Professional Documents
Culture Documents
Board of Directors
Name of the Directors Designation
Mr. Anand J. Vashi Independent Director & Chairman Registered Office :
Mr. Ashok J. Patel Non-Executive Director 24, Kurla - Kirol Road, P. B. No. 9208, Ghatkopar (West), Mumbai - 400 086.
E-mail: millars@vsnl.net Website: www.skylinemillarsltd.com
Mr. Vinod N. Joshi Independent Director
Mr. Tarak A. Patel Non-Executive Director
Mr. Jatin V. Daisaria Non-Executive Director
Mr. Upen M. Doshi Independent Director
Mr. Shilpin K. Tater Non-Executive Director
Corporate Office :
Mr. Maulik H. Dave Non-Executive Director (w.e.f. 23.04.2010) 4th floor, Churchgate House, 32-34, Veer Nariman Road, Fort, Mumbai-400 001.
Tel.: (022) 2204 7470, 2283 1375 Fax : (022) 2204 9408
E-mail: millars@vsnl.net
Realty Head Prem P. Ramnani
Vice President-Marketing N. B. Joshi
& Engg. Services
Financial Controller Hitesh P. Sangoi
Dy. G.M. Finance & Dhawal J. Vora
Company Secretary Construction Equipment Division
Bankers Bank of Maharashtra
Plant Location :
IDBI Bank Limited
Anand - Sojitra Road, Karamsad - 388 325.
ICICI Bank Limited
Tel.: (02692) 232017, 237331 Fax : (02692) 235914
Axis Bank Limited
Auditors M/s Shah & Co.
Chartered Accountants
Internal Auditors M/s Arvind & Co.
Chartered Accountants
Solicitors M/s Vigil Juris
Regional Marketing Offices :
Advocates, Solicitors & Notary
210, Pragati Tower, 26, Rajendra Place, New Delhi - 110 008.
Tel.: (011) 2572 1566, 2581 4913 Fax : (011) 2581 4913
Contents Page No.
Notice 1 City Centre 3, Ground Floor, No. 39, Thirumalai Pillai Road,
T. Nagar, Chennai - 600 017.
Directors' Report 4
Tel.: (044) 2815 7906 Fax : (044) 2815 8249
Management Discussion & Analysis 8
Corporate Governance Report 10 B. Jadhav Chambers, 3rd Floor, Ashram Road, Ahmedabad - 388 009.
Auditor's Report 22 Tel.: (079) 2754 6822, 2754 6894 Fax : (079) 2754 6894
Balance Sheet 26
Profit & Loss Account 27
Schedules 28
Cash Flow Statement 49
Balance Sheet Abstract 50
Notice
NOTICE
NOTICE IS HEREBY GIVEN THAT THE NINETY FIRST ANNUAL GENERAL MEETING OF
THE MEMBERS OF SKYLINE MILLARS LIMITED WILL BE HELD AT CLUB HOUSE,
SKYLINE OASIS, PREMIER ROAD, NEAR VIDYAVIHAR RAILWAY STATION, GHATKOPAR
(WEST), MUMBAI - 400 086 ON TUESDAY, SEPTEMBER 27th, 2011 AT 10.30 A.M TO TRANSACT
THE FOLLOWING BUSINESS.
ORDINARY BUSINESS:
st
1. To consider, approve and adopt the Audited Balance Sheet as at March 31 , 2011 and the
Profit and Loss Account for the year ended March 31st, 2011 with the notes and schedules along
with reports of the Directors and Auditors thereon.
2. To confirm the payment of Interim Dividend paid during the year ended March 31st, 2011.
3. To appoint a Director in place of Mr. Ashok J. Patel, who retires by rotation and being
eligible, offers himself for re-appointment.
4. To appoint a Director in place of Mr. Anand J. Vashi, who retires by rotation and being
eligible, offers himself for re-appointment.
5. To appoint a Director in place of Mr. Vinod N. Joshi, who retires by rotation and being
eligible, offers himself for re-appointment.
6. To appoint the Statutory Auditors from the conclusion of this Annual General Meeting until the
conclusion of the next Annual General Meeting of the Company and to fix their
remuneration.
Registered Office:
24, Kurla-Kirol Road, P.B.No. 9208,
Ghatkopar (West). Mumbai 400 086.
5. As a measure of economy, copies of the Annual Reports and Accounts will not be distributed (TEAR HERE)
at the Meeting. Members are therefore, requested to bring their copies at the meeting.
6. Members are requested to produce the attendance slip, sent along with the Annual Report, SKYLINE MILLARS LIMITED
duly signed for admission to the meeting hall. (FORMERLY MILLARS INDIA LIMITED)
Regd. Office : 24, Kurla-Kirol Road, P.B. No. 9208, Ghatkopar (West), Mumbai - 400 086.
7. Members who are holding shares in identical order or names in more than one folio are
requested to write to the Company to enable the Company to consolidate their holdings in FORM OF PROXY
one folio to facilitate better services. I/We .....................................................................................................................................................................
of ....................................................... in the district of ............................................................................ being
8. Pursuant to Clause 49 of the Listing Agreement with Stock Exchanges, additional information
a Member / Members of the above named Company hereby appoint ..................................................................
relating to Directors recommended for appointment / re-appointment at the Annual General
Meeting appears in the Director's Report. of ............................................... in the district of .............................................................................. or failing
him/her ......................................... of ........................................... in the district of ................................... as my/
9. Members desirous of obtaining any information concerning the accounts and operations of our Proxy to vote for me/us on my/our behalf at the 91st ANNUAL GENERAL MEETING of the Company to
the Company are requested to address their questions in writing to the Company Secretary be held at Club House, Skyline Oasis, Premier Road, Near Vidyavihar Railway Station, Ghatkopar (West),
at least seven days before the date of the meeting, so that the information required may be Mumbai - 400 086, on Tuesday, 27th September, 2011 at 10.30 a.m. at any adjournment thereof.
made available at the meeting.
Signed this ...................................... day .............................. 2011
10. Members holding shares in physical form are requested to notify/send the following to
Signature ........................................................
the Company's Registrar and Share Transfer Agent to facilitate better service. AFFIX
Reg. Folio No........................ {1
a. Any change in their address/mandate / Bank details. REVENUE
STAMP
b. Particulars of their Bank accounts in case the same have not been sent earlier and
Notice
c. Share Certificate(s) held in multiple accounts in identical names and/or joint accounts in NOTE : THIS FORM IN ORDER TO BE EFFECTIVE SHOULD BE DULY STAMPED COMPLETED AND SIGNED AND
MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, NOT LESS THAN FORTY EIGHT HOURS
the same order of names for consolidation of such shareholdings into one account. BEFORE THE TIME FIXED FOR THE MEETING.
As per our Report of even date For and on behalf of the Board
For SHAH & CO,
Chartered Accountants Mr. Tarak A. Patel
FRN 109430W Directors
H.N. SHAH Mr. Jatin V. Daisaria
Partner
Membership No.008152
Mumbai, July 28th, 2011. Mumbai, July 28th, 2011
year.
