per Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016.
Mr. Sagar Rajyaguru is Company Secretary and Compliance Officer of the company and his contact details is as under: NODALOFFICEROFGUJARATINTRUX LIMITED:
Mr. Sagar Rajyaguru - Company Secretary & Compliance Officer
E-mail:cs@gujaratintrux.com
Tel No: 91-2827-252851
Mob.No: 919328987249
The above details are also available on the website of the company atwww.gujaratintrux.com CHANGEIN NATUREOF BUSINESSAND MAJOR EVENTS:
During the year there is no change in nature of the Business of the Company and no major events occurred.
There were no material changes and commitments, if any, affecting the Financial Position of the Company, having occurred since the end ofthe year and till the date of the Report.
Your company has not issued any Equity Shares during the year under review and there is no change in the Capital Structure of the Company during the year 2023-24.
The Company has no Holding, Subsidiary and Associate Company.
Steel is crucial to the development of any modern economy and is considered to be the backbone of human civilisation. The level of per capita consumption of steel is treated as one of the important indices of the level of socio-economic development and living standard ofthe people in any country. It is a product of a large and technologically complex industry having strong forward and backward linkages in terms of material flows and income generation. All major industrial economies are characterised by the existence of a strong steel industry and the growth of many of these economies has been largely shaped by the strength of their steel industries in their initial stages of development.
Steel is one of the most important, multifunctional and most adaptable materials which plays a key role in making lives convenient. Being the basic raw material for a host of manufacturing activities, steel forms the backbone for national economic development. The steel industry is often considered as an indicator of economic progress, because ofthe critical role played by it in infrastructural and overall industrial development of a country.
As per the Ministry of Steel, Government of India is implementing a Production-linked Incentive(PLI) Scheme for Specialty Steel. It is expected that the specialty steel production will reach 42 million tonnes *(MT) by the end of 2026-27.
In 2023, the world crude steel production reached1,892 million tonnes (MT) as per data released by World Steel Association. World Steel Association in its Short-Range Outlook, April 2024 forecasts that steel demand will grow by 1.7% in 2024 and reach 1,793.1 MT after contracting by 1.1% in 2023. In 2025, steel demand will see a further increase of 1.2% to 1,815.2 MT.(Source: Ministry of Steel) (MT stands for Million Ton)
Your company manufactures Steel and Alloy steel Sand casting single piece weight from 20 Kgs. to 3300 kgs. As of now some variations were noted in the demand of the steel products but all the units of steel industry putting more efforts to maintain and create similar demand graph in future too. We aim to perform in export as we hope better demand because world is getting back on track and we always have emphasized on expansion of our horizon. Your Company is committed towards of all its customers and all other government and non-government in any situations and for that company is putting various efforts to maintain balanced situation with minimal disturbance.
Company has not accepted any deposits and as such no amount of Principal or Interest was outstanding as of the Balance Sheet.
The Company has not given any loan, Guarantee and has not made any investments during the year under review. Your Company has not made any transactions falling under the ambit of section 186 of the Companies Act, 2013.
The Company has entered in to transactions with Related Parties in the ordinary courses of business at Arm''s length basis. Particulars of contracts or arrangements with related parties referred into Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is appeared as Annexure 02 to the Board''s report.
Details of related parties transactions as per accounting standard are disclosed in note no 26 of financial statement which form part of this report.
Related party transaction policy is placed on the website of the company at http://www.guiaratintrux.com/Investors.php. INTERNALFINANCIALCONTROLSANDINTERNALAUDIT:
The Company''s internal audit system has been continuously monitored and updated to ensure that assets are safeguarded, established regulations are complied with and pending issues are addressed promptly. The audit committee reviews reports presented by the internal auditor on a routine basis. The committee makes note of the audit observations and takes corrective actions wherever necessary. It maintains constant dialogue with statutory and internal auditors to ensure that internal control systems are operating effectively. Based on its evaluation (as provided under Section 177 of the Companies Act, 2013 and Clause 18 of SEBI Listing Regulations), the Audit Committee has concluded that as of 31st March, 2024, the Internal Financial Controls were adequate and operating effectively.
Your Company has implemented Periodic Review Mechanism as part of Internal Financial Controls to review receivables, inventories, tangible and intangible assets, investments and other financial parameters for the financial year 2023-24. INSURANCE:
The assets of the Company including buildings, plant & machinery, stocks, additionally public liability etc. Wherever necessary and to the extent required have been adequately insured against various risk. Moreover, Company is also securing personal health of its employees by taking various insurance like workman compensation, group personal accident and group mediclaim.
The Company is engaged in the Casting business only and therefore there is only one reportable segment in accordance with the Accounting standards on segment reporting IND-AS108 (Operating Segment).
Human capital is crucial to company''s growth, and the Company strives to attract, retain, and recognize the right talent throughout its operations. To nurture its human capital, the Company provides a safe, collaborative, fair, and healthy work environment. Gujarat Intrux believes in hiring the right talent, effectively managing workforces, and encouraging fresh ideas. This approach helps motivate its employees and foster a culture of innovation.
People remain the most valuable assets of your Company. The Company recognizes people as its best employees and the
Company has kept a sharp focus on Employee Engagement. The Company''s Human Resources is commensurate with the size, nature and operations of the Company.
People are a key resource at Gujarat Intrux Limited and the Company strives to give them an enabling and fulfilling workplace. This is achieved through sustained actions around improving health and safety, driving diversity, equity inclusion, and facilitatingthem equal learningand development opportunities.
Company has framed requisite policies through which Healthy environment remains amongst the Employees and help us improve quality of life of our employees. Employees are given freedom to share their views to the Management.
We are committed to fair employment practices and freedom of expression, supported by a strong, Companywide value system.
During the year there was no instance of Strike, Lock out or another issues related to Human Resources.
The Company has in place a policy on Prevention of Sexual Harassment of Women at workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed there under and Internal Complaint''s Committee has also been set up to redress complaints regarding sexual harassment. During the year no complaints were received by the Company.
Your Company has always believed in providing a safe and harassment free workplace for every individual working in Gujarat Intrux Limited premises through various interventions and practice. The policy on prevention of sexual harassment is placed on the website of the company at http://www.guiaratintrux.com/investors.php
It is here by stated that company has complied with provision relating to the constitution of Internal Complaints Committee under the Sexual harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Disclosures pertaining to remuneration and other details required under Act read with Rule of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof are provided in the Annual Report. Particulars of Employees in terms of the provision of Section 197(12) of the Act read with Rules 5(1)(2)&(3) is attached with this report as Annexure 03.
Further, Mr. DhirajDharamshibbhai Pambhar (DIN: 00187371) who was re-appointed as Managing Director for a period of 5(five) years w.e.f. 1st November, 2020 to 31st October, 2025 on the terms and conditions and at a remuneration of Rs. 6,75,000/- per month and other perquisites for the period of three years with effect from 1st November, 2020 as stated in the resolution of re-appointment passed by the Members of the Company at 28th Annual General Meeting held on 21st September, 2020. Accordingly, on completion of period of three years for terms of remuneration as stated above, Board on the recommendation of Nomination and Remuneration Committee has approved same terms of remuneration and perquisites for remaining tenure as Managing Director i.e. till 31st October, 2025 and board has recommended Special Resolution set out at Item No. 6 of the Notice convening ensuing 32nd Annual General Meeting for the approval of the Members of the Company pursuant to provision of section 196(4) of the Companies Act, 2013.
Management discussion and analysis report for the year under review, as stipulated under SEBI(LODR) Regulations, 2015 and amendments thereof is presented in separate section and forms part of the Annual Report.
The Company has taken adequate steps to ensure that all mandatory provisions of Corporate Governance as prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are complied with. As per Regulation 34(3) Read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,a separate section on corporate governance and a certificate from the statutory auditors of the company regarding compliance of conditions of corporate governance has been obtained and is enclosed here with Annexure 04. Corporate Governance Report forms part ofAnnual Report.
Pursuant to the Regulation 17(8) of SEBI (LODR) Regulations, 2015, the CEO & CFO Certification for preparation of financial statements etc., is forming part of Corporate Governance report as annexed.
The Board has met four (4) times during the year 2023-24, details of which are given in the report on Corporate Governance.
During the year, Pursuant to section 152 (6) of the Companies Act, 2013, at 31st Annual General Meeting held on 29th September, 2023, Mr. AmrutlalJ. Kalaria (DIN: 00246831) and Mr. Bharatkumar M. Dhorda (DIN: 00385769), who were liable to retire by rotation and offered themselves for re-appointment and have been re-appointed.
During the year there were no changes in the Board of Directors of the Company except that Mr. Niteshkumar Punjabhai Patel (DIN: 08116404) was re-appointed as an Independent Director for a second term offive(5)years w.e.f 08th May, 2023 by way of passing of Special Resolution at an Extra-ordinary General Meeting held on 20th March, 2023. Further, Mr. Niteshkumar Punjabhai Patel (DIN: 08116404) shall attain the age of 75 years on September 01,2025 and accordingly Pursuant to Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015, it is required to take approval of the Members of the Company by way of passing of Special resolution to continue the directorship of Mr. Niteshkumar Punjabhai Patel (DIN: 08116404) even after attaining age of 75 years and thereby Board has recommended the Special Resolution at Item No. 5 at upcoming 32nd Annual General Meetingfortheapproval of Members.
Further, Mr. Dilipbhai Muljibhai Dudhagara (DIN-00422189) and Mr. Madhubhai Sambhubhai Patoliya (DIN- 00187119) Directors of the Company retires at the ensuing Annual General Meeting pursuant to provision of section 152(6) of the Companies Act, 2013 and being eligible offer themselves for re- appointment. Brief profile of both the directors seeking reappointment and other terms of re-appointment is given in Annexure01 of the Boards Report.
Second term of following independent directors will get completed as on September 16, 2024 and accordingly they will ceased as Director (an Independent Director)of the Company:
|
SR. NO. |
NAME |
DIN |
|
|
1 |
Mr. Gordhan K. Sorathiya |
01656122 |
|
|
2 |
Mr. Gajanan RKamat |
02270125 |
|
|
3 |
Mr. Rameshbhai M. Bhimani |
02721760 |
|
|
4 |
Mr. Narendrabhai C. Pithadia |
02803431 |
|
|
5. |
Ms. Rina L. Adhiya |
06957977 |
|
|
Therefore, Board of directors has in its meeting held on 29th July, 2024, recommended to appoint following new independent directors in ensuing 32nd Annual General Meeting of the Company w.e.f. 17th September, 2024 |
|||
|
SR. NO. |
NAME |
DIN |
|
|
1. |
Mr. Bhupendra Shantilal Avalani |
10720819 |
|
|
2. |
Mr. Dilip Fulabhai Patel |
01062975 |
|
|
3. |
Ms. Rency RajeshbhaiTanti |
10720834 |
|
|
4. |
Mr. Mansukhlal Maganlal Bhuva |
00492913 |
|
|
5. |
Mr. HitendrasinhSambusinh Jadeja |
00183473 |
|
In terms of the Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors of the Company have enrolled themselves on the Independent Directors Data bank and all our independent directors have complied with it.
