DIRECTOR'S REPORT Dear Shareholders The Directors of Captain pipes Limited (Previously known as Captain pipes private Limited) have pleasure in submitting their sixth Annual Report together with the Audited Statement of Accounts for the year ended 31st March. 2015. DIVIDEND In view of requirement of financial resources and considering the future requirements of funds, your Directors are unable to recommend any Dividend for the year ended 31*' March 2015. RESPONSIBILITY STATEMENT The Directors confirm that: a) in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same; b) they have 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 slate of affairs of the Company at the end of the financial year and of the profits of the Company for that period; c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act. 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) they have prepared the annual accounts on a going concern basis: e) they have laid down internal financial controls for the Company and such internal financial controls are adequate and operating effectively; and 0 they have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL Mr. Ramesh D. Khichadia- Director will retire at the ensuing Annual General Meeting and, being eligible, offer himself for re-election. The policy on Director's appointment and remuneration including criteria for determining qualifications, positive attributes, independence of Director, and also remuneration for Key Managerial Personnel and other employees forms part of Corporate Governance Report of this Annual Report. FIXED DEPOSITS The Company has not accepted any fixed deposits from the public within the meaning of the Companies (Acceptance of Deposits) Rules 1975 during the year. UNCLAIMED DIVIDEND There is no balance lying in unpaid equity dividend account as company has not declared any dividend. LISTING ON SME PLATFORM OF THE BSE LIMITED : Yours Directors are pleased to inform you that your Company has successfully listed its securities on the SME Platform of the BSE Limited and the Company has paid Listing Fees for the year 2014-15. INITIAL PUBLIC OFFERING : Post Completion of initial public offer (IPO) of shares, your Company has utilized the proceeds of the funds raised under IPO as per the objects of the issue. INSURANCE All the properties and the insurable interest of the company including building, plants and machinery and stocks wherever necessary and to the extent required have been adequately insured. BONUS In accordance with the provisions of Section 63 of the Companies Act, 2013 read with Rule 14 of the Companies (Share Capital and Debentures). Rules 2014 the Company has issued 15,28.780 equity shares of Rs.10/- each as Bonus Shares to the existing shareholders of the Company in the proportion one {1) new fully Paid-up Equity Share of Rs. 10/-each for every one (1) Equity Share of Rs. 10/- each held on the record date. Allotment of bonus shares were done on 15/09/2014 AUDITORS "Pursuant to the provisions of Section 139 & 142 and other applicable provisions, if any, of the Companies Act, 2013 and rules made there under M/S. P.H.PATEL & ASSOCIATES (Membership No 119023), Chartered Accountants, be and are hereby re-appointed as the Statutory Auditors of the Company to hold office from the conclusion this Annual General Meeting till the conclusion of the Sixth Annual General Meeting held thereafter (Subject to ratification of appointment by the shareholders at every AGM held after this AGM). on a remuneration to be decided by the Board of Directors of company." AUDITORS' REPORT In the opinion of the directors, the notes to the accounts in auditor’s report are self-explanatory and adequately explained the matters, which are dealt with by the auditors. POLUTION AND ENERGY CONSERVATION AND FOREIGN EXCHANGE Companys texturing plants are running with electricity which are supplied by the Paschim Gujarat Vij Company Limited. The plants are periodically checked as a measure of periodical maintenance to minimal break down and energy conservation. However company production facilities do not offer much scope for energy conservation. The particulars CORPORATE GOVERNANCE As per clause 52of the Listing Agreement with the Stock Exchange, the report of the Corporate Governance and the Certificate of the Auditors of the Company in respect of compliance thereof are appended hereto and forming part of this report. PARTICULARS OF EMPLOYEES: There was no employee drawing remuneration in excess of limits prescribed under Section 217(2A) of the Companies Act. 1956 read with the Companies (Particulars of Employees) Rules. 1975. APPRECIATIONS AND ACKNOWLEDGMENTS Your Directors express their sincere gratitude for the assistance and co-operation extended by customers, various Government. Semi-Government and Local Authorities, suppliers. Shareholders, business associates. Your Directors also wish to place on record their deep appreciation for the dedication and hard work put by the employees at all levels towards the growth of the Company. Last but not the least, the Board of Directors wish to thank the Investor/ Shareholders for their support, co-operation and faith in the Company. For and on behalf of the Board ; Sd/- GOPAL D KHICHADIA Managing Director Sd/- KANTILAL M. GEDIA Whole Time Director Date: 30.05.2015 Place: Rajkot Registered Office: Survey No-257.By order of the Board Plot No. 23 To 28. N.H. No. 27, Shapar (Veraval), Rajkot. |