tentiwal wire products limitedtentiwal wire products limited 20 th annual report 2013- 14 page | 4...

59
[Type text] TENTIWAL WIRE PRODUCTS LIMITED ANNUAL REPORT 2013-2014

Upload: others

Post on 25-May-2020

0 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

[Type text]

TENTIWAL WIRE PRODUCTS LIMITED

ANNUAL REPORT 2013-2014

Page 2: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

{AN ISO 9001 : 2008 AND ISO 14001 : 2004 Company}

20th

ANNUAL REPORT

2013-14

Page 3: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

1 | P a g e

BOARD OF DIRECTORS

Mr. Radha Pad Tentiwala - Chairman & Managing Director

Mr. Neelesh Tentiwala - Director

Mr. Parag Sharma - Director

Mrs. Kumkum Tentiwala - Director

Ms. Vandana Kaushik - Independent Director

Mr. Nand Kumar Misra - Independent Director

Mr. Anil Kulshreshtha - Independent Director

Mr. Jainendra Katara - Independent Director

COMPANY SECRETARY

Mr. Rohit Verma

BANKERS

Syndicate Bank, Maholi Road, Mathura

AUDITORS

M/s PRAKASH SHRI KRISHAN & COMPANY

CHARTERED ACCOUNTANTS,

SWAMI GHAT, MATHURA, 281001

LISTING OF EQUITY SHARES

I) Bombay Stock Exchange Limited (SME)

Contents Promoter’s Profile...................... Chairman’s Statement…………… Notice of AGM………………. Notice of Book Closure................ Directors’ Report……………………...

Management Discussion and Analysis

Report........................................ Report on Corporate Governance…..... Certificate on Corporate Governance...

Managing Director & Chief Finance Officer Certification……………… Compliance with code of Conduct…….. Auditors’ Report…………………… Balance Sheet…………………………..... Profit & Loss Account………………...... Cash Flow Statement………………… Notes to the Account…………………...

Proxy Form............................................. Attendance Slip….................................... Thank You...........................

Page No.

2

3

5

7

8

15

18

30

31

31

32

37

38

39

40

55

56

57

REGISTERED OFFICE

Radhey Shyam Colony, Delhi Masani Road, Mathura – 281003 (Uttar Pradesh).

Email: [email protected]

20th ANNUAL GENERAL MEETING OF

TENTIWAL WIRE PRODUCTS LIMITED

Monday, 22nd September, 2014

10:30 A.M., At Hotel Brijwasi Lands Inn, Delhi Masani

Road, Mathura-281003

REGISTRAR AND SHARE TRANSFER AGENT

Sharepro Service (India) Pvt. Ltd.

13 AB, Samhita Warehousing Complex,

2nd Floor, Sakinaka Telephone, Exchange Lane, Off Andheri-

Kurla Road,

Sakinaka, Andheri (E), Mumbai-400072

Page 4: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 2

OUR PROMOTERS

Brief resume of all promoters, nature of their expertise in specific functional areas are provided below:

Radha Pad Tentiwala

Age Designation Qualification

60 Years Managing Director Bachelor of Science & Ll.b

He has about Two decades of experience in various business activities ranging from Trading,

Manufacturing, Distributing and Consulting.

Neelesh Tentiwala

Age Designation Qualification

36 Years Whole Time Director MBA & Bachelor of Science

A person having experience of 15 years in the field of marketing and production. He is responsible for

effective & timely execution of all operations and business activities of our company.

Kumkum Tentiwala

Age Designation Qualification

56 Years Whole Time Director Bachelor of Arts

She is having an overall experience of 23 years in the production. She is responsible for managing day to

day business activities of our Company.

Parag Sharma

Age Designation Qualification

38 Years Whole Time Director PGDBA & Bachelor of Science

He is having an overall experience of 14 years in the marketing. He is responsible for enhancement of our

customer base & timely execution of all operations and business activities of our company

Page 5: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 3

CHAIRMAN S STATEMENT

Dear Shareholders,

It gives an immense pleasure to reach you out through this 20th Annual General Meeting of your Company. The

Annual Report for the year ended 31st March 2014 has been with you for some time now so, with your permission,

I shall take it as read.

Industry Overview:

The Global Aluminium Industry is expected to reach USD 160bn in 2017. It is highly consolidated and is dominated

by Asia pacific region. The domestic industry accounts for 4-5% of global production. The Indian aluminium

extrusion market has an installed capacity of 5,20,000 MTPA.

Your company is also engaged in copper wire production.

Achievements:

I am happy to inform you all that your company has been listed on Bombay Stock Exchange SME Platform

successfully on 31st day of December, 2013. This achievement not only makes your company reputed but also

Transparent, Stable and law abiding.

Financial Performance - An Overview:

I would now like to highlight some key aspects of the year under review:

I am happy to inform you that your Company achieved consolidated revenues of Rs. 44,69,58,583.68, a

growth of more than 8.12 % over previous year.

EBIT in F/Y 14 grew by 21.8 % YOY Rs. 77,03,863.81 over previous year.

PAT is increased by 31.12% YOY Rs. 24,65,684.93 over previous year.

Page 6: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 4

In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares of Rs. 10/- each at a

premium of Rs. 3/- par share for repayment of loan taken from Aditya Birla Finance Ltd., General Corporate

Purpose and meeting issue expenses.

Acknowledgement:

On behalf of the Board, I want to thank the management and staff of Tentiwal Wire Products Ltd., who have worked

hard and dealt with various challenges to maintain our profitable position in FY 2014. I am also grateful to my fellow directors for their continued guidance, advice and foresight that helped steer the Group’s business through

the increasingly competitive industry landscape. Thank you also to our customers for your continued faith in our

products and our business partners for your support of our business. Finally, I want to thank our shareholders for

the trust and confidence you have given us. We will continue to strive for better results and returns for you.

Thank you again,

SD/-

(RADHA PAD TENTIWALA)

Chairman & Managing Director

DIN No.: 00132785

Address: 45-A, Jagannath Puri,

Mathura, 281001, Uttar Pradesh

Page 7: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 5

As a measure of economy, copies of the Annual Report will not be distributed at the Annual

General Meeting.

Shareholders are requested to kindly bring their copies to the Meeting.

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the 20th Annual General Meeting of the Members of TENTIWAL WIRE

PRODUCTS LIMITED will be held on Monday, 22nd September, 2014 from 10:30 A.M. at Hotel Brijwasi

Lands Inn, Delhi Masani Road, Mathura-281003, to transact the following business:

Ordinary Business:

1. To consider and adopt the Audited Balance Sheet as at 31st March 2014, Profit and Loss Account

for the year ended on that date and the Reports of the Board of Directors and Auditors thereon.

2. To appoint a Director in place of Mr. Radha Pad Tentiwala, who retires by rotation and being

eligible, offers him for reappointment.

3. To appoint Statutory Auditors and to fix their remuneration and in this regard to consider and if

thought fit, to pass with or without modification(s), the following resolution as an Ordinary

Resolution:

"RESOLVED THAT pursuant to the provision of Section 139 & 142 and other applicable provisions of the

Companies Act, 2013, if any, M/s Prakash Shri Krishan & Company, Chartered Accountants, Mathura

(Registration No. 006182C) the retiring auditor of the Company, being eligible for re-appointment, be

and is hereby appointed as the Statutory Auditor of the Company, to hold office from the conclusion of

this Annual General Meeting until the conclusion of the next Annual General Meeting of the Company on

such terms and conditions as may be fixed by the Board of Directors of the Company.

Place : Mathura By Order of the Board of Directors

Date :28th August, 2014 For TENTIWAL WIRE PRODUCTS LIMITED

CIN: U31101UP1994PLC016107

Sd/-

(Rohit Verma)

Company Secretary

Page 8: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 6

NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO

ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER. PROXIES

IN ORDER TO BE EFFECTIVE MUST BE DULY STAMPED AND RECEIVED BY THE COMPANY AT LEAST 48

HOURS BEFORE THE COMMENCEMENT OF THE MEETING.

2) All documents referred to in the above Notice and the accompanying Explanatory Statements are open for

inspection at the Registered Office of the Company during the business hours on any working day (except

Sunday and holidays) between 10.00 a.m. and 12.30 p.m. up to the date of the Annual General Meeting.

3) A member desirous of getting any information on the accounts or operations of the Company is required to

forward his/her queries to the Company at least 7 days prior to the Meeting so that the required

information can be made available at the Meeting.

4) Members are requested to intimate if shares are held in the same name or in the same order and names,

but in more than one account to enable the company to club the said accounts into one account.

5) Members are requested to quote Folio number in all their correspondences.

6) Members are requested to inform the company immediately the changes, if any, in their address specifying

full address in Block Capital with Pin code of the post office.

7) As per clause 50 (f) of Listing Agreement with SME, Company has designated email id: of the grievance

redressal division/compliance officer exclusively for the purpose of registering complaints by investors.

Investors are requested to send their communication on designated email id: [email protected].

8) The Register of Members and Share Transfer Books of the Company will remain closed from Tuesday 16th

September, 2014 to Monday, 22nd September, 2014 (both days inclusive).

9) Members are requested to bring their copy of Annual report of the meeting as the same shall not be

circulated thereat.

11) Members are requested to bring with them the attendance slip and hand it over at entry gate.

12) Members are requested to intimate their email id in order to meet the requirement of green initiatives.

Place : Mathura By Order of the Board of Directors

Date : 28th August, 2014 For TENTIWAL WIRE PRODUCTS LIMITED

CIN: U31101UP1994PLC016107

Sd/-

(Rohit Verma)

Company Secretary

Page 9: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 7

NOTICE OF BOOK CLOSURE

Pursuant to the provisions of Section 91 of the Companies Act, 2013 and Clause 18 of the Listing

Agreement with Stock Exchange(s), the Register of Members and the Share Transfer books of the

Company will remain closed from Tuesday, 16th September, 2014 to Monday, 22nd September, 2014 (both

days inclusive) for the purpose of ensuing AGM.

Place : Mathura By Order of the Board of Directors

Date : 28th

August, 2014 For TENTIWAL WIRE PRODUCTS LIMITED

CIN: U31101UP1994PLC016107

Sd/-

Radha Pad Tentiwala

(Chairman)

DIN: 00132785

Address: 45-A, Jagannath Puri,

Mathura-281001

Page 10: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 8

DIRECTORS' REPORT

TO THE MEMBERS,

Your Directors have pleasure in presenting the Annual Report of your Company with the Audited

Statement of Accounts for the year ended March 31, 2014.

FINANCIAL HIGHLIGHTS Your Company’s financial performance for the year under review has been encouraging and is summarized below:

(Rs.)

Particulars 2013-14 2012-13

Total Income 44,69,58,583.68 41,07,03,681.73

Less: Expenditure & Depreciation (43,54,71,632.23) (40,26,89,474.38)

Prior period items - (18,960.00)

Profit before Tax (PBT) 1,14,86,951.45 79,95,247.35

Less: Tax (29,90,653.00) (25,98,718.00)

Deferred Tax Asset (5,72,435.17) 61,649.00

Profit After Tax (PAT) 79,23,863.28 54,58,178.35

REVIEW OF OPERATIONS:

The Company's gross income for the financial year ended March 31, 2014 increased to Rs.

44,69,58,583.68 from Rs. 41,07,03,681.73 in the last year registering a handsome growth.

The operating profit (PBT) of the Company increased to Rs. 1,14,86,951.45.

TURNOVER:

Your Company registered a whopping 13.8 % increase in the turnover as compared to previous financial

year 2012-13, we hope the trend will continue in future.

Page 11: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 9

DIVIDEND:

To strengthen internal resources of the company and to fund the expansion plans of the Company, the

Directors do not recommend any dividend.

BUSINESS:

Efforts are being made to provide better result than earlier years. In view of the increased activities and

expansions and programs to grab the emerging opportunities.

DIRECTORS:

At the ensuing Annual General Meeting, Shri. Radha Pad Tentiwala, director of the Company retires by

rotation in terms of the Articles of Association of the Company and being eligible, offers himself for

reappointment. A brief profile of the director is given in the notice of the 20th Annual General Meeting.