Brief profile of all the aforesaid directors seeking appointment is given in Annexure 01 of the Boards Report.
During the year, there has been no change in Key Managerial Personnel of the Company.
It is hereby stated that:
(a) That necessary declaration with respect to independence has been received from all the Independent Directors of the company under section 149(7) of the Companies Act, 2013 and as per Regulation 25(8) of the SEBI (LODR) Regulations,2015 that he/she meets with criteria laid down under section149 (6) of the Companies Act, 2013.
(b) Independent directors have also given declaration that they were not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his ability to discharge his/her duties with an objective independent judgement and without any external influence.
(c) That the Independent Directors have complied with the Code of Independent Directors prescribed in Schedule IV to the Act.
The Company''s policy relating to appointment of Directors, payment of Managerial remuneration, Directors'' qualifications, and positive attributes, Independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Corporate Governance Report which forms part of this Annual report and said policy is placed on the website of the Company at http://www.guiaratintrux.com/investors.php Further, information about Managing Director''s remuneration and directors'' sitting fees has also disclosed in the same report.
As per Companies Act, 2013 and SEBI (LODR) Regulations, 2015, Board has made the annual evaluation of its own performance and also of its committees and individual Directors. The performance of the board evaluated by the Board after seeking inputs from all the directors and performance of the committees also evaluated by the board after seeking all inputs regarding committees and its members. In the separate meeting of independent Directors, the performance of nonindependent directors, the board as whole including Chairman of the Company was evaluated. The Board and Nomination and Remuneration committee reviewed the performance of individual directors on the basis of different criteria. Performance evaluation of Independent Directors was done by the entire board, excluding the Independent Director being evaluated.
Evaluation parameters generally are knowledge and competency, duties and responsibilities under the Code of Conduct, integrity and participation at the Board Meeting etc.,
At present the Company is havingfive (5) Committees as mentioned below:
The Company has an adequately qualified Audit Committee constituted in accordance with the provision of section 177 of the Companies Act, 2013 and Regulation 18 of SEBI(LODR) Regulations, 2015. All the Recommendations of the Audit Committee were accepted by the Board.
The Company has also constituted Nomination and Remuneration Committee Pursuant to section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (LODR) Regulations, 2015.
To consider and resolve the Grievances of stakeholders, the company has framed Stakeholders Relationship Committee in accordance with the provision of section 178 of the Companies Act, 2013 and Regulation 20 of SEBI (LODR) Regulations,2015.
Your Company has duly constituted CSR Committee in accordance with the provisions of section 135 of the Companies Act, 2013.During the year 2023-24, Company has spent CSR Expenditure on activities specified in Schedule-VI of the Companies Act, 2013 and details of the same is given separately in this Board''s Report.
The Company has voluntarily framed Risk Management Committee which mainly aims at identification of Risk level at various stages of Business operations/activities and to manage the Risk and Evaluation.
The details of composition of committee, terms of reference and committee meeting date and other relevant details are given in the Report on Corporate Governance.
We, the Directors of the Company here by states that Company has complied with Secretarial Standards 1 and 2 related to Board and General Meetings to the extend its applicable.
Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, your directors confirm to the best of their knowledge and belief;
a) That in the preparation of the annual accounts for the year 2023-24, the applicable accounting standards had been followed and there were no material departures in the preparation of the annual accounts;
b) That such accounting policies have been selected and applied 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 2023-24 and the profit and loss of the company for that period;
c) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safe guarding the assets of the company and for preventing and detecting fraud and other obligations;
d) That the directors had prepared the annual accounts for the year ended 31st March, 2024 on going concern basis;
e) That the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
f) That the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating effectively.
M/s Parin Patwari & co. Firm registration number 154571W, Chartered Accountants, Ahmedabad were appointed as statutory auditor of thecompany,toholdofficetillconclusion of theAnnualGeneral Meetingforthefinancialyear 2026-2027.
The Statutory Auditor has confirmed their eligibility and submitted the certificate in writing that they are not disqualified to hold as statutory auditor of the Company. Further in terms of the Listing Regulations, the Auditors have confirmed that they hold a valid certificate by the Peer Review Board of the ICAI.
The Notes on financial statements referred to in the Auditor''s Report are self-explanatory and do not call for any further comments. The Auditors'' report does not contain any qualification, reservation, adverse remark, or disclaimer. No fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 requiring disclosure in the Board''s Report. SECRETARIALAUDITOR:
Pursuant to Provision of section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed M/s. K. P. Rachchh & Co., Practicing Company Secretary, to conduct Secretarial Audit for the financial year 2023-24.
Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014 the Secretarial Audit Report for the financial year ended on March 31st, 2024 in the prescribed format i.e. MR-3 attached in this report as Annexure 05. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.
The Company is not required to conduct Cost Audit as required under section 148 of the Companies Act, 2013.However, Company is required to maintain Cost Record and has maintained the same.
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual return as on March 31st, 2024 is available on the Company''s website on http://www.guiaratintrux.com/investors.phpfinancialand annual report section. CORPORATESOCIALRESPONSIBILITY:
In accordance with the provision of section 135 of the Companies Act, 2013, your company has already constituted Corporate Social Responsibility (CSR) Committee to perform social duty and spread welfare towards the society at large.Mr. N.P. Patel is the Chairman of the Committee and Mr. N.C. Pithadia, Mr. D.D. Pambhar, Mr. D.M. Dudhagara are the members of the committee. During the year, CSR Committee has met one (1) time on 8th February, 2024.
Company has framed CSR Policy and the same is displayed on the Website of the Company at http://www.guiaratintrux.com/investors.php In the year 2023-24, Company was required to Spent Rs. 11,69,355/- and has spent Rs. 11,70,000/-for promotion of healthcare and education sector. Details of the composition of Committee, Expense to be incurred, Expenses made is disclosed in Annual Report on CSR Activities, attached as Annexure 06 of the Boards Report.
DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE ATTHE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEROF:
During the year under consideration, there were no such kinds of instances by/with the company, so no details are required to be mentioned herewith.
During the year, there were no application made and no any proceeding is pending against the Company under the Insolvency and Bankruptcy Code, 2016.
There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company''s operations in future.
Company have no debt instruments or any scheme or proposal involving mobilization of funds and Company is not required obtain any credit rating.
The information pertaining to conservation of energy, technology, absorption, Foreign exchange earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2015 is furnished in Annexure 07 attached to this report.
The Company has voluntary framed Risk Management Committee who assesses and develops and identify the elements of risk and reports to the Board. In furtherance various Risk elements and management of Risk is disclosed in the Management Discussion and Analysis Report which is attached separately and forms part of Annual Report. WHISTLEBLOWERPOLICY/VIGILMECHANISM:
Gujarat Intrux Limited has framed Whistle Blower policy (vigil mechanism) which provides a format mechanism for all stakeholders, employees and directors of the company to approach the Ethics Counsellors/Chairman of the Audit Committee of the Company and make protective disclosures about the unethical behaviour towards stakeholder/employee of the company, leak of UPSI, actual or suspected fraud or violation of the Company''s Code of Conduct. The Whistle Blower Policy is an extension of existing CodeofConduct oftheCompany, which requires every employee, director, stakeholder to promptly report tothe Management any actual or possible violation oftheCodeoranevent he becomes aware ofthat could affect the business or reputation of the Company. The disclosures reported are addressed in the manner and within the time frames prescribed in the policy. Under the Policy, each Stakeholders, Employees and Directors ofthe Company has an assured access to the Ethics Counselors/Chairman of the Audit Committee. Whistle Blower Policy is available at the web site of the Company http://www.guiaratintrux.com/investors.php. DEMATSUSPENSEESCROW/UNCLAIMEDSUSPENSEACCOUNT:
As per the SEBI circular, Your Company has opened demat suspense escrow account with Care growth Broking Private Limited and during the year2023-2024 Company does not have any securities in the demat suspense account/unclaimed suspenseaccount.
During the year there are no agreements entered into by the shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel, employees ofthe listed entity among themselves or with the listed entity or with a third party, solely or jointly, which, either directly or indirectly or potentially or whose purpose and effect is to, impact the management or control of the listed entity or impose any restriction or create any liability upon the listed entity. ACKNOWLEDGMENT:
The Board of Directors sincerely convey their gratitude and place on record their appreciation for all the employees at all levels for their hard work, solidarity, co-operation and dedication during the year. Further, the Board sincerely conveys its appreciation for its customers, shareholders, suppliers as well as vendors, bankers, business associates, regulatory and government authorities for their continued support.
Mar 31, 2023
Your Directors have pleasure in presenting 31st Annual Report of the Company together with Audited Financial Accounts for the year ended on 31st March, 2023.
financial summary and highlights
|
Particulars |
2022-23 |
2021-22 |
|
Net Income from Operation and Other Income |
5236.74 |
4345.43 |
|
Profit/ (Loss) Before Interest, Depreciation & Taxation |
924.22 |
599.09 |
|
Less: Interest and Financial expenses |
5.94 |
10.91 |
|
Depreciation & Amortization |
153.64 |
158.41 |
|
Profit/(Loss) Before Taxation |
764.64 |
429.77 |
|
Less: Provision for Taxation |
190.81 |
124.91 |
|
Add/Less: Prior Year Adjustment |
0.00 |
0.00 |
|
Net Profit/(Loss) Available |
573.83 |
304.86 |
review of business operation and future prospects
In the Financial Year 2022-23, Your Company has experienced 20.51% upward in comparison to last year in income from operations and other income and the profitability of the Company increases approximate by 88.23% in comparison to last year. Overall percentage of profitability and revenue increased.
Our Marketing Team constantly making efforts for good and profitable items and expected to capture potential market in future.
state of affairs :
We are committed to manufacture and supply Quality Steel and Alloy Steel Castings to meet customers need both for domestic and global market. We maintain our market position through continual improvement of Quality management system, process technology and commitment from dedicated trained employees and suppliers.
equity infusion
Your company has not issued any equity shares during the year under review.
transfer to reserve
The Board of Directors of your company, has decided not to transfer any amount to the Reserves for the year under review and accordingly no amount has been transferred to General Reserve for the Financial Year ended on March 31, 2023.
dividend
Your Board has always believed in Shareholder valuations and giving values to them in form of dividend. We are pleased to recommended the Final Dividend of Rs.10/- per equity share having the face value of Rs.10/-each (i.e.100% of face value) for the financial year ended on March 31,2023, payable to those shareholders whose name appear in the Register of Members as on the Record date. This final dividend is subject to approval of Members at 31st Annual General Meeting.
investor education and protection fund (iepf)
During the year, your company has transferred the unclaimed dividends for the year 2014-15 amounting to Rs. 1,80,762.During the Financial Year 2022-23, the Company has in compliance with the provisions of Sections 124 and 125 of Companies Act, 2013 and Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 transferred 18,056 Equity Shares of the Face Value of Rs 10/- (Rupee Ten Only) each underlying the unclaimed dividends for the Financial Year 2014-15 as the base,In respect of which the dividend has not been claimed for a consecutive period of seven years or more.
