1 PMA Board Report 2012 DIRECTORS' REPORT TO THE SHAREHOLDERS -----------------------------------------------------Dear Shareholders, Your Directors present herewith the 111th Annual Report along with Audited Statement of Accounts of The Pratap Spg. Wvg. & Mfg. Co. Ltd., for the Accounting Year ended on 31st March, 2012, together with the Report of auditors thereon. 1. PROFITABILITY: (Rupees in’000) PARTICULARS Sales Other Income Gross Profit/(Loss) before – Interest & Depreciation Interest Depreciation Net Profit/(Loss) for the year Previous Year's Adjustment Income/(Expenditure) Net Profit/(Loss) for the year transferred to the Balance Sheet 2011-12 0 1005 (78) 2010-11 0 796 615 0 1 (79) 0 0 1 614 0 (79) 614 Your Company during the year made net Loss of Rs.79 thousand as compared to net Profit of Rs.614 thousand for the previous Year. Though there were no production/sales activities during the year, the net profit represents miscellaneous receipt on account of sale of scrap shed. The administrative cost and other expenditure incurred by the Company are towards its closure activities. The Company could maintain the administrative expenses at Rs.98 thousand as compared to Rs.181 thousand during the year. 2. PROCEEDINGS BEFORE THE COMPANY COURT IN THE MATTER OF CONFIRMATION OF WINDING-UP ORDER PASSED BY BIFR/AAIFR : As already informed the AAIFR vide its order dated 11-4-2000 has confirmed the Opinion of the BIFR for the winding-up of the Company. However the Winding up proceedings have not yet commenced before the High Court. 3. FINANCE: The day to day financial requirements of the Company are being met out of other income and the excess requirements are being arranged by MSTC, the holding Company. 4. DIRECTORS: During the year under report MSTC, your holding company nominated Shri S Y Kursange, Joint Secretary (Textiles) and Director MSTC as Director on the Board of the Company w.e.f. 23.06.2011 in place of Shri K V Jadhav, Dy Secretary (Textiles) and Director and Shri R. N. Shingare IAS as Director on the Board of the Company w.e.f. 17.01.2012 in place of Shri Atul Patne IAS. Your Directors place on record its deep appreciation for services rendered by Shri Atul Patne and Shri K V Jadhav during their tenure as Directors. 5. AUDITORS : The Comptroller and Auditor General of India, New Delhi, have appointed M/s. Kawadia Parakh & Associates, Chartered Accountants, Jalgaon, as the Statutory Auditors for auditing the Company's Accounts for the year under report. 2 PMA Board Report 2012 6. THE AUDIT COMMITTEE OF THE BOARD : The Audit Committee of the Board as appointed under Section 292 (A) of the Companies Act has been functioning regularly through its meetings. 7. DIRECTORS RESPONSIBILITY STATEMENT : The Board of Directors of the Company confirms: i. that in the preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure; ii. that the selected accounting policies were applied consistently and the directors 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 March 31, 2012 and of the loss of the Company for the year ended on that date; iii. that proper and sufficient care has been taken 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. that subject to closure of the Mill of the Company the annual accounts have been prepared as a non-going concern basis. 8. OTHER INFORMATION : Information pertaining to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is NIL during the year as also for the previous year. None of the employee of the Company has been paid salary in excess of limit prescribed under the Companies (Particulars of Employees) Rules, 1975. 9. ACKNOWLEDGEMENT : Your Directors take this opportunity to thank the Government of Maharashtra, MSTC for their help support and guidance from time to time. For and on behalf of the Board of Directors Sd/(Samir K Biswas ) MANAGING DIRECTOR Place: Mumbai Date: 29th June, 2012. Sd/(S Y Kursange) DIRECTOR