DIRECTORS` REPORT
To,
The Members,
Sybly Industries Limited
Your Directors have pleasure in presenting the 24th Annual Report along with the
Audited Statement of Accounts of the company for the financial year ended 31st March,
2012.
| FINANCIAL HIGHLIGHTS : |
Current Year |
Previous Year |
|
(Rs.in Lacs) |
(Rs.in Lacs) |
| Sales & Receipt from Operations |
7725.37 |
6757.49 |
| Other Income |
325.76 |
20.38 |
| Operating Profit before Interest & Depreciation |
365.47 |
225.64 |
| Less : Interest |
234.27 |
232.45 |
| Gross Profit/(Loss) |
131.20 |
(6.81) |
| Less : Depreciation |
292.49 |
296.56 |
| Net Profit for the Year |
(161.29) |
(303.37) |
| Less : Provision for Current Tax |
- |
- |
| Provision for Deferred Tax |
(50.27) |
(87.33) |
| Profit /(Loss) after Tax |
(111.02) |
(216.04) |
| Add : Balance Brought Forward |
(395.85) |
(174.90) |
|
(506.87) |
(390.94) |
| Less : Appropriation |
5.82 |
4.91 |
| Balance Carried Over to Balance Sheet |
(512.69) |
(395.85) |
DIVIDEND
Due to loss during the year your directors have not proposed any dividend.
PERFORMANCE
Your Company is trying to overcome from setback of earlier global economic meltdown and
has booked turnover increasing by 14% from the previous year. Your directors hope for
better results in the coming financial year. No material change has occurred since the
date of the Balance Sheet and the date of this report, which has any adverse effect on the
working of the Company.
FUTURE OUTLOOK
After deep slowdown industrial growth is on increasing trend. The demand for Company`s
products is also increasing. As per available indicators the current year may bring
material changes towards upward trends. Your management is hopeful for better performance.
PUBLIC DEPOSITS
Your Company has not accepted any deposits within the meaning of Section 58A of the
Companies Act, 1956, and the rules made thereunder.
SUBSIDIARY COMPANY
M/s. Sybly International FZE, Sharjah (UAE) is the wholly owned subsidiary of the
company.
As per provisions of Section 212, the Statement of Accounts of the wholly owned
subsidiary company is attached with the Balance Sheet of the Company.
AUDITOR`S REPORT
There is no adverse qualification in the Auditor`s Report.
AUDITORS
M/s. V. S. Gupta & Company, Chartered Accountants, Meerut, Statutory Auditors of
the Company hold office until the conclusion of the ensuing Annual General Meeting. The
Company has received letter from them to the effect that their appointment, if made, would
be within the limits prescribed U/s 224(1B) of the Companies Act, 1956. Accordingly, M/s.
V. S. Gupta & Company, Chartered Accountants, are required to be reappointed as
Statutory Auditors of the Company at the ensuing Annual General Meeting. Their appointment
has also been recommended by the Audit Committee.
DIRECTORS
Mr. M. C. Mittal will retire at the ensuing Annual General Meeting of the Company and
being eligible, offer himself for reappointment. Your directors recommend his
reappointment.
Mr. Lallan Tripathi was appointed as an additional independent director w.e.f.
01.06.2012 by the Board.
Mr. Nishant Mittal was appointed as an additional executive director w.e.f. 28.08.2012
by the Board.
Mr. M.K. Gupta resigned form the Board w.e.f. 01.06.2012. Board would like to place on
record its appreciation for the valuable services rendered during his period.
DIRECTOR`S RESPONSIBILITY STATEMENT
The Board of Directors of your Company state :
i) that in the preparation of the annual accounts, the applicable accounting standards
had been followed;
ii) that 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 loss of the Company for that period;
iii) that the directors had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 1956,
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities.
iv) that the directors had prepared the annual accounts on a going concern basis.
AUDIT COMMITTEE
The Audit Committee has met and reviewed the financial statements for the financial
year ended 31.03.2012 and has not given any adverse observations. It has also recommended
the re-appointment of M/s. V. S. Gupta & Co., Chartered Accountants as statutory
auditors of the Company. Mr. V. P. Mittal ceased to be a member consequent upon his sad
demise on 16.05.2011. Mr. M. C. Mittal, Mr. Mahendra Kumar Gupta and Mr.Virendra Pratap
Mishra are the members of the audit committee. Mr. Virendra Pratap Mishra is the Chairman.
COST AUDITOR`S APPOINTMENT
The Department of Company Affairs has, vide its letter No.52/761/CAB-2000 dated
10.08.2000, ordered to get the cost accounts of the Company audited. Your directors have
appointed M/s. M. K. Singhal & Co., Cost Accountants as the Cost Auditors of the
Company for the financial year 2012-2013.