Dividend at the rate of 30% for the financial year 2021-22 was approved by the shareholder at the 30th AGM and total amount of Rs. 2,74,923/- on share transfered to IEPF paid by the company on 4th October, 2022.
The Company had communicated to all the concerned shareholders individually whose shares were liable to be transferred to IEPF. The Company had also given newspaper advertisements, before such transfer in favour of IEPF. The Company had also uploaded the details of such shareholders and shares transferred to IEPF on the website of the Company at https:// www.gujaratintrux.com.
Further, below are the details of transfer of dividend amounts to IEPF:
|
Dividend for the financial year ended |
Date of Dividend Declaration |
Due Date for Transfer to IEPF |
|
31.03.2018 |
18.09.2018 |
25.10.2025 |
|
31.03.2019 |
17.09.2019 |
24.10.2026 |
|
31.03.2020 |
21.09.2020 |
28.10.2027 |
|
31.03.2021 |
20.09.2021 |
27.10.2028 |
|
31.03.2022 |
24.09.2022 |
31.10.2029 |
details of nodal officer
The company has appointed Mr. Sagar Rajyaguru as Nodal officer of the company as per Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016.
Mr. Sagar Rajyaguru is Company Secretary and Compliance Officer of the company and his contact details is as under
nodal officer of gujarat intrux limited
Mr. Sagar Rajyaguru Company Secretary & Compliance Officer E-mail: cs@gujaratintrux.com Tel No: 91-2827-252851/2 Mob. No : 91 9328987249
The above details are also available on the website of the company.
change in nature of business and major events
During the year there is no change in nature of the Business of the Company and no major events ocurred.
material changes and commitments, if any, affecting the financial position of the company, having occurred since the end of the year and till the date of the report
There were no material changes and commitments, if any, affecting the Financial Position of the Company, having occurred since the end of the year and till the date of the Report.
capital structure
Your company has not issued any Equity Shares during the year under review and there is no change in the Capital Structure of the Company during the year 2022-23.
holding/subsidiary/associate
The Company has no Holding, Subsidiary and Associate Company.
overview of the industry, external environment & economic outlook
Steel has contributed immensely towards India''s economic growth. This is evident from the similar growth patterns of India''s GDP and steel production in the country, which also highlights the economy''s dependence on steel. Today, the steel industry contributes slightly more than 2% to the GDP of the country. This percentage accounts for direct contribution. The indirect contribution of steel is much larger, owing to the dependence of other sectors. The steel industry employs nearly half a million people directly and two million people indirectly. India is currently the world''s second largest producer of crude steel.
As per India Brand Equity Foundation (IBEF) report, which is a trust established by the Department of Commerce, Ministry of Commerce and Industry, Government of India, finished steel consumption of India is anticipated to increase to 230 Million Ton by 2030-31 from 133.596 Million Ton in FY22.
Our company manufactures Steel and Alloy steel Sand casting single piece weight from 20 Kgs. to 3300 kgs. As of now some variations were noted in the demand of the steel products but all the units of steel industry putting more efforts to maintain and create similar demand graph in future too. We aim to perform in export as we hope better demand because world is getting back on track and we always have emphasized on expansion of our horizon. Your Company is committed towards of all its customers and all other government and non-government in any situations and for that company is putting various efforts to maintain balanced situation with minimal disturbance.
deposit
Company has not accepted any deposits and as such no amount of Principal or Interest was out standing as of the Balance Sheet.
particulars of loans, gurantees or investments
The Company has not given any loan, Guarantee and has not made any investments during the year under review. Your Company has not made any transactions falling under the ambit of section 186 of the Companies Act, 2013.
related party transcations
The Company has entered in to transactions with Related Parties in the ordinary courses of business at Arm''s length basis. Particulars of contracts or arrangements with related parties referred into Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is appeared as Annexure 02 to the Board''s report. Details of related parties transactions as per accounting standard are disclosed in note no 26 of financial statement which form part of this report.
Related party transaction policy is placed on the website of the company at http://www.guiaratintrux.com/Investors.php
internal financial controls and internal audit
The Company''s internal audit system has been continuously monitored and updated to ensure that assets are safe guarded, established regulations are complied with and pending issues are addressed promptly. The audit committee reviews reports presented by the internal auditor on a routine basis. The committee makes note of the audit observations and takes corrective actions wherever necessary. It maintains constant dialogue with statutory and internal auditors to ensure that internal control systems are operating effectively. Based on its evaluation (as provided under Section 177 of the Companies Act, 2013 and Clause 18 of SEBI Listing Regulations), the Audit Committee has concluded that as of 31st March, 2023, the Internal Financial Controls were adequate and operating effectively.
Your Company has implemented Periodic Review Mechanism as part of Internal Financial Controls to review receivables, inventories, tangible and intangible assets, investments and other financial parameters for the financial year 2022-23.
insurance
The assets of the Company including buildings, plant & machinery, stocks, additionally public liability etc. Wherever necessary and to the extent required have been adequately insured against various risk. Moreover, Company is also securing personal health of its employees by taking various insurance like workman compensation, group personal accident and group mediclaim.
segment reporting
The Company is engaged in the Casting business only and therefore there is only one reportable segment in accordance with the Accounting standards on segment reporting IND-AS108 (Operating Segment).
industrial and human resourecs
Employees are the backbone of he Company and crucial for the organization''s continued success. The Company strives to foster conducive environment to attract and retain the best talent and ensure employee welfare with its robutst HR policies and practices. People are a key resource at Gujarat Intrux Limited and the Company strives to give them an enabling and fulfilling workplace. This is achieved through sustained actions around improving health and safety, driving diversity, equity inclusion, and facilitating them equal learning and development opportunities.
Further, the Company is taking necessary steps to recruit the required personnel from time to time. Company has framed requisite policies through which Healthy environment remains amongst the Employees and help us improve quality of life of our employees. Employees are given freedom to share their views to the Management.
We are committed to fair employment practices and freedom of expression, supported by a strong, Company wide value system.
During the year there was no instance of Strike, Lock out or another issues related to Human Resources.
policy on prvention of sexual harassment of woman at workplace
The Company has in place a policy on Prevention of Sexual Harassment of Women at workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed there under and Internal Complaint''s Committee has also been set up to redress complaints regarding sexual harassment. During the year no complaints were received by the Company.
Your Company has always believed in providing a safe and harassment free workplace for every individual working in Gujarat Intrux Limited premises through various interventions and practice. The policy on prevention of sexual harassment is placed on the website of the company at http://www.guiaratintrux.com/investors.php
It is here by stated that company has complied with provision relating to the constitution of Internal Complaints Committee under the Sexual harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
remuneration of directors'', key managerial personnel, employees and general
Disclosures pertaining to remuneration and other details required under Act read with Rule of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof are provided in the Annual Report. Particulars of Employees in terms of the provision of Section 197(12) of the Act read with Rules 5(1)(2)&(3) is attached with this report as Annexure 03.
management discussion and analysis reprot
Management discussion and analysis report for the year under review, as stipulated under SEBI(LODR) Regulations, 2015 and amendments thereof is presented in separate section and forms part of the Annual Report.
corporate governance
The Company has taken adequate steps to ensure that all mandatory provisions of Corporate Governance as prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are complied with. As per Regulation 34(3) Read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,a separate section on corporate governance and a certificate from the statutory auditors of the company regarding compliance of conditions of corporate governance has been obtained and is enclosed here with Annexure 04. Corporate Governance Report forms part of Annual Report.
ceo & cfo certification
Pursuant to the Regulation 17(8) of SEBI(LODR) Regulations, 2015, the CEO & CFO Certification for preparation of financial statements etc., is forming part of Corporate Governance report as annexed.
number of meetings of the board
The Board has met four(4) times during the year 2022-23, details of which are given in the report on Corporate Governance.
directors and kmp
During the year, Mr. Dhiraj Dharamshibhai Pambhar (DIN-00187371) and Mr. Ramankumar Devjibhai Sabhaya (DIN-00569058), who were liable to retire by rotation and offered themselves for re-appointment have been re-appointed. During the year there were no changes in the Board of Directors of the Company. Mr. AmrutlalKalaria (DIN: 00246831) and Mr. BharatkumarM.Dhora (DIN: 00385769) of the Company retires at the ensuing Annual General Meeting pursuant to provision of section 152(6) of the Companies Act, 2013 and being eligible offer themselves for re- appointment. Brief profile of both the directors seeking re-appointment and other terms of re-appointment is given in Annexure 01 of the Boards Report.
Further, Mr. Niteshkumar Punjabhai Patel, Independent director (DIN: 08116404) whose term was expired on 07th May, 2023 have been re-appointed as an Independent director for second term w.e.f. 8th May, 2023 with the approval of the Members of the Company by way of passing resolution at an Extra-ordinary General Meeting held on 20th March, 2023. During the year there was a change in the Key Managerial personnel, i.e. Mr. Jay K. Rathod has given resignation and ceased as Company Secretary and Compliance officer of the Company w.e.f. 31st May, 2022. Mr. Sagar Rajyaguru appointed as company secretary and compliance officer as on 1st June, 2022.
In terms of the Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors of the Company have enrolled themselves on the Independent Directors Data bank and all our independent directors have complied with it.
declaration by independent directors and statement on compliance of code of conduct
It is hereby stated that:
(a) that necessary declaration with respect to independence has been received from all the Independent Directors of the company under section 149(7) of the Companies Act, 2013 and as per Regulation 25(8) of the SEBI (LODR) Regulations, 2015 that he/she meets with criteria laid down under section149(6) of the Companies Act,2013.
(b) Independent directors have also given declaration that they were not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his ability to discharge his/her duties with an objective independent judgement and without any external influence.
(c) that the Independent Directors have complied with the Code of Independent Directors prescribed in Schedule IV to the Act.
policy on directors'' appointment and remuneration
The Company''s policy relating to appointment of Directors, payment of Managerial remuneration, Directors'' qualifications, and positive attributes, Independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Corporate Governance Report which forms part of this Annual report and said policy is placed on the website of the Company at http://www.guiaratintrux.com/investors.php Further, information about Managing Director''s remuneration and directors'' sitting fees has also disclosed in the same report.
board evaluation
As per Companies Act, 2013 and SEBI (LODR) Regulations, 2015, Board has made the annual evaluation of its own performance and also of its committees and individual Directors. The performance of the board evaluated by the Board after seeking inputs from all the directors and performance of the committees also evaluated by the board after seeking all inputs regarding committees and its members. In the separate meeting of independent Directors, the performance of nonindependent directors, the board as whole including Chairman of the Company was evaluated. The Board and Nomination and Remuneration committee reviewed the performance of individual directors on the basis of different criteria.Performance evaluation of Independent Directors was done by the entire board, excluding the Independent Director being evaluated.
