Professional Documents
Culture Documents
2005-2006
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Mill view
PM2
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Farm forestry
Medical camp
8) Members are requested to quote their Registered Folio No. Report for the meeting. Copies of the Annual Report will
or Depository Participant Id. No. and Client Id. No. in all not be distributed at the Annual General Meeting.
their correspondences and notify promptly change, if any, 11) Equity shares of the Company have been placed under
in their Address/bank mandate to the Company’s Share Compulsory Demat Trading w.e.f. 8.5.2000. Members who
Transfer Agent viz.Cameo Corporate Services Limited Unit: have not dematerialised their physical holding in the
Tamil Nadu Newsprint and Papers Limited, ‘Subramanian Company are advised to avail the facility of
Building’, 1 Club House Road, Chennai 600 002. dematerialisation of equity shares of the Company.
9) Members/Proxies are requested to bring the attendance 12) Members holding shares under different folios in the same
slip sent with Annual Report duly filled in for attending the names are requested to apply for consolidation of folios
meeting. and send relevant share certificates to the Company’s
10) Members are requested to bring their copies of Annual Registrar and Transfer Agents.
EXPLANATORY STATEMENT None of the Directors of the Company other than Thiru V. Murthy,
IAS is interested or concerned in the resolution.
PURSUANT TO SECTION 173(2) OF
THE COMPANIES ACT, 1956 ITEM NO. 8
The Board of Directors of your Company have appointed Thiru
ITEM NO. 6
Shaktikanta Das, IAS as an additional Director with effect from
Pursuant to G.O.Rt.No.3264 Public (Special A) Department 24.5.06. As an additional Director Thiru Shaktikanta Das, IAS
dt.8.8.2005 issued by the Govt. of Tamil Nadu and in terms of will hold the office of Director upto the date of AGM.
Article 139 of the Articles of Association of the Company, the
Board of Directors have passed a resolution appointing Thiru S. Notice has been received under Section 257 of the Companies
Ramasundaram, IAS as Chairman and Managing Director of the Act, 1956 from a member of his intention to propose the
Company with effect from 8.8.05. candidature for directorship of Thiru Shaktikanta Das, IAS. This
may also be treated as individual notice under Sec.257(1A) of the
Under Sec.269 read with Schedule XIII of the Companies Act, Companies Act, 1956.
appointment of Managing Director has to be approved by the
Members of the Company in general meeting. The terms and Your Directors recommend this resolution for approval of the
conditions of his appointment including remuneration payable to members of the Company.
him are governed by the orders of the Govt. of Tamil Nadu. None of the Directors of the Company other than Thiru
Your Directors recommend this resolution for approval of the Shaktikanta Das, IAS is interested or concerned in the resolution.
members of the Company.
ITEM NO. 9
None of the Directors of the Company other than Thiru S
The Board of Directors of your Company have appointed Thiru
Ramasundaram, IAS is interested or concerned in the resolution.
Sandeep Saxena, IAS as an additional Director with effect from
20.6.06. As an additional Director Thiru Sandeep Saxena, IAS
ITEM NO. 7
will hold the office of Director upto the date of AGM.
Pursuant to G.O.Rt.No.1900 Public (Special A) Department
dt.16.5.2006 issued by the Govt. of Tamil Nadu and in terms of Notice has been received under Section 257 of the Companies
Article 139 of the Articles of Association of the Company, the Act, 1956 from a member of his intention to propose the
Board of Directors have passed a resolution appointing Thiru V. candidature for directorship of Thiru Sandeep Saxena, IAS. This
Murthy, IAS as Managing Director of the Company with effect may also be treated as individual notice under Sec.257(1A) of the
from 17.5.06 AN. Companies Act, 1956.
Under Sec.269 read with Schedule XIII of the Companies Act, Your Directors recommend this resolution for approval of the
appointment of Managing Director has to be approved by the members of the Company.
Members of the Company in general meeting. The terms and None of the Directors of the Company other than Thiru Sandeep
conditions of his appointment including remuneration payable to Saxena, IAS is interested or concerned in the resolution.
him are governed by the orders of the Govt. of Tamil Nadu vide
G.O.Ms.No.167 Public (Special A) Department dt.21.2.94 read BY ORDER OF THE BOARD
with G.O.Ms.No.495 Finance(BPE) Department dt.18.7.88. Copies
of the abovesaid orders are available for inspection by any of the Registered Office :
shareholders at the Registered Office of the Company. 67 Mount Road,
Your Directors recommend this resolution for approval of the Guindy, A. VELLIANGIRI
members of the Company. Chennai 600 032. DIRECTOR (FINANCE)
14
DIRECTORS’ REPORT
TO THE MEMBERS 3. OVERALL PERFORMANCE
The production and capacity utilization are given
The Directors have pleasure in presenting the Twentysixth hereunder:
Annual Report and the Audited Accounts of your Company for (Figures in MTs)
the financial year ended 31.3.2006. Particulars 2005-06 2004-05
PM I PM II Total PM I PM II Total
1. FINANCIAL RESULTS
Newsprint – 5468 5468 — 7708 7708
(Rs. in crores)
PWP 1 0 8 9 2 3 1 1 5 6 8 8 2 2 4 6 1 1 94920 93613 188533
Particulars 2005-06 2004-05
Total 1 0 8 9 2 3 1 2 1 1 5 6 2 3 0 0 7 9 94920 101321 196241
Sales 775.67 641.06 Capacity
Other income 25.73 27.17 Utilisation 100% 85.47%
Operating Profit (PBIDT) 189.33 117.27 (%)
Interest and Finance charges 20.29 16.22 Your company has achieved an overall capacity utilization of
Gross Profit (PBDT) 169.04 101.05 100% against 85.47% in the previous year. The production
was higher by 33,838 MT over the previous year.
Depreciation 62.50 61.88
Profit before Prior Period/ The production mix of newsprint and printing & writing
Exceptional items 106.54 39.17 paper was 2:98 against 4:96 in the previous year. Your
company’s strategy of keeping the production mix flexible
Prior Period/Exceptional items 5.07 –
between newsprint and printing & writing paper has
Profit before tax 101.47 39.17
improved the sales revenue and the profit.
Provision for taxation
During the year, your company has exported 38,645 MT of
– Current tax 36.51 8.68
printing & writing paper against 41,264 MT in the previous
– Deferred Tax (13.81) (7.46)
year. Your company has sold the entire production and
– Fringe Benefit Tax 0.95 – achieved zero stock of finished goods as on 31.3.2006. This
– Excess provision of is the 15th year in which your company has achieved ‘zero
Income Tax written back (2.73) – stock’ of finished goods at the end of the financial year.
Profit after tax 80.55 37.95 This is a unique record in the Paper Industry.
Balance brought forward 20.20 20.06 In-house hardwood pulp production reached a