1 MINUTES OF THE 312th MEETING OF THE BOARD OF DIRECTORS OF KERALA STATE HANDLOOM DEVELOPMENT CORPORATION LTD, KANNUR HELD ON 14-5-2015 AT 11 AM AT HEAD OFFICE OF THE CORPORATION AT KANNUR. Present: 1. 2. 3. 4. 5. 6. Sri. U.C. Raman, Chairman Sri. N. Lakshmanan Nambiar, Managing Director Sri. M.P. Salim, Director Prof. A.D. Mustafa, Director Sri. S. Ibrahimkutty, Director Sri. Abdullakunhi Cherkala, Director In Attendance: 1. Sri. Madhu. B, Company Secretary 2. Sri. Sunil Mathew.K, Finance Manager Sl Agenda No . 1 To read notice 2 Res.No Resolution . 7576 Read To grant leave of absence to the 7577 Leave of absence was granted to Sri. Sam. absentee Directors C. Itticheria, Sri. K.S. Rajagopal and Sri. K.M. Salim, Directors. 3 To read and confirm the Minutes of 7578 the 311th Read and confirmed. meeting of Board of Directors held on 21-1-2015. 4 To note the action taken on the 7579 The Board discussed the action taken on decision of 311th meeting of Board the decision of 311th meeting of Board of of Directors held on 21-1-2015. Directors held on 21-1-2015 and noted the same. 2 5 To record Circular Resolution No. 7580 The Board recorded the Circular Resolution 107 dt. 18-2-2015 No. 107 dt. 18-2-2015 which is reproduced below: Agenda: To renew the contract period of Sri. O.K. Sudeep, Dy. Marketing Manager, for a further period of 3 months or till a new Marketing Manager joins duty whichever is earlier. Resolution: The Board noted that applications have been invited for the post of Marketing Manager and the screening of applications is in progress In order to appoint a new Marketing Manager on regular basis, a Sub Committee of the Board has to conduct interview to select the eligible candidate based on the guidelines issued by RIAB regarding new appointments. The screening of the applications and interview may take some more time and in the meantime, the contract period of the existing Dy. Marketing Manager Sri. O.K. Sudeep will expire on 7-3-2015. services of Since a Marketing personnel is essential in the Marketing Dept and the appointment of a regular Marketing 3 Manager may take some more time, the Board Resolved to extend the contract period of Sri. O.K. Sudeep, Dy. Marketing Manager for further period of 3 months w.ef 8-3-2015 or till a regular Marketing Manager joins duty in the Corporation whichever is earlier. Further resolved to authorize Managing Director to issue necessary orders in this regard. 6 To record Circular Resolution No. 7581 The Board recorded the Circular Resolution 108 dt. 4-3-2015 No. 108 dt. 4-3-2015 which is reproduced below: Agenda: To consider giving on lease 4 cents of land for construction of a showroom for Palakkad Cluster. Resolution: The Board noted that Director of Handlooms & Textiles is providing funds for the construction of a showroom for Palakkad Cluster in the land owned by the Corporation Thiruvananthapuram. at Nemom, Since Palakkad Cluster is also being implemented by Hanveev and being the implementing agency, the leasing of land is only a 4 formality as it is not with an outsider. Therefore, the Board Resolved to authorize the Managing Director to lease 4 cents of land and the building constructed on the said land to Palakkad Cluster for a period of 15 years, 7 . To record Circular Resolution No. 7582 The Board recorded the Circular Resolution 109 dt. 25-3-2015 No. 109 dt. 25-3-2015 which is reproduced below: Agenda: To consider conducting exhibitions during Vishu 2015 rebate period and allowing 20% special discount during non-rebate days. Resolution: The Board noted that during 2014 Vishu season 9 days rebate was allowed from 5-42014 to 13-4-2014. This year also rebate is likely to be declared by the Govt. During Vishu season, the Corporation intends to conduct exhibitions at the following places from 31-3-2015 to 14-4-2015 for 15 days and as also likely that certain days during the period would be non rebate days. Kannur Region: 1. Police Maidan, Kannur (DIC Exhibition) 2. Police Maidan, Kannur (District Panchayat Exhibition) 5 3. Kozhikode (Dist. Industries Centre) Trivandrum Region: 1. Civil Supplies (Putharikandom Maidan) 2. LMS Compound, Palayam (Trivandrum) 3. Parvathi Mill Ground (Kollam) 4. DH Hall Ground Ernakulam During the previous year also, 20% discount was allowed by the Board during the nonrebate days. Further for getting Exhibition grant, prior approval of Director of Handlooms & Textiles is required for conducting exhibition. The Board therefore resolved to conduct exhibition at the following