Evaluation parameters generally are knowledge and competency, duties and responsibilities under the Code of Conduct, integrity and participation at the Board Meeting etc.
committes of the board
At present the Company is having five (5) Committees as mentioned below:
1) audit committee:
The Company has an adequately qualified Audit Committee constituted in accordance with the provision of section 177 of the Companies Act, 2013 and Regulation 18 of SEBI(LODR) Regulations, 2015. All the Recommendations of the Audit Committee were accepted by the Board.
2) nomination and remuneration committee:
The Company has also constituted Nomination and Remuneration Committee Pursuant to section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (LODR) Regulations, 2015.
3) stakeholder relationship committee:
To consider and resolve the Grievances of stakeholders, the company has framed Stakeholders Relationship Committee in accordance with the provision of section 178 of the Companies Act, 2013 and Regulation 20 of SEBI (LODR) Regulations,2015.
4) corporate social responsibility committee:
Your Company has duly constituted CSR Committee in accordance with the provisions of section 135 of the Companies Act, 2013.During the year 2022-23, Company has spent CSR Expenditure on activities specified in Schedule-VI of the Companies Act, 2013 and details of the same is given separately in this Board''s Report.
5) risk management committee:
The Company has voluntarily framed Risk Management Committee which mainly aims at identification of Risk level at various stages of Business operations/activities and to manage the Risk and Evaluation.
The details of composition of committee, terms of referance and committee meeting date and other relevant details are given in the Report on Corporate Governance.
statement for compliance of apllicable secretarial standards
We the Directors of the Company here by states that Company has complied with Secretarial Standards 1 and 2 related to Board and General Meetings to the extend its applicable.
directors resopnsibility statement
Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, your directors confirm to the best of their knowledge and belief;
a) that in the preparation of the annual accounts for the year 2022-23, the applicable accounting standards had been followed and there were no material departures in the preparation of the annual accounts;
b) that such accounting policies have been selected and applied 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 2022-23 and the profit and loss of the company for that period;
c) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safe guarding the assets of the company and for preventing and detecting fraud and other obligations;
d) that the directors had prepared the annual accounts for the year ended 31st March, 2023 on going concern basis;
e) that the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
f) that the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating effectively.
auditors and auditor''s report statutory auditor
M/s Parin Patwari & co. Firm registration number 154571W, Chartered Accountants, Ahmedabad were appointed as statutory auditor of the company, to hold office till conclusion of the Annual General Meeting for the financial year 20262027.
The Statutory Auditor has confirmed their eligibility and submitted the certificate in writing that they are not disqualified to hold as statutory auditor of the Company. Further in terms of the Listing Regulations, the Auditors have confirmed that they hold a valid certificate by the Peer Review Board of the ICAI.
statutory auditor reports and no fraud reported
The Notes on financial statements referred to in the Auditor''s Report are self-explanatory and do not call for any further comments. The Auditors'' report does not contain any qualification, reservation, adverse remark, or disclaimer. No fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 requiring disclosure in the Board''s Report.
secretarial auditor
Pursuant to Provision of section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed M/s. K. P. Rachchh & Co., Practicing Company Secretary, to conduct Secretarial Audit for the financial year 2022-23.
secretarial audit report
Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014 and Regulation 24A of SEBI (LODR) Regulations, 2015 the Secretarial Audit Report for the financial year ended on March 31st, 2023 in the prescribed format i.e. MR-3 attached in this report as Annexure 05. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.
cost audit
The Company is not required to conduct Cost Audit as required under section 148 of the Companies Act, 2013. annual return
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual return as on March 31st, 2023 is available on the Company''s website on http://www.euiaratintrux.com/investors.php financial and annual report section.
corporate social responsibility
In accordance with the provision of section 135 of the Companies Act, 2013, your company has already constituted Corporate Social Responsibility (CSR) Committee to perform social duty and spread welfare towards the society at large.
Company has framed CSR Policy and the same is displayed on the Website of the Company at http://www.guiaratintrux.com/ investors.php In the year 2022-23, Company was required to Spent Rs. 10,71,770/- and has spent Rs. 10,80,000/- for promotion of healthcare sector. Details of the composition of Committee, Expense to be incurred, Expenses made is disclosed in Annual Report on CSR Activities, attached as Annexure 06 of the Boards Report. In accordance with the provision of section 135 of the Companies Act, 2013, your company has already constituted Corporate Social Responsibility (CSR) Committee. Mr. N.P. Patel is the Chairman of the Committee and Mr. N.C. Pithadia, Mr. D.D. Pambhar, Mr. D.M. Dudhagara are the members of the committee.
During the year, CSR Committee has met two (2) times on 26th May, 2022 and 17th January, 2023.
details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons therof:
During the year under consideration, there were no such kind of instances by/with the company, so no details are required to be mentioned herewith.
disclosure under insolvency and bankruptcy code, 2016:
During the year, there were no application made and no any proceeding is pending against the Company under the Insolvency and Bankruptcy Code, 2016.
significant and material orders passed by the regulators or courts
There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company''s operations in future.
conservation of energy, research and devlopment, technology, absorption, foreign exchnage earnings and outgo
The information pertaining to conservation of energy, technology, absorption, Foreign exchange earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2015 is furnished in Annexure 07 attached to this report.
risk management
The Company has voluntary framed Risk Management Committee who assess and develop and identify the elements of risk and reports to the Board. In furtherance various Risk elements and management of Risk is disclosed in the Management Discussion and Analysis Report which is attached separately and forms part of Annual Report.
whistle blower policy/vigil mechanism
Gujarat Intrux Limited has framed Whistle Blower policy (vigil mechanism) which provides a format mechanism for all stakeholders, employees and directors of the company to approach the Ethics Counselors/Chairman of the Audit Committee of the Company and make protective disclosures about the unethical behavior towards stakeholder/employee of the company, leak of UPSI, actual or suspected fraud or violation of the Company''s Code of Conduct. The Whistle Blower Policy is an extension of existing Code of Conduct of the Company, which requires every employee, director, stakeholder to promptly report to the Management any actual or possible violation of the Code or an event he becomes aware of that could affect the business or reputation of the Company. The disclosures reported are addressed in the manner and within the time frames prescribed in the policy. Under the Policy, each Stakeholders, Employees and Directors of the Company has an assured access to the Ethics Counselors/Chairman of the Audit Committee. Whistle Blower Policy is available at the web site of the Company http://www.euiaratintrux.com/investors.php.
demat suspense escrow/ unclaimed suspense account
As per the SEBI circular, Your Company has opened demat suspense escrow account with Caregrowth Broking Private Limited and during the year2022-2023 Company does not have any securities in the demat suspense account/unclaimed suspense account.
disclosure of certain types of agreements binding listed entities
During the year there are no agreements entered into by the shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel, employees of the listed entity among themselves or with the listed entity or with a third party, solely or jointly, which, either directly or indirectly or potentially or whose purpose and effect is to, impact the management or control of the listed entity or impose any restriction or create any liability upon the listed entity.
acknowledgment
We thank our customers, vendors, members and bankers for their continued support during the year. We place on record appreciation for the contribution made by our employees at all levels. Our resilience to meet challenges was made possible by their hard work, solidarity, co-operation and support. The Directors further expressing their sincere appreciation for the continued co-operation,support and assistance during the year under report by the Governments and semi and non-government agencies.
for and on behalf of the Board of Gujarat intrux Limited
Place : Shapar (Dist. Rajkot) Ramankumar D. Sabhaya
Date : 28th July, 2023 (Chairman) DIN- 00569058
Mar 31, 2018
To,
The Members,
The Directors have pleasure in presenting the 26th Annual Report of the company together with the Audited Financial Accounts for the year ended 31st March, 2018.
FINANCIAL RESULT
(Rs. in Lakhs)
|
Particulars |
2017-2018 |
2016-2017* |
|
Income from Operation and Other income |
3622.15 |
2941.15 |
|
Profit/ (loss) Before Interest, Depreciation & taxation |
616.61 |
235.24 |
|
Less: Interest and financial expenses |
(26.34) |
(12.63) |
|
Depreciation & Amortisation |
(103.67) |
(98.42) |
|
Profit/(Loss) Before Taxation |
486.60 |
124.18 |
|
Less: Provision for Taxation |
(143.11) |
(49.86) |
|
Add/ Less: Prior Year Adjustment |
0.00 |
0.00 |
|
Net Profit/(Loss) Available |
343.49 |
74.33 |
*Figures for the year 2016-17 restated according to IND-AS, and reconciliation for such effects shown separately at Note 27 of the Auditorsâ Report.
REVIEW OF BUSINESS OPERATION AND FUTURE PROSPECTS
In the Financial year 2017-18, despite challenging business environment of the Industry as whole, the Company has achieved growth momentum and attained a decent growth in revenue and profitability. The sales of the Company has grown up by 27.10% comparing to prior year, so as the profitability. The Company is aiming to maintain the profitability and give boost up to the export of the company.
EQUITY INFUSION
Your Company has not issued any equity shares during the year under review.
DIVIDEND
Keeping in mind Companyâs financial performance, Your Board of Directors has recommended the Final Dividend of Rs. 1.5 /- per equity share having face value of Rs. 10 /- each (i.e. 15% of face value) for the financial year ended March 31, 2018. This Final Dividend is subject to the approval of Members at the 26th Annual General Meeting.
TRANSFER TO RESERVE
No amount has been transferred to General Reserve for the financial year ended March 31, 2018.
TRANSFER OF UNCLAIMED DIVIDEND AND SHARES TO INVESTOR EDUCATION AND PROTECTION FUND/AUTHORITY
The Company has transferred 69500 shares on which dividend remained unclaimed/unpaid for 7 year (year 2008-09), to IEPF Authority according to Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 including amendments thereof. Shareholders are advised to go through the website of IEPF Authority for to claim/refund of such shares and dividends at www.iepf.gov.in.
HOLDING/SUBSIDIARY/ASSOCIATE
The Company has no Holding, Subsidiary and Associate Company.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
There were no Material Changes and Commitments affecting the Financial Position of the Company which have occurred during the Financial year 2017-18 to which the Financial statements relate and the date of the Report.
DEPOSITS
Company has not accepted any deposits and as such no amount of Principal or Interest was outstanding as of the Balance sheet.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
During the year, Company has not given Loans, Guarantees and has not made any Investments covered under section 186 of the Companies Act, 2013.
RELATED PARTY TRANSACTIONS
Company has entered into transaction with Related Parties at Armâs Length Basis. Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2, is appended as Annexure 02 to the Boardâs report.
