| The Directors have great pleasure in presenting the 35th Annual
Report together with the Audited Accounts for the year ended on
March31, 2012.
CONSOLIDATED FINANCIAL RESULTS
Year Ended Year Ended
Particular 31.03.2012 31.03.2011
Amt in Rs. Amt in Rs.
Sales & Other Income 7,469,964,698 6,591,044,638
Less: Expenditure 7,444,264,823 6,556,446,580
Depreciation 1,256,190 2,311,656
Profit/(Loss) before tax and
appropriations 25,429,875 32,286,402
Profit/(Loss) after tax 16,556,119 20,449,411
Add: Balance brought forward
from Previous year 19,342,999 10,431,656
Surplus carried to Balance Sheet 35,899,118 19,342,999
DIVIDEND
With a view to conserve the resources of the company the Board of
Director's have not recommended any dividend for the year ended 31st
March, 2012.
OPERATIONS
The Company is presently trading in broad range of steel products,
including C.R. Coils & Sheets, C.T.D. Bars, H.R. Sheets & Plates and
Hot Rolled Steel Plates, In got irons M.S.Plates, Angles, Channels,
Chequered Plates, Wires, T.M.T Bars, Rebars and Tor Steel, Stainless
Steel and other Alloy Steels and had a good year in terms of turnover
and performance. The Company has already established factory at valsad
and would be starting manufacturing activity shortly.
The turnover of the Company rose from Rs. 6,587,997,822/- in the
previous year to Rs. 7,465,034,795/
- in the year under review. However the Profit after tax substantially
decreased from Rs. 20,449,411/
- in the previous year to Rs.16,556,119/- for the year ended March31,
2012.
CAPITAL
The Company's present paid up capital stands at Rs.33,00,00,000/-
comprising 3,30,00,000 equity shares of Rs. 10/- which is listed on
Bombay, Ahmedabad and Hyderabad Stock Exchange.
BOARD OF DIRECTORS
The Board of Director's of the Company is duly constituted and has a
combination of Executive and Non- executive directors.
Mrs. Bhavna Mehta, Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible offer herself for
re-appointment.
SUBSIDIARIES
Your company has the following two wholly-owned subsidiaries namely
M/s.Karma Commodities Ltd., M/ s.KIL Infrastructure Ltd. And a
Associate Group Concern M/s. Karma Stock Trade Limited where company
holds 44% of Paid up share capital of the company.
1. KIL Infrastructure Limited which was incorporated to carry out the
business of construction, development, repairing, roads, path, streets,
bridge etc.
2. Karma Commodities Limited was incorporated to do the business of
commodity trading with the Commodity Exchanges. The Company in is the
process of starting its operations shortly. The Company has taken
membership of MCX /NMCE /ICEX /Reliance Spot Exchange. The Company has
also applied for the Membership of NCDEX & NCDEX Spot.
3. Karma Stock Trade Limited which was incorporated to carry out the
business as share and stock broker, sub-broker, finance broker, dealer,
jobber, market maker, portfolio manager, underwriter, sub-underwriter,
dealers or broker or agent in any shares, securities, financial
instruments, capital market money market instruments of all kinds.
However the company has not started its operations yet and is in the
process of starting its operations. The Company has applied for Deposit
Base Trading Membership of BSE and also Membership of NSE.
The Consolidated financial Statements of the subsidiaries are attached
with the Annual Report.
CORPORATE GOVERNANCE
The Company has taken proactive steps to ensure that the conditions of
Corporate Governance stipulated in Clause 49 of the Listing Agreement
with the Stock Exchange are complied with. A separate report on
Corporate Governance together with Auditor's Certificate on its
compliance is included in the Annual Report.
DIRECTORS RESPONSIBILITYSTA TEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors
confirm that:
1] In the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanations relating to
material departures.
2] Appropriate accounting policies have been selected and applied,
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at the March 31, 2012.
3] 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.
4] The Annual Accounts have been prepared on a going concern basis.
AUDITORS
M/s. AMD & Co., Chartered Accountants, the retiring Auditors have
expressed their willingness to be re- appointed. It has been proposed
to reappoint M/s. AMD & Co., Chartered Accountants as Auditors of the
Company. The Company has received a Certificate from them that they are
qualified under Section 224 (1) of the Companies Act, 1956 for
appointment as Auditors of the Company. Members are requested to
consider their appointment at a remuneration to be decided by the Board
of Directors for the financial year ending March 31, 2012 as set out in
the Notice convening the Meeting.
AUDITORS' OBSERVA TIONS
The observations of the Auditors contained in their Report regarding
the non-payment of dividend of 99,00,000 till date which was approved
by the shareholders in Annual General Meeting for F.Y 2010-11. The
Company is taking necessary steps during the current year to pay the
dividend to those shareholders who has not received.
AUDITCOMMITTEE
In accordance with the provisions of the Section 292A of the Companies
Act, 1956 and the Corporate Governance requirements as per the Listing
Agreement of the Company, the Audit Committee comprises of the
following Directors viz., Mr. Hemang Sampat, as Chairman, Mr. Rajesh
Mehta and Mr. Mahesh Jethva as members. The Audit Committee acts in
accordance with the terms of reference specified from time to time by
the Board.
PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company has taken effective steps to conserve and minimize power
and fuel consumption and has also installed capacitor for minimizing
the power consumption. No Technology was imported during the year by
the Company. The Company has not exported or imported any goods during
the year. Therefore Foreign Exchange Earning and Outgoing is NIL.
PARTICULARS OF EMPLOYEES
None of the employees of the Company come within the purview of the
information required u/s 217[2A] of the Companies Act, 1956 read with
the Companies [particulars of Employees] Rules,1975 as amended from
time to time.
RESEARCH & DEVELOPMENT
The Company has been arduously working to improve the R&D so as to
provide quality and value for money to the customers in keeping with
market trends.
FIXED DEPOSITS
Your Company has not accepted any deposit within the meaning of Section
58A of the Companies Act, 1956 from Public and the rules made there
under.
SAFETY, ENVIRONMENTAL CONTROL AND PROTECTION
The Company has taken all the necessary steps for safety and
environmental control and protection. ACKNOWLEDGMENT
The Directors wish to convey their appreciation to the Company's
Shareholders, Customers, Suppliers, Bankers, and Distributors for their
support they have given to the Company over the past years and the
confidence, which they have reposed in its management and the employees
for the commitment and dedication shown by them.
For and behalf of the Board of Directors
Karma Industries Limited
Sd/-
Rajesh Mehta
Managing Director
Registered Office
KARMA INDUSTRIES LIMITED
H Wing, Office No. 131,
Raj Arcade, Mahavir Nagar,
Kandivali West,
Mumbai -400067
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