DIRECTORS? REPORT:

TO                                                                  

 THE MEMBERS,

HI-TECH PIPES LIMITED

Your Directors have pleasure in presenting the THIRTIETH ANNUAL REPORT together with the audited statement of Accounts for the year ended 31st March 2014.

2. REVIEW OF OPERATIONS

     During the year, the Company has manufactured 44296.212 M.T. C.R.Coils / Galv. Coils W. Beams etc. as compared to 45067.042 M.T. in the previous year.

    During the year under review, the Company has manufactured 42936.025 M.T. of Steel Pipes as compared to 35321.516 M.T. in the   previous   year. 

The Turnover including other income of the company has increased from Rs.37,173 Lacs to Rs. 38,705 Lacs.

3. DIVIDEND

    In view of long-term capital requirements, your Directors are constraint to recommend any dividend for the year under review.

4. DIRECTORS         

     Sh. Rakesh Kumar Bansal, retires from the office of the Directors by rotation and being eligible and offers himself for re-appointment.

5. FIXED DEPOSITS

     At the close of the Accounting year under Report, there are no unclaimed or overdue fixed deposits accepted in terms of Companies (Acceptance of Deposits) Rules, 1975.

6. PARTICULARS OF EMPLOYEES

    Number of Employees drawing salary beyond the prescribed limit is nil.  Hence, the details of particulars of Employees required under section 217 (2A) of the Companies Act, 1956 and the Companies (Particulars of Employees) Rules, 1975 as amended are nil for the current year.

7. AUDITORS

M/s. N.C. Aggarwal & Co., Chartered Accountants are auditors of the Company until the conclusion of the ensuring Annual General Meeting and are eligible for re-appointment.

In terms of the provisions contained in the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 the appointment of Statutory Auditors is proposed for a period of five financial years commencing 2014-15 to hold office from the conclusion of the Thirtieth Annual General Meeting till the conclusion of Thirty Fifth Annual General Meeting. Their appointment during the aforesaid term of five financial year shall be subject to rectification by the Members at subsequent Annual General Meetings.

8. COST AUDITORSM/S. S. SHEKHER & CO. were appointed as Cost Auditors for auditing the Cost accounts of the company for the Financial Year 2013-14. The Cost Audit reports are required to be filed within 180 days from  the end of financial year. The Cost Audit reports for the financial year ended 31st March, 2014 will be filed in due course.

9. REMARKS OF THE AUDITORS? REPORT  

The auditors in their report have pointed out certain matters, which are explained below:

1.    Liability for gratuity and leave encashment shall be provided, as and when the same becomes payable and paid, as in the opinion of the Directors, it is not necessary to create provision on the basis of the estimated amount of gratuity and leave encashment liability on actuarial basis.          

2.    The other remarks in the Auditor?s Report are self-explanatory and therefore do not call for any further comments.

10. DIRECTORS? RESPONSIBILITY

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm that:

 In the preparation of the annual accounts, the applicable accounting standards have been followed.

 Appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made, that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2014 and of the Statement of Profit and Loss for the year ended on that date.

 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.

 That the annual accounts have been prepared on a going concern basis.

11. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

      In accordance with the requirement of Sec. 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 a statement showing particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo are annexed hereto and forms part of this report.

12. COMPLIANCE CERTIFICATE   BY A COMPANY SECRETARY

As required by the companies (Compliance Certificate) Rules 2001, compliance certificate has been obtained by a Company Secretary in Practice.

13. APPRECIATION

Your Directors are pleased to place on record their sincere thanks to the Government Authorities, Financial Institutions, Bankers, and business constituents for their continued valued co-operation and timely support to the Company. Your Directors also express their deep appreciation for the devoted and unstinted services by workers, staff and executives at all levels of operation of the Company during the year and we are confident that your Company will continue to receive such co-operation from them.

ANNEXURE TO THE DIRECTOR?S REPORT

Statement containing particulars pursuant to companies (Disclosure of particulars) in the Report of Board of Directors.

A.   CONSERVATION OF ENERGY :

a)     The Company has given top priority to conservation of energy on continuous basis by closely monitoring energy consuming equipment involving use of energy generating diesel set and power purchased from Electricity Board e.g. size of the motors are optimum to save energy. The Company has been conserving energy by resorting to use of power to the barest minimum.                                                                                                            

b)    Keeping in view the nature of the manufacturing process no additional investment is proposed and hence further consumption of energy is ruled out in the near future.

c)    No specific studies regarding impact of the above measures of (a) and (d) have been carried out and the cost impact of energy cost and energy saving measures on cost of production of goods is not material, as it forms a very minimum percentage vis-a vis the cost of Company?s product.

d)    Total energy consumption and energy consumption per unit of production is given as per Form-A.

FORM- A

B.  TECHNOLOGY ABSORPTION:                                                          

FORM-`B?

    I. RESEARCHES AND DEVELOPMENT (R&D)

a)    Specific area in which R & D carried out by the Company:

           There is no specific area in which the Company has carried the R & D. However, the Company is continuously making efforts for improvements in its production process for better productivity and cost efficiency.

b)    Benefits derived as a result of improvement in efficiency of Plant & Machinery by maintaining low maintenance cost.

c)    Further plan to action

           The Company plans to monitor continuously the plant efficiency thus reducing the shortage and reducing the cost of production.

d)    Expenditure on R & D

           Charged under primary heads of account.

    II. TECHNOLOGICAL, ABSORPTION, ADAPTATION & INNOVATION:

    a)    Efforts made towards Technology Absorption:

            For the goods manufactured by the Company there is a simple process of ERW manufacturing technique called Rolling production and the Company has already adopted the same and no innovations have been carried by the company, as there is no other available alternative that would ensure further cost efficiency.

    b)    Benefits derived as a result of the above efforts:

            Productions of quality products have acceptability in the domestic market and ensure an easy marketability and goodwill for Company?s product.

    c)     Particulars relating to imported technology:

            The Company has not imported any technology and the plant has been installed with complete Indian Technical know-how.

C.  FOREIGN EXCHANGE EARNING AND OUT GO: