Nirman Cements Ltd.-இன் இயக்குநர் அறிக்கை

Mar 31, 2012

To The Members of Nirman Cements Limited

The hereby present the eleventh Annual Report of the company together with the Audited Statements of Account for the year ended 31st March 2012.

FINANCIAL HIGHLIGHT:

The Financial and operational results of the company for the year under review as compared to the previous year are furnished here under:-

Rs. In Lacs Rs. In Lacs For the year for the year Ended 31.03.12 ended 31.03.11

Turnover 141.99 182.56

Other Income 22.73 83.69

Profit before interest,Dep. Tax 32.78 90.21

Less: Interest 39.01 18.53

Depreciation 42.85 38.86

Income Tax & FBT 1.35 --

Profit for the year (-) 50.42 32.80

Add: Balance b/f from previous year (-) 47.12 (-) 79.93

Balance Carried to Balance Sheet (-) 97.54 (-) 47.12

DIVIDEND

Considering the overall performance of the company and the market outlook for the coming year, your directors express their inability to recommend any dividend.

REVIEW OF PERFORMANCE

The result of the current year has not been satisfactory due the factors / details given below: -

1. Over supply cement position and weak sentiment in cement market.

2. Increase in cost of clinker and electricity.

3. Cut throat competition by large scale company.

PROSPECTUS

The coming year may be emerging to be the bright as the central Government as well as state government is focusing on the development of the infrastructure that will in turn boost up the cement market.

DIRECTORS

Sri Sunil Kumar Khemka, Director whose office expires on the date of ensuing Annual General meeting but has offered himself for reappointment.

PUBLIC DEPOSITS

The company has not accepted any deposit from public during the year under reviews.

DIRECTOR''S RESPONSIBILITY STATEMENT

Your directors would like to inform members that the audited accounts containing the financial statements for the year 201-12 are in conformity with requirements of the Companies Act and they believe that the financial statement reflect fairly, the form and substance carried out during the year, and reasonably present company''s financial condition and result of the operations. These financial statements have been audited by the statutory auditors, ALOK JAIN & CO., Chartered Accountants, Patna.

Based on the same and as per section 217 (2AA) of the Companies Act, 1956 your Directors State:-

1. That in the preparation of the annual accounts, the applicable accounting standards have been followed and no material departure has been made from the same.

2. That your Directors have selected such accounting policies and applied them consistently and made judgment 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.

3. That your 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 your company and for preventing and detecting fraud and other irregularities.

4. That your directors have prepared the annual accounts on a going concern basis.

CORPORATE GOVERNANCE REPORT

A separate report on "Corporate Governance" is annexed herewith forming a part of Annual Report of the company in terms of compliance of requirement of clause 49 of the Listing Agreement of stock exchange.

AUDITORS

M/S ALOK JAIN & CO., Chartered Accountants retires at the forthcoming Annual General Meeting and being eligible, offers themselves for reappointment for the year 2012-13 which we recommend.

CASH FLOW STATEMENT

A cash flow statement for the period ended 31-03-2012 is annexed herewith forming a part of Annual Report in compliance with the requirement of clause 32 of the listing agreement of Stock Exchanges.

PARTICULARS OF EMPLOYEES

Pursuant to section 217 (2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules 1975 as amended, particulars of employees have not been given as no employee was in receipt of remuneration exceeding the limits specified there under.

PARTICULARS REGARDING CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO.

The information required under section 217 (1) (e) of the Companies Act, 1956 read with companies (Disclosure of particulars in the Reports of the Board of Directors) Rules, 1988 with respect to energy consumption is appended hereto and forms part of this report. The company has neither earned nor spend foreign exchange during the year. No new technology has been imported. Company has not undertaken any research and development activities.

ANNEXURE TO DIRECTORS REPORT Power & Fuel Consumption

Electricity (Purchased)

Units (KWH)

Amount (Rs.) AS PER ANNEXURE

Rate per Unit (Rs.)

Production (Bags)

LISTING

Equity shares of the company are listed with Bombay Stock Exchange and listing fees have been paid to above stock exchanges and trading of shares has not been suspended anytime during the year under review.

ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation of the assistance and co-operation extended to the company by Commercial Banks, Government of India, Shareholders and all others whose continued support has been a source of strength to the company. Your Directors also wish to place on records their appreciation for sincere contribution and high level commitment of employees of all levels.



For and on behalf of the Board of Directors





Sd Place: Patna (S.K.Khemka) Date: 04.06.2012 Director

---

Mar 31, 2010

To The Members of Nirman Cements Limited

We hereby present the tenth Annual Report of the company together with the Audited Statements of Account for the year ended 31st March 2010.