A brief resume of director(s) retiring by rotation seeking appointment at the ensuing Annual General

Meeting, nature of their expertise in specific functional areas and names of companies in which they

hold directorship and/or membership/Chairmanship of Committees of Board, as stipulated under

clause 52 of the Listing Agreement with the Stock Exchanges, are given in the section of 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.

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.

APPOINTMENT OF CHIEF FINANCIAL OFFICER:

Moving a step ahead in implementing best financial management in your Company Mrs. Deepti

Tentiwala has been appointed as Chief Financial Officer of the Company w.e.f. 01.06.2014.

TIMELY REPAYMENT OF LOAN LIABILITIES:

The Company has not defaulted in payment of interest and/or repayment of loans to any of the financial

institutions and /or banks during the year under review.

Page 12: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 10

SUCCESSFUL INITIAL PUBLIC OFFERING OF THE COMPANY:

During the year your Company successfully completed its Initial public offering of 16,30,000 Equity

Shares of face value of Rs. 10 (Rupees Ten only) having premium of Rs. 3 (Rupees Three only) per

share.

LISTING OF THE COMPANY:

Your Company successfully listed its securities on the SME Platform of BSE Limited w.e.f. 31.12.2013.

CAPACITY EXPANSION:

During the year your Company successfully increased capacity of its Aluminium extrusions plant to

5400 MT per annum and commenced the commercial production of PVC / XLPE Cables.

UTILISATION OF IPO PROCEEDS:

The IPO Proceeds of the Company were utilized in the following manner :-

(Rs. in Lakhs)

Sr. No. Particulars Amount

deployed

1 Repayment of Loan taken from Aditya Birla Finance Limited 125.55

2 Issue Expenses 55.00

3 General Corporate Purpose 31.35

Total 211.90

FUTURE PROSPECTS:

The year 2013-14 has been a milestone year for the Company. While on one hand, Company

successfully scaled its operations through improved reach and streamlined business to an ever growing

consumer base, on the other hand, it undertake funding initiatives, mitigating interest risk to a large

extent.

Page 13: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 11

CORPORATE GOVERNANCE:

Your Company is committed to adhere to the best practice of governance. It is always ensured, that the

practices being followed by the Company are in alignment with its philosophy towards Corporate

Governance. Your Company believes that the Corporate Governance is all about effective management of

relationship among constituents of the system and always works towards strengthening this relationship

through corporate fairness, transparency and accountability. In your Company, prime importance is

given to reliable financial information, integrity, transparency, fairness, empowerment and compliance

with law in letter and spirit.

Your Company proactively follows Government principles and practices as to meet the business and

regulatory needs, which has enabled it to emerge as one of the best corporate governed companies of

India.

AUDITORS & AUDITORS' REPORT:

M/s Prakash Shri Krishan & Company, Chartered Accountants, Auditors of the Company retire at the

conclusion of the ensuing Annual General Meeting and, being eligible, offer themselves for re-

appointment. The Company has received a certificate from the auditors to the effect that their re-

appointment if made, would be in accordance with the provisions of section 139 & 142 of the Companies

Act, 2013.

The observations of Auditors in their report read with notes to the accounts are self-explanatory and do

not call for any further explanation.

HUMAN RESOURCE DEVELOPMENT AND INDUSTRIAL RELATION:

Your company strives to provide the best work environment with ample opportunities to grow and

explore. The human resources development function of the Company is guided by a strong set of values

and policies. Many initiatives are taken by the Company for development of human resources and their

continued growth.

The Company maintained healthy, cordial and harmonious industrial relations at all levels.

PARTICULARS OF EMPLOYEES:

We are having no employees in respect of whom we are required to give Information in accordance with

the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of

Employees) Rules, 1975, as amended.

Page 14: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 12

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Act, your Directors hereby confirm the following:

1) That in the preparation of the annual accounts, the applicable accounting standards had been

followed along with proper explanation relating to material departures ;

2) That the Directors 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

state of affairs of the company at the end of the financial year ended 31.03.2014 and of the Profit &

Loss of the Company for that period ;

3) That they had 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.

4) That the Directors have prepared the annual accounts on a going concern basis.

Page 15: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 13

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND

OUTGO:

Particulars required to be furnished under the Companies (Disclosure of Particulars in the Report of

Board of Directors) Rules, 1988, are as under:

1. Our Manufacturing units are in full compliance with the applicable environmental laws and are very

active and progressive in applying measures for conservation of energy and technology absorption.

CONSERVATION OF ENERGY:

A. Power and Fuel Consumption:

Sr. No. 2013-14 2012-13

1 Electricity

(a) Purchase

Total Units (in lacs KVAh) 8,15,602 6,85,602 Total Amount (in lacs Rs.) 51,11,109 38,17,710

Rate / unit ( In Rs. ) 6.26 5.56

(b) Own Generation NIL NIL

2

Diesel

17,16,209 14,44441.20

3

Furnace oil NIL NIL

4 Others 1,00,98,031.22 69,16,373.09

B.

Technology absorption

The Company’s plant is running satisfactorily. No other technology is involved in Company’s facilities. NIL NIL

C. Foreign exchange inflow / out flow

Foreign Exchange inflow (Rs. in lacs) NIL NIL

Foreign Exchange outflow (Rs. in lacs) NIL NIL

Page 16: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 14

ACKNOWLEDGMENTS:

The Board of Directors wishes to place on record its appreciation for the commitment, dedication and

hard work done by the employees of the Company and the cooperation extended by Banks, Government

Authorities, Customers, Shareholders and Employees of the Company and looks forward to a continued

mutual support and co-operation.

Place : Mathura By Order of the Board of Directors

Date : 29th

May, 2014 For TENTIWAL WIRE PRODUCTS LIMITED

CIN: U31101UP1994PLC016107

Sd/-

Radha Pad Tentiwala

(Chairman)

DIN: 00132785

Address: 45-A, Jagannath Puri,

Mathura-281001

Page 17: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 15

MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management's views on the Company's performance and future possibilities are discussed below:

INDUSTRY OUTLOOK:

The future of Wire Industry in India:

Global demand for insulated cable and wire is expected to increase 8.3% p.a. between 2014 - 2018. Azerbaijan,

China, Lithuania, Turkey, and the United States are considered the highest potential markets in the coming

years.

The expansion of the global insulated cable and wire industry is forecasted to reach 8.3% p.a. in the coming

years. Between 2007 and 2013 the market increased with an average annual growth of 9.5%. Currently, electric

conductors (< 80 volts) account for 39.1% of the global demand while the remaining market share is divided

between electric conductors (80-1000 volts) (31.5%), co-axial cable and co-axial electric conductors (8.4%),

electric conductors (>1000 volts) (7.0%), insulated winding wire of copper (6.9%) , optical fibre cables (5.7%),

and other insulated winding wire (1.4%).

The Aluminium Industry in India

India with its abundant supply of quality bauxite and low cost labour has established itself as a low cost

producer of primary aluminium. Global primary aluminium production in 2012 was 45.2 million tonnes, with

China accounting for an astounding 19.8 million tonnes or 44%. However, in India, the production of primary

aluminium has stagnated around the 1.6 to 1.7 million tonne mark for the last three years. The three primary

aluminium producers, viz. Hindalco, Vedanta and Nalco have expansion plans as well as greenfield projects that

should take the production to 2.5 to 3.0 million tonnes in the foreseeable future.

Import and export of primary aluminium in India have increased over the years and kept pace with each other,

making the sector increasingly globalised.

Page 18: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 16

Recycled (secondary) aluminium production has surged in India, driven strongly by the demand for castings

from the automotive sector. As the generation of aluminium scrap is limited within the country, scrap imports

have grown significantly. However, the recent imposition of 2.5% customs duty on aluminium scrap import will

act as a damper and some slow-down in the recycled aluminium sector can be foreseen.

The total aluminium usage (primary plus secondary) in the country is estimated at around 2.5 million

tonnes in 2012. The principal user segment in India for aluminium continues to be electrical & electronics

sector followed by the automotive & transportation, building & construction, packaging, consumer

durables, industrial and other applications including Defence.

OPPURTUNITIES AND THREATS:

Increasing global and indigenous demand of our product segments is certainly is good growth indicator for us

but ever increasing debt & cost of principal raw materials is a worry in the future to come.

INITIATIVES:

At TWPL our main focus is on delivering utmost quality products to our diversified clientele; further to bring

down our cost of production we are focusing mainly on capacity expansion so as to bring more economies of

scale.

Page 19: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 17

Cautionary Statement

Statements in the management discussion and analysis describing the Company’s objectives, projections, estimates, expectations may be forward-looking statements within the meaning of applicable laws and

regulations. Actual results could differ materially from those expressed or implied. Factors that could make a

difference to the Company’s operations, inter-alia, include the economic conditions, government policies and

other related/incidental factors.

Disclaimer : The above mentioned report is based on Internet Source.

Page 20: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 18

REPORT ON CORPORATE GOVERNANCE

Corporate Governance is the commitment of an organization to follow ethics, fair practices and transparency in

all its dealing with its various stakeholders such as Customers, Employees, Investors, Government and the

Society at large. Sound Corporate Governance is the result of external market place commitment and

legislation plus a healthy board culture which directs the policies and philosophy of the organization. Our

Company is committed to good Corporate Governance in all its activities and processes.

Company’s philosophy

Corporate governance at M/s Tentiwal Wire Products Ltd. is a value-based framework to manage our Company

affairs in a fair and transparent manner. As a responsible corporation, we use this framework to maintain

accountability in all our affairs and employ democratic and open processes. We have evolved guidelines and

best practices to ensure timely and accurate disclosure of information regarding our financials, performance and

governance of the Company.

Our corporate governance philosophy is based on the following principles:

Satisfy the spirit of the law and not just the letter of the law. Corporate governance standards should go

beyond the law.

Be transparent and maintain a high degree of disclosure levels.

Make a clear distinction between personal conveniences and corporate resources.

Communicate externally, in a truthful manner, about how the Company is run internally.

Comply with the laws in all the countries in which we operate.

Have a simple and transparent corporate structure driven solely by business needs.

The Management is the trustee of the shareholders’ capital and not the owner.

The Board of Directors (‘the Board’) is at the core of our corporate governance practice and oversees how the Management serves and protects the long-term interests of all our stakeholders. We believe that an active, well-

informed and independent Board is necessary to ensure the highest standards of corporate governance.

The disclosure requirements of Clause 52 of the Listing Agreement entered on the listing of equity shares of the

Company on stock exchanges are given below:

As per clause 52 of 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.

The company agrees to comply with the following provisions:

1. Board of Directors

Page 21: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 19

(A) Composition of Board

The Company has a balanced mix of Executive and Non-Executive Independent Directors. As on date, the

Board of Directors comprises of 8 Directors, of which 4 (50%) are Non-Executive Independent while 4

(50%) are executive of which the Chairman is Executive and a Promoter of the Company. This complies

with the requirements of Independent Director.

The Composition of Board of the Company is complying with the requirements of Stock Exchange Listing

requirement.

Board Procedure:

The Agenda is circulated well in advance to the Board members. The items in the Agenda are backed by

comprehensive background information to enable the Board to take appropriate decisions. To enable the

Board to discharge its responsibilities effectively, the Managing Director apprises the Board at every

meeting on the overall performance of the Company. In addition to the information required under

Annexure IA to Clause 52 of the SME Equity Listing Agreement, the Board is also kept informed of major

events / items wherever necessary.

Compliance:

During the financial year ended on 31st March, 2014 Eleven meetings of the Board of Directors were held

and the gap between two meetings did not exceed four months. The Board meetings were held on:

20.04.2013, 30.04.2013, 02.05.2013, 5.06.2013, 25.07.2013, 26.07.2013, 26.09.2013, 04.12.2013,

05.12.2013, 24.12.2013, 29.03.2014. The last Annual General Meeting was held on 26th August, 2013.

The details of attendance of the Directors at the Board Meeting during the year and at Annual General

Meeting are given below:

Name of Director Position Board meeting

Attended

AGM Attended

Neelesh Tentiwala Executive 11 Yes

Radha Pad Tentiwala Executive 11 Yes

Kumkum Tentiwala Executive 11 Yes

Parag Sharma Executive 11 Yes

Anil Kulshreshtha Non Executive 11 Yes

Nand Kumar Misra Non Executive 11 Yes

Vandana Kaushik* Non Executive 8 No

Jainendra Kumar

Sharma Katara**

Non Executive 6 No

Appointed on 05/06/2013(*)

Appointed on 26/08/2013(**)

Page 22: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 20

2. Audit Committee 2.1 Composition of Audit Committee

The Audit Committee comprises of One Executive Directors and Two Independent Non Executive

Directors.

