46
Kajaria Ceramics Limited
Annual Report
2012-13
25
YEARSOF
WORKINGWITH
ANATTITUDE
CELEBRATING
Technical was appointed for a period of 3 years and his tenure
will expire on 30th April 2013. In view of the contribution
made by, Mr. B. K. Sinha, Director - Technical, it is proposed
to re-appoint for another period of three years w.e.f. 1st April
2013 on revised terms and conditions. His re-appointment is
subject to the approval of the members.
The Board recommends their re-appointment.
Brief resumes of the directors being appointed/re-appointed
together with other relevant details form part of the Notice
of the ensuing Annual General Meeting.
Auditors and their observations
M/s O P Bagla & Co., Chartered Accountants, the auditors of
the Company would retire at the ensuing Annual General
Meeting. They have confirmed their eligibility under section
224 of the Companies Act 1956 and willingness for re-
appointment as statutory auditors of the Company.
The Board of Directors recommends the re-appointment of
M/s O P Bagla &Co. as Statutory Auditors from the Conclusion
of ensuing Annual General Meeting till the Conclusion of
next Annual General Meeting.
The observations of the auditors are suitably explained in
the notes on accounts.
Particulars of Employees
In terms of the provisions of Section 217(2A) of the
Companies Act, 1956, read with the Companies (Particulars
of Employees) Rules, 1975 as amended, the names and other
particulars of the employees are set out in the annexure
to the Directors’ Report. Having regard to the provisions
of Section 219(1)(b)(iv) of the said Act, the Annual Report
excluding the aforesaid information is being sent to all the
members of the Company and other entitled thereto. Any
member interested in obtaining such particulars may write
to the Company Secretary at the Registered Office of the
Company.
Directors’ responsibility statement
Pursuant to Section 217 (2AA) of the Companies Act 1956 as
amended, Directors confirm that:
i) In the preparation of the annual accounts, the applicable
accounting standards have been followed along with
proper explanations relating to material departures
ii) Appropriate accounting policies have been selected
and applied consistently and judgments and estimates
made are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company as on 31st
March 2013 and the profit and cash flow of the Company
for the period 31st March 2013.
iii) 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) The annual accounts have been prepared on a going
concern basis.
Corporate Governance Report
The Company has complied with the Corporate Governance
requirements as stipulated under the listing agreement
with the stock exchanges. A separate section on corporate
governance, along with a certificate from the auditors
confirming the compliance, is annexed and forms part of the
Annual Report.
Management discussion and analysis report
Management discussion and analysis on matters related
to the business performance, as stipulated in Clause 49 of
the Listing Agreement with stock exchanges, is given as a
separate section in the Annual Report.
Conservation
of
energy,
technology
absorption and foreign exchange earnings/
outgo
Information required under Section 217(1)(e) of the
Companies Act, 1956, read with the Companies (disclosure
on particulars in the Report on the Board of Directors) Rules,
1988 is given in Annexure ‘I’ and forms part of this Report.
Acknowledgement
Your Directors would like to express their appreciation for
the assistance and co-operation received from the banks,
Government authorities, dealers, end consumers, suppliers
and members during the year under review. Your Directors
also wish to place on record their deep sense of appreciation
for the committed services by the executives, staff and
workers of the Company.
For and on behalf of the Board
Place: New Delhi
Ashok Kajaria
Date: 30th April 2013
Chairman and Managing Director