Net Cash flow from Financing Activities
However, the Net Profit of the Company was { 310 lacs compared to { 424 lacs in the previous year a decrease of
Net Increase / (Decrease) in Cash and Cash Equivalent (16,58,899) 5,36,24,045
27% due to overall rise in raw material input cost due to inflationary pressure. Cash and Cash Equivalent as at 01.04.2010 11,63,65,710 6,27,41,665
As a result the Earning per Share (E.P.S.) of the Company was { 0.77 as compared to { 1.05 of the previous Cash and Cash Equivalent as at 31.03.2011 11,47,06,811 11,63,65,710
year.
As per our Report of even date For and on behalf of the Board
DIVIDEND For SHAH & CO,
Chartered Accountants Mr. Tarak A. Patel
The Board of Directors have approved the payment of Interim Dividend of { 0.20 (20%) per share, at their FRN 109430W Directors
meeting held on April 27th, 2011. The total dividend distributed for the year of { 80.45 lacs was equal to that of Mr. Jatin V. Daisaria
H.N. SHAH
the previous year. Partner
The Directors propose that the interim dividend paid so far be considered as the Final Dividend for the year Membership No.008152
under review. Mumbai, July 28th, 2011. Mumbai, July 28th, 2011
For SHAH & CO, Mr. Tarak A. Patel DIRECTORS' RESPONSIBILITY STATEMENT
Chartered Accountants Directors
FRN 109430W Pursuant to provision of section 217 (2AA) of the Companies Act, 1956, the Directors confirm: -
Mr. Jatin V. Daisaria
a) That in the preparation of the annual accounts, the applicable accounting standards had been followed along
H.N. SHAH
Partner
with proper explanation relating to material departures.
Membership No.008152 b) That they have selected such accounting polices and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true & fair view of the state of affairs of the
Mumbai, July 28th, 2011. Mumbai, July 28th, 2011 Company at the end of the Financial Year and of the Profit and Loss Account of the Company for the period
April 1st, 2010 to March 31st, 2011.
c) That they have taken proper and sufficient care 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.
d) That the annual accounts for the year ended March 31st, 2011 are prepared on a 'going concern basis'.
Schedules
AUDITORS
M/s. Shah & Co., Chartered Accountants, retiring as the Statutory Auditors of the Company at the conclusion of
ensuing Annual General Meeting, offer themselves for re-appointment. The requisite certificate has been
received from them to the effect that their re-appointment as Statutory Auditors, if made, would be within the
limits prescribed under Section 224(1B) of the Companies Act, 1956.
101989400
(92618825)
NOTES :
a) installed capacities has been certified by the Director which has been accepted by the Auditors without verification.
b) Licensed capacities in respect of item Nos. 16 to 19, 21, & 22 have not been given as the Company has been registered with D.G.T.D
New Delhi vide their Registration No. D.G.T.D./R-3935/E-16(1)S-19/77 dated 21-2-1978 and DGTD/HQ/D/S/19/R-10429/E-16 (iii) NU/82.
C. Capital Employed
(Segment Assets Segment Liabilities)
1) Construction Equipment 1,628.27 1,657.49
2) Real Estate Development 2,090.73 1,809.29
Total 3,719.00 3,467.78
Independent, Non-Executive
b) Millars Concrete Technologies Pvt. Ltd. (Formerly Pedershaab Millars India Pvt. Ltd.)
Mr. Tarak A. Patel Director c) Glass Lined Equipment Co. Ltd.
Promoter, Non-Executive 4 3 2 Nil Yes
d) Skyline Residency Pvt. Ltd.
Mr. Jatin V. Daisaria Director e) J. V. Patel & Co. (Fin)
Promoter, Non-Executive 4 4 Nil Nil Yes
f) Ankit Overseas.
Mr. Upen M. Doshi Director g) Symphony
Independent, Non-Executive 4 4 Nil Nil Yes
(b) Details of Skyline Riverside Project (Karjat) - Work-In-Progress are as under Break-up of
major costs incurred *** During the year under review, Mr. Jaysinh A. Dave had resigned from the Audit Committee and
Particulars Mr. Maulik H. Dave has been appointed as member of the Audit Committee w.e.f. July 26th, 2010.
Opening Work-In-Progress
Add :Expenses during the Year
The broad terms of reference of the Audit Committee are as per following;
Cost of Land 4,18,00,000
Statutory Payments (MCGM and Stamp Duty) 26,22,682 Reviewing audit reports of statutory auditors with auditors and management.
Development Expenses 11,80,310 Reviewing financial reporting systems, internal control systems and control procedures.
Closing Work-In-Progress 4,56,02,992
Ensuring compliance with regulatory guidelines.
10. Earnings per share Oversight of the Company's financial reporting process and the disclosure of its financial
2010-2011 2009-2010 information to ensure that the financial statement is correct, sufficient and credible.
Face value per share { 1/- 1/- Recommending to the Board, the appointment, re-appointment and, if required the replacement
Net profit for the year { 3,10,29,191 4,23,50,097 or removal of the statutory auditor and fixation of audit fees.
a) Basic EPS Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
Schedules
During the financial year 2010-11, four Shareholders' Grievance Committee Meetings were held on ii Hansu Controls Ltd
April 23rd, 2010, July 26th, 2010, October 25th, 2010, and January 24th, 2011. iii Indo Hydraulics (Bombay)
*** During the Current year, Mr. Upen M. Doshi has been appointed as member of the Shareholders' (b) The Micro, Small and Medium Enterprises have been identified by the Company from the
Grievance Committee w.e.f July 26th, 2010. available information.
(c) No provision has been made in the Accounts for interest, as no amount has been claimed from the
The Committee looks into redressing the investors' grievances / complaints viz. non receipt of transferred
shares, non-receipt of dividends, etc. Company under the interest on delayed payments by micro and small scale enterprises.
Corporate Governance Report
The Company has received 33 complaints from Shareholders / Investors which have been resolved to
the satisfaction of the complainants. None of the investors' complaints were pending unresolved as on 8. EMPLOYEE BENEFITS
March 31st, 2011. The detail break-up of complaints received and responded and the status thereof during Defined benefit plans as per Actuarial Valuation as on 31st March, 2011
the financial year ended March 31st, 2011 are given below;
(A) GRATUITY
Nature of Complaints Received and replied during the year. As at 31st March 2011 As at 31st March 2010
{ {
Non - Receipt Share Certificate(s) lodged for transfer 10
Defined Benefit Obligation 23,30,467 19,44,926
Non - Receipt of Dividend Warrants 14 Amount not recognized in the Balance Sheet
Non - Receipt of Exchange Certificate 2 Present value of funded obligations 32,54,142 29,81,349
Non - Receipt of Duplicate Share Certificate 3 Fair value of plan assets 29,81,349 24,08,431
Present value of unfunded obligations (9,23,676) (10,36,423)
Dematerialization / Rematerialization of Shares 2
Unrecognised past service cost
Others 2
Net Liability / (Asset) (9,23,676) (10,36,423)
Total 33
iv) Area handed over, sold and accounted for, during Financial year 2008-09 12,246 Sq. ft. 2009-10 28/09/2010 11.00 a.m. Nil
Oricon House, 12 K Dubash Marg,
v) Area handed over, sold and accounted for, during Financial year 2009-10 1,390 Sq. ft. (Rampart Row), Fort, Mumbai 400 001.
vi) Total area handed over, sold and accounted upto 31.03.2011 58,264 Sq. ft.