Name of the Director Status in Committee Nature of Directorship

Ms. Vandana Kaushik Chairman Non Executive-Independent Director

Mr. Anil Kulshreshtha Member Non Executive-Independent Director

Mr. Neelesh Tentiwala Member Whole Time Director

2.2 Meeting of Audit Committee

The Committee met four times during the year on 26.07.2013; 05.10.2013; 06.12.2013 and 06.03.2014.

Name of Director Category Qualification No. of Meetings Attended

Neelesh Tentiwala Executive Director Graduate 4

Vandana Kaushik Independent Director Graduate 4

Anil Kulshreshtha Independent Director Graduate 4

The Committee acts as a link between the management, auditors and the Board and has full access to

financial information.

2.3 Role of Audit Committee

The terms of reference of the Audit Committee are as set out in Clause 52 of the Listing Agreement with

the Stock Exchanges, under the Companies Act and with any other applicable laws. The Audit Committee

reviews the financial statements of all Subsidiaries of the Company and also performs the following

functions:

to review the audit plan and Company’s external auditors report; to recommend appointment, remuneration and terms of appointment of auditors of the company;

to review the financial statements of the Company before their submission to the Board;

to review with management the quarterly financial statements of the Company before their

submission to the Board;

to review the co-operation given by the Company’s officers to the external auditors; to discuss nature and scope of audit before audit commences with statutory auditors;

to review the scope and results of internal audit procedures;

to nominate external auditors for re-appointment;

to review interested person transactions; and

to generally undertake such other functions and duties as may be required by statute or by the

Listing Manual, and by such amendments made thereto from time to time.

Page 23: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 21

3. Remuneration Committee: 3.1 Composition of Committee:-

The remuneration committee comprises of Three Independent Non Executive Directors and Mr. Nand

Kumar Misra is the Chairman of the Committee. Mr. Gaurav Rajoriya, Company Secretary, acts as the

Secretary of the Remuneration Committee.

3.2 Meetings and attendance during the year:-

The Committee met on 26.07.2013 and 26.08.2013. Particulars of meeting attended by members of the

Committee are given below:

Name Status No. of Meeting

Attended

Parag Sharma Whole Time Director 2

Vandana Kaushik Independent Director 2

Anil Kulshreshtha Independent Director 2

3.3 Terms of Reference:-

The role of the Remuneration Committee is to facilitate the transparency, accountability and

reasonableness of the remuneration of Director and Senior Management Personnel.

The Remuneration Committee will recommend to the Board a framework of remuneration for the

Directors, key managerial personnel and other employees and determine specific remuneration packages

for each Director. All aspects of remuneration, including but not limited to directors’ fees, salaries, allowances, bonuses, options and benefits-in-kind shall be covered by the Remuneration Committee.

Each member of the Remuneration Committee shall abstain from voting any resolutions in respect of his

remuneration package

3.4 Remuneration Policy:-

The Non Executive Directors of the Company are paid by way of sitting fees. There is no other pecuniary

relationship or transaction by the Company with Non Executive Directors.

The Company pays remuneration to its Executive Chairman, Managing Directors and Executive Directors

by way of Salary. The remuneration is approved by the Board and is within the overall limits approved by

the shareholders.

Page 24: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 22

3.5 Details of remuneration to all the Directors:-

Particulars of Remuneration of Directors for the year ended 31 March, 2014:

Name of Directors Salary & Perquisites (Rs.)

Radha Pad Tentiwala 12,00,000/-

Neelesh Tentiwala 5,40,000/-

Kumkum Tentiwala 5,40,000/-

Parag Sharma 5,40,000/-

4. Shareholder s/Investor s Grievance and Share Transfer Committee

4.1 Composition of Committee:-

The Committee comprises of two Independent Non Executive Directors and One Executive Director.

Mr. Anil Kulshreshtha is the Chairman of the Committee. Mr. Gaurav Rajoriya, Company Secretary acts as Secretary of the Shareholder’s/ )nvestor’s Grievance and Share Transfer Committee.

4.2 Meetings and attendance during the year:-

No Such Meeting was held during the Financial Year as there were no Shareholders Complaint.

4.3 Terms of Reference:-

The current terms of reference of the Committee are as follows:

i. To allot the equity shares of the Company,

ii. Efficient transfer of shares; including review of cases for refusal of transfer / transmission of

shares and debentures;

iii. Redressal of shareholder and investor complaints like transfer of shares, non-receipt of balance

sheet, non-receipt of dividends etc;

iv. Issue of duplicate / split / consolidated share certificates;

v. Allotment and listing of shares;

vi. Review of cases for refusal of transfer / transmission of shares and debentures;

vii. Reference to statutory and regulatory authorities regarding investor grievances;

viii. And to otherwise ensure proper and timely attendance and Redressal of investor queries and

grievances.

Page 25: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 23

4.4 Details of shareholder s Complaints:

Details of Complaints Received No.

Number of Shareholders’ Complaints received From .01.14 to

31.03.2014

0

Number of Complaints not solved to the satisfaction of the shareholder 0

Number of Pending Complaints on 31.03.2014 0

5. Particulars of AGM held during last three year:

Year Date Time Place of Meeting Number of Special

Resolution Passed

2012-13 26.08.2013 10:00 A.M. Registered office 4

2011-12 13.08.2012 11:00 A.M. Registered office NIL

2010-11 20.07.2011 11:00 A.M. Registered office NIL

During the year under review, no resolution was put through by Postal Ballot

6. Exclusive email id : Further as per clause 50 (f) company has designated exclusive email id: [email protected] of

grievance Redressal service department exclusively for the purpose of registering complaints by

investor. For prompt disposal of any query or any matters Shareholders may contact to the Registrar and

Share Transfer Agent and under the above referred email id.

7. Disclosures:-

7.1 Disclosure of Material Transactions: - Related Party Transaction

There were some transactions conducted between Company and its Promoters, Directors or the

Management and their relatives bearing the Nature of Financial Transaction in the form of Unsecured

Loans. A detailed disclosure of all related party transactions has been made in the Schedule/ Notes 3(d)

of notes to Financial Statement for the F/Y ended 31st March, 2014 and an Annexure to the Audit Report

attached with the Annual Report.

Page 26: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 24

7.2. Details of Non Compliance:-

The Company has complied with the necessary requirements and no penalties or strictures were

imposed on the Company either by SEBI, Stock Exchanges or any statutory authority on any matter

related to capital markets during the last three years.

7.3. Non Mandatory requirements:-

The Company is complying with all the mandatory requirements laid down by Clause 49 of the Listing

Agreement. In addition the Company has also complied with Non Mandatory requirements which have

been disclosed at the relevant places.

7.4 Accounting Treatments:-

The Company has adopted accounting treatments which are prescribed by the Accounting Standard.

7.5 CEO/CFO Certification:-

Managing Director, Shri. Radha Pad Tentiwala and Chief Financial Officer Smt. Deepti Tentiwala, has

certified to the Board with respect to the financial statement, internal controls and other matters as

required by Clause 52 of the Listing Agreement with the Stock Exchanges.

7.6 Auditor s Certificate on Corporate Governance:-

The Company has obtained a certificate from the Statutory Auditors of the Company regarding

compliance of conditions of Corporate Governance prescribed under Clause 52 of the Listing agreement

with Stock Exchanges which forms part of this report.

7.7 Report on Corporate Governance:- This Chapter read with the information given in the section titled Additional Shareholders’ information constitutes the compliance report on Corporate Governance. The declaration by Mr. Radha Pad

Tentiwala, Managing Director to that effect forms part of this report.

7.8 Code of Conduct:-

The Company has adopted a code of conduct for its directors and designated senior management

personnel. All the Board members and senior management personnel have agreed to follow compliance

of code of conduct.

Page 27: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 25

7.9 Management Discussion and Analysis Report:-

This is given as the Separate chapter in the Annual Report.

7.10 Insider Trading:-

All the directors and senior management personnel have affirmed compliance with the Corporate Code

laid down by the Board of Directors of the Company. The Executive Chairman, the Managing Directors

and Company Secretary have made the necessary certification to the Board of Directors of the Company.

8. General Shareholder Information

1) ANNUAL GENERAL MEETING:-

Date 22nd September, 2014

Venue Hotel Brijwasi Lands Inn, Delhi Masani Road,

Mathura-281003

Time 10:30 A.M.

Last date for receipt of Proxy Saturday, 20th September, 2014 (Before 10:30 A.M.)

Posting of Annual Report Friday, 29th August, 2014

2) Financial Year :- 1st April, 2013 to 31st March 2014

3) Book Closure :-

Book Closure Date 16th September, 2014 to 22nd September, 2014

(both days are inclusive)

4) Dividend:-

No Dividend has been declared during the Financial Year 2013-14.

5) Listing of Equity Shares:- Bombay Stock Exchange Limited, SME

On the Stock exchanges

6) Annual Listing Fee:-

Annual Listing Fee for the F/Y 2014-15 to above-mentioned Stock exchange has been paid

on or before 1st April, 2014.

7) Stock Code:- The )S)N allotted to the Company’s equity share of Face value of Rs. /- each the

Depository system is INE486P01011.

Scrip code of the Company is 537119 allotted by Bombay Stock Exchange Ltd. (SME)

Page 28: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 26

8) DETAILS OF DIRECTOR SEEKING RE-APPOINTMENT AT THE FORTHCOMING

ANNUAL GENERAL MEETING (In pursuant of Clause 52 of Listing Agreement)

Name of Director Shri. Radha Pad Tentiwala

DIN 00132785

Date of Birth 04th

August, 1954

Nationality Indian

Date of Appointment 05th

Dec., 1994

Qualification B.Sc. & LL.B

Expertise in Specific

Functional Areas

Management & Administration

Shareholding in the Company

as on the date of this Notice

15.39%

List of other public limited

companies in which

directorship held on the date

of this Notice

None

Chairman/ Member of the

Committees of the Board

across all public Companies of

which he is a Director as on

the date of this Notice

None

Relationships between

Directors interse

Husband of Smt. Kumkum Tentiwala

9) Distribution of Shareholding as on 31st Day of March, 2014:-

Total Holders

Range No. of

shares

Number of

shareholders

% to Total

no of shares

1-10000 602700 63 11.11

10001-20000 310000 16 5.72

20001-30000 205000 7 3.78

30001-40000 120000 3 2.21

40001-50000 43700 1 0.81

50001-60000 0 0 0.00

60001-70000 0 0 0.00

70001-80000 151500 2 2.79

80001-90000 180000 2 3.32

90001-100000 95000 1 1.75

100001 and above 3716185 12 68.51

TOTAL 5424085 107 100.00

Page 29: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 27

10) MARKET PRICE DATA as on 31st Day of March, 2014:-

BSE

MONTH HIGH LOW VOLUME

JANUARY 13.5 9.8 520000

FEBRUARY 10.5 10.25 70000

MARCH 10.75 7 320000

*Company has been listed as on 31st Day of December, 2013.

11) Shareholding pattern as on 31.03.2014:-

Category No. of

Shares

Value of Shares % of Shares

Promoters and Group Promoters 3252685 32526850 59.97

Market makers 300000 3000000 5.53

Bodies Corporate 130000 1300000 2.4

Individual Shareholders holding

nominal capital up to Rs. 1 lakh

562700 5627000 10.37

Individual Shareholders holding

nominal capital excess of Rs. 1 lakh

1178700 11787000 21.73

12) Dematerialization of shares and Liquidity Distribution as on 31.03.2014:-

Share Capital No. of shares % of Shares

Listed Capital 5424085 100.00

Held in Dematerialized form:-

NSDL 4796385 88.427

CDSL 400000 7.37

Held in Physical Form 227700 4.19

Total 5424085 100.00

13) REGISTERED OFFICE:-

The registered office of the Company situated at Radhey Shyam Colony,

Delhi Masani Road, Mathura, 281003.

