AFFLUENCE

The company is performing very well during the year and achieved a turnover of Rs. 158,76,88,177/- as compared to Rs. 137,94,02,075/- in the previous year. The board expects to achieve higher turnover this year.

(i) The steps taken or impact on conservation of energy The company is taking all possible steps to conserve the energy to the maximum extent. Further, the company is always installing such electrical devices which minimize the power consumption. (ii) The steps taken by the company for utilizing alternate sources of energy The company had installed a Wind Mill for generation of electricity in the previous year. (iii) The capital investment on energy conservation equipments Electrical installation for an amount of Rs. 4095043/-.

(i) The efforts made towards technology absorption The company is trying to absorb the latest technology by purchasing plant & machinery with latest technology. (ii) The benefits derived like product improvement, cost reduction, product development or import substitution Many benefits like cost reduction and product improvement are derived from use of latest technology.

D.P WIRES PRIVATE LIMITED
CIN: U27100MP1998PTC029523
16-18A, INDUSTRIAL ESTATE RATLAM
Madhya Pradesh 457001
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BOARD’S REPORT
To,
The Members,

Your directors have pleasure in presenting their 18th Annual Report on the business and operations of the company and the accounts for the financial year ended March 31, 2016.

1. Extract of Annual Return:

Pursuant to the provisions of Section 92(3) and Section 134 (3) (a) oftheCompaniesAct,2013read with rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in Form MGT 9 is attached herewith as Annexure I and forms part of this report.

2. Number of meetings of the Board of directors:

During the financial year total 8 (13.06.2015, 04.09.2015, 05.09.2015, 30.09.2015, 29.10.2015, 04.11.2015, 24.01.2016, 26.03.2016) meetings of the Board were held.

3. Directors’ Responsibility Statement

Pursuant to the provisions of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your directors state that—

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) the directors had 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 at the end of the financial year and of the profit and loss of the company for that period;
(c) the directors had 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 the company and for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual accounts on a going concern basis; and
(e)the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

4. Explanation or comments on Auditor’s Report:
Auditor’s report being self explanatory, no comments are required to be given in terms of Section 134 (3) (f) (i).

5. Particulars of loans, guarantees or investments under section 186
Information in terms of Section 134 (3) (g) read with Section 186, regarding loan, guarantee or investments are nil as the company has not given any loan, guarantee or made investments during the year under review.

6. Particulars of contracts or arrangements with related parties:

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto are attached herewith in Form No. AOC – 2 as Annexure II.

7. State of Company’s Affairs/Financial summary or highlights/Performance of the Company (Standalone)

The details regarding state of Company’s affairs in term of Section 134 (3) (i) of the Companies Act, 2013 and Financial Summary or highlights in terms of Rule 8 (5) (i) of the Companies (Accounts) Rules, 2014 are as follows:

S. No. Particulars Current Year
(In Rs.) Previous Year
(In Rs.)
i) Total Receipts 1597063203 1380413198
ii) Profit/(Loss) before exceptional and prior period items and tax
a. Exceptional items 25580605

8198 20973144

27409
iii) Profit/(Loss) before extraordinary and prior period items and tax
a. Extraordinary items
b. Prior Period items 25588803

Nil
Nil 21000553

Nil
Nil
iv) Profit /(Loss) before tax
a. Current Tax
b. Deferred tax Liability/(Asset)
c. Excess/ short provision relating earlier year tax 25588803
6816544
(1025790)
132701
21000553
4368378
32759
Nil
v) Profit /(Loss) after tax 19665347 16599416
vi) Profit/(Loss) brought forward from previous year 120097843 103562997
vii) Additional Depreciation as per Companies Act, 2013 Nil 64570
vii) Balance carried to the Balance Sheet 139763190 120097843

The company is performing very well during the year and achieved a turnover of Rs. 158,76,88,177/- as compared to Rs. 137,94,02,075/- in the previous year. The board expects to achieve higher turnover this year.

8. Reserves

The amount of surplus of Rs. 1,96,65,347/-(Rupees One Crore Ninety Six Lacs Sixty Five Thousand Three Hundred Forty Seven Only) of Profit and Loss account has been transferred to Reserve and Surplus account in the Balance Sheet and the final amount of reserve and surplus account as on 31.03.2016 is Rs. 13,97,63,190/-.


9. Dividend

In order to plough back the profits for the activities of the company, your directors do not recommend any dividend for the financial year.

10. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report

There was no material change that took place between the date of balance sheet and the date of Board’s report.

11. Conservation of energy, technology absorption and foreign exchange earnings and outgo

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo in terms of Section 134 (3) (m) read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 are as follows:

a) Conservation of energy

(i) The steps taken or impact on conservation of energy The company is taking all possible steps to conserve the energy to the maximum extent. Further, the company is always installing such electrical devices which minimize the power consumption.
(ii) The steps taken by the company for utilizing alternate sources of energy The company had installed a Wind Mill for generation of electricity in the previous year.
(iii) The capital investment on energy conservation equipments Electrical installation for an amount of Rs. 4095043/-.