2008-09 29/09/2009 11.00 a.m. Babasaheb Dahanukar Sabha Griha, 6th Floor, Nil
Balance additional saleable area to be allotted 16,182 Sq. ft. Oricon House, 12 K Dubash Marg,
by Skyline Residency Pvt. Ltd. (Rampart Row), Fort, Mumbai 400 001.
Total 74,446 Sq.ft.
NOTES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT MARCH 31st, 2011 AND PROFIT 4. Listing on Stock Exchange: Bombay Stock Exchange Limited. (Code 505650)
AND LOSS ACCOUNT FOR THE YEAR ENDED ON THAT DATE. Ahmedabad Stock Exchange Limited (Code 1310)
12. Company has not issued ESOP or any G.D.R's /A.D.R's /Warrants /Convertible Instrument.
(Refer Note No B 5 in Schedule 12 ) Management Discussion and Analysis Report forms part of this Annual Report and includes discussions on
Directors Sitting Fees 9,20,000 8,90,000 various matters specified under Clause 49 of the Listing Agreement.
Sales Tax Expenses 1,09,332
Bad Debts Written off 21,09,504 i) Listing Fees
Loss on Sale of Fixed Assets 1,19,265 The Company has already made payment of listing fees to the Stock Exchanges where it is listed in
compliance with the provisions of the Listing Agreement.
TOTAL 24,57,58,688 18,13,58,753
14. Address for correspondence : Sundry Credit Balances Written Back 60,50,892 9,875
Shareholders may correspond all matters relating to transfer / dematerialization of shares, payment of
dividend and any other query relating to shares of the Company with the Registrar and Share Transfer Agents, TOTAL 1,66,93,630 97,44,806
at the address given below;
M/s Link Intime India Private Limited
(Formerly Intime Specturm Registry Limited )
C-13, Pannalal Silk Mills Compound, L.B.S Marg, Bhandup (West), Mumbai 400 078.
Tel no: -91-22- 2594 69 70 Fax no :- 91-22-2594 69 69 SCHEDULE 9
Corporate Governance Report
As required by clause 49 of the Listing Agreement, the certificate from a Statutory Auditors of the Company B. LOANS & ADVANCES :
is given as an Appendix to the report on Corporate Governance. (Unsecured, Considered Good, Unless Otherwise Stated)
that date.
iii) In the case of the Cash Flow Statement of the Cash Flows for the year ended on that date;
As At 31.03.2011 As At 31.03.2010
FOR SHAH & CO.,
Book Market Book Market
Chartered Accountants
FRN 109430W Value Value Value Value
Mumbai, July 28th, 2011 AGGREGATE VALUE OF SECURITIES
(H. N. SHAH) Quoted Investments 28,07,826 43,67,148 26,25,655 39,47,846
Partner Unquoted Investments 16,53,500 16,53,500
Membership No: 008152 44,61,326 43,67,148 42,79,155 39,47,846
750 Equity Shares of Coal India Ltd.. 1,81,125 8. To the best our knowledge and according to the information and explanations given to us, the Central
of the Face Value of { 10/- Each Market Value { 2,60,325/-. Government has not prescribed maintenance of cost records under Section 209 (1)(d) of the Companies
(Previous Year Nil) Act, 1956 for any of the products of the Company.
10. The Company has no accumulated losses at the end of the financial year and has not incurred any cash Share Premium as per Last Balance Sheet 12,94,37,050 12,94,37,050
losses in the financial year under report or in the immediately preceding financial year.
General Reserve
11. According to the information explanations given to us, the Company has not defaulted in repayment of as per Last Balance Sheet 1,46,00,000 1,01,00,000
dues to financial institutions/banks. The Company has not issued any debentures. Add : Transfer From Profit And Loss Account 45,00,000 45,00,000
1,91,00,000 1,46,00,000
12. According to the information and explanations given to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares, debentures and other securities.
Profit & Loss Account 17,10,42,504 15,38,94,312
13. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the TOTAL 32,81,02,015 30,64,53,823
provisions of clause 4(xiii) of the Companies (Auditors' Report) Order, 2003 are not applicable to the
Company.
SCHEDULE 3
14. In our opinion and according to the information and explanations given to us, the Company is not dealing FIXED ASSETS
in or trading in shares, securities, debentures and other investments. Accordingly the provisions of clause
4 (xiv) of the Companies (Auditors' Report) Order, 2003 are not applicable to the Company. GROSS BLOCK DEPRECIATION NET BLOCK
DESCRIPTION B00K VALUE ADDITIONS DEDUCTIONS BOOK VALUE UPTO FOR THE DEDUCTION TOTAL UPTO AS ON AS ON
15. According to the information and explanations given to us, the Company has not given any guarantee for AS ON 1.4.10 DURING DURING AS ON 31.3.11 31.3.10 YEAR 31.3.11 31.3.11 31.3.10
loans taken by others from banks or financial institutions. THE YEAR THE YEAR
{ { { { { { { { { {
16. The Company has not obtained any term loans during the year.
LAND 2,76,00,000 2,76,00,000 2,76,00,000
BUILDING &
17. According to the information and explanations given to us, and on an overall examination of the Balance
ELE. FITTINGS 2,33,20,420 2,33,20,420 89,84,993 7,01,437 96,86,430 1,36,33,990 1,43,35,427
Sheet of the Company, there are no funds raised on short-term basis which have been used for long-term
RESIDENTIAL
investment. QUARTERS 14,429 14,429 8,654 235 8,889 5,540 5,775
PLANT &
18. During the year under report, the Company has not made any preferential allotment of shares to any party MACHINERY 78,43,514 78,43,514 62,14,379 3,72,567 65,86,946 12,56,568 16,29,135
covered in the register maintained under Section 301 of the Companies Act, 1956. FURN.FIXT. 7,35,926 5,18,789 12,54,715 1,92,468 53,360 2,45,829 10,08,886 5,43,458
OFFICE EQUIPMENT 4,41,379 1,83,299 6,24,678 1,11,595 25,324 1,36,919 4,87,759 3,29,784
19. The Company has not issued any debentures during the year.
COMPUTERS 10,21,792 87,511 11,09,303 8,48,614 58,670 9,07,284 2,02,019 1,73,178
Auditors Report
20. The Company has not raised any money by way of public issue during the year. VEHICLES 36,23,336 36,23,336 16,65,691 3,88,377 20,54,069 15,69,267 19,57,646
TOTAL 3,70,00,796 2,83,89,599 6,53,90,395 1,80,26,394 15,99,971 1,96,26,365 4,57,64,030 1,89,74,403
21. According to the information and explanation given to us, no fraud on or by the company was noticed or CAPITAL WIP -
reported during the year. WADA 9,29,416 9,29,416 9,29,416
CAPITAL WIP -
For SHAH & CO., UMRETH 72,22,383 72,22,383 72,22,383
Chartered Accountants CAPITAL WIP -
TOTAL 81,51,799 81,51,799 81,51,799
FRN 109430W
th
Mumbai, July 28 , 2011 GROSS TOTAL 3,70,00,796 3,65,41,398 7,35,42,194 1,80,26,394 15,99,971 1,96,26,365 5,39,15,829 1,89,74,403
(H. N. SHAH) PREVIOUS YEAR 3,74,16,254 79,826 4,95,284 3,70,00,796 1,65,58,396 16,74,017 2,06,019 1,80,26,394 1,89,74,402 2,08,57,858
Partner
Membership No : 008152 Note :
Depreciation has been provided on straight line method at the rates prescribed in schedule XIV of the Companies Act, 1956.