places. Kannur Region: 1. Police Maidan, Kannur (DIC Exhibition) 2. Police Maidan, Kannur (District Panchayat Exhibition) 3. Kozhikode (Dist. Industries Centre) Trivandrum Region: 1. Civil Supplies (Putharikandom Maidan) 2. LMS Compound, Palayam (Trivandrum) 3. Parvathi Mill Ground (Kollam) 4. DH Hall Ground Ernakulam 6 Further Resolved to authorize Managing Director to write to Director of Handlooms & Textiles for approval for conducting the exhibitions at the above places and also to allow 20% discount during non-rebate days. 8. To consider the approval of Annual 7583 The Board discussed the Budget placed Budget of the Corporation for the before the Board for the financial year financial year 2014-15 2015-16 and Resolved to approve the Budget of the Corporation for the financial year 2015-16 which is duly initialed by Managing Director and Finance Manager in all pages for the purpose of identification and forms part of the minutes. 9 To consider requesting Govt. of 7584 Resolved to request Director of Handlooms Kerala to sanction rebate & Textiles to release State Govt rebate of Rs.25,91,587.95 for Christmas rebate 2014. 10 To consider writing of the long 7585 pending Deferred amounts lying in the account of sundry creditors and sundry creditors for expenses of Head Office and Regional Offices 11 To consider writing of the long 7586 pending amounts lying Agency showrooms account. in the Deferred the sale during 7 12 To consider writing of long pending 7587 amount of Deferred nonoperative and unreconciled bank accounts , from the ledger 13 To consider writing of the long 7588 pending advance Deferred amount lying in the account without any transaction for years together 14 To consider writing of the long 7589 Deferred pending amount from the books of account of Head Office and Regional Offices lying in the Earnest Money Deposit ledger 15 To consider payment of Rs.70,104/- 7590 to M/s Global Village Syndicate towards Deferred Media releasing of Advertisement during 1997-98 16 To consider constituting a 7591 Resolved to constitute a Committee Committee for the selection and consisting of Chairman, Managing Director, appointment of Marketing Manager Sri. in the Corporation. Directors, M.P. Salim, Prof. A.D. nominee from Mustafa, Industries Department, nominee from RIAB subject expert for the and a purpose of conducting interview for the post of Marketing Manager on 6-6-2015 at 11 AM at the Head Office of the Corporation at Kannur, and for the selection of a suitable 8 candidate for the post of Marketing Manager in the Corporation. 17 To note the reply sent to the 7592 demand notice Corporation for of Board noted the same. Trivandrum remitting the building tax of Rs. 16,85,526/- of Trivandrum Cluster office under the Corporation. 18 To ratify the action of regularizing 7593 Ratified the action of regularizing the the service of Smt. Leela Amma as service of Smt. Leela Amma as Part Time part Sweeper w.e.f 1-1-2007 time Sweeper in the and also the Corporation and payment of arrears payment of arrears of Rs.57,771/- and of Rs. further noted that Smt. Leela Amma, Part Time Sweeper had retired on superannuation on 30-6-2010. 19 To consider the payment of wage 7594 The Board discussed the matter and arrears to the Workers of Kerala Resolved to follow the Govt. direction to be Garments Ltd as per the claim received in this regard. petitions filed before the Labour Court. 20 To consider giving reply as per Right 7595 The Board discussed the matter and to Information Act 2015 Resolved to authorize Managing Director to place the matter with the Board Resolution of Kerala Garments Ltd as this is pertaining to Kerala Garments Ltd. 21 To consider the Govt Order No. 7596 The Board discussed the matter and noted G.O(Rt) No.359/2015/ID dt. 2- that the resolution of the Board of 9 5-2015.giving additional charge of Directors of Kerala Garments Ltd is of General Manager of Kerala required in accordance with Companies Act Garments Ltd to the Company 2013, Secretary of Hanveev. Govt. order in this regard. However, only for taking further action on the Managing Director dissented to the above decision stating that this is a Govt. Order. 22 To consider filling up the vacancy 7597 Deferred. reserved for OEC, SC/ST candidates by NCA notification due to the nonavailability of these categories. 