INTERNAL FINANCIAL CONTROLS AND INTERNAL AUDIT
The Board has an overall command and liability for ensuring that Company has well organized system of Internal Financial Controls. They also ensure that its Internal Financial Control has operative effectiveness and it marks its adequacy at workplace. The Company has proper system and framework to implement effective Internal Financial Control. The Company has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Company has in place adequate internal financial controls, commensurate with the size, scale and complexity of its operations. The scope of Internal Audit is well defined in the organization.
Internal audit of the Company is also undertaken by an efficient and experience person. Internal audit is conducted to review the functions and activities of the Company and Internal audit report is submitted to the Board.
INSURANCE
The assets of the company including buildings, plant & machinery, stocks, etc. Wherever necessary and to the extent required have been adequately insured against various risk.
SEGMENT REPORTING
The Company is engaged in the Casting business only and therefore there is only one reportable segment in accordance with the Accounting standards on segment reporting as per IND-AS 108 (Operating Segment).
INDUSTRIAL RELATIONS & HUMAN RESOURCES
The Companyâs strength lies in its human resources; Gujarat Intrux treats its all manpower as valuable assets and believes that growth of the company is possible through entire workforce working in the company. The Companyâs relation with human resource continued to be cordial during the year under review. The Board wishes to take place on record its appreciation for the valuable services rendered by its entire workforce.
POLICY ON PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company has in place a policy on Prevention of Sexual Harassment of Women at Workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder and Internal Complaintâs Committee has also been set up to redress complaints regarding sexual harassment. During the year, no complaints were received by the Company. Your Company has always believed in providing a safe and harassment free workplace for every individual working in Gujarat Intruxâs premises through various interventions and practices. The policy on prevention of sexual harassment is placed on the website of the company at http://www.gujaratintrux.com/investors.php.
PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as required under Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof are provided in the Annual Report. Particulars of Employees in terms of the provisions of Section 197(12) of the Act read with Rules 5(1) (2) & (3) is attached with this report as Annexure 03.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management discussion and analysis report for the year under review, as stipulated under SEBI (LODR) Regulations, 2015 is presented in separate section and forms part of the Annual Report.
CORPORATE GOVERNANCE
Gujarat Intrux complies with the laws by understanding the spirit of the laws, governing a Corporate in smooth manner there is need of proper direction. Your Company has complied with the requirements of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 regarding Corporate Governance. Your Company is committed to maintaining the highest standards of corporate governance and adheres to the corporate governance requirement set out by Companies Act, 2013 and SEBI. A certificate from the statutory auditors of the company regarding compliance of conditions of corporate governance has been obtained and is enclosed herewith Annexure 04.
CEO & CFO CERTIFICATION
Pursuant to the Regulation 17(8) of SEBI (LODR) Regulations, 2015, the CEO & CFO Certification for preparation of financial statements etc., is forming part of Corporate Governance report annexed to this report.
TRANSITION TO IND - AS
For all periods up to and including the year ended 31st March, 2017, the Company had prepared its financial statements in accordance with Accounting Standards notified under the Section 133 of the Companies Act, 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 (âPrevious GAAPâ). These financial statements are the separate financial statements of the Company (also called standalone financial statements) prepared in accordance with Indian Accounting Standards (âInd ASâ) notified under Section 133 of the Companies Act, 2013, read together with the Companies (Indian Accounting Standards) Rules, 2015. Detailed explanation on how the transition from previous GAAP to Ind AS has affected the Companyâs Balance Sheet, financial performance and cash flows is given under Note - 27(12) of Financial Statement.
NUMBER OF MEETINGS OF THE BOARD
The Board has met Five (5) times during the financial year, details of which are given in the Report on Corporate Governance.
DIRECTORS
Mr. Niteshkumar P. Patel (DIN-08116404) is appointed on the Board of the Company as Additional Independent Director w.e.f. 8th May, 2018, and his appointment as a director of the Company is to made in ensuing Annual General Meeting and Mr. M. K. Sheth Independent Director of the Company has given his resignation w.e.f. 8th May, 2018 and the Board has noted the same. Mr. D. M. Dudhagara and Mr. M. S. Patoliya, Directors of the Company retires at the ensuing Annual General Meeting pursuant to provision of section 152(6) of the Companies Act, 2013 and being eligible offer themselves for re-appointment.
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received necessary declaration from each Independent Director under section149(7) of the Companies Act, 2013 that he/she meets with the criteria of Independence laid down in Section 149(6) of the Companies Act, 2013. POLICY ON DIRECTORSâ APPOINTMENT AND REMUNERATION
The Companyâs Policy relating to appointment of Directors, payment of Managerial remuneration, Directorsâ qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Corporate Governance Report which forms part of this report and said policy is placed on the website of the Company. Further, detals of Sitting fees are also givan in Corporate Governance Report.
BOARD EVALUATION
As per Companies Act, 2013 Board has made annual evaluation of its own performance and also of its committees and Individual Directors. The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board.
COMMITTEES OF THE BOARD
At present the Company is having 5(Five) Committees as mentioned below:
(1) AUDIT COMMITTEE: The Company has an adequately qualified Audit Committee constituted in accordance with the provisions of section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (LODR) Regulations, 2015.
(2) NOMINATION AND REMUNERATION COMMITTEE:
The Company has also constituted Nomination and Remuneration Committee Pursuant to provision of section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (LODR) Regulations, 2015.
(3) STAKEHOLDERS RELATONSHIP COMMITTEE:
To consider and resolve the Grievances of Stakeholders, the Company has framed Stakeholders Relationship Committee in accordance with the provision of section 178 of the Companies Act, 2013 and Regulation 20 of SEBI (LODR) Regulations, 2015.
(4) CORPORATE SOCIAL RESOPONSIBILIY COMMITTEE:
Your Company has duly constituted CSR Committee. However, pursuant to section 135(1) of the Companies Act, 2013, your Company is not required to constitute CSR Committee during the year 2017-18. But in a general parlance and considering future aspects, Company has continued CSR Committee and arranges meetings of CSR Committee as and when required.
(5) RISK MANAGEMENT COMMITTEE:
The Company has voluntarily framed Risk Management Committee which mainly aims at Identification of Risk level at various stages of Business operation/activities and to manage the Risk and evaluation.
The details of composition of all above Committees and other relevant details are given in the Report on Corporate Governance.
STATEMENT FOR COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS
We the Directors of the Company hereby states the Company has complied all applicable Secretarial Standards to the extend its applicable.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 134(3)(C) and 134(5) of the Companies Act, 2013, your directors confirm, to the best of their knowledge and belief:
(a) that In the preparation of the annual accounts for the year 2017-18, the applicable accounting standards had been followed and there were no material departures In the preparation of the annual accounts;
(b) that your company has adopted IND-AS w.e.f. 1st April, 2017, and 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 2017-18 and of the profit and loss of the company for that period;
(c) that 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 fraud and other irregularities;
(d) that the directors had prepared the annual accounts for the year ended 31st March, 2018 on a going concern basis;
(e) that the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively, and
(f) that the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
AUDITORS AND AUDITORSâ REPORT STATUTORY AUDITORS
Pursuant to provision of section 139 of the Companies Act, 2013, M/s. Chandabhoy & Jassoobhoy & Co., having Firm Registration No. 101648W, Chartered Accountants, were appointed as Statutory auditors of the Company to hold office from Annual General Meeting concerning of the financial year 2016-17 till the conclusion of the Annual General Meeting concerning of the financial year 2021-22 i.e. for the financial year 2017-18 till the conclusion of Annual General Meeting of the financial year 2021-22, subject to ratification by shareholders at every Annual General Meeting. However, as per Companies Amendment Act, 2017 now appointment of Statutory Auditor is not required to be ratified by the Shareholders at every Annual General Meeting and as such Board recommeds to appoint M/s. Chandabhoy & Jassoobhoy & Co. as Statutory Auditors of the Company to carry out statutory audit for a consecutive period of Four years i.e. for the year 2018-19 till the conclusion of the Annual General Meeting concerning of the financial year 2021-22.
STATUTORY AUDITORSâ REPORT
The observations of Auditors in their report read with the relevant notes to accounts in schedule are self-explanatory and do not require further explanation. There are no qualifications, reservations or adverse remarks made by M/s Chandabhoy & Jassoobhoy, Chartered Accountants in their Audit Report.
SECRETARIAL AUDITOR
Pursuant to Provision of section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed M/s. K. P. Rachchh & Co., Practicing Company Secretary, to conduct Secretarial Audit for the financial year 2017-18.
SECRETARIAL AUDITORSâ REPORT
The Secretarial Audit Report for the financial year ended March 31, 2018 in prescribed format i.e. Form MR-3 attached as Annexure 05. The observations of Secretarial Auditor in their report are self-explanatory and do not require further explanation.
EXTRACT OF ANNUAL RETURN
In accordance with Section 134(3) (a) of the Companies Act, 2013, an extract of the annual return in the prescribed format i.e. MGT-9 is appended as Annexure 06 to the Boardâs report.
CORPORATE SOCIAL RESPONSIBILITY
In accordance with the provisions of section 135 of the Companies Act, 2013, your company has already constituted Corporate Social Responsibility (CSR) Committee to perform social duty and spread welfare of the society at large.However, your Company has not earned Net Profit of Rs. 5.00 Crores or more for Last three(3) Consecutive Financial year and hence our Company ceased to be a Company covered under Sub-Section (1) of Section 135 of the Act and Company is not required to spend any amount for Corporate Social Responsibility as per Companies (Corporate Social Responsibility Policy) Rules, 2014, Notified on 27th Feburary,2014. But Company has continued the Corporate Social Responsibility Committee and will look forward to carry out CSR activities voluntary as and when such avenue will arise. Your Company will be keen to adhere with responsibility of Society and will aim to work on theme which the Company have i.e. of âEmpowering Kindnessâ.
Annual Report on CSR Activities is annexed to the Boardâs Report as Annexure 08.
CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2015 is furnished in Annexure 07 attached to this report.
WHISTLE BLOWER POLICY / VIGIL MECHANISM
The Company has in place a whistleblower policy (vigil mechanism) to support the Code of Business Ethics. Through this Policy company commits to maintain an open work environment in which employees, consultants and contractors are able to report instances of unethical or undesirable conduct, actual or suspected fraud or any violation of Companyâs Code of Business Ethics at a significantly senior level without fear of intimidation or retaliation. The said policy is placed on the website of the company at http://www.gujaratintrux.com/investors.php
ACKNOWLEDGMENT
Your Directors wish to place on record their sincere appreciation for the continued co-operation and devoted services rendered by their esteemed customers and suppliers. The Directors takes this opportunity to express their sincere appreciation for the continued co-operation, guidance, support and assistance during the year under report by our Bankers of the Company including Government and Government agencies. The Board of Directors also wishes to express its appreciation for the efforts and contribution made by the employees at all levels during the year under report. Stakeholders support is also acknowledged by the Management of the Company.
for and on behalf of the Board of
Gujarat Intrux Limited
Ramankumar D. Sabhaya
Place : Shapar (Dist.: Rajkot) (Chairman)
Date : 30th July, 2018 DIN: 00569058
Mar 31, 2015
The Directors have pleasure in presenting the 23rd Annual Report of
the company together with the Audited Financial Accounts for the year
ended 31st March, 2015.