ASSETS
(Previous year 10,00,00,000 Equity Shares of {1/- Each)
10,00,00,000 10,00,00,000 Net Fixed Assets 539.16 189.74 208.58 224.85 200.12
Investments 28.11 26.29 26.28 26.27 525.59
ISSUED, SUBSCRIBED & PAID UP
Net Current assets 3151.73 3250.75 2902.23 2546.85 642.64
4,02,24,250 Equity Shares (PREVIOUS YEAR 4,02,24,250 )
Equity Shares of {1/- Each 4,02,24,250 4,02,24,250
REPRESENTED BY
Fully Paid Up
Share Capital 402.24 402.24 402.24 402.24 375.24
TOTAL 4,02,24,250 4,02,24,250 Reserves 3281.02 3064.54 2734.85 2395.73 977.95
Borrowings 15.16
Deferred Tax Liability 35.74
NOTES : Total Funds 3719.00 3466.78 3137.09 2797.97 1368.35
(a) 1,000 Equity Shares were issued as fully paid up pursuant to a contract without payment being
FUND FLOW STATEMENT 2010-2011 2009-2010
received in cash.
({ in Lacs) ({ in Lacs)
(b) 21,00,000 Equity Shares were issued as fully paid up Bonus Shares by capitalisation of part
of General Reserve. SOURCES OF FUNDS
PROFIT AFTER TAX 310.29 423.50
(c) 41,40,150 Equity Shares were allotted as fully paid up without payment being received in cash
DEPRECIATION 16.00 14.69
to the Shareholders of Khandelwal Udyog Ltd., under the scheme of amalgamation pursuant to the
INCREASE IN DEFERRED TAX LIABILITY 35.74
order of the High Court, Bombay, dated 13th August, 1976 and as per sanction of the Controller DECREASE IN FIXED ASSETS 4.95
of Capital Issues by his letter dated 22nd March, 1977.
362.03 443.14
(d) 97,34,100 Equity Shares were allotted on conversion of 97,341 - 14% Secured Redeemable
Partly Convertible Debentures of { 200/- each. APPLICATION
INCREASE IN FIXED ASSETS 365.42 0.80
(e) 35,10,000 Equity Shares and 13,50,000 Fully Convertible Warrants were issued and allotted on
INCREASE IN INVESTMENTS 1.82 0.01
preferential basis as per Section 81 (1A) of the Companies Act, 1956 and the approval of the
INCREASE/(DECREASE) IN WORKING CAPITAL (99.02) 348.52
Shareholders was taken in the Extra Ordinary General Meeting held on 2nd January, 2007
DIVIDEND & DIVIDEND TAX 93.81
Schedules
(f) 1,35,00,000 Equity Shares were issued and allotted during the financial year 2007-08 on conversion INTERIM DIVIDEND & DIVIDEND TAX 93.81
of 13,50,000 Fully Convertible Warrants as approved by the Board of Directors in their meeting 362.03 443.14
held 29th June, 2007.
(g) The Equity shares of the Company have been Sub-divided from {10/- to {1/- w.e.f.
6th November, 2008.
AS AT AS AT
31.03.2011 31.03.2010 31.03.2011 31.03.2010
Schedule { { { Schedule { {
INCOME :
SOURCES OF FUNDS Sales - Net 7 28,52,78,592 22,34,52,628
Shareholder's Fund Erection & Service Charges 43,20,098 31,73,692
Share Capital 1 4,02,24,250 4,02,24,250
Other Income 8 1,66,93,630 97,44,806
Reserves & Surplus 2 32,81,02,015 30,64,53,823
30,62,92,320 23,63,71,126
36,83,26,265 34,66,78,073
Deferred Tax Liability 35,74,030 Increase/(decrease) in Stocks 9 (97,04,441) (21,86,034)
TOTAL 37,19,00,295 34,66,78,073 TOTAL 29,65,87,879 23,41,85,092
EXPENDITURE :
APPLICATION OF FUNDS
Manufacturing & Other Expenses 10 24,57,58,688 18,13,58,753
Fixed Assets 3
Interest 11 1,32,225
Gross Block 6,53,90,395 3,70,00,796
Less : Depreciation 1,96,26,365 1,80,26,394 Depreciation 15,99,970 16,74,017
Net Block 4,57,64,030 1,89,74,402 TOTAL 24,73,58,658 18,31,64,995
Add. : Capital Work-In-Progress 81,51,799
5,39,15,829 1,89,74,402
Profit Before Tax 4,92,29,221 5,10,20,097
Investments 4 28,11,326 26,29,155
Current Assets, Loans And Advances 5 Provision For Taxation - Current Tax 1,46,26,000 86,70,000
Inventories 2,34,49,670 3,40,36,183 Deferred Tax 35,74,030
Book Value Of Ghatkopar Project 2,59,60,831 2,59,60,831 Net Profit for the Year 3,10,29,191 4,23,50,097
Building No.4, Work-In-Progress 14,19,15,940 20,64,14,929 Balance Brought Forward From Previous Year 15,38,94,312 12,54,25,215
Skyline Riverside Project (Karjat), Balance available For Appropriation 18,49,23,504 16,77,75,312
Work-In-Progress 4,56,02,992 Less : Appropriations
Sundry Debtors 3,05,24,572 2,94,07,426 Transferred to General Reserve 45,00,000 45,00,000
Cash & Bank Balances 11,47,06,811 11,63,65,710 Proposed Dividend 80,44,850
Other Current Assets 2,98,59,689 51,12,396 Dividend Tax 13,36,150
Loans And Advances 8,25,35,295 4,86,07,727 Interim Dividend 80,44,850
49,45,55,800 46,59,05,202 Tax on Interim Dividend 13,36,150
Balance Carried To Balance Sheet 17,10,42,504 15,38,94,312
Less : Current Liabilities And Provisions 6
Current Liabilities 17,00,01,660 13,14,49,686 Face Value Per Share { 1/- { 1/-
Provisions 93,81,000 93,81,000 Basic Earnings Per Share { 0.77 { 1.05
17,93,82,660 14,08,30,686 Diluted Earnings Per Share { 0.77 { 1.05
Net Current Assets 31,51,73,140 32,50,74,516
TOTAL 37,19,00,295 34,66,78,073
NOTES ON ACCOUNTS 12 NOTES ON ACCOUNTS 12
The Notes in Schedule 12 and Schedules referred to herein form an integral part of the Balance Sheet. The Notes in Schedule 12 and Schedules referred to herein form an integral part of the Profit and Loss Account.