FINANCIAL HIGHLIGHT:

The Financial and operational results of the company for the year under review as compared to the previous year are furnished here under:-

Rs. In Lacs Rs. In Lacs For the year for the year Ended 31.03.09 ended 31.03.10

Turnover 313.16 295.59

Other Income 86.8 11.52

Profit before interest, Dep. Tax 100.80 89.13

Less: Interest 36.53 13.07

Depreciation 35.13 37.39

Income Tax 00.06 --

Profit for the year 29.13 20.68

Add: Balance b/f from previous year (-) 129.52 (-) 100.61

Balance Carried to Balance Sheet (-) 100.44 (-) 79.93

DIVIDEND

Considering the overall performance of the company and the market outlook for the coming year, your directors express their inability to recommend any dividend.

REVIEW OF PERFORMANCE

The result of the current year has not been satisfactory due the factors / details given below: -

1. Over supply cement position and weak sentiment in cement market.

2. Increase in cost of clinker and electricity.

3. Cut throat competition by large scale company.

PROSPECTUS

The coming year may be emerging to be the bright as the central Government as well as state government is focusing on the development of the infrastructure that will in turn boost up the cement market. DIRECTORS.

Sri Sunil Kumar Khemka, Director whose office expires on the date of ensuing Annual General meeting but has offered himself for reappointment. PUBLIC DEPOSITS

The company has not accepted any deposit from public during the year under reviews. DIRECTOR'S RESPONSIBILITY STATEMENT

Your directors would like to inform members that the audited accounts containing the financial statements for the year 2009-10 are in conformity with requirements of the Companies Act and they believe that the financial statement reflect fairly, the form and substance carried out during the year, and reasonably present company's financial condition and result of the operations. These financial statements have been audited by the statutory auditors, ALOK JAIN & CO., Chartered Accountants, Patna.

Based on the same and as per section 217 (2AA) of the Companies Act, 1956 your Directors State:- 1. That in the preparation of the annual accounts, the applicable accounting standards have been followed and no material departure has been made from the same.

2. That your Directors have selected such accounting policies and applied them consistently and made judgment 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.

3. That your 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 your company and for preventing and detecting fraud and other irregularities.

4. That your directors have prepared the annual accounts on a going concern basis.

CORPORATE GOVERNANCE REPORT

A separate report on "Corporate Governance" is annexed herewith forming a part of Annual Report of the company in terms of compliance of requirement of clause 49 of the Listing Agreement of stock exchange.

AUDITORS

M/S ALOK JAIN & CO., Chartered Accountants retires at the forthcoming Annual General Meeting and being eligible,

offers themselves for reappointment for the year 2009-10 which we recommend.

APPOINTMENT OF COMPANY SECRETARY

During the year under review the part time company secretary, Mr. Sachin Jaiswal has resigned. The company has since advertised for appointment of a new company secretary. However no application has received for the same till date.

However with the view to comply with the provisions of Sec 383A of Companies Act 1956, the company has obtained a compliance certificate from practicing company secretary.

CASH FLOW STATEMENT

A cash flow statement for the period ended 31-03-2010 is annexed herewith forming a part of Annual Report in compliance with the requirement of clause 32 of the listing agreement of Stock Exchanges.

PARTICULARS OF EMPLOYEES

Pursuant to section 217 (2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules 1975 as amended, particulars of employees have not been given as no employee was in receipt of remuneration exceeding the limits specified there under.

PARTICULARS REGARDING CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION, FOREIGN

EXCHANGE EARNINGS AND OUTGO.

The information required under section 217 (1) (e) of the Companies Act, 1956 read with companies (Disclosure of particulars in the Reports of the Board of Directors) Rules, 1988 with respect to energy consumption is appended hereto and forms part of this report. The company has neither earned nor spend foreign exchange during the year. No new technology has been imported. Company has not undertaken any research and development activities.

ANNEXURE TO DIRECTORS REPORT

Power & Fuel Consumption

2008-09 2009-10

Electricity (Purchased)

Units (KWH) 1490939 1573200

Amount (Rs.) 9267097 6544928

Rate per Unit (Rs.) 06.21 04.16

Production (Bags) 8944 8600

LISTING

Equity shares of the company are listed with Mumbai Stock Exchange and listing fees have been paid to above stock exchanges and trading of shares has not been suspended anytime during the year under review.

ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation of the assistance and co-operation extended to the company by Commercial Banks, Government of India, Shareholders and all others whose continued support has been a source of strength to the company. Your Directors also wish to place on records their appreciation for sincere contribution and high level commitment of employees of all levels.

For and on behalf of the Board of Directors

Place: Patna (S.K.Khemka)

Date: 04.06.2010 Director