14) Registrar and Transfer Agents: - SHAREPRO SERVICES (INDIA) PVT. LTD

13 AB SAMHITA WAREHOUSING

COMPLEX, 2ND FLOOR NEAR SAKINAKA

TELEPHONE EXCHANGE, ANDHERI-

KURLA ROAD, SAKINAKA, ANDHERI (E)

MUMBAI – 400 072.

Page 30: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 28

15) Share Transfer System:-

Share Transfer in physical form can be lodged with Sharepro Service (India) Pvt.

Ltd. at abovementioned address or at registered office of the Company.

16) Address for Correspondence:- TENTIWAL WIRE PRODUCTS LIMITED

Radhey Shyam Colony, Delhi Masani road,

Mathura-281003

Page 31: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 29

COMPLIANCE WITH NON-MANDATORY REQUIREMENTS OF LISTING AGREEMENT:

The Chairman of the Company is entitled to seek any advice and consultancy in relation to the

performance of his duties and is also entitled to claim reimbursement of the expenses incurred in

this regard and other office facilities.

The Board has set up a Remuneration Committee.

Presently, half yearly financial performance is not being sent to each shareholder.

The Company believes and maintains its accounts in transparent manner and aims at receiving

unqualified report from the Auditors on the financial statement of the Company.

As regard training of Board members, the Directors on the Board are professionals having wide

range of expertise in diverse fields. They keep themselves abreast with the latest developments in

the field of Management, Technology and Business Environment through various symposiums,

seminars, etc.

Page 32: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 30

AUDITORS’ CERTIFICATE ON CORPORATE GOVERNANCE

To,

The Members,

Tentiwal Wire Products Limited,

Dear Shareholders,

We have examined the compliance of conditions of corporate governance by Tentiwal Wire Products Limited for

the year ended 31st March, 2014, as stipulated in Clause 52 of the Listing Agreement of the Company with the Stock

Exchanges in India.

The Compliance of the condition of Corporate Governance is the responsibility of the Management. Our

examination was limited to the procedure and implementation thereof. It is neither an audit nor an expression of

opinion on the financial statements of the Company.

In our opinion and to the best of our information and explanations given to us, we certify that the Company has

complied with the conditions of corporate governance as stipulated in the above mentioned clause of listing

agreement.

We have been explained that no investor grievances remaining unattended/pending for a period exceeding one

month as on 31st March, 2014.

We further state that such compliance is neither an assurance as to future viability of the Company the efficiency

or effectiveness with which the management has conducted the affairs of the Company.

FOR M/S Prakash Shri Krishan & Co.

(Chartered Accountants)

(SD/-)

Shri Krishan Verma

Partner

Membership No.: 074187

FRN No.: 006182C

Date: 29th May, 2014

Place: Mathura

Page 33: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 31

MANAGING DIRECTOR AND CHIEF FINANCIAL OFFICER’S CERTIFICATION

We have reviewed the financial statements and cash flow statements for the year 2013-2014 and to the best to

our knowledge and belief:

1. These statements do not contain any materially untrue statement or omit any material fact or contain

statement that might be misleading.

2. These statements present a true & fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations;

3. There are to the best to our knowledge and belief, no transactions entered into by the Company during

the year, which is fraudulent, illegal or in violation to the Company‘s code of conduct. 4. We accept the responsibility to establishing and maintaining internal controls and that we have

evaluated the effectiveness of the Internal control system of the Company and we have disclosed to the

auditors and the Audit Committee, deficiencies in the design or operation of internal control, if any, of

which we are aware and the steps we have taken or proposed to take to rectify these deficiencies.

5. We further certify that:

There have been no significant changes in internal control during the year.

There have been no significant changes in according policies during the year and that the same

has been disclosed in the notes to the financial statements; and

There have been no instances of significant fraud of which we become aware, involving

management or any employee having a significant role in the Company’s internal control system.

Sd/- Sd/-

Place: Mathura

Date: 29th

May 2014 Radha Pad Tentiwala Deepti Tentiwala (Managing Director) (CFO)

DIN No.: 00132785

Address: 45-A, Jagannath Puri,

Mathura, 281001, Uttar Pradesh

COMPLIANCE WITH CODE OF CONDUCT

The Company has adopted “Code of Conduct for Directors and Senior Management Personnel”

In accordance with clause 52 of the Listing Agreement, we hereby certify that all the Directors and Senior

Management personnel of the Company have affirmed with the code of conduct applicable to all the Directors

and Senior Management, for the year ended March 31, 2013.

Sd/- Sd/-

Place: Mathura

Date: 29th

May, 2014 Radha Pad Tentiwala Deepti Tentiwala (Managing Director) (CFO)

DIN No.: 00132785

Address: 45-A, Jagannath Puri,

Mathura, 281001, Uttar Pradesh

Page 34: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 32

Independent Auditor s Report

To the Members of M/s Tentiwal Wire Products Limited

Report on the Financial Statements

We have audited the accompanying financial statements of M/s Tentiwal Wire Products Limited , which comprise

the Balance Sheet as at March 31, 2014 and the Statement of Profit and Loss and Cash Flow Statement for the year

then ended, and a summary of significant accounting policies and other explanatory information.

Management s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the

financial position, financial performance and cash flows of the Company in accordance with the Accounting

Standards notified under the Companies Act, 1956, read with the General Circular 15/2013 dated 13th September

2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013. This responsibility

includes the design, implementation and maintenance of internal control relevant to the preparation and

presentation of the financial statements that give a true and fair view and are free from material misstatement,

whether due to fraud or error.

Auditor s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our

audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India.

Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes

evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates

made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit

opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial

statements give the information required by the Act in the manner so required and give a true and fair view in

conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

b) in the case of the Profit and Loss Account, of the profit/ loss for the year ended on that date; and

c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Page 35: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 33

Report on Other Legal and Regulatory Requirements

1. As required by the Companies Auditor’s Report Order, , issued by the Central Government of )ndia in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters

specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief

were necessary for the purpose of our audit;

b) In our opinion proper books of account as required by law have been kept by the Company so far as

appears from our examination of those books

c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are

in agreement with the books of account.

d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and Cash Flow Statement comply

with the Accounting Standards notified under the Companies Act, 1956 read with the General Circular

15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of section 133 of

the Companies Act, 2013.

e) On the basis of written representations received from the directors as on March 31, 2014, and taken on

record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being

appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act,

1956.

f) Since the Central Government has not issued any notification as to the rate at which the cess is to be

paid under section 441A of the Companies Act, 1956 nor has it issued any Rules under the said section,

prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

For Prakash Shri Krishan and Company

Chartered Accountants

FRN: 006182C

SD/-

Shri Krishan Verma

Date: 29th May, 2014 Partner

Place: Mathura Membership No. 074187

Page 36: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 34

The Annexure referred to in paragraph 1 of Our Report on Other Legal and Regulatory Requirements.

We report that:

1. (a) The company has maintained proper records showing full particulars including quantitative details

and situation of its fixed assets.

(b) As explained to us, fixed assets have been physically verified by the management at reasonable

intervals; no material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, certain fixed asset has

been disposed off during the year however this does not affect the going concern assumption.

2. (a) As explained to us, inventories have been physically verified during the year by the management at

reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of

physical verification of inventories followed by the management are reasonable and adequate in

relation to the size of the company and the nature of its business.

(c) In our opinion and on the basis of our examination of the records, the Company is generally

maintaining proper records of its inventories. No material discrepancy was noticed on physical

verification of stocks by the management as compared to book records.

3. (a) The Company has not granted any loans secured or unsecured to company & firms listed in the

register maintained U/s 301 of the companies act.

(b) According to the information given to us unsecured loan of Rs. 46,50,000.00 has been taken by the

company from ten parties covered in the register maintained u/s 301 of the Act. The Loan is free of

Interest. The maximum Amount involved during the year and the year end balance was Rs.

46,50,000.00 to the parties listed in the register maintained under Section 301 of the Act are not, prima

facie, prejudicial to the interest of the Company. According to new companies act, Company will refund

the amount to these parties on or before due date. These parties name as given below:-

Name Amount

(i) Deepti Tentiwala 6,00,000.00

(ii) Aushotosh Jaitly 9,00,000.00

(iii) Saurabh Agrawal 3,90,000.00

(iv) Meenu Jaitly 5,00,000.00

(v) Kamlesh Jaitly 5,00,000.00

(vi) Om Prakash Pachuri 1,50,000.00

(vii) Bharat Bhushan 2,00,000.00

Page 37: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 35

(viii) Luceentt Metal Industries 10,80,000.00

(ix) Hariom Sharma 2,00,000.00

(x) Ashok Kumar Agrawal HUF 1,30,000.00

4. In our opinion and according to the information and explanations given to us, there is generally an

adequate internal control procedure commensurate with the size of the company and the nature of its

business, for the purchase of inventories & fixed assets and payment for expenses & for sale of goods.

During the course of our audit, no major instance of continuing failure to correct any weaknesses in the

internal controls has been noticed.

5. a) Based on the audit procedures applied by us and according to the information and explanations

provided by the management, the particulars of contracts or arrangements referred to in section 301 of

the Act have not been entered in the register required to be maintained under that section.

b) As per information & explanations given to us and in our opinion, the transaction entered into by

the company with parties covered u/s 301 of the Act does not exceeds five lacs rupees in a financial

year therefore requirement of reasonableness of transactions does not arises.

6. The Company has not accepted any deposits from the public covered under section 58A and 58AA of

the Companies Act, 1956. However, Unsecured Loan from shareholder has accepted by Company. So,

decided by the management will allot the share from before the due date.

7. In our opinion, the Company has an internal audit system commensurate with its size and the nature of

its business by internal officer team to company.

8. As per information & explanation given by the management, maintenance of cost records has been

prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act. Requirement of company’s act, the Company will follow cost compliance report.

9. (a) According to the records of the company, undisputed statutory dues including Provident Fund, )nvestor Education and Protection Fund, Employees’ State )nsurance, )ncome-tax, Sales-tax, Wealth

Tax, Service Tax, Custom Duty, Excise Duty, cess to the extent applicable and any other statutory dues

have generally been regularly deposited with the appropriate authorities. According to the information

and explanations given to us there were no outstanding statutory dues as on 31st of March, 2014 for a

period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there is no amounts payable in respect of

income tax, wealth tax, service tax, sales tax, customs duty and excise duty, whichever applicable, which

have not been deposited on account of any disputes.

10. The Company does not have any accumulated loss and has not incurred cash loss during the financial

year covered by our audit and in the immediately preceding financial year.

11. In our opinion and according to the information and explanations given by the management, we are of

the opinion that, the Company has not defaulted in repayment of dues to a financial institution, bank or

debenture holders, as applicable to the company.

Page 38: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 36

12. According to the information and explanations given to us, the Company has not granted loans and

advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The Company is not a chit fund or a nidhi /mutual benefit fund/society. Therefore, the provision of this

clause of the Companies (Auditor's Report) Order is not applicable to the Company.

14. According to information and explanations given to us, the Company is dealing or trading in Shares,

securities, debentures and other investments. The company is dealing in demate shares from which

company has got profit of Rs. 16,266.43/-.

15. According to the information and explanations given to us, the Company has not given any guarantees

for loan taken by others from a bank or financial institution.

16. Based on our audit procedures and on the information given by the management, the term loans have

been applied for the purpose for which they were raised.

17. Based on the information and explanations given to us and on an overall examination of the Balance

Sheet of the Company as at 31st March, 2014, we report that no funds raised on short-term basis have

been used for long-term investment by the Company.

18. Based on the audit procedures performed and the information and explanations given to us by the

management, we report that the Company has not made any preferential allotment of shares during the

year to parties and companies covered in the register maintained under section 301 of the Companies

Act.

19. The Company has not issued any secured outstanding debentures during the period.

20. The Company has issued 1630000 equity share of 10 Rs. each along with 3 Rs. each security premium

amounting to Rs. 2,11,90,000/- by public issue during the year.

21. According to the information and explanations given to us, we report that no fraud on or by the

Company has been noticed or reported during the year, nor have we been informed of such case by the

management.