Balance Sheet
As per our Report of even date For and on behalf of the Board As per our Report of even date For and on behalf of the Board
For SHAH & CO, Mr. Tarak A. Patel For SHAH & CO, Mr. Tarak A. Patel
Chartered Accountants Directors Chartered Accountants Directors
FRN 109430W FRN 109430W
Mr. Jatin V. Daisaria Mr. Jatin V. Daisaria
H.N. SHAH H.N. SHAH
Partner Partner
Membership No.008152 Membership No.008152
Mumbai, July 28th, 2011 Mumbai, July 28th, 2011 Mumbai, July 28th, 2011 Mumbai, July 28th, 2011
AS AT AS AT
31.03.2011 31.03.2010 31.03.2011 31.03.2010
Schedule { { { Schedule { {
INCOME :
SOURCES OF FUNDS Sales - Net 7 28,52,78,592 22,34,52,628
Shareholder's Fund Erection & Service Charges 43,20,098 31,73,692
Share Capital 1 4,02,24,250 4,02,24,250
Other Income 8 1,66,93,630 97,44,806
Reserves & Surplus 2 32,81,02,015 30,64,53,823
30,62,92,320 23,63,71,126
36,83,26,265 34,66,78,073
Deferred Tax Liability 35,74,030 Increase/(decrease) in Stocks 9 (97,04,441) (21,86,034)
TOTAL 37,19,00,295 34,66,78,073 TOTAL 29,65,87,879 23,41,85,092
EXPENDITURE :
APPLICATION OF FUNDS
Manufacturing & Other Expenses 10 24,57,58,688 18,13,58,753
Fixed Assets 3
Interest 11 1,32,225
Gross Block 6,53,90,395 3,70,00,796
Less : Depreciation 1,96,26,365 1,80,26,394 Depreciation 15,99,970 16,74,017
Net Block 4,57,64,030 1,89,74,402 TOTAL 24,73,58,658 18,31,64,995
Add. : Capital Work-In-Progress 81,51,799
5,39,15,829 1,89,74,402
Profit Before Tax 4,92,29,221 5,10,20,097
Investments 4 28,11,326 26,29,155
Current Assets, Loans And Advances 5 Provision For Taxation - Current Tax 1,46,26,000 86,70,000
Inventories 2,34,49,670 3,40,36,183 Deferred Tax 35,74,030
Book Value Of Ghatkopar Project 2,59,60,831 2,59,60,831 Net Profit for the Year 3,10,29,191 4,23,50,097
Building No.4, Work-In-Progress 14,19,15,940 20,64,14,929 Balance Brought Forward From Previous Year 15,38,94,312 12,54,25,215
Skyline Riverside Project (Karjat), Balance available For Appropriation 18,49,23,504 16,77,75,312
Work-In-Progress 4,56,02,992 Less : Appropriations
Sundry Debtors 3,05,24,572 2,94,07,426 Transferred to General Reserve 45,00,000 45,00,000
Cash & Bank Balances 11,47,06,811 11,63,65,710 Proposed Dividend 80,44,850
Other Current Assets 2,98,59,689 51,12,396 Dividend Tax 13,36,150
Loans And Advances 8,25,35,295 4,86,07,727 Interim Dividend 80,44,850
49,45,55,800 46,59,05,202 Tax on Interim Dividend 13,36,150
Balance Carried To Balance Sheet 17,10,42,504 15,38,94,312
Less : Current Liabilities And Provisions 6
Current Liabilities 17,00,01,660 13,14,49,686 Face Value Per Share { 1/- { 1/-
Provisions 93,81,000 93,81,000 Basic Earnings Per Share { 0.77 { 1.05
17,93,82,660 14,08,30,686 Diluted Earnings Per Share { 0.77 { 1.05
Net Current Assets 31,51,73,140 32,50,74,516
TOTAL 37,19,00,295 34,66,78,073
NOTES ON ACCOUNTS 12 NOTES ON ACCOUNTS 12
The Notes in Schedule 12 and Schedules referred to herein form an integral part of the Balance Sheet. The Notes in Schedule 12 and Schedules referred to herein form an integral part of the Profit and Loss Account.
Balance Sheet
As per our Report of even date For and on behalf of the Board As per our Report of even date For and on behalf of the Board
For SHAH & CO, Mr. Tarak A. Patel For SHAH & CO, Mr. Tarak A. Patel
Chartered Accountants Directors Chartered Accountants Directors
FRN 109430W FRN 109430W
Mr. Jatin V. Daisaria Mr. Jatin V. Daisaria
H.N. SHAH H.N. SHAH
Partner Partner
Membership No.008152 Membership No.008152
Mumbai, July 28th, 2011 Mumbai, July 28th, 2011 Mumbai, July 28th, 2011 Mumbai, July 28th, 2011
ASSETS
(Previous year 10,00,00,000 Equity Shares of {1/- Each)
10,00,00,000 10,00,00,000 Net Fixed Assets 539.16 189.74 208.58 224.85 200.12
Investments 28.11 26.29 26.28 26.27 525.59
ISSUED, SUBSCRIBED & PAID UP
Net Current assets 3151.73 3250.75 2902.23 2546.85 642.64
4,02,24,250 Equity Shares (PREVIOUS YEAR 4,02,24,250 )
Equity Shares of {1/- Each 4,02,24,250 4,02,24,250
REPRESENTED BY
Fully Paid Up
Share Capital 402.24 402.24 402.24 402.24 375.24
TOTAL 4,02,24,250 4,02,24,250 Reserves 3281.02 3064.54 2734.85 2395.73 977.95
Borrowings 15.16
Deferred Tax Liability 35.74
NOTES : Total Funds 3719.00 3466.78 3137.09 2797.97 1368.35
(a) 1,000 Equity Shares were issued as fully paid up pursuant to a contract without payment being
FUND FLOW STATEMENT 2010-2011 2009-2010
received in cash.
({ in Lacs) ({ in Lacs)
(b) 21,00,000 Equity Shares were issued as fully paid up Bonus Shares by capitalisation of part
of General Reserve. SOURCES OF FUNDS
PROFIT AFTER TAX 310.29 423.50
(c) 41,40,150 Equity Shares were allotted as fully paid up without payment being received in cash
DEPRECIATION 16.00 14.69
to the Shareholders of Khandelwal Udyog Ltd., under the scheme of amalgamation pursuant to the
INCREASE IN DEFERRED TAX LIABILITY 35.74
order of the High Court, Bombay, dated 13th August, 1976 and as per sanction of the Controller DECREASE IN FIXED ASSETS 4.95
of Capital Issues by his letter dated 22nd March, 1977.