FINANCIAL RESULT OF OPERATION : (Rs. in Lacs.)
Particulars 2014-2015 2013-2014
Income from Operation and Other income 6005.45 3901.52
Profit/ (loss) Before Interest, Depreciation
& taxation 723.34 774.04
Less: Interest and financial expenses (99.66) (24.96)
Less : Depreciation & Write-off (125.47) (58.13)
Profit / (Loss) Before Taxation 498.21 690.95
Less: Provision for Taxation (174.68) (213.65)
Add / Less: Prior Year Adjustment 0 0
Net Profit / (Loss) Available 323.53 477.30
REVIEW OF BUSINESS OPERATION AND FUTURE PROSPECTS
The performance of the Company during the year under review remains
satisfactory looking to the economic situation as a whole. The sales of
the Company have increased both in domestic and export segment. The
Company is aiming to maintain the profitability and give boost up to
the export of the company.
EQUITY INFUSION
Your company has not issued any equity shares during the year under
review.
DIVIDEND
Your Board of Directors has recommended the final dividend at the rate
of 10% to the equity shareholders i.e. Rs. 1/- per equity shares
ofRs.10/-.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Your Company has not made transaction forming part of section 186 of
the Companies Act, 2013.
RELATED PARTY TRANSACTIONS
Particulars of contracts or arrangements with related parties referred
to in Section 188(1) of the Companies Act, 2013, in the prescribed Form
AOC-2 is appended as Annexure 02 to the Board's report.
MATERIALCHANGES AND COMMITMENT
No material changes and commitment affecting the financial position of
the Company occurred between the end of financial year to which
this financial statement relate and the date of this report.
INTERNAL FINANCIAL CONTROLS
The Company has in place adequate internal financial controls with
reference to financial statements. During the year, such controls were
tested and no reportable material weakness in the operation was
observed.
INSURANCE
The assets of the company including buildings, plant & machinery,
stocks, etc. Wherever necessary and to the extent required have been
adequately insured against various risk.
SEGMENT REPORTING
The Company is engaged in the Casting business only and therefore there
is only one reportable segment in accordance with the Accounting
standards on segment reportingAS-17.
INDUSTRIAL RELATIONS & HUMAN RESOURCES
The company treats its all manpower as a valuable assets and growth of
the company is possible through entire workforce working in the
company. The industrial relation with workmen and staff continued to be
extremely cordial during the year under review. The Board wishes to
take place on record its appreciation for the valuable services
rendered by its entire workforce.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Your Company has always believed in providing a safe and harassment free
workplace for every individual working in Gujarat In trux's premises
through various interventions and practices. The company has formed an
Internal Complaints Committee (ICC) and during the year Internal
Complaints Committee (ICC) has not received any complaints. The policy
on prevention of sexual harassment is placed on the website of the
company.
PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as required
under Act read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are provided in the
Annual Report. In terms of the provisions of Section 197(12) of the Act
read with Rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, a statement showing
the names and other particulars of the employees drawing remuneration
in excess of the limits set out in the said rules is not applicable to
the Company as the Company have no such Employees who were drawing
remuneration in excess of the limits prescribed. Particulars of
Employees are attached with this report as Annexure 03.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management discussion and analysis report for the year under review, as
stipulated under clause 49 of the Listing Agreement is presented in
separate section and forms part of the Annual Report.
CORPORATE GOVERNANCE
Corporate Governance is a system of rules, practices and processes by
which a company is directed and controlled. Corporate governance
essentially involves balancing the interests of the many stakeholders
in a company, these include its shareholders, management, customers,
suppliers, financiers, government and the community and considering the
importance of Corporate Governance, your Company is committed to
maintaining the highest standards of corporate governance and adheres
to the corporate governance requirement set out by SEBI. All conditions
of corporate governance as required under clause 49 of the listing
agreements with stock exchanges have been complies with and duly
audited. A certificate from the statutory auditors of the company
regarding compliance of conditions of corporate governance has been
obtained and is enclosed to the report of corporate governance.
CEO CERTIFICATION
Pursuant to the provisions of clause 49 of the Listing Agreement, the
CEO Certification for preparation of financial statements etc, is
forming part to this report.
NUMBEROFMEETINGSOF THE BOARD
The Board has met Eight times during the financial year, the details of
which are given in the Corporate Governance Report and forms part of
Annual Report. The intervening gap between the meetings was within the
period prescribed under the Companies Act, 2013.
DIRECTORS
Shri Madhubhai S. Patolia and Shri Dilipbhai M. Dudhagara Directors of the
Company retires at the ensuing Annual General Meeting pursuant to
provision of section 152(6) of the Companies Act, 2013 and being
eligible offer themselves for re-appointment.
A Notice in Writing proposing Shri Mahendra K. Sheth and Ms. Rina L
Adhiya as a candidature to hold office of Director who were appointed
as Additional Director of the Company w.e.f 27th September, 2014 and
who is liable to hold office up to date of the ensuing annual general
meeting and Board proposed to appoint the as Independent Director of the
Company.
Mr. Y. C. Anarkat and Mr. B. O. Jadav resigned as Directors of the Company
w.e.f 19th September, 2014.
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received necessary Declaration from each Independent
Director under section 149(7) of the Companies Act, 2013 that he/she
meets with the criteria of Independence laid down in Section 149(6)
of the Companies Act, 2013 and Clause 49 of the Listing Agreement.
POLICY ON DIRECTORS'APPOINTMENT AND REMUNERATION
The Company's Policy relating to appointment of Directors, payment of
Managerial remuneration, Directors' qualifications, positive
attributes, independence of Directors and other related matters as
provided under Section 178(3) of the Companies Act, 2013 is furnished in
Corporate Governance Report which forms part of this report and said
policy is placed on the website of the company. Further, information
about directors' sitting fees has also explained in the same report.
BOARD EVALUATION
As per Companies Act, 2013 Board has made annual evaluation of its own
performance and also of its committees and Individual Directors. The
evaluation of all the directors and the Board as a whole was conducted
based on the criteria and framework adopted by the Board.
COMMITTEES OF THE BOARD
At present the Company is having 5(Five Committees) as mentioned below:
AUDIT COMMITTEE:
The Company has an adequately qualified Audit Committee constituted in
accordance with the provisions of Section 177 of the Companies Act,
2013 and clause 49 of the listing agreement. The details of composition
of Committee and other relevant details is given in the Corporate
Governance Report which forms part of this Annual Report.
NOMINATION AND REMUNERATION COMMITTEE:
The Company has also constituted Nomination and Remuneration Committee
Pursuant to provision of section 178 of the Companies Act, 2013 and the
details of composition of Committee and other relevant details is given
in the Corporate Governance Report which forms part of this Annual
Report.
STAKEHOLDERS RELATIONSHIP COMMITTEE:
To consider and resolve the Grievances of Stakeholders, the Company has
framed Stakeholders Relationship Committee in accordance with the
provision of section 178 of the Companies Act, 2013 and the details of
composition of Committee and other relevant details is given in the
Corporate Governance Report which forms part of this Annual Report.
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:
The Company is committed to conduct its business in a socially
responsible, ethical and environmental friendly manner and to
continuously work towards improving quality of life of the communities.
The Company has a duly constituted CSR Committee, which is responsible
for fulfilling the CSR objectives of the Company and the details of
composition of Committee and other relevant details is given in the
Corporate Governance Report which forms part of this Annual Report.
RISK MANAGEMENT COMMITTEE
The Company has framed Risk Management Committee which mainly aims at
identification of Risk level at various stages of Business operation/
activities and to manage the Risk and evaluation of RMS i.e Risk
Management System. The details of composition of Committee and other
relevant details is given in the Corporate Governance Report which
forms part of this Annual Report.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(5) of the Companies
Act, 2013 the Board hereby submits its responsibility Statement
As enumerated under:-
(a) In the preparation of the annual accounts, the applicable
accounting standards had been followed.
(b) The directors had 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 and of the profit and
loss of the company for that period;
(c) 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 fraud and other irregularities;
(d) The directors had prepared the annual accounts on a going concern
basis;
(e) The directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and were operating effectively; and
(f) The directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such
systems were adequate and operating effectively.
AUDITORS AND AUDITORS'REPORT
STATUTORY AUDITORS
Pursuant to provision of section 139 of the Companies Act, 2013 M/s
Chandabhoy & Jassoobhoy, Chartered Accountants, Statutory Auditors of
the Company have been appointed to hold office till the conclusion of
Annual General Meeting of the Financial year 2016-17, subject to
ratification by the Members at the ensuing Annual General Meeting and
M/s. Chandabhoy & Jassoobhoy, being eligible offers their services to
continue to act as a Auditors of the Company.
STATUTORY AUDITORS' REPORT
The observations of Auditors in their report read with the relevant
note to accounts in schedule are self-explanatory and do not require
further explanation.
SECRETARIAL AUDITOR
Pursuant to Provision of section 204(1) of the Companies Act, 2013,the
Board has appointed M/s. K. P. Rachchh & Co., Practicing Company
Secretary, to conduct Secretarial Audit for the financial year 2014-15.
SECRETARIAL AUDITORS' REPORT
The Secretarial Audit Report for the financial year ended March 31,
2015 is annexed herewith to this Report. Secretarial Auditors' Report
in the prescribed format i.e. MR-3 in attached in this report as
Annexure 04.
EXTRACT OF ANNUAL RETURN
In accordance with Section 134(3)(a) of the Companies Act, 2013, an
extract of the annual return in the prescribed format is appended as
Annexure 05 to the Board's report.
CORPORATE SOCIAL RESPONSIBILITY
During the year under review, the Board of Directors on recommendation
of the CSR Committee has formulated the CSR policy of the Company. The
CSR activities of the Company are implemented in accordance with the
core values viz. protecting stakeholder interests, proactive engagement
with the local communities and striving towards inclusive development.
With the recommendation of the committee, provision for CSR expense of
Rs.14.31 Lacs is made in the financial year 2014-15 which is yet to be
spent due to proper identification of proper area where it is to be
spend so that its actual benefit goes to the society and our motive
i.e. "empowering kindness" be full filled. The CSR Policy is placed on
website of the company.
CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology
absorption, Foreign exchange Earnings and outgo as required under
Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of
the Companies (Accounts) Rules, 2014 is furnished in Annexure 06
attached to this report.