CORPORATE GOVERNANCE
As per clause 49 of the listing agreement with Stock Exchange, Management discussion
& Analysis Report and Corporate Governance Report is annexed & form part of the
Director`s Report.
PARTICULARS OF EMPLOYEES
There was no employee receiving remuneration during the year in excess of limits
prescribed u/s 217 (2) (a) of the Companies Act, 1956, and the relevant rules made there
under.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO
The prescribed details as required u/s 217(1)(e) of the Companies Act 1956 read with
Companies (Disclosures of Particulars in the Report of Board of directors) Rules 1988, are
set out as per Form `A` & Form `B` annexed herewith.
EMPLOYEES RELATIONS
The industrial relations continued to be cordial and harmonious. Your directors wish to
place on record the appreciation for the devoted services rendered by the Workers, Staff
and executives of the Company at all levels and other employees who have contributed to
the efficient and successful management of the Company.
LISTING
The Equity Shares are listed at Bombay Stock Exchange Ltd. Your Company is regular in
paying listing fee to BSE.
ACKNOWLEDGEMENT
Your directors take this opportunity to offer their sincere thanks to various
departments of the Central and State Governments, Financial Institutions, Banks and
Investors for their unstinted support, assistance and valuable guidance.
| Place: Muradnagar |
By Order of the Board |
| Date : 28th August, 2012 |
For Sybly Industries Limited |
| Registered Office: |
|
| Pawan Puri, Near Canal |
Sd/- |
| Muradnagar. 201206 |
Satya Prakash Mittal |
| Distt. Ghaziabad (U.P.) |
Chairman |
ANNEXURE TO DIRECTORS REPORT
FORM - A
DISCLOSURE OF PARTICULARS IN RESPECT TO CONSERVATION OF ENERGY :
| A. POWER & FUEL CONSERVATION |
CURRENT YEAR |
PREVIOUS YEAR |
| 1. ELECTRICITY : |
|
|
| (A) Purchased : |
|
|
| Units |
3787936 |
3978687 |
| Total Amount (Rs.) |
20159279 |
20603521 |
| Average Rate Per Unit |
5.32 |
5.18 |
| (B) Own Generation : |
|
|
| Through Diesel Generator: |
|
|
| Units |
332677 |
415554 |
| Units Per Ltr. of Diesel/Oil |
3.77 |
3.75 |
| Cost Per Unit |
9.80 |
9.12 |
| 2. FIRE WOOD/DRY BAGGAS, KHOI, RICE HUSK : |
|
|
| Quantity (M.T.) |
- |
- |
| Total Cost (RS.) |
- |
- |
| Rate Per M.T. |
- |
- |
| Consumption Per Unit of Production : |
|
|
| Production (M.T.) |
1603.582 |
2161.507 |
| Electricity & Generator (Unit/Kg.) |
2.57 |
2.03 |
| Compressor Furnace Oil (Ltr.) |
Nil |
Nil |
| Coal & Fire Wood/Dry Baggas, Khoi, Rice Husk (Kg.) |
Nil |
Nil |
| FORM B |
|
|
| DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION : |
|
|
| 1. Research & Development |
|
|
| (i) Specific area in which R & D carried out by the Company |
Nil |
Nil |
| (ii) Benefits desired as a result of the above R & D |
Nil |
Nil |
| (iii) Future plan of action |
Nil |
Nil |
| (iv) Expenditure of R & D : |
|
|
| (A) Capital |
Nil |
Nil |
| (B) Recurring |
Nil |
Nil |
| (C) Total |
Nil |
Nil |
| (D) Total R & D Expenditure |
Nil |
Nil |
| 2. TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION : |
|
|
| (A) Efforts in brief, made towards technology absorption, adoption and innovation |
Nil |
Nil |
| (B) Benefits desired as a result of the above efforts e.g. product improvement, Cost
Reduction, Product Development, Import Substitution etc. |
Nil |
Nil |
| 3. PARTICULARS OF IMPORTED TECHNOLOGY IN THE LAST 5 YEARS |
Nil |
Nil |
| 4. FOREIGN EXCHANGE EARNING AND OUTGO |
Rs. In Lacs |
Rs. In Lacs |
| (a) Expenditure in Foreign Currency |
Nil |
Nil |
| (b) Earning in Foreign Exchange: |
|
|
| Interest Income |
Nil |
Nil |
| Place: Muradnagar |
By Order of the Board |
| Date : 28th August, 2012 |
For Sybly Industries Limited |
| Registered Office: |
|
| Pawan Puri, Near Canal |
Sd/- |
| Muradnagar. 201206 |
Satya Prakash Mittal |
| Distt. Ghaziabad (U.P.) |
Chairman |
??? |