362.03 443.14
(d) 97,34,100 Equity Shares were allotted on conversion of 97,341 - 14% Secured Redeemable
Partly Convertible Debentures of { 200/- each. APPLICATION
INCREASE IN FIXED ASSETS 365.42 0.80
(e) 35,10,000 Equity Shares and 13,50,000 Fully Convertible Warrants were issued and allotted on
INCREASE IN INVESTMENTS 1.82 0.01
preferential basis as per Section 81 (1A) of the Companies Act, 1956 and the approval of the
INCREASE/(DECREASE) IN WORKING CAPITAL (99.02) 348.52
Shareholders was taken in the Extra Ordinary General Meeting held on 2nd January, 2007
DIVIDEND & DIVIDEND TAX 93.81
Schedules
(f) 1,35,00,000 Equity Shares were issued and allotted during the financial year 2007-08 on conversion INTERIM DIVIDEND & DIVIDEND TAX 93.81
of 13,50,000 Fully Convertible Warrants as approved by the Board of Directors in their meeting 362.03 443.14
held 29th June, 2007.
(g) The Equity shares of the Company have been Sub-divided from {10/- to {1/- w.e.f.
6th November, 2008.
10. The Company has no accumulated losses at the end of the financial year and has not incurred any cash Share Premium as per Last Balance Sheet 12,94,37,050 12,94,37,050
losses in the financial year under report or in the immediately preceding financial year.
General Reserve
11. According to the information explanations given to us, the Company has not defaulted in repayment of as per Last Balance Sheet 1,46,00,000 1,01,00,000
dues to financial institutions/banks. The Company has not issued any debentures. Add : Transfer From Profit And Loss Account 45,00,000 45,00,000
1,91,00,000 1,46,00,000
12. According to the information and explanations given to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares, debentures and other securities.
Profit & Loss Account 17,10,42,504 15,38,94,312
13. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the TOTAL 32,81,02,015 30,64,53,823
provisions of clause 4(xiii) of the Companies (Auditors' Report) Order, 2003 are not applicable to the
Company.
SCHEDULE 3
14. In our opinion and according to the information and explanations given to us, the Company is not dealing FIXED ASSETS
in or trading in shares, securities, debentures and other investments. Accordingly the provisions of clause
4 (xiv) of the Companies (Auditors' Report) Order, 2003 are not applicable to the Company. GROSS BLOCK DEPRECIATION NET BLOCK
DESCRIPTION B00K VALUE ADDITIONS DEDUCTIONS BOOK VALUE UPTO FOR THE DEDUCTION TOTAL UPTO AS ON AS ON
15. According to the information and explanations given to us, the Company has not given any guarantee for AS ON 1.4.10 DURING DURING AS ON 31.3.11 31.3.10 YEAR 31.3.11 31.3.11 31.3.10
loans taken by others from banks or financial institutions. THE YEAR THE YEAR
{ { { { { { { { { {
16. The Company has not obtained any term loans during the year.
LAND 2,76,00,000 2,76,00,000 2,76,00,000
BUILDING &
17. According to the information and explanations given to us, and on an overall examination of the Balance
ELE. FITTINGS 2,33,20,420 2,33,20,420 89,84,993 7,01,437 96,86,430 1,36,33,990 1,43,35,427
Sheet of the Company, there are no funds raised on short-term basis which have been used for long-term
RESIDENTIAL
investment. QUARTERS 14,429 14,429 8,654 235 8,889 5,540 5,775
PLANT &
18. During the year under report, the Company has not made any preferential allotment of shares to any party MACHINERY 78,43,514 78,43,514 62,14,379 3,72,567 65,86,946 12,56,568 16,29,135
covered in the register maintained under Section 301 of the Companies Act, 1956. FURN.FIXT. 7,35,926 5,18,789 12,54,715 1,92,468 53,360 2,45,829 10,08,886 5,43,458
OFFICE EQUIPMENT 4,41,379 1,83,299 6,24,678 1,11,595 25,324 1,36,919 4,87,759 3,29,784
19. The Company has not issued any debentures during the year.
COMPUTERS 10,21,792 87,511 11,09,303 8,48,614 58,670 9,07,284 2,02,019 1,73,178
Auditors Report
20. The Company has not raised any money by way of public issue during the year. VEHICLES 36,23,336 36,23,336 16,65,691 3,88,377 20,54,069 15,69,267 19,57,646
TOTAL 3,70,00,796 2,83,89,599 6,53,90,395 1,80,26,394 15,99,971 1,96,26,365 4,57,64,030 1,89,74,403
21. According to the information and explanation given to us, no fraud on or by the company was noticed or CAPITAL WIP -
reported during the year. WADA 9,29,416 9,29,416 9,29,416
CAPITAL WIP -
For SHAH & CO., UMRETH 72,22,383 72,22,383 72,22,383
Chartered Accountants CAPITAL WIP -
TOTAL 81,51,799 81,51,799 81,51,799
FRN 109430W
th
Mumbai, July 28 , 2011 GROSS TOTAL 3,70,00,796 3,65,41,398 7,35,42,194 1,80,26,394 15,99,971 1,96,26,365 5,39,15,829 1,89,74,403
(H. N. SHAH) PREVIOUS YEAR 3,74,16,254 79,826 4,95,284 3,70,00,796 1,65,58,396 16,74,017 2,06,019 1,80,26,394 1,89,74,402 2,08,57,858
Partner
Membership No : 008152 Note :
Depreciation has been provided on straight line method at the rates prescribed in schedule XIV of the Companies Act, 1956.
750 Equity Shares of Coal India Ltd.. 1,81,125 8. To the best our knowledge and according to the information and explanations given to us, the Central
of the Face Value of { 10/- Each Market Value { 2,60,325/-. Government has not prescribed maintenance of cost records under Section 209 (1)(d) of the Companies
(Previous Year Nil) Act, 1956 for any of the products of the Company.
that date.
iii) In the case of the Cash Flow Statement of the Cash Flows for the year ended on that date;
As At 31.03.2011 As At 31.03.2010
FOR SHAH & CO.,
Book Market Book Market
Chartered Accountants
FRN 109430W Value Value Value Value
Mumbai, July 28th, 2011 AGGREGATE VALUE OF SECURITIES
(H. N. SHAH) Quoted Investments 28,07,826 43,67,148 26,25,655 39,47,846
Partner Unquoted Investments 16,53,500 16,53,500
Membership No: 008152 44,61,326 43,67,148 42,79,155 39,47,846
As required by clause 49 of the Listing Agreement, the certificate from a Statutory Auditors of the Company B. LOANS & ADVANCES :
is given as an Appendix to the report on Corporate Governance. (Unsecured, Considered Good, Unless Otherwise Stated)
14. Address for correspondence : Sundry Credit Balances Written Back 60,50,892 9,875
Shareholders may correspond all matters relating to transfer / dematerialization of shares, payment of
dividend and any other query relating to shares of the Company with the Registrar and Share Transfer Agents, TOTAL 1,66,93,630 97,44,806
at the address given below;
M/s Link Intime India Private Limited
(Formerly Intime Specturm Registry Limited )
C-13, Pannalal Silk Mills Compound, L.B.S Marg, Bhandup (West), Mumbai 400 078.
Tel no: -91-22- 2594 69 70 Fax no :- 91-22-2594 69 69 SCHEDULE 9
Corporate Governance Report
(Refer Note No B 5 in Schedule 12 ) Management Discussion and Analysis Report forms part of this Annual Report and includes discussions on
Directors Sitting Fees 9,20,000 8,90,000 various matters specified under Clause 49 of the Listing Agreement.