WHISTLE BLOWER POLICY (VIGIL MECHANISM)
The Company has in place a whistle blower policy, to support the Code
of Business Ethics. This policy documents the Company's commitment to
maintain an open work environment in which employees, consultants and
contractors are able to report instances of unethical or undesirable
conduct, actual or suspected fraud or any violation of Company's Code
of Business Ethics at a significantly senior level without fear of
intimidation or retaliation. The said policy is placed on the website of
the company.
ACKNOWLEDGMENT
Your Directors wish to place on record their gratitude for the
continued co-operation and patronage extended by their esteemed
customers. The Board of Directors would also like to express their
sincere appreciation for the continued co-operation, guidance, support
and assistance during the year given by our Bankers, all the customers,
suppliers of the Company including Government agencies. The Board of
Directors also wishes to express its appreciation for the efforts and
contribution made by the employees at all
levels during the year underreport
Place: Shapar (Dist.:Rajkot)
Date: 30th July, 2015 for and on behalf the Board of
Gujarat Intrux Limited
Raman D. Sabhaya
(Chairman)
DIN: 00569058
Mar 31, 2014
Dear Members,
The Directors of your company are pleased to present 22 nd Annual
Report of the Company together with the Audited accounts for the year
ended 31st March, 2014.
FINANCIAL HIGHLIGHTS (Rs. In Lacs)
Particulars 2013-2014 2012-2013
Income from Operation and Other income 3901.52 5425.14
Profit / (loss) Before Interest, Depreciation
& taxation 774.04 954.73
Less: Interest and financial expenses 24.96 76.57
Depreciation & Write-off 58.13 52.51
Profit / (Loss) Before Taxation 690.95 825.65
Less: Provision for Taxation 213.65 260.34
Add / Less: Prior Year Adjustment 0.00 0.00
Net Profit / (Loss) Available 477.30 565.31
DIVIDEND
Your Board of Directors has recommended the final dividend at the rate
of 10% to the equity shareholders i. e. Rs.l/- per equity shares of Rs.
10/- each.
INSURANCE
The assets of the company including buildings, plant & machinery,
stocks, etc. wherever necessary and to the extent required have been
adequately insured against various risk.
OPERATIONS
During the financial year 2013-14, the sales have reduce as compared to
previous financial year due to the market situation. In present
situation, your company concentrating on such products which gives more
profitability.
CAPITAL STRUCTURE
During the year the Company has forfeited 35,100 Equity Shares in
compliance with the respective provisions of the Companies Act, 1956
and listing aggrement and the same has been reflected in the Balance
Sheet and not reissued till date.
COST AUDITORS
M/s. Kiran J. Mehta & Co., Cost Accountants, Ahmedabad have been
re-appointed as Cost Auditors to conduct the audit of cost accounts
maintained by the Company for the financial year 2013-14.
DIRECTORS
Shri Amrutlal J Kalaia, and Shri Bharat M. Choksi, directors of the
company retire by rotation, and being eligible, offer themselves for
re-appointment.
Shri Gajanan R. Kamat, Shri Narendra C. Pithadia, Shri Ramesh M.
Bhimani and Shri Gordhan K. Sorthia directors of the Company are being
appointed as Independent Directors for a continuous period of 5 years
as per provision of Section 149 and other applicable provisions of
Companies Act, 2013.
DIRECTORS RESPONSIBILITY STATEMENT
As per the requirement of section 217 (2AA) of The Companies Act, 1956,
your directors undertakes that:
(a) In the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper expla- nation
relating to materials departures.
(b) The directors 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 and of the profit or
loss of the company for that period.
(c) The directors have 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 fraud and other irregularities.
(d) That the directors have prepared the annual accounts on a going
concern basis.
CORPORATE GOVERNANCE
Your Company is committed to maintaining the highest standards of
corporate governance and adheres to the corporate gover- nance
requirement set out by SEBI. All conditions of corporate governance as
required under clause 49 of the listing agreements with stock exchanges
have been complied with and duly audited. A certificate from the
statutory auditors of the company regard- ing compliance of conditions
of corporate governance has been obtained and is enclosed to the report
of corporate governance.
CORPORATE SOCIAL RESPONSIBILITY
Your Company understand the value of CSR i.e. Corporate Social
Responsibility and considering the importance of CSR, company has also
framed corporate social responsibility committee pursuant to provision
of Companies Act, 2013 to undertake and moni- tor the CSR activities.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management discussion and analysis report for the year under review, as
stipulated under clause 49 of the Listing Agreement with the BSE
Limited, is presented in separate section and forms part of the Annual
Report.
COMPLIANCE CERTIFICATE
Pursuant to the provisions of section 383A of the Companies Act, 1956 a
certificate of compliance by a Practising company secretary is annexed
hereto and forms part of this report.
CEO CERTIFICATION
Pursuant to the provisions of clause 49 of the Listing Agreement, the
CEO Certification for preparation of financial statements etc, is
available elsewhere in this report.
SEGMENT REPORTING
The Company is engaged in the Casting business only and therefore there
is only one reportable segment in accordance with the Accounting
standards on segment reporting AS-17.
AUDITORS'' REPORT
The observations of Auditors in their report read with the relevent
note to accounts in schedule are self-explanatory and do not require
further explanation.
AUDITORS
M/s. Chandabhoy & Jassoobhoy (FRN NO. 101648W), Chartered Accountant,
Ahmedabad, Statutory Auditors of the Company retire at the conclusion
of the forthcoming Annual General Meeting and being eligible, offer
themselves for re-appointment. They have furnished a certificate to
the effect that their re-appointment if made will be in accordance with
section 224(1B) of the Companies Act, 1956.
HUMAN RESOURCES
The company treat it''s all manpower as a valuable assets and growth of
the company is possible through entire workforce work- ing in the
company. Industrial Relation continue to be cordial. The Board wishes
to take place on record its appreciation for the valuable services
rendered by its entire workforce.
INFORMATION PURSUANT TO SECTION 217 OF THE COMPANIES ACT, 1956.
A. CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
ABSORPTION, FOREIGN EARNING AND OUTGO :
The information relating to the conservation of energy, technology
absorption and foreign exchange earning and outgo as re- quired under
section 217(l)(e) of the Companies Act, 1956, is set out in a separate
statement annexed to this Report as an Annexure - A and forming part of
this report.
B. PARTICULARS OF EMPLOYEES
The Company has no such employee on its payroll covered under section
217(2-A) and therefore Section 217(2-A) of the Compa- nies Act, 1956 is
not attracted.
ACKNOWLEDGMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co-operation extended by the sharehold- ers,
customers, contractors, vendors, bankers, financial institutions,
government authorities. The directors also wish to take place on record
their deep sense of appreciation to all employees for the dedicated
services rendered at various levels, without whose contribution your
company could not have achieved the year''s performance and work look
forward to their continued support in the future as well.
Place : Shapar (Dist. : Rajkot) For and on behalf of the Board of
Directors
Date - 31st JuIy 2014 Gujarat Intrux Limited
Raman D. Sabhaya
(Chairman)
DIN : 00569058
Mar 31, 2013
The Directors of your company are pleased to present 21st Annual Report
of the Company together with the Audited accounts for the year ended
31st March, 2013.
FINANCIAL HIGHLIGHTS (Rs. In Lacs)
Particulars 2012-2013 2011-2012
Income from Operation and Other income 5425.14 3782.36
Profit / (loss) Before Interest,
Depreciation & taxation 954.73 737.49
Less: Interest and financial expenses 76.57 56.15
Depreciation & Write-off 52.51 48.68
Profit / (Loss) Before Taxation 825.65 632.66
Less: Provision for Taxation 260.34 207.35
Add / Less: Prior Year Adjustment 0.00 0.00
Net Profit / (Loss) Available 565.31 425.31
DIVIDEND
With a view to conserve the resources, Board of Directors has not
recomended dividend for the year 2012-13.
INSURANCE
The assets of the company including buildings, plant & machinery,
stocks, etc. wherever necessary and to the extent required have been
adequately insured against various risk.
OPERATIONS
During the financial year 2012-13, the sales have gone up as compared
to previous financial year.
In present situation, your company is concentrating on such products
which gives more profitability. As capacity is increased, if market
position remain favorable your company can maintain growth in terms of
turnover and profit also.
COST AUDITORS
M/s. Kiran J. Mehta & Co., Cost Accountants, Ahmedabad have been
reappointed as Cost Auditors to conduct the audit of cost accounts
maintained by the Comapny for the financial year 2012-13.
DIRECTORS
Shri Dhiraj D. Pambhar, Shri Raman D. Sabhaya and Shri Bhupat O. Jadav
, directors of the company retire by rotation, and being eligible,
offer themselves for re-appointment.
DIRECTORS RESPONSIBILITY STATEMENT
As per the requirement of section 217 (2AA) of The Companies Act, 1956,
your directors undertakes that :
(a) In the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explaination
relating to materials departures.
(b) The directors 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 and of the profit or
loss of the company for that period.
(c) The directors have 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 fraud and other irregularities.
(d) That the directors have prepared the annual accounts on a going
concern basis.
CORPORATE GOVERNANCE
Your Company is committed to maintaining the highest standerds of
corporate governance and adheres to the corporate governance
requirement set out by SEBI. All conditions of corporate governance as
required under clause 49 of the listing agreements with stock exchanges
have been complies with and duly audited. A certificate from the
statutory auditors of the company regarding compliance of conditions of
corporate governance has been obtained and is enclosed to the report of
corporate governance.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management discussion and analysis report for the year under review, as
stipulated under clause 49 of the Listing Agreement with the BSE
Limited, is presented in separate section and forms part of the Annual
Report.
COMPLIANCE CERTIFICATE
Pursuant to the provisions of section 383A of the Companies Act, 1956 a
certificate of compliance by a Practising company secretary is annexed
hereto and forms part of this report.
CEO CERTIFICATION
Pursuant to the provisions of clause 49 of the LIsting Agreement, the
CEO Certification for preparation of financial statements etc, is
available elsewhere in this report.
SEGMENT REPORTING
The Company is engaged in the Casting business only and therefore there
is only one reportable segment in accordance with the Accounting
standerds on segment reporting AS-17.
AUDITORS'' REPORT
The observations of Auditors in their report read with the relevent
note to accounts in schedule are self-explanatory and do not require
further explanation.
AUDITORS
M/s. Chandabhoy & Jassobhoy, Chartered Accountant, Ahmedabad, Statutory
Auditors of the Company retire at the conclusion of the forthcomIng
Annual General Meeting and being eligible, offer themselves for
re-appointment. They have furnished a certificate to the effect that
their re-appointment if made will be in accordance with section 224(1B)
of the Companies Act, 1956.
HUMAN RESOURCES
The company treat it''s all manpower as a valuable assets and growth of
the company is possible through entire workforce working in the
company. Industrial Relation continue to be cordial. The Board wishes
to take place on record its appreciation for the valuable services
rendered by its entire workforce.
