DIRECTORS' REPORT
To,
The Members,
Your Directors are glad to present the Annual Report of the Company and Audited
Accounts along with Auditors Report for the year ended 30th June, 2012.
FINANCIAL RESULTS
(Rs. in Lacs)
| Particulars |
2011-12 |
2010-11 |
| Total Income |
67644.89 |
57902.93 |
| Profit before depreciation, interest and tax |
10993.04 |
8331.07 |
| Less: Depreciation |
1281.96 |
1104.21 |
| Interest |
3975.61 |
2742.79 |
| Profit before tax |
5735.47 |
4484.07 |
| Less: Provision for taxation |
1211.40 |
678.63 |
| Profit after tax |
4524.07 |
3805.44 |
| Earnings Per Share |
17.29 |
14.54 |
OPERATIONAL REVIEW
We take pride to inform you that, in the span of 7 years by introducing a Plethora of
Products, under 3 brands - "AMAR", "SMILES" and "FRESH
SMILES" in Domestic and International markets and by taking a plunge into Premium
Luxury Cosmetic Products your Company has taken another upward step towards success and
has achieved the Total Income of Rs. 67644.89 Lacs in the year 2011-12 as compared to Rs.
57801.18 Lacs in previous year 2010-11, thereby reflecting as growth of 16.82% in the year
2011-12 as compared to previous year 2010-11. The Turnover, PAT and PBDIT of the Company
is also on upward graph and is representing growth. The Turnover of Rs. 67437.08 Lacs
registered in the year 2011-12 as compared to Rs. 57801.18 Lacs in previous year 2010-11,
reflected growth by 16.67 % compared to previous year. The Company's PAT grew by 18.88 %
as compared to previous year. The PBDIT of the Company was on high rise with an excellent
growth by 37.99 % as compared to previous year.
The uninterrupted success is the result of extended contribution and co-operation from
Consumers, Bankers & Institutions, Distributors, Super Stockist, C & F Agents, 3
Ultra Modern Plants located 2 at Daman and 1 at Dehradun, and our Brands.
The management has also given tremendous support to the Company with their expertise in
respective fields which has helped the Company to grow in this yet another year.
However, the management is of the view that, the economy is expected to face pressure
due to increase in raw material costs, high labor cost and increased packing material
costs, and hence will put in additional efforts in curtailing the costs to maintain the
bottom line.
Skin Care and Hair Care have always been a rage and consumers are willing to spend more
part of their earnings towards luxurious lifestyle, thereby spending on Premium Cosmetics,
SPA treatments and Personal Care. Our firm, The Nature's Co. has been engaged into
fulfilling consumer demands and has successfully served variety of consumers with its
existing 9 Stores located at Premium Malls. The upward demand curve and outstanding
response from consumers has motivated The Nature's Co. to launch additional 3 stores in FY
2011-12 - 1 at Bangalore- Phoenix Market City, 2nd at Mumbai - Infinity Mall 2, Malad and
3rd at Mumbai - R-City Mall, Ghatkopar. Mumbai has always been a centre for consumers
intending to live a luxurious lifestyle, thus supported by huge consumer demand and high
purchasing power, TNC launched total 3 stores in Mumbai in span of 3 years.
The Nature's Co.(TNC) has used the web to its advantage for not just branding and
promoting but also selling. The Nature's Co. website is doing excellent online sales and
has become a virtual store by itself. It's Facebook page also has more than 17,000
no of Followers following each product and activity of TNC extremely closely.
The Nature's Co, during the year launched many Festive Packages like- Mother's Day
Package, Dassehra Package, Diwali Packages and such other packages for various other
festivals and events. All these activities have helped in increasing the consumer base for
our Luxury Cosmetic brand.
CREDIT RATINGS
During the year 2011-12, the Long Term Credit Rating of the Company assigned by CARE,
was "CARE A" and Short term Rating was PR1.
DIVIDEND
The management of the Company is foreseeing tremendous pressure on margin due to
increasing input cost. The economy slowdown might also affect expansion, Sales and
Profitability. Therefore, the management has decided to conserve the funds and not declare
dividend for the Financial Year ended 30th June 2012.
CONSOLIDATED FINANCIAL STATEMENTS AND SUBSIDIARY COMPANY
In accordance with the Accounting Standard 21 on Consolidated Financial Statements
issued by Institute of Chartered Accountants of India, your Directors provide the Audited
Consolidated Financial Statements in the Annual Reports.
Ministry of Corporate affairs, Government of India (MCA) has on 8th February, 2011
issued directions through general circular, exempting Holding Companies from attaching
specified particulars of its Subsidiary Companies with Balance Sheet of holding Company.
The directions have been issued by MCA in terms of Section 212(8) of the Companies Act,
1956.