Sales Tax Expenses 1,09,332
Bad Debts Written off 21,09,504 i) Listing Fees
Loss on Sale of Fixed Assets 1,19,265 The Company has already made payment of listing fees to the Stock Exchanges where it is listed in
compliance with the provisions of the Listing Agreement.
TOTAL 24,57,58,688 18,13,58,753
12. Company has not issued ESOP or any G.D.R's /A.D.R's /Warrants /Convertible Instrument.
NOTES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT MARCH 31st, 2011 AND PROFIT 4. Listing on Stock Exchange: Bombay Stock Exchange Limited. (Code 505650)
AND LOSS ACCOUNT FOR THE YEAR ENDED ON THAT DATE. Ahmedabad Stock Exchange Limited (Code 1310)
iv) Area handed over, sold and accounted for, during Financial year 2008-09 12,246 Sq. ft. 2009-10 28/09/2010 11.00 a.m. Nil
Oricon House, 12 K Dubash Marg,
v) Area handed over, sold and accounted for, during Financial year 2009-10 1,390 Sq. ft. (Rampart Row), Fort, Mumbai 400 001.
vi) Total area handed over, sold and accounted upto 31.03.2011 58,264 Sq. ft.
2008-09 29/09/2009 11.00 a.m. Babasaheb Dahanukar Sabha Griha, 6th Floor, Nil
Balance additional saleable area to be allotted 16,182 Sq. ft. Oricon House, 12 K Dubash Marg,
by Skyline Residency Pvt. Ltd. (Rampart Row), Fort, Mumbai 400 001.
Total 74,446 Sq.ft.
During the financial year 2010-11, four Shareholders' Grievance Committee Meetings were held on ii Hansu Controls Ltd
April 23rd, 2010, July 26th, 2010, October 25th, 2010, and January 24th, 2011. iii Indo Hydraulics (Bombay)
*** During the Current year, Mr. Upen M. Doshi has been appointed as member of the Shareholders' (b) The Micro, Small and Medium Enterprises have been identified by the Company from the
Grievance Committee w.e.f July 26th, 2010. available information.
(c) No provision has been made in the Accounts for interest, as no amount has been claimed from the
The Committee looks into redressing the investors' grievances / complaints viz. non receipt of transferred
shares, non-receipt of dividends, etc. Company under the interest on delayed payments by micro and small scale enterprises.
Corporate Governance Report
The Company has received 33 complaints from Shareholders / Investors which have been resolved to
the satisfaction of the complainants. None of the investors' complaints were pending unresolved as on 8. EMPLOYEE BENEFITS
March 31st, 2011. The detail break-up of complaints received and responded and the status thereof during Defined benefit plans as per Actuarial Valuation as on 31st March, 2011
the financial year ended March 31st, 2011 are given below;
(A) GRATUITY
Nature of Complaints Received and replied during the year. As at 31st March 2011 As at 31st March 2010
{ {
Non - Receipt Share Certificate(s) lodged for transfer 10
Defined Benefit Obligation 23,30,467 19,44,926
Non - Receipt of Dividend Warrants 14 Amount not recognized in the Balance Sheet
Non - Receipt of Exchange Certificate 2 Present value of funded obligations 32,54,142 29,81,349
Non - Receipt of Duplicate Share Certificate 3 Fair value of plan assets 29,81,349 24,08,431
Present value of unfunded obligations (9,23,676) (10,36,423)
Dematerialization / Rematerialization of Shares 2
Unrecognised past service cost
Others 2
Net Liability / (Asset) (9,23,676) (10,36,423)
Total 33
(b) Details of Skyline Riverside Project (Karjat) - Work-In-Progress are as under Break-up of
major costs incurred *** During the year under review, Mr. Jaysinh A. Dave had resigned from the Audit Committee and
Particulars Mr. Maulik H. Dave has been appointed as member of the Audit Committee w.e.f. July 26th, 2010.
Opening Work-In-Progress
Add :Expenses during the Year
The broad terms of reference of the Audit Committee are as per following;
Cost of Land 4,18,00,000
Statutory Payments (MCGM and Stamp Duty) 26,22,682 Reviewing audit reports of statutory auditors with auditors and management.
Development Expenses 11,80,310 Reviewing financial reporting systems, internal control systems and control procedures.
Closing Work-In-Progress 4,56,02,992
Ensuring compliance with regulatory guidelines.
10. Earnings per share Oversight of the Company's financial reporting process and the disclosure of its financial
2010-2011 2009-2010 information to ensure that the financial statement is correct, sufficient and credible.
Face value per share { 1/- 1/- Recommending to the Board, the appointment, re-appointment and, if required the replacement
Net profit for the year { 3,10,29,191 4,23,50,097 or removal of the statutory auditor and fixation of audit fees.
a) Basic EPS Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
Schedules
Independent, Non-Executive
b) Millars Concrete Technologies Pvt. Ltd. (Formerly Pedershaab Millars India Pvt. Ltd.)
Mr. Tarak A. Patel Director c) Glass Lined Equipment Co. Ltd.
Promoter, Non-Executive 4 3 2 Nil Yes
d) Skyline Residency Pvt. Ltd.
Mr. Jatin V. Daisaria Director e) J. V. Patel & Co. (Fin)
Promoter, Non-Executive 4 4 Nil Nil Yes
f) Ankit Overseas.
Mr. Upen M. Doshi Director g) Symphony
Independent, Non-Executive 4 4 Nil Nil Yes
C. Capital Employed
(Segment Assets Segment Liabilities)
1) Construction Equipment 1,628.27 1,657.49
2) Real Estate Development 2,090.73 1,809.29
Total 3,719.00 3,467.78
101989400
(92618825)
NOTES :
a) installed capacities has been certified by the Director which has been accepted by the Auditors without verification.
b) Licensed capacities in respect of item Nos. 16 to 19, 21, & 22 have not been given as the Company has been registered with D.G.T.D
New Delhi vide their Registration No. D.G.T.D./R-3935/E-16(1)S-19/77 dated 21-2-1978 and DGTD/HQ/D/S/19/R-10429/E-16 (iii) NU/82.
For SHAH & CO, Mr. Tarak A. Patel DIRECTORS' RESPONSIBILITY STATEMENT
Chartered Accountants Directors
FRN 109430W Pursuant to provision of section 217 (2AA) of the Companies Act, 1956, the Directors confirm: -
Mr. Jatin V. Daisaria
a) That in the preparation of the annual accounts, the applicable accounting standards had been followed along
H.N. SHAH
Partner
with proper explanation relating to material departures.
Membership No.008152 b) That they have selected such accounting polices and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true & fair view of the state of affairs of the
Mumbai, July 28th, 2011. Mumbai, July 28th, 2011 Company at the end of the Financial Year and of the Profit and Loss Account of the Company for the period
April 1st, 2010 to March 31st, 2011.
c) That they have taken proper and sufficient care 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.
d) That the annual accounts for the year ended March 31st, 2011 are prepared on a 'going concern basis'.