For Prakash Shri Krishan and Company

Chartered Accountants

FRN: 006182C

SD/-

Shri Krishan Verma

Date: 29th May, 2014 Partner

Place: Mathura Membership No. 074187

Page 39: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 37

Balance Sheet as at 31st March 2014 in rupees

PARTICULARS Note No. As at 31st March 2014 As at 31st March 2013

EQUITY AND LIABILITIES

Shareholder's funds

Share capital 1 5,42,40,850.00 3,79,40,850.00

Reserves and surplus 2 2,95,78,502.14 1,67,99,851.86

Money received against share warrants

8,38,19,352.14 5,47,40,701.86

Share application money pending allotment

Non-current liabilities

Long-term borrowings 3 7,55,36,445.09 5,73,24,287.94

Deferred tax liabilities (Net) 4 22,31,919.47 16,59,484.30

Other long term liabilities 5 18,31,579.00

Long-term provisions 6 1,49,132.00 1,49,132.00

7,97,49,075.56 5,91,32,904.24

Current liabilities

Short-term borrowings 7 15,68,19,836.00 11,84,87,059.28

Trade payables 8 2,12,71,842.38 2,56,83,883.11

Other current liabilities 9 1,86,59,722.80 71,56,108.06

Short-term provisions 6 1,30,488.00 67,646.00

19,68,81,889.18 15,13,94,696.45

TOTAL 36,04,50,316.88 26,52,68,302.55

ASSETS

Non-current assets

Fixed assets 10

Tangible assets 6,49,41,557.83 3,23,12,947.29

Intangible assets

Capital work-in-Progress 4,93,94,622.00 89,34,608.00

Intangible assets under development

Non-current investments 54,989.86

Deferred tax assets (net) 4

Long-term loans and advances 14,37,592.54 58,08,308.00

Other non-current assets 2,81,411.00 2,16,95,557.00

11,60,55,183.37 6,88,06,410.15

Current assets

Current investments

Inventories 13 16,24,61,583.90 12,42,43,440.00

Trade receivables 14 4,20,76,574.83 4,40,54,601.03

Cash and cash equivalents 15 91,90,587.31 2,39,59,558.08

Short-term loans and advances 2,63,20,900.47 22,11,950.58

Other current assets 16 43,45,487.00 19,92,342.71

24,43,95,133.15 19,64,61,892.40

TOTAL 36,04,50,316.88 26,52,68,302.55

The schedule referred above form an integral part of the Accounts For and on behalf of the Board of Directors

TENTIWAL WIRE PRODUCTS LTD.

Audit Report as on even date attached

For Prakash Shri Krishan and Company SD/- SD/- SD/-

Chartered Accountants Shri. Radha Pad Tentiwala Smt. Kumkum Tentiwala Shri. Gaurav Rajoriya

(FRN: 006182C) (Managing Director) (Whole-Time Director) (Company Secretary)

DIN: 00132785 DIN: 00132858

SD/- 45-A, Jagannath Puri, 45-A, Jagannath Puri,

Shri Krishan Verma Mathura-281001 Mathura-281001

Partner

Membership No.: 074187

Place: MATHURA

Date: 29th May, 2014

Page 40: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 38

Statement of Profit and loss for the year ended 31st March 2014 in rupees

Note No. 31st March 2014 31st March 2013

Revenue

Sale of products 17 46,66,10,117.88 41,00,20,759.00

Less: Excise duty 18 (2,26,61,177.00) (15,18,479.83)

Net Sales 44,39,48,940.88 40,85,02,279.17

Other income 19 30,09,642.80 22,01,402.56

Total revenue 44,69,58,583.68 41,07,03,681.73

Expenses

Purchase of stock-in-trade 20 23,70,74,323.00 17,65,44,775.00

Cost of material Consumed 21 16,82,97,483.24 21,09,59,255.67

Changes in inventories 22 (3,68,93,435.61) (3,81,59,752.34)

Employee benefit expenses 23 74,32,996.00 69,51,427.00

Finance costs 24 2,37,78,757.68 1,95,47,637.97

Depreciation and amortization expenses 25 64,26,890.00 53,57,919.70

Other expenses 26 2,93,54,617.92 2,14,88,211.38

Total expenses 43,54,71,632.23 40,26,89,474.38

Profit before extraordinary and prior period items and tax 1,14,86,951.45 80,14,207.35

Prior period item 27 (18,960.00)

Profit before tax 1,14,86,951.45 79,95,247.35

Tax expenses

Current tax 28 29,90,653.00 25,98,718.00

Deferred tax 29 5,72,435.17 (61,649.00)

Profit(Loss) for the period 79,23,863.28 54,58,178.35

Earning per share

Basic

Before extraordinary Items 1.89 1.44

After extraordinary Adjustment 1.89 1.44

Diluted

Before extraordinary Items 1.89

After extraordinary Adjustment 1.46

Average number of shares for EPS 4201585

Basic earnings per share 1.89

Adjustment average number shares 4201585

Average no. of shares for diluted EPS 5424085

The schedule referred above form an integral part of the Accounts For and on behalf of the Board of Directors

TENTIWAL WIRE PRODUCTS LTD.

Audit Report as on even date attached

For Prakash Shri Krishan and Company SD/- SD/- SD/-

Chartered Accountants Shri. Radha Pad Tentiwala Smt. Kumkum Tentiwala Shri. Gaurav Rajoriya

(FRN: 006182C) (Managing Director) (Whole-Time Director) (Company Secretary)

DIN: 00132785 DIN: 00132858

SD/- 45-A, Jagannath Puri, 45-A, Jagannath Puri,

Shri Krishan Verma Mathura-281001 Mathura-281001

Partner

Membership No.: 074187

Place: MATHURA

Date: 29th May, 2014

Page 41: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 39

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2014 in rupees

PARTICULARS 31ST MARCH 2014 31ST MARCH 2013

A. Cash flows from used in operating activities

Profit before extraordinary items and tax 1,14,86,951.45 54,58,178.35

Adjustments for reconcile profit (loss)

Adjustments to profit (loss)

Adjustments for finance costs 2,37,78,757.68 1,95,47,637.97

Adjustments for depreciation and amortisation expense 64,26,890.00 53,57,919.70

Adjustments for dividend income (2,340.00) (2,942.00)

Other adjustments for which cash effects are investing or financing cash flow (16,266.43)

Other adjustments for non-cash items 5,14,224.00 11,200.00

Total adjustments to profit (loss) 3,07,01,265.25 2,49,13,815.67

Adjustments for working capital

Adjustments for decrease (increase) in inventories (3,82,18,143.54) (3,81,31,113.00)

Adjustments for decrease (increase) in trade receivables 19,78,026.20 (70,66,873.12)

Adjustments for decrease (increase) in other current and non-current assets (1,90,08,978.48) 523.59

Adjustments for increase (decrease) in trade payables (44,12,040.73) 45,49,199.66

Adjustments for increase (decrease) in other current and non-current liabilities 1,65,55,193.74 1,13,304.51

Adjustments for provisions 62,842.00 1,66,662.00

Total adjustments for working capital (4,30,43,100.81) (4,03,68,296.36)

Total adjustments for reconcile profit (loss) (1,23,41,835.56) (1,54,54,480.69)

Net cash flows from (used in) operations (8,54,884.11) (99,96,302.34)

Net cash flows from (used in) operating activities before extraordinary items (8,54,884.11) (99,96,302.34)

Net cash flows from (used in) operating activities (8,54,884.11) (99,96,302.34)

B. Cash flows from used in investing activities

Proceeds from sales of tangible assets 36,60,777.00 8,65,032.00

Purchase of tangible assets (9,06,02,460.00) (68,24,271.72)

Dividends received 2,340.00 2,942.00

Net cash flows from (used in) investing activities before extraordinary items (8,69,39,343.00) (59,56,297.72)

Net cash flows from (used in) investing activities (8,69,39,343.00) (59,56,297.72)

C. Cash flows from used in financing activities

Proceeds from issuing shares 2,11,90,000.00 60,18,000.00

Proceeds from borrowings 7,98,25,200.00 4,50,78,000.00

Interest paid (2,37,78,757.66) (1,95,47,637.97)

Other inflows (outflows) of cash (42,11,186.00)

Net cash flows from (used in) financing activities before extraordinary items 7,30,25,256.34 3,15,48,362.03

Net cash flows from (used in) financing activities 7,30,25,256.34 3,15,48,362.03

Net increase (decrease) in cash and cash equivalents before effect of exchange

rate changes (1,47,68,970.77) 1,55,95,761.97

Effect of exchange rate changes on cash and cash equivalents

Net increase (decrease) in cash and cash equivalents (1,47,68,970.77) 1,55,95,761.97

Cash and cash equivalents cash flow statement at beginning of period 2,39,59,558.08 83,63,796.11

Cash and cash equivalents cash flow statement at end of period 91,90,587.31 2,39,59,558.08

The schedule referred above form an integral part of the Accounts For and on behalf of the Board of Directors

TENTIWAL WIRE PRODUCTS LTD. Audit Report as on even date attached

For Prakash Shri Krishan and Company SD/- SD/- Sd/-

Chartered Accountants Shri. Radha Pad Tentiwala Smt. Kumkum Tentiwala Shri. Gaurav rajoriya

(FRN: 006182C) (Managing Director) (Whole-Time Director) (Company Secretary)

DIN: 00132785 DIN: 00132858

SD/- 45-A, Jagannath Puri, 45-A, Jagannath Puri,

Shri Krishan Verma Mathura-281001 Mathura-281001

Partner

Membership No.: 074187

Place: MATHURA

Date: 29th May, 2014

Page 42: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 40

Notes to Financial statements for the year ended 31st March 2014

The previous year figures have been regrouped / reclassified, wherever necessary to conform to the current year

presentation.

Note No. 1 Share Capital in rupees

Particulars As at 31st March

2014

As at 31st March

2013

Authorised :

6500000 (31/03/2013:5000000) Equity shares of Rs. 10.00/- par value 6,50,00,000.00 5,00,00,000.00

Subscribed and paid-up :

5424085 (31/03/2013:3794085) Equity shares of Rs. 10.00/- par value 5,42,40,850.00 3,79,40,850.00

Paid up Share Capital 5,42,40,850.00 3,79,40,850.00

Reconciliation of the Shares outstanding at the beginning and at the end of the reporting period

Equity shares in rupees

As at 31st March 2014 As at 31st March 2013

No. of Shares Amount No. of Shares Amount

At the beginning of the period 37,94,085 3,79,40,850.00 31,92,285 3,19,22,850.00

Issued during the Period 16,30,000 1,63,00,000.00 6,01,800 60,18,000.00

Redeemed or bought back during the period

Outstanding at end of the period 54,24,085 5,42,40,850.00 37,94,085 3,79,40,850.00

Right, Preferences and Restriction attached to shares

Equity shares

The company has only one class of Equity having a par value Rs. 10.00 per share. Each shareholder is eligible for one vote per share held. The

dividend proposed by the board of directors is subject to the approval of the shareholders in ensuing Annual General Meeting, except in case

of interim dividend. In the event of liquidation, the Equity shareholders are eligible to receive the remaining assets of the company after

distribution of all preferential amounts, in proportion to their shareholding.

Details of shareholders holding more than 5% shares in the company

Type of Share Name of Shareholders As at 31st March 2014 As at 31st March 2013

No. of Shares % of Holding No. of Shares % of Holding

Equity [NV: 10.00 ] DEEPTI TENTIWALA 2,95,000 5.44 2,95,000 7.78

Equity [NV: 10.00 ] KUMKUM TENTIWALA 8,00,000 14.75 8,00,000 21.09

Equity [NV: 10.00 ] RADHAPAD TENTIWALA 8,34,600 15.39 8,34,600 22.00

Equity [NV: 10.00 ] RADHAPAD TENTIWALA HUF 3,13,800 5.79 3,13,800 8.27

Equity [NV: 10.00 ] UPASNA TENTIWALA 2,10,200 5.54

Equity [NV: 10.00 ] HEM SECURITIES LTD 3,10,000 5.72

Total : 25,53,400 47.09 24,53,600 64.68

Note No. 2 Reserves and surplus in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Profit loss account

Opening Balance 1,67,99,851.86 1,13,41,673.51

Add: Profit for the year 79,23,863.28 54,58,178.35

Less : Deletion during the year 35,213.00

Closing Balance 2,46,88,502.14 1,67,99,851.86

Page 43: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 41

Securities premium

Opening Balance

Add: Addition during the year 48,90,000.00

Less : Deletion during the year

Closing Balance 48,90,000.00

Balance carried to balance sheet 2,95,78,502.14 1,67,99,851.86

Note No. 3 Long-term borrowings in rupees

As at 31st March 2014 As at 31st March 2013

Particulars Non-

Current

Current

Maturities Total

Non-

Current

Current

Maturities Total

Term Loan - From banks

Rupee term loans banks secured 8,25,82,146.0

9

1,42,50,000.0

0 9,68,32,146.09

5,48,58,714.0

0 5,48,58,714.00

Loans taken for vehicles secured 10,99,709.00 9,45,410.00 20,45,119.00 17,13,254.00 17,13,254.00

Loans taken for other fixed

assets secured 36,00,000.00 12,00,000.00 48,00,000.00 48,37,811.94 48,37,811.94

Current maturities secured (1,63,95,410.