The annual accounts of the Subsidiary Companies and the related detailed information
shall be made available to shareholders of the holding subsidiary and Subsidiary Companies
seeking such information at any point of time at the registered office of the Company.
MANAGEMENT DISCUSSION AND ANALYSIS
"Management Discussion and Analysis report" as required under the Listing
Agreements with the Stock Exchanges has been furnished separately in this Annual Report.
LISTING AT STOCK EXCHANGE
The equity shares of the Company continued to be listed on the Bombay Stock Exchange
and the National Stock Exchange of India Ltd. The Annual Listing fees for the year
(2011-12) have been paid to these Stock Exchanges.
FIXED DEPOSITS
The Company has not accepted any deposit within the meaning of Section 58A of the
Companies Act 1956, from the public during the year under review.
INSURANCE
The assets of the Company including Buildings, Plant & Machinery, Stocks, etc. have
been adequately insured.
INDUSTRIAL RELATIONS
The Employees and Workmen of the entire Company form basis for the infinite success of
the Company and hence the Directors express their gratitude towards the dedication,
support, enthusiasm, and hard work of the employees.
PARTICULARS OF EMPLOYEES
None of the employees are getting the remuneration exceeding the Rs. 5.00 Lacs per
month hence so disclosures of particulars of employees are not given.
DIRECTORS
In accordance with the provisions of the Companies Act, 1956 and the Articles of
Association of the Company, Mr. Pravin N. Shah, Mr. Dilip S. Mehta and Mrs. Preeti A.
Patel, Directors of the Company are liable to retire by rotation at the ensuing Annual
General Meeting and being eligible have offered themselves for re-appointment.
AUDITORS
M/s. Shyam C. Agrawal & Co., Chartered Accountants, retire as Auditor of the
Company at the conclusion of ensuing Annual General Meeting and have confirmed their
eligibility and willingness to accept the office of Auditors, if re-appointed.
Accordingly, the said Auditors may be reappointed as Auditors of the Company at the
forthcoming Annual General Meeting.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges a separate
section titled "Corporate Governance" has been included in this Annual Report.
CONSERVATION OF ENERGY RESOURCES, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS
AND OUTGO
As required u/s. 217(1)(e) of the Companies Act, 1956, read with the Companies
(Disclosure of particulars in report of Board of Directors) Rules, 1988, the particulars
in respect of conservation of Energy Resources, Technology Absorption and Foreign Exchange
Earnings & Outgo are set out in the Annexure I to the Directors' Report.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to provisions of section 217(2AA) of the Companies Act, 1956 your Directors
confirm that:
i) In the preparation of the annual accounts, the applicable accounting standards have
been followed, along-with proper explanation to material departure, wherever applicable;
ii) 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 as at 30th June, 2012 and of
the profit for the year ended on that date;
iii) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 1956
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;
iv) The Directors have prepared the annual accounts for the financial year ended 30th
June, 2012 on a going concern basis.
ACKNOWLEDGEMENTS
The Board of Directors would like to thank and appreciate all its Employees who have
contributed towards the success of the Company. The Directors are also grateful to the
Government, Statutory Authorities, Shareholders, Banking & Financial institutions,
Consumers, Suppliers and Business Associates for their support and co-operation put forth
for the Company's excellent growth.
|
BY ORDER OF THE BOARD OF DIRECTORS |
|
FOR AMAR REMEDIES LIMITED |
|
SD/- |
| PLACE : MUMBAI |
SAGAR P. SHAH |
| DATE : 28TH NOVEMBER, 2012 |
MANAGING DIRECTOR |
ANNEXURE I TO THE DIRECTORS’ REPORT
Additional information as required under the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1988
FORM A
PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY
The operations of the Company are not energy intensive. However, all the necessary
steps are taken to use the energy conservatively. Measures introduced include preventive
maintenance programme for all electrical and mechanical equipments.
A. Average Power and Fuel consumption:
| Particulars |
2011-12 |
2010-11 |
| Power and Fuel - Purchased: |
|
|
| Units |
9237439 |
8174725 |
| Total amount (Rs. in Lacs) |
345.48 |
305.73 |
| Average rate/ Unit Rs. |
3.74 |
3.74 |
FORM B
TECHNOLOGY ABSORPTION: NOT APPLICABLE
FORM C
(Rs. in Lacs)
| EARNINGS & OUTGO |
2011-12 |
2010- 2011 |
| A. Earnings: Realisation value of Exports |
2728.86 |
801.82 |
| B. Outgo : CIF Value of Import and other expenses |
19.08 |
8.73 |
| TOTAL |
2747.94 |
810.55 |
|
BY ORDER OF THE BOARD OF DIRECTORS |
|
FOR AMAR REMEDIES LIMITED. |
|
SD/- |
| PLACE : MUMBAI |
SAGAR P. SHAH |
| DATE : 28TH NOVEMBER, 2012 |
MANAGING DIRECTOR |
|