Schedules
AUDITORS
M/s. Shah & Co., Chartered Accountants, retiring as the Statutory Auditors of the Company at the conclusion of
ensuing Annual General Meeting, offer themselves for re-appointment. The requisite certificate has been
received from them to the effect that their re-appointment as Statutory Auditors, if made, would be within the
limits prescribed under Section 224(1B) of the Companies Act, 1956.
year.
Net Cash flow from Financing Activities
However, the Net Profit of the Company was { 310 lacs compared to { 424 lacs in the previous year a decrease of
Net Increase / (Decrease) in Cash and Cash Equivalent (16,58,899) 5,36,24,045
27% due to overall rise in raw material input cost due to inflationary pressure. Cash and Cash Equivalent as at 01.04.2010 11,63,65,710 6,27,41,665
As a result the Earning per Share (E.P.S.) of the Company was { 0.77 as compared to { 1.05 of the previous Cash and Cash Equivalent as at 31.03.2011 11,47,06,811 11,63,65,710
year.
As per our Report of even date For and on behalf of the Board
DIVIDEND For SHAH & CO,
Chartered Accountants Mr. Tarak A. Patel
The Board of Directors have approved the payment of Interim Dividend of { 0.20 (20%) per share, at their FRN 109430W Directors
meeting held on April 27th, 2011. The total dividend distributed for the year of { 80.45 lacs was equal to that of Mr. Jatin V. Daisaria
H.N. SHAH
the previous year. Partner
The Directors propose that the interim dividend paid so far be considered as the Final Dividend for the year Membership No.008152
under review. Mumbai, July 28th, 2011. Mumbai, July 28th, 2011
As per our Report of even date For and on behalf of the Board
For SHAH & CO,
Chartered Accountants Mr. Tarak A. Patel
FRN 109430W Directors
H.N. SHAH Mr. Jatin V. Daisaria
Partner
Membership No.008152
Mumbai, July 28th, 2011. Mumbai, July 28th, 2011
5. As a measure of economy, copies of the Annual Reports and Accounts will not be distributed (TEAR HERE)
at the Meeting. Members are therefore, requested to bring their copies at the meeting.
6. Members are requested to produce the attendance slip, sent along with the Annual Report, SKYLINE MILLARS LIMITED
duly signed for admission to the meeting hall. (FORMERLY MILLARS INDIA LIMITED)
Regd. Office : 24, Kurla-Kirol Road, P.B. No. 9208, Ghatkopar (West), Mumbai - 400 086.
7. Members who are holding shares in identical order or names in more than one folio are
requested to write to the Company to enable the Company to consolidate their holdings in FORM OF PROXY
one folio to facilitate better services. I/We .....................................................................................................................................................................
of ....................................................... in the district of ............................................................................ being
8. Pursuant to Clause 49 of the Listing Agreement with Stock Exchanges, additional information
a Member / Members of the above named Company hereby appoint ..................................................................
relating to Directors recommended for appointment / re-appointment at the Annual General
Meeting appears in the Director's Report. of ............................................... in the district of .............................................................................. or failing
him/her ......................................... of ........................................... in the district of ................................... as my/
9. Members desirous of obtaining any information concerning the accounts and operations of our Proxy to vote for me/us on my/our behalf at the 91st ANNUAL GENERAL MEETING of the Company to
the Company are requested to address their questions in writing to the Company Secretary be held at Club House, Skyline Oasis, Premier Road, Near Vidyavihar Railway Station, Ghatkopar (West),
at least seven days before the date of the meeting, so that the information required may be Mumbai - 400 086, on Tuesday, 27th September, 2011 at 10.30 a.m. at any adjournment thereof.
made available at the meeting.
Signed this ...................................... day .............................. 2011
10. Members holding shares in physical form are requested to notify/send the following to
Signature ........................................................
the Company's Registrar and Share Transfer Agent to facilitate better service. AFFIX
Reg. Folio No........................ {1
a. Any change in their address/mandate / Bank details. REVENUE
STAMP
b. Particulars of their Bank accounts in case the same have not been sent earlier and
Notice
c. Share Certificate(s) held in multiple accounts in identical names and/or joint accounts in NOTE : THIS FORM IN ORDER TO BE EFFECTIVE SHOULD BE DULY STAMPED COMPLETED AND SIGNED AND
MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, NOT LESS THAN FORTY EIGHT HOURS
the same order of names for consolidation of such shareholdings into one account. BEFORE THE TIME FIXED FOR THE MEETING.
Board of Directors
Name of the Directors Designation
Mr. Anand J. Vashi Independent Director & Chairman Registered Office :
Mr. Ashok J. Patel Non-Executive Director 24, Kurla - Kirol Road, P. B. No. 9208, Ghatkopar (West), Mumbai - 400 086.
E-mail: millars@vsnl.net Website: www.skylinemillarsltd.com
Mr. Vinod N. Joshi Independent Director
Mr. Tarak A. Patel Non-Executive Director
Mr. Jatin V. Daisaria Non-Executive Director
Mr. Upen M. Doshi Independent Director
Mr. Shilpin K. Tater Non-Executive Director
Corporate Office :
Mr. Maulik H. Dave Non-Executive Director (w.e.f. 23.04.2010) 4th floor, Churchgate House, 32-34, Veer Nariman Road, Fort, Mumbai-400 001.
Tel.: (022) 2204 7470, 2283 1375 Fax : (022) 2204 9408
E-mail: millars@vsnl.net
Realty Head Prem P. Ramnani
Vice President-Marketing N. B. Joshi
& Engg. Services
Financial Controller Hitesh P. Sangoi
Dy. G.M. Finance & Dhawal J. Vora
Company Secretary Construction Equipment Division
Bankers Bank of Maharashtra
Plant Location :
IDBI Bank Limited
Anand - Sojitra Road, Karamsad - 388 325.
ICICI Bank Limited
Tel.: (02692) 232017, 237331 Fax : (02692) 235914
Axis Bank Limited
Auditors M/s Shah & Co.
Chartered Accountants
Internal Auditors M/s Arvind & Co.
Chartered Accountants
Solicitors M/s Vigil Juris
Regional Marketing Offices :
Advocates, Solicitors & Notary
210, Pragati Tower, 26, Rajendra Place, New Delhi - 110 008.
Tel.: (011) 2572 1566, 2581 4913 Fax : (011) 2581 4913
Contents Page No.
Notice 1 City Centre 3, Ground Floor, No. 39, Thirumalai Pillai Road,
T. Nagar, Chennai - 600 017.
Directors' Report 4
Tel.: (044) 2815 7906 Fax : (044) 2815 8249
Management Discussion & Analysis 8
Corporate Governance Report 10 B. Jadhav Chambers, 3rd Floor, Ashram Road, Ahmedabad - 388 009.
Auditor's Report 22 Tel.: (079) 2754 6822, 2754 6894 Fax : (079) 2754 6894
Balance Sheet 26
Profit & Loss Account 27
Schedules 28
Cash Flow Statement 49
Balance Sheet Abstract 50
digital edge 022-24304449