00)

(1,63,95,410.0

0)

(52,35,492.00

) (52,35,492.00)

7,08,86,445.

09

1,63,95,410.

00

8,72,81,855.0

9

5,61,74,287.

94

5,61,74,287.9

4

Loans and advances from

related parties

Loans and advances from others

unsecured 46,50,000.00 46,50,000.00 11,50,000.00 11,50,000.00

46,50,000.00 46,50,000.00 11,50,000.00 11,50,000.00

The Above Amount Includes

Secured Borrowings 7,08,86,445.0

9

1,63,95,410.0

0 8,72,81,855.09

5,61,74,287.9

4 5,61,74,287.94

UnSecured Borrowings 46,50,000.00 46,50,000.00 11,50,000.00 11,50,000.00

Amount Disclosed Under the

Head "Other Current

Liabilities"(Note No. 9)

(1,63,95,410.

00)

(1,63,95,410.0

0)

Net Amount 7,55,36,445.

09 0

7,55,36,445.0

9

5,73,24,287.

94 0

5,73,24,287.9

4

Note No. 3(a) Long-term borrowings: Rupee term loans banks secured in rupees

As at 31st March 2014 As at 31st March 2013

Particulars Non-Current Current

Maturities Total Non-Current

Current

Maturities Total

Bank of India-TermLoan

(685570210000001) 65,00,000.00 30,00,000.00 95,00,000.00 95,00,000.00 95,00,000.00

Bank of India-Term

Loan(685570410000001) 7,60,82,146.09 1,12,50,000.00 8,73,32,146.09 4,53,58,714.00 4,53,58,714.00

Total 8,25,82,146.09 1,42,50,000.00 9,68,32,146.09 5,48,58,714.00 5,48,58,714.00

Page 44: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 42

Note No. 3(b) Long-term borrowings: Loans taken for vehicles secured in rupees

As at 31st March 2014 As at 31st March 2013

Particulars Non-

Current

Current

Maturities Total

Non-

Current

Current

Maturities Total

Bank Of India-Loan taken for

Vehicles

Loan(685560510000068)

4,51,105.00 4,50,410.00 9,01,515.00 10,64,856.00 10,64,856.00

Bank of India-Loan taken for

Vehicles

Loan(685560510000021)

6,48,398.00 6,48,398.00

KOTAK LOAN 6,48,604.00 4,95,000.00 11,43,604.00

Total 10,99,709.00 9,45,410.00 20,45,119.00 17,13,254.00 17,13,254.00

Note No. 3(c) Long-term borrowings: Loans taken for other fixed assets

secured in rupees

As at 31st March 2014 As at 31st March 2013

Particulars Non-

Current

Current

Maturities Total

Non-

Current

Current

Maturities Total

SIDBI-Loan Taken for Machinery

(11208100001) 36,00,000.00 12,00,000.00 48,00,000.00 48,37,811.94 48,37,811.94

Total 36,00,000.00 12,00,000.00 48,00,000.00 48,37,811.94 48,37,811.94

Note No. 3(d) Long-term borrowings: Loans and advances from others

unsecured in rupees

As at 31st March 2014 As at 31st March 2013

Particulars Non-

Current

Current

Maturities Total

Non-

Current

Current

Maturities Total

Hari Om Sharma 2,00,000.00 2,00,000.00 2,00,000.00 2,00,000.00

Bharat Bhushan 2,00,000.00 2,00,000.00 2,00,000.00 2,00,000.00

Om Prakash Pachuri 1,50,000.00 1,50,000.00 1,50,000.00 1,50,000.00

Deepti Tentiwala 6,00,000.00 6,00,000.00 6,00,000.00 6,00,000.00

ASHOK KUMAR HUF 1,30,000.00 1,30,000.00

KAMLESH JAITLY 5,00,000.00 5,00,000.00

LUCEENTT METAL INDUSTRIES 10,80,000.00 10,80,000.00

MEENU JAITLY 5,00,000.00 5,00,000.00

SAURABH AGRAWAL 3,90,000.00 3,90,000.00

ASHUTOSH KUMAR JAITLY 9,00,000.00 9,00,000.00

Total 46,50,000.00 46,50,000.00 11,50,000.00 11,50,000.00

Note No. 4 Deferred Tax in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Deferred tax liability

Deferred tax liability depreciation 22,31,919.47 16,59,484.30

Gross deferred tax liability 22,31,919.47 16,59,484.30

Net deferred tax liability 22,31,919.47 16,59,484.30

Page 45: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 43

Note No. 5 Other long term liabilities in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Trade payables

Super Tech Machine P Ltd 12,14,500.00

S S Saib Construction P Ltd 87,079.00

13,01,579.00

Others

SECURITIES FOR DIE 5,30,000.00

5,30,000.00

Total 18,31,579.00

Note No. 5(a) Other long term liabilities: SECURITIES FOR DIE in rupees

Particulars As at 31st March 2014

Om Aluminium 1,32,000.00

SK 3,46,000.00

Karshni Aluminium 17,000.00

Securities SK Varun Packing 25000.00

Security for Dev Enterprises 10000.00

Total 5,30,000.00

Note No. 6 Provisions in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Long-term Short-term Total Long-term Short-term Total

Provision for employee benefit

Provision for gratuity 1,49,132.00 2,954.00 1,52,086.00 1,49,132.00 1,49,132.00

ESIC contribution 1,090.00 1,090.00

1,49,132.00 2,954.00 1,52,086.00 1,49,132.00 1,090.00 1,50,222.00

Other provisions

Current tax provision 22,689.00 22,689.00

TDS payable 1,22,643.00 1,22,643.00 19,805.00 19,805.00

Vat payable 4891.00 4891.00 24,062.00 24,062.00

1,27,534.00 1,27,534.00 66,556.00 66,556.00

Total 1,49,132.00 1,30,488.00 2,79,620.00 1,49,132.00 67,646.00 2,16,778.00

Note No. 7 Short-term borrowings in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Loans Repayable on Demands - From banks

Cash credit(CL) secured 12,77,07,929.00 9,11,93,516.59

Aditya Birla finance co. secured 1,29,26,217.69

National Small Industries Corporation Secured unsecured 2,91,11,907.00 1,43,67,325.00

15,68,19,836.00 11,84,87,059.28

The Above Amount Includes

Secured Borrowings 12,77,07,929.00 10,41,19,734.28

Unsecured Borrowings 2,91,11,907.00 1,43,67,325.00

Total 15,68,19,836.00 11,84,87,059.28

Page 46: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 44

Note No. 8 Trade payables in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Creditors due small micro enterprises 2,11,47,112.09 2,56,83,883.11

Other Trade Payable 53,943.29

TATA Consultcy P Ltd 70,787.00

Total 2,12,71,842.38 2,56,83,883.11

Note No. 8(a) Trade payables: Creditors due small micro enterprises in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Carrymore Hoists Pvt Ltd 27,905.00 27,905.00

Deeba Dies and Tools 29,773.00 33,143.00

Dinesh Electricals 40,443.00 40,443.00

First Flight Courier Ltd 4,309.00

Hindalco Industries Ltd, 63,45,062.97 63,74,931.73

J.P. Engineers 27,52,091.00 51,49,743.00

Krishana Bardana Traders 1,02,473.00 22,096.00

K.R. Thermopack Pvt Ltd 2,94,488.00

Metal India 20,773.56 34,684.56

Millan Engineering Service 15,333.00

Naina Recycling 24,200.00 24,200.00

Nav Jyoti Press 3,970.00

O.S Computers and Printographics 18,921.00

PMA Automotive Pvt Ltd 3,281.00 3,281.00

Safex Pvt Ltd 6,32,193.00 6,32,193.00

Sandeep Entreprises 4,51,163.40 2,27,562.00

Saumya Dsm Infratech Limited 1,749.52

Scottish Chemical and Fluxes 1,41,244.00 2,40,536.00

Sharma Transport Company and Commission Agent 10,000.00 6,035.00

Shri Ganpati Auto Aid 1,56,976.60 41,521.62

Smw Metal Pvt Ltd 7,22,991.00 1,03,74,615.00

TCI freight 1,177.00

Uflex Limited 16,155.00 1,03,861.00

Abhishek Trading 96,953.16 96,953.16

Bhavani Steels 83,951.00

Chowdhary Suran bhan Ramkishore 2,29,516.00

Deepak Babbar 24,858.00 24,858.00

Jagannath Trading Company 4,780.00 4,780.00

Mathura Das Krishan Kumar 35,131.00

Rajasthan Marble Udyog 82,477.00

Mohni Computers 7,100.00

Parth Com. Network 16,750.00

Rawal Building Material 43,470.00

Saraswati Enterprises 88,333.04 88,333.04

SD Impex 19,59,569.00 10,98,825.00

Sharma Tempo Sevice 3,200.00

Sheela Electrical and Electronics 46,825.00 2,368.00

Shri Gagan Enterprises 98,500.00 1,17,000.00

Thakur Crane Service 99,850.00 3,700.00

Vendanta Aluminium Limited ,Jaipur 60,467.00 60,467.00

Viral Engineering 13,000.00 14,025.00

Agrawal Gas 4,160.00

Page 47: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 45

Anmol Metals 3,81,370.00

A.R. Industries 7,650.00

Aum Computers 6,452.00

Bee Pee Electricity 48,040.00

Chaudhary dauDayal and Sons 19,750.00

Gaurav earthing 20,408.00

Hotel Abhinandan 5,486.00

Kalyan Aluminium p ltd. 58,71,748.00

Lift- Techmaterial Movements 1,33,000.00

Macro thermal Engg P L 3,61,262.00

Maheshwari Wire P L 38,233.00

Modern Metal India P L 60,541.00

Narendra Flexi Pack Co. (P) LTD 4,333.00

Paras Energy (P) Ltd 8,179.00

Vishal Manufacturing Company 10,600.00

Reliable Traders (India) 2,550.48

Supertech Tools and Dies 9,884.00

Shivantgi Metal Industries P Ltd 1,32,432.00

Shree Technology 11,220.00

Shri Ji Technolgy 3,000.00

S K Industries Steel and Wooden Packing 30,290.54

Sun Rise Packings 942.50

Total 2,11,47,111.77 2,56,83,883.11

Note No. 9 Other current liabilities in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Current maturities of long-term debt(Note No. 3) 1,63,95,410.00

1,63,95,410.00

Interest accured but not due on borrowings

Current maturity of long term borrowing 52,35,492.00

52,35,492.00

Others payables

Other current liabilities 22,64,312.80 19,20,616.06

22,64,312.80 19,20,616.06

Total 1,86,59,722.8.80 71,56,108.06

Note No. 9(a) Other current liabilities: Other current liabilities in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Employee Salary Payable 1,30,000.00 88,500.00

Labour Wages Payable 6,06,483.00 4,63,319.00

Car Loan Interest 4,868.00 7,954.00

CC Account Interest 1,53,929.00 81,119.00

Electricity Exp. 4,65,062.00 3,60,969.00

Frieght Exp 32,458.00

Postage and Courier Exp 1,804.32

SIDBI Interest 2,469.00 16,204.86

Telephone and Mobile Exp Payable 14,163.80 8,276.88

Advance From Customers 8,49,838.00 3,32,011.00

Auditors Remuneration 37,500.00 50,000.00

Advances from supplier 4,78,000.00

Total 22,64,312.80 19,20,616.06

Page 48: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 46

Deletion during the year

Particulars Date of Deletion No. of Days Amount

CAPITAL WORK IN PROGRESS

BUILDING 31/03/2014 364 89,34,608.00

Non-current investments in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Trade Investment(Valued at cost unless stated otherwise)