1 Additional Agenda The Board noted that the audit committee To consider the internal audit 7598 had perused the internal audit report for report for the 3rd quarter of the the 3rd quarter of the financial year 2014-15 financial year 2014-15 for Head Office, Regional Offices, Kannur and Thiruvananthapuram conducted by the internal auditors. The Board resolved to approve the internal audit report for the 3rd quarter of the financial year 2014-15 with the following observations of the Audit Committee. 1. The internal audit should be concentrated more on the period under review and it is not necessary to conduct review of prior long period as this is not relevant for the internal audit and the internal audit report is to be presented in such a 10 way so as to show the company’s performance during the period of review. 2. The periodic inspection should be conducted in showrooms and production centres on random basis by the Finance Inspection Wing. 2 To consider unifying appointment rules the 7599 Deferred. of Driver category in the Corporation in accordance with the PSC rules. 3 To consider the letter received from 7600 Deferred Sri. M.M. Khan regarding appointing M/s Vyshakh as consultant Engineer 4 5 To ratify the action of despatch of 7601 Board noted the details in Agenda and uniform clothes to M/s Tamilnadu ratified the action of re-dyeing of 33500 Coop.Textile Processing Unit, Erode, mts of uniform cloth at TCTP, Erode, for an for re-dyeing. approximate expense of Rs.7 lakhs. To consider empanelling Kochi 7602 The Board Resolved to include Kochi Coop. Coop. Medical College for getting Medical College in the empanelled list of medical reimbursement benefit to hospitals for the benefit of medical the employees of the Corporation. reimbursement to the employees of the Corporation. 6 To consider requesting Govt. of 7603 Resolved to request Director of Handlooms Kerala to sanction rebate & Textiles to release State Govt rebate of Rs.1,14,053.10 for the sale at National Handloom Expo, Kozhikode. 11 7 To consider fixing quantum of 7604 profit margin Deferred for trading in powerloom clothes. 8 To ratify the official tour of Sri. N. 7605 Board Resolved to accord expost facto Lakshmanan Nambiar, Managing approval to the tour undertaken by Sri. N. Director Lakshmanan Nambiar Managing Director from 20-1-2015 to 20-3-2015 as stated in the Annexure to the Agenda and signed by the Managing Director. 9 To consider the application 7606 Deferred submitted by Sri. S. Asokan, former Accounts Asst of the Corporation for settlement of the case before the Labour court, Kannur. 10 To consider showrooms renovation of 7607 The Board discussed the matter and Resolved to renovate 6 showrooms as detailed below, by inviting tenders through paper publication and following the rules in this regard. Kannur Region: 1. Showroom near Telephone Bhavan, Kannur. 2. Perambra 3. Vadakkacherry 4. Nilambur Trivandrum Region 1. Palode 2. Pazhavangadi 12 Further Resolved to authorize Managing Director to proceed accordingly. To consider constituting a 7608 Deferred committee for conducting interview for selection of Deputy Production Manager in the Corporation. 12 To consider submission of margin 7609 Resolved to submit application to Director money loan for raw-material Bank, of Handlooms & Textiles, for sanctioning as working capital assistance margin money loan of Rs.311.37 lakhs under Raw Material Bank for the financial year 2015-16 and Managing Director is authorized to submit the application in this regard. 13 To consider wage revision for the 7610 Deferred weavers of Trivandrum and Quilon Districts under Trivandrum Region 14 To consider details of pending cases 7611 Board noted the details of pending cases in in various Courts. various courts in the name of the Corporation and directed for the timely followup of the cases. Other Items 1 To consider approval for the 7612 The Board Resolved to approve the appointment of Internal Auditors appointment of Internal Auditors of the for the year 2015-16 Corporation for the financial year 2015-16 based on the previous year’s rate which is also agreed by them. The details are given below: 13 Kannur Head Office & R.O, Kannur: M/s Mohan & Mohan Associates, Chartered Accountant, C/30, Alfa Chamber, South Bazar, Kannur : Rs.60,000 p.a + S.T Thiruvananthapuram Regional Office: M/s Anandan & Sundaram, Chartered Accountant, 123, Sivakarthi, Sagar Nagar, Kaimanam, Thiruvananthapuram Rs.55,000/- p.a + S.T. 2 To consider the letter received from 7613 Deferred. the President, Desiya Neethi Vedi Since there was no other business for consideration, the meeting terminated at 12.30 PM with a vote of thanks to the Chair. CHAIRMAN