INFORMATION PURSUANT TO SECTION 217 OF THE COMPANIES ACT, 1956.
A. CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
ABSORPTION, FOREIGN EARNING AND OUTGO :
The information relating to the conservation of energy, technology
absorption and foreign exchange eaarning and outgo as required under
section 217(1)(e) of the Companies Act, 1956, is set out in a separate
statement annexed to this Report as an Annexure - A and forming part of
this report.
B. PARTICULARS OF EMPLOYEES
The Company had no such employee on its payroll covered under section
217(2-A) and therefore Section 217(2-A) of the Companies Act, 1956 is
not attracted.
ACKNOWLEDGMENTS
Your Directors would like to express their greatful appreciation for
the assistance and co-opration extended by the shareholders, customers,
vendors, bankers, financial institutions, government authorities. The
directors also wish to take place on record their deep sense of
appreciation to all employees for the dedicated services rendered at
various lavels, without whose contribution your company could not have
achieved the year''s performance and work look forward to their
continued support in the future as well.
Place : Shapar (Dist. : Rajkot)
For and on behalf of the Board of Directors
Date : 25 July, 2013 The Gujarat Intrux Limited
Raman D. Sabhaya
(Chairman)
Mar 31, 2012
The Directors have pleasure in presenting you the TWENTIETH ANNUAL
REPORT of the Company together with the Audited accounts for the year
ended 31st March, 2012.
FINANCIAL HIGHLIGHTS (Rs. In Lacs)
Particulars 2011-2012 2010-2011
Income from Operation and Other income 3780.86 2845.52
Profit / (loss) Before Interest, Depreciation
& taxation 735.99 401.42
Less: Interest and financial expenses 56.15 49.76
Depreciation & Write-off 48.67 44.25
Profit / (Loss) Before Taxation 631.17 307.41
Less: Provision for Taxation 205.85 110.52
Add / Less: Prior Year Adjustment 0.00 0.00
Net Profit / (Loss) Available 425.32 196.89
DIVIDEND
Your Board of Directors has recomended the Final Dividend at the rate
of 10% to the Equity Shareholder i.e. Rs. 1/- per Equity share of
Rs.10/- each.
INSURANCE
Properties of the Company viz. Buildings, Plant & Machinery, Stocks,
etc. have adequately insured against various risk.
FUTURE OUTLOOK
During the financial year 2011-12, the company has scaled new heights
in terms of Sales and Profits. Your company has completed basic
infrastructure of expansion of plant but due to adverse market position
presently capacity remain un utilized but we are constantly making
efforts to capture market. In present situation your company is
concentrating on such products which gives us more profitability. As
capacity is increased, if market position remain favorable your company
can maintain growth in terms of turnover and profit also.
COST AUDITORS
As directed by the Central Government and pursuant to section 233B of
the Companies Act, 1956, the company has appointed, subject to the
approval of Central Government, Kiran J. Mehta & Co., Cost Accountants,
as Cost Auditors to carry out cost audit of the comapny for the
financial year 2011-12.
DIRECTORS
In accordance with the provisions of Companies Act,1956 and Article of
Association of Company Shri Dilip M. Dudhagara, Shri Rameshbhai M.
Bhimani and Shri Narendrabhai C. Pithadia, Directors, retire by
rotation, and being eligible, offer themselves for re-appointment.
DIRECTORS RESPONSIBILITY STATEMENT
As per the requirement of U/S 217 (2AA) of The Companies Act, 1956,
your directors undertakes that :
(a) In the preparation of the annual accounts, the applicable
accounting standard have been followed along with proper explaination
relating to materials departures.
(b) The directors 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 and of the profit or
loss of the company for that period.
(c) The directors have 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 fraud and other irregularities.
(d) That the directors have prepared the annual accounts on a going
concern basis.
CORPORATE GOVERNANCE
Policies of the Board of Directors of your Company and steps taken by
it for good governance of the Company confirm to the procedural
formalities of corporate governance prescribed by the Securities and
Exchange Board of India. All Conditions of corporate governance as
required under clause 49 of the listing agreements with stock exchanges
have been complied with and duly audited. A certificate from the
statutory auditors of the company regarding compliance of conditions of
corporate governance has been obtained and is enclosed to the Report of
Corporate Governance.
AUDITORS REPORT
The observations of Auditors in their report read with the relevant
notes to accounts in Schedule are self-explanatory and do not require
further explanation.
AUDITORS
M/s. H.B. Kalaria & Associates, Chartered Accountant ,Rajkot, auditors
of the Company retire at the Conclusion of the forthcoming Annual
General Meeting and being eligible, offer themselves for
re-appointment. They have furnished a certificate to the effect that
their re-appointment, if made, will be in accordance with Section 224
(1B) of the Companies Act,1956.
COMPLIANCE CERTIFICATE
In accordance with Section 383A of the Companies Act, 1956 read with
Companies (Compliance Certificate) Rules, 2001, the Company has
obtainded a certificate from M/s. K. P. Rachchh & Co. Practicing
Company Secretaries and a copy of same is enclosed here with.
PERSONNEL
Industrial Relation continue to be cordial. The Board wishes to take
place on record its appreciation for the valuable services rendered by
its entire workforce.
PARTICULARS OF EMPLOYEES
The Company had no such employee on its payroll covered under section
217 (2-A) and therefore Section 217(2-A) of the Companies Act, 1956 is
not attracted.
CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT
Details of Energy Conservation & technology Absorption and Research and
Development [Required as per the companys (Disclosure of particulars
in the report of the board of Directors) Rules,1988] are given in
Form-A and Form-B.
FOREIGN EXCHANGE EARNINGS AND OUT GO
Earnings Rs. 1665.57 Lacs
Out go Rs. 20.72 Lacs
ACKNOWLEDGMENTS
Your Directors would like to express their greatful appreciation for
the assistance and co-opration received from the Bankers, Financial
Institutions, Government Authorities, Customers, Vendors. The directors
also wish to express their gratitude to the Shareholders for their
continued faith in the Company. The Directors also wish to take place
on record their deep sense of appreciation for committed services of
Executives, Staff and workers of the Company.
Place : Shapar
(Dist. : Rajkot) For and on behalf of the Board of Director
Date : 28th July, 2012 Gujarat Intmx Limited
Raman D. Sabhaya
(Chairman)
Mar 31, 2010
The directors have pleasure in presenting you the EIGHTEENTH ANNUAL
REPORT of the Company together with the Audited accounts for the year
ended 31st March, 2010.
FINANCIAL HIGHLIGHTS (Rs. In Lacs)
Particulars 2009-2010 2008-2009
Income from Operation and Other income 1927.94 2265.42
Profit/(loss)Before Interest, Depreciation
&Taxataion 194.18 414.37
Less: Interest and financial expenses 29.52 24.39
Depreciations Write-off 39.50 24.93
Prof it/(Loss) Before Taxation 125.16 365.05
Less: Provision for Taxation 54.36 119.92
Add/Less: Prior Period Adjustment 1.83 -0.31
Net Profit/(Loss) Available 72.63 244.82
DIVIDEND
Seeing the current position of the industry and the company, your Board
of Directors do not recommend the dividend for the year 2009-10.
INSURANCE
Properties of the Company viz. Buildings, Plant & Machinery, Stocks,
etc. have adequately been insured against various risks.
FUTURE OUT LOOK
Your company has completed basic infrastructure of expansion of plant
and now we can produce 300 MT castings per month, still sand plant,
knockout machine and spectrometer are yet to purchase and required
investment of another 2 Crore. Now we can produce castings up to 2 MT
Single piece. Due to adverse market position presently capacity remain
un utilized but we are constantly making efforts to capture market .In
present situation your company is more concentrating on such products
which give us more profitability. As capacity is increased ,now if
market position remains favorable your company can maintain growth in
terms of turnover and profit also.
DIRECTORS
In accordance with the provisions of Companies Act, 1956 and Article of
Association of Company Shri Amrutlal J.Kalaria, Shri Yogendra
C.Anarakat and Shri Gordhan K.Sorathia, Directors, retire by rotation,
and being eligible, offer themselves for re-appointment.
Shri Amrutlal J. Kalaria and Shri Dilip M. Dudhagara have tendered
their Resignation w.e.f. 30.07.2010 for the post of whole time director
of the company, however they continues as the director of the company.
DIRECTORS RESPONSIBILITY STATEMENT
As per the requirement of U/S 217 (2AA) of The Companies Act, 1956.Your
directors undertakes that :
(a) In the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to materials departures.
(b) The directors 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 and of the profit or
loss of the company for that period.
(c) The directors have taken proper and sufficient care for the
maintenance of adequate accounting cecords in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities.
(d) That the directors have prepared the annual accounts on a going
concern basis.
CORPORATE GOVERNANCE
Policies of the Board of Directors of your Company and steps taken by
it for good governance of the Company confirm to the procedural
formalities of corporate governance prescribed by the Securities and
Exchange Board of India. All Conditions of corporate governance as
required under clause 49 of the listing agreements with stock exchanges
have been complied with and djly audited. A certificate from the
statutory auditors of the company regarding compliance of conditions of
corporate governance has been obtained and is enclosed to the Report of
Corporate Governance.
AUDITORS REPORT
The observations of Auditors in their report read with the relevant
notes to accounts in Schedule are self-explanatory and do not require
further explanation.
AUDITORS
M/s. H.B. Kalaria & Associates.Chartered Accountant, Rajkot, auditors
of the Company retire at the conclusion of the forthcoming Annual
General Meeting and being eligible, offer themselves for
re-appointment. They have furnished a certificate to the effect that
their re-appointment, if made, will be in accordance with Section 224
(1B) of the Companies Act,1956.
PERSONNEL
Industrial Relation continue to be cordial. The Board wishes to take
place on record its appreciation for the valuable services rendered by
its entire workforce.
PARTICULARS OF EMPLOYEES
The Company had no such employee on its payroll covered under section
217 (2-A) and therefore Section 217(2-A) of the Companies Act, 1956 is
not attracted.
CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT
Details of Energy Conservation & technology Absorption and Research and
Development [Required as per the Companys (Disclosure of particulars
in the report of the Board of Directors) Rules,1988] are given in
Form-A and Form-B.
FOREIGN EXCHANGE AN EARNINGS AND OUT GO
Earnings Rs. 577.53 Lacs
Out go NIL
ACKNOWLEDGMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co-opration received from the Bankers, Financial
Institutions, Government Authorities, Customers, Vendors. The directors
also wish to express their gratitude to the Shareholders for their
continued faith in the Company. The Directors also wish to take place
on record their deep sense of appreciation for committed services of
Executives, Staff and workers of the Company.
For and on behalf of the Board of
Place : Shapar (Dist. : Rajkot) Gujarat Intrux Limited
Date : 30,th July, 2010
Raman D. Sabhaya
(Chairman)
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