Investments in equity Instruments (Quoted)

In Others

Investment in quoted share (Lower of cost and Market value) 54,989.86

Gross Investment 54989.86

Net Investment 54989.86

Aggregate amount of quoted investments (Market

Value:0) (2013:0) 54989.86

Aggregate amount of unquoted investments

Note No.11 Loans and advances in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Long-term Short-term Long-term Short-term

Capital Advances

Secured, considered good 95,77,810.49 47,41,858.00

95,77,810.49 47,41,858.00

Security Deposit

Secured, considered good 14,37,592.54 10,66,450.00

14,37,592.54 10,66,450.00

Other loans and advances

Secured loans and advances given to suppliers 1,14,15,165.83 8,34,594.49

other loan and advances 53,09,479.15 13,77,356.09

TDS deposits 18,445.00

1,67,43,089.98 22,11,950.58

Total 14,37,592.54 2,63,20,900.47 58,08,308.00 22,11,950.58

Note No. 11(a)

Loans and advances : Capital Advances: Secured, considered good in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Long-term Short-term Long-term Short-term

Ram Kishore Window Wale 50,000.00

Apex Engineering 4,04,038.00

Indian Die Company 2,67,820.00

Recent Technologies 20,000.00

Minimax Industries 40,00,000.00

Capital goods 95,00,000.00

Other Receipts 77,810.49

Total 95,77,810.49 47,41,858.00

Note No. 11(b) Loans and advances : Other loans and advances: Secured

loans and advances given to suppliers in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Long-term Short-term Long-term Short-term

Abhishek Trading Co.

Ayush Trading Co.

Page 49: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 47

Hindalco Industries 4,68,918.90

Saumya DSM Infertech Limited 1,762.50

Dolphin product

Blue Prime Aluminum Ltd.

Sterlite Industries (I) Ltd. 41,708.09

Vendanta Aluminum Limited,Faridabad 2,66,444.00

Vendanta Aluminum Limited,Jharsguda 44,029.00

Krishna Enterprises

Sarswati Enterprises

Reliable Technical 5,000.00

Jay Shree Polyplast Pvt.Ltd

Bharat Aluminium Co Ltd. 6,732.00

Others 1,12,71,976.03

Aditya Birla Finance Ltd 1,43,189.80

Total 1,14,15,165.83 8,34,594.49

Note No. 11(c) Loans and advances : Other loans and advances: other loan

and advances in rupees

Particulars As at 31st March 2014

Long-term Short-term

xcise Recoverable on Capital Goods 37,83,109.44

Cenvat Credit on Input Services 3,19,949.00

VAT (Capital Goods) 63,059.78

VAT (Goods) 11,43,360.93

Total 53,09,479.15

Note No. 12 Other non-current assets in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Miscellaneous expenditure not written off

Other Assets

Claim on Excise Depatment 2,66,881.00

Due on SIDBI BILL Against Laxmi Bill 14,530.00

Capital advances secured considered goods 2,16,95,557.00

Total 2,81,411.00 2,16,95,557.00

Note No. 12(a) Other non-current assets: Other Assets: Capital advances

secured considered goods in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Electronic machine tool limited - -

Sheela electricals and electronics - -

Sharp engineers - -

Advance techniques - -

Aun computers - 11,894.00

R.k electrum - 1,51,000.00

Brij wire industries - 95,00,000.00

Kalayan aluminium - 1,20,00,000.00

Shri bankey bhihari electrical - 32,663.00

Total 2,16,95,557.00

Page 50: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 48

Note No. 13 Inventories in rupees

Particulars As at 31st March 2014 As at 31st March 2013

(Valued at cost or NRV unless otherwise stated)

Finished Goods 6,86,50,055.84 3,13,56,619.87

Inventories other 3,00,000.00 2,85,690.00

Raw Material 19,11,528.06 6,01,130.13

WIP 9,16,00,000.00 9,20,00,000.00

Total 16,24,61,583.90 12,42,43,440.00

Note No. 14 Trade receivables in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Exceeding six months

Secured, Considered good 61,90,157.79 6,13,778.36

61,90,157.79 6,13,778.36

Provision for doubtful receivables - 37,91,809.00

Total 61,90,157.79 44,05,587.36

Less than six months

Secured, Considered good 3,58,86,417.04 3,96,49,013.67

Total 3,58,86,417.04 3,96,49,013.67

Total 4,20,76,574.83 4,40,54,601.03

Note No. 15 Cash and cash equivalents in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Balance with banks

Balance scheduled banks current account 61,74,015.44 2,36,85,981.21

Total 61,74,015.44 2,36,85,981.21

Cash in hand

Cash in hand 30,16,571.87 2,73,576.87

Total 30,16,571.87 2,73,576.87

Total 91,90,587.31 2,39,59,558.08

Note No. 15(a) Cash and cash equivalents: Balance with banks: Balance

scheduled banks current account in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Cash at bank 19,33,257.75 1,99,59,199.38

FDR with bank of India 41,90,757.69 36,76,781.83

FDR with HDFC 50,000.00 50,000.00

Total 61,74,015.44 2,36,85,981.21

Note No. 15(b) Cash and cash equivalents: Cash in hand: Cash in hand in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Cash in hand 30,16,571.87 2,73,576.87

Total 30,16,571.87 2,73,576.87

Page 51: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 49

Note No. 16 Other current assets in rupees

Particulars As at 31st March 2014 As at 31st March 2013

Miscellaneous expenditure not written off

Preliminary expenditure not written off 43,45,487.00 6,24,600.00

Other Assets

Other receivables - 13,67,742.71

Total 43,45,487.00 19,92,342.71

Note No. 17 Sale of products in rupees

Particulars 31st March 2014 31st March 2013

Revenue sale manufactured goods 22,61,79,799.35 23,17,32,384.00

Revenue of Consignment sale 24,29,89,753.00 17,82,10,286.00

Export - 78,089.00

Sales return (25,59,434.47) -

Total 46,66,10,117.88 41,00,20,759.00

Note No. 17(a) Sale of products: Sales return in rupees

Particulars 31st March 2014

Sales Return (25,59,434.47)

Total (25,59,434.47)

Note No. 18 Less: Excise duty in rupees

Particulars 31st March 2014 31st March 2013

Excise duty (2,26,61,177.00) (15,18,479.83)

Total (2,26,61,177.00) (15,18,479.83)

Note No. 19 Other income in rupees

Particulars 31st March 2014 31st March 2013

Interest Income

Interest on fixed deposits 4,21,698.13 2,66,706.41

other interest 12,80,000.00 -

nterest on advance to Suppiler 12,89,338.24 -

29,91,036.37 2,66,706.41

Dividend Income

Dividend from long-term equity securities 2,340.00 2,942.00

2,340.00 2,942.00

Net gain/loss on sale of investments

Profit on sale of long-term investments 16,266.43 -

16,266.43

Other non-operating income

Insurance claims - -

Job work income - 68,000.00

discount received from supplier - 18,63,754.15

- 19,31,754.15

Total 30,09,642.80 22,01,402.56

Page 52: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 50

Note No. 20 Purchase of stock-in-trade in rupees

Particulars 31st March 2014 31st March 2013

Finished Goods 23,70,74,323.00 17,65,44,775.00

Total 23,70,74,323.00 17,65,44,775.00

Note No. 21 Cost of material Consumed in rupees

Particulars 31st March 2014 31st March 2013

Inventory at the beginning

Raw Material 6,01,130.13 6,64,799.47

6,01,130.13 6,64,799.47

Add:Purchase

Raw Material 16,78,21,253.17 21,08,95,586.33

16,78,21,253.17 21,08,95,586.33

Add/Less:Other Adjustment

Raw Material 17,86,628.00 -

17,86,628.00

Less:-Inventory at the end

Raw Material 19,11,528.06 6,01,130.13

19,11,528.06 6,01,130.13

Total 16,82,97,483.24 21,09,59,255.67

According to Excise Act, Closing Balance of Unutilized Cenvat Credit should not be show in Balance Sheet under

Advance Head. So, Unutilized amount Rs. 17,86,628.00 added in cost of material consumed.

Details of material consumed in rupees

Particulars 31st March 2014 31st March 2013

Raw Material

Consumption raw material 16,82,97,483.24 21,09,59,255.67

16,82,97,483.24 21,09,59,255.67

Total 16,82,97,483.24 21,09,59,255.67

Details of inventory in rupees

Particulars 31st March 2014 31st March 2013

Raw Material

Consumption raw material 19,11,528.06 6,01,130.13

19,11,528.06 6,01,130.13

Total 19,11,528.06 6,01,130.13

Raw Material: Other Adjustment in rupees

Particulars 31st March 2014 31st March 2013

Consumption raw material 17,86,628.00 -

17,86,628.00 -

Note No. 22 Changes in inventories in rupees

Particulars 31st March 2014 31st March 2013

Inventory at the end of the year

Finished Goods 6,68,63,427.48 3,13,56,619.87

Work-in-Progress 9,16,00,000.00 9,20,00,000.00

Traded Goods - -

other inventory - -

15,84,63,427.48 12,33,56,619.87

Inventory at the beginning of the year

Page 53: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 51

Finished Goods 3,13,56,619.87 3,01,96,867.53

Work-in-Progress 9,20,00,000.00 5,50,00,000.00

Traded Goods - -

other inventory - -

12,33,56,619.87 8,51,96,867.53

(Increase)/decrease in inventories

Finished goods (3,55,06,807.61) (11,59,752.34)

WIP 4,00,000.00 (3,70,00,000.00)

(3,51,06,807.61) (3,81,59,752.34)

Adjustments:

Increase decrease in excise duty on inventories (17,86,628.00)

(3,68,93,435.61) (3,81,59,752.34)

Note No. 23 Employee benefit expenses in rupees

Particulars 31st March 2014 31st March 2013

Salaries and Wages

Wages 58,66,768.00 54,54,587.00

Salary 15,29,634.00 13,10,833.00

73,96,402.00 67,65,420.00

Contribution to provident and other fund

Esi 36,594.00 36,875.00

Gratuity - 1,49,132.00

36,594.00 1,86,007.00

Total 74,32,996.00 69,51,427.00

Note No. 23(a) Employee benefit expenses: Contribution to provident and

other fund: Esi in rupees

Particulars 31st March 2014

ESIC Contribution 26,642.00

EPFO Contribution 9,952.00

Total 36,594.00

Note No. 24 Finance costs in rupees

Particulars 31st March 2014 31st March 2013

Interest

Interest on long-term loans from banks 55,28,652.09 24,34,343.00

Interest on other borrowings 37,42,808.59 49,61,209.97

Interest on short-term loans from banks 1,44,78,571.00 1,21,01,904.00

interest on short fall in payment of advance tax 28,726.00 50,181.00

2,37,78,757.68 1,95,47,637.97

Total 2,37,78,757.68 1,95,47,637.97

Note No. 25 Depreciation and amortization expenses in rupees

Particulars 31st March 2014 31st March 2013

Depreciation on tangible assets 64,26,890.00 53,57,920.00

Impairment on intangible assets - (0.30)