(b) Technology absorption

(i) The efforts made towards technology absorption The company is trying to absorb the latest technology by purchasing plant & machinery with latest technology.
(ii) The benefits derived like product improvement, cost reduction, product development or import substitution Many benefits like cost reduction and product improvement are derived from use of latest technology.
(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)- Nil
(a) the details of technology imported Nil
(b) the year of import; Nil
(c) whether the technology been fully absorbed N. A.
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof Nil
(iv) the expenditure incurred on Research and Development Nil

(c) Foreign exchange earnings and Outgo

Earnings Rs. 18277996/-
Outgo Rs. 519942658/-

12. Risk management policy

In the opinion of the board, there is no risk element which may threaten the existence of the company. However, the board continuously analyzes the market and the system for timely identification and management of risk.

13. Directors and Key Managerial Personnel

During the year there is no change in the financial year 2015-2016.

14. Details of Subsidiary/Joint Ventures/Associate Companies

As the company is not having any subsidiary/joint venture/Associate Companies, the details in terms of Section 134 (3) (q) read with Rule 8 (5) (iv) of the Companies (Accounts) Rules, 2014 are nil.

15. Deposits

As the company has not accepted any deposits covered under Chapter V of the Act, the details in terms of Section 134 (3) (q) of the Companies Act, 2013 read with Rule 8 (5) (v) and (vi) of the Companies (Account) Rules, 2014 are nil.

16. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future

No significant or material orders are passed during the financial year by the regulators or courts or tribunals which might impact the going concern status and company’s operation in future.

17. Details in respect of adequacy of internal financial controls with reference to the Financial Statements.

The company is having adequate internal financial controls with reference to the financial statements in terms of Section 134 (3) (q) of Companies Act, 2013 read with Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014.


18. Employee’s Remuneration:

The company was not having any employee, who was in receipt of remuneration as specified under Rule 5 (2) Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

19. Director’s Remuneration:

There was no such director who was in receipt of any commission from the company and who is a Managing Director or Whole-time Director of the Company, and who received any remuneration or commission from its holding company or subsidiary company, hence details as required under the provisions of Section 197 (14) are nil.

The company being unlisted company, details of the ratio of the remuneration of each director to the median employee’s remuneration and other details as required pursuant to Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable.

20. Issue of Equity shares with differential voting rights, Sweat Equity, ESOP etc.

The company has not issued any equity shares with differential voting rights, Sweat Equity Shares or Shares to its employees under “Employee Stock Option Scheme” during the financial year.

21. Disclosure in respect of loan to employees for purchase of own shares

The company has not given any loan to any of the employees for purchasing its shares, hence the information pursuant of Section 67 of the Act read with Rule 16 of Companies (Share Capital & Debentures) Regulations, 2014 are nil.

22. Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal), Act, 2013

No case was filed during the financial year under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal), Act, 2013.

23. Auditors:

The Auditors, M/s Anil Kamal Garg & Company, Chartered Accountants, Indore, were appointed as statutory auditors for a period of 5 years from the conclusion of 16th Annual General Meeting till the conclusion of 21st Annual General Meeting. The appointment is required to be ratified by the members at the ensuing Annual General Meeting. The auditors have given a declaration to the company to the effect that the auditor/firm is not disqualified to continue as auditor in terms of the provisions of Section 141 of the Companies Act, 2013 read with Rule 4 and Rule 10 of the Companies (Audit & Auditors) Rules, 2013.


24. Clauses which are not applicable on the company:

As the company is neither a listed company nor a company specified under rules framed under various sections respectively, following clauses are not applicable on the company:

a. Section 134 (3) (d) read with Section 149 (3) and Rule 4 of Companies (Appointment and qualification of directors) Rules, 2014 related with appointment of Independent directors.
b. Section 134 (3) (e) read with Section 178 (1) and Rule 6 of Companies (Meetings of Board and its Powers) Rules, 2014 related with constitution of Audit Committee, nomination and remuneration committee.
c. Section 134 (3) (f) (ii) read with Section 204 and Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 related with Secretarial Audit Report.
d. Section 134 (3) (o) read with Section 135 and Rule 9 of Companies (Accounts) Rules, 2014 related with Corporate Social Responsibility.
e. Section 134 (3) (p) read with Rule 8 (4) of the Companies (Accounts) Rules, 2014, related with formal annual evaluation of performance of board, its committee and individual directors.
f. Section 177 (9) and (10) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, related with establishment of vigil mechanism for directors and employees.
g. Section 197 (12) of the Companies Act, 2013 read with Rule 5 (1) of the Appointment and Remuneration of Managerial Personnel) Rules, 2014, related with disclosure regarding ratio of the remuneration of each director to the median employee’s remuneration and other details as required.
h. The company being an unlisted company and not being company specified under Section 177 (8) read with Rule 6 of Companies (Meetings of Board of Directors) Rules, 2014 related with Audit Committee are not applicable.

25. Acknowledgements

The Directors express their sincere appreciation to the valued shareholders, bankers and clients for their support

For & on behalf of the Board of Directors


Place : Indore Hemant Kataria Praveen Kataria
Date : 02/09/2016 Director (DIN: 00088833) Director (DIN: 00088633)
63, Choumukhi Pul, Ratlam, 63, Choumukhi Pul, Ratlam,
457001, Madhya Pradesh, 457001, Madhya Pradesh,
India India

Pursuant to the provisions of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your directors state that— (a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; (b) the directors had 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 at the end of the financial year and of the profit and loss of the company for that period; (c) the directors had 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 the company and for preventing and detecting fraud and other irregularities; (d) the directors had prepared the annual accounts on a going concern basis; and (e)the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.