Total 64,26,890.00 53,57,919.70

Note No. 26 Other expenses in rupees

Particulars 31st March 2014 31st March 2013

Other manufacturing expenses 1,72,40,278.72 1,23,96,632.93

Operating, Administrative and other expenses 1,21,14,339.20 90,91,578.45

Total 2,93,54,617.92 2,14,88,211.38

Page 54: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 52

Note No. 26(a) Other expenses: Other manufacturing expenses in rupees

Particulars 31st March 2014 31st March 2013

Carriage Inwards 3,13,976.50 2,18,108.64

Electricity Exp. 51,11,109.00 38,17,710.00

Total 54,25,085.50 40,35,818.64

Note No. 26(b) Other expenses: Operating, Administrative and other

expenses in rupees

Particulars 31st March 2014 31st March 2013

Auditors Remuneration 50,000.00 50,000.00

Bank Charges 20,29,659.21 18,58,499.95

Car Expenses A/c 1,11,541.00 52,164.00

Car Insurance A/c - 1,03,235.00

Certification Exp. 2,09,576.00 2,17,924.00

Conveyance Exp. 13,583.88 9,698.69

Computer Maintenance 46,629.00 11,650.00

Festival Exp. 3,23,190.00 72,578.74

Deferred Revenue Exp. 4,90,299.00 11,200.00

Advertisement Exp 29,621.29 23,483.00

Demat A/c Charges 955.06 674.16

Donation A/c 20,200.00 40,200.00

Discount 32,216.00 22,640.20

Electric Exp. 1,60,840.23 62,808.60

Freight and Insurance Charges 6,14,985.74 10,80,813.00

Insurance Exp. Factory 5,05,670.00 2,41,041.00

Legal and Professional Expenses 5,27,524.86 71,590.00

Machinery Maintenance A/c 5,78,694.92 3,87,255.50

Miscellaneous Exp. A/c 1,11,353.80 1,03,935.79

Packing Material Exp. 11,63,732.54 12,27,196.00

Office Exp. 1,49,056.00 38,569.00

Postage and Courier Expenses 26,862.50 28,633.00

Printing and Stationary A/c 92,400.00 1,39,050.00

Repair and Maintenance Building 63,320.00 98,986.00

Repair and Maintenance other 38,005.65 9,989.00

Rate Differences 43,675.00 889.00

Round off A/c 0.20 (9.59)

Sales Tax 1,140.00 13,376.00

Service Tax and other brokerage taxes 10,967.55 1,352.84

Telephone and mobile Expenses 1,45,330.91 97,560.00

Tools and Dies Repair 4,53,625.00 2,99,901.18

Travelling Expenses(includes Foreign Travelling Rs.25400) 3,53,050.45 3,45,225.39

Employee Medical Expenses 999.00 3,033.00

Job Work Expenses 1,72,353.00 1,44,875.00

Bad Debts 23,925.00 -

Software Expenses 2,67,751.92 -

VAT Audit Fees 5,618.00 -

IPO Expense 1,60,715.00 -

Total 90,29,067.71 68,70,017.45

Page 55: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 53

Note No. 26(b)(a) Other expenses: Operating, Administrative and other

expenses: Miscellaneous Exp. A/c in rupees

Particulars 31st March 2014

Inspection Charges 5,000.00

Interest on TDS 8,012.00

Corporation Tax 41,922.00

Misc. Exp. 56,419.80

Total 1,11,353.80

Note No. 26(b)(b) Other expenses: Operating, Administrative and other

expenses: IPO Expense in rupees

Particulars 31st March 2014

ROC Fees 1,03,625.00

SEBI Expense 57,090.00

Total 1,60,715.00

Note No. 27 Prior period item in rupees

Particulars 31st March 2014 31st March 2013

Prior period expenses - (18,960.00)

Total - (18,960.00)

Note No. 28 Current tax in rupees

Particulars 31st March 2014 31st March 2013

Current tax provision 29,90,653.00 25,98,718.00

Total 29,90,653.00 25,98,718.00

Note No. 29 Deferred tax in rupees

Particulars 31st March 2014 31st March 2013

Deferred Tax Liability 5,72,435.17 (61,649.00)

Total 5,72,435.17 (61,649.00)

Page 56: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 54

Note No. 10 Fixed Assets Chart as at 31st March 2014 in rupees

Assets Gross Block Accumulated Depreciation/ Amortisation Net Block

Dep. Rate Balance as at

1st April 2013

Additions

during the

year

Additi

on on

accoun

t of

busine

ss

acquisi

tion

Deletion

during the

year

Balance as at

31st March 2014

Balance as at

1st April 2013

Provided

during the

year

Addition on

account of

business

acquisition

Deletion /

adjustments

during the

year

Other

Adjustment

Impairement/R

eversal*

Balance as at

31st March 2014

Balance as at

31st March 2014

Balance as at

31st March 2013

A Tangible assets

Own Assets

Other

Equipments

Air Conditioner 18.10 97,658.00 2,89,200.00 3,86,858.00 44,422.87 47,783.00 92,205.87 2,94,652.13 53,235.13

Elect Equipment 18.10 3,51,529.00 3,51,529.00 1,82,820.60 30,536.00 2,13,356.60 1,38,172.40 1,68,708.40

Elect

Weightment 18.10 67,450.00 15,245.00 82,695.00 28,023.08 8,392.00 36,415.08 46,279.92 39,426.92

Voltage 18.10 2,09,508.00 2,09,508.00 1,39,294.15 12,709.00 1,52,003.15 57,504.85 70,213.85

Water Dispenser 18.10 63,403.33 33,700.00 97,103.33 43,304.03 8,334.00 51,638.03 45,465.30 20,099.30

Health

ExpcericeTools 18.10 62,000.00 62,000.00 15,648.70 8,390.00 24,038.70 37,961.30 46,351.30

Motor Vehicles

Bike 25.89 39,550.00 39,550.00 15,630.23 6,193.00 21,823.23 17,726.77 23,919.77

Car 25.89 55,97,044.00 55,97,044.00 35,02,511.72 5,42,274.00 40,44,785.72 15,52,258.28 20,94,532.28

Cycle 25.89 5,260.00 5,260.00 3,279.98 513.00 3,792.98 1,467.02 1,980.02

Plant Machinery

Tranformer 18.10 6,12,748.00 6,12,748.00 3,18,448.01 53,268.00 3,71,716.01 2,41,031.99 2,94,299.99

Machinary 13.91 3,22,07,306.42 1,99,52,106.06 5,21,59,412.48 1,21,71,102.61 45,09,811.00 1,66,80,913.61 3,54,78,498.87 2,00,36,203.81

Mobile 18.10 1,34,600.00 13,200.00 1,47,800.00 82,707.97 9,451.00 92,158.97 55,641.03 51,892.03

Tools and Dies 13.91 42,58,036.30 81,458.48 43,39,494.78 9,53,974.34 4,67,005.00 14,20,979.34 29,18,515.44 33,04,061.96

Factory

Building

Computer 40.00 7,57,858.00 5,17,555.00 12,75,413.00 4,72,785.38 2,39,456.00 7,12,241.38 5,63,171.62 2,85,072.62

Building 10.00 18,45,288.48 1,12,97,999.00 1,31,43,287.48 3,50,604.81 1,52,563.00 5,03,167.81 1,26,40,119.67 14,94,683.67

Furniture

Fixtures

Furniture and

Fixtures 18.10 3,70,985.00 3,70,985.00 1,87,007.80 33,300.00 2,20,307.80 1,50,677.20 1,83,977.20

Light fitting 18.10 1,58,471.00 1,22,037.00 2,80,508.00 43,684.24 39,077.00 82,761.24 1,97,746.76 1,14,786.76

Factory

Equipments

Generator 13.91 19,61,869.34 19,61,869.34 6,71,508.91 1,79,489.00 8,50,997.91 11,10,871.43 12,90,360.43

Land

Land 21,13,272.40 67,33,000.00 88,46,272.40 88,46,272.40 21,13,272.40

Other Fixed

Assets

Pistol 62,634.00 62,634.00 62,634.00 62,634.00

Testing

Equipment 13.91 11,50,756.00 11,50,756.00 5,87,520.55 78,346.00 6,65,866.55 4,84,889.45 5,63,235.45

Total (A) 5,21,27,227.27 3,90,55,500.5

4 9,11,82,727.81 1,98,14,279.98 64,26,890.00 2,62,41,169.98 6,49,41,557.83 3,23,12,947.29

P.Y Total 5,08,23,538.55 21,68,720.72 8,65,032.0

0 5,21,27,227.27 1,44,56,360.28 53,57,920.00 1,98,14,280.28 3,23,12,946.99 3,63,67,178.27

B Capital work in

progress

Tangible assets

work-in

progress, net

CAPITAL WORK

IN PROGRESS 89,34,608.00 4,93,94,622.00

89,34,608.0

0 4,93,94,622.00 4,93,94,622.00 89,34,608.00

Total (B) 89,34,608.00 4,93,94,622.0

0

89,34,608.

00 4,93,94,622.00 4,93,94,622.00 89,34,608.00

P.Y Total 42,79,057.00 46,55,551.00 89,34,608.00 89,34,608.00 42,79,057.00

Current Year

Total (A + B) 6,10,61,835.27

8,84,50,122.5

4

89,34,608.

00 14,05,77,349.81 1,98,14,279.98 64,26,890.00 2,62,41,169.98 11,43,36,179.83 4,12,47,555.29

Previous Year

Total 5,51,02,595.55 68,24,271.72

8,65,032.0

0 6,10,61,835.27 1,44,56,360.28 53,57,920.00 1,98,14,280.28 4,12,47,554.99 4,06,46,235.27

Page 57: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 55

TENTIWAL WIRE PRODUCTS LIMITED Registered Office: Delhi Masani Road, Radhey Shyam Colony, Mathura-281003

CIN NO.: U31101UP1994PLC016107

PROXY FORM

FORM NO. MGT-11

Name of Member(s): __________________________________________ E-mail ID: __________________________________________________

Registered Address: __________________________________________________________________________________________________________

_________________________________________________ Folio No. / DP ID and Client ID __________________________________________

I /We, _____________________________________ being member(s) of the above named company hereby appoint

1. Name: __________________________________________________, E-mail ID: ________________________________________________

Address: _____________________________________________________________________________

___________________________________________________________________________Signature:

or failing him/her

2. Name: __________________________________________________, E-mail ID: ________________________________________________

Address: _____________________________________________________________________________

___________________________________________________________________________Signature:

as my / our proxy to attend and vote for me / us on my / our behalf at the TWENTEETH ANNUAL GENERAL MEETING of the

Company to be held on Monday, 22nd September 2014 from. 10:30 A.M. at Hotel Brijwasi Lands Inn, Delhi Masani Road,

Mathura-281003 and at any adjournment thereof in respect of such resolution as are indicated below:

Resolution No. Particulars of Resolution Option

For Against

ORDINARY BUSINESS

1. Adoption of Financial Statements for the year ended on 31st

March, 2014

2. Re-appointment of Mr. Radha Pad Tentiwala, Director retiring

by rotation

3. Appointment of Statutory Auditor

Signed this _________________ day of September, 2014.

Signature of the Shareholder(s)

NOTE: 1. The Proxy to be effective should be deposited at the Registered Office of the Company not less than 48 hours

before the commencement of meeting.

2. It is optional to put a X in the appropriate coloumn against the Resolution indicated in the box. If you leave the

For or Against coloumn blank against any or all Resolution, your proxy will be entitled to vote in the manner as he/she thinks appropriate.

Affix

Revenue

Stamp

Page 58: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

TENTIWAL WIRE PRODUCTS LIMITED

20th

Annual

Report 2013-14

Page | 56

TENTIWAL WIRE PRODUCTS LIMITED Registered Office: Delhi Masani Road, Radhey Shyam Colony, Mathura-281003

CIN NO.: U31101UP1994PLC016107

ATTENDANCE SLIP

Please complete this slip and hand it over at the entrance of the Meeting Hall Registered Folio

No.__________________Shares held_______________________________________________ Name (in

Block Letter).

I hereby record my presence at the 20th

Annual General Meeting of the Company held on Monday, 22nd

September 2014 from 10:30 A.M. at Hotel Brijwasi Lands Inn, Delhi Masani Road, Mathura-281003.

Note : Please carry with you this Attendance Slip with you this Attendance Slip and hand over the same duly

signed at the space provided, at the entrance of the Meeting Hall.

Page 59: TENTIWAL WIRE PRODUCTS LIMITEDTENTIWAL WIRE PRODUCTS LIMITED 20 th Annual Report 2013- 14 Page | 4 ¾ In IPO, the Company raised Rs. 2,11,90,000.00 by offering 16,30,000 Equity Shares

Page 57

Thank you

TENTIWAL WIRE PRODUCTS LTD.Reg. Office: Delhi Masani Road, Radhey Shyam Colony, Mathura-281003

CIN No.: U31101UP1994PLC016107

Telephone: +91-565-2530032, Fax: +91-565-2530033

E-mail: [email protected]

Website: http://www.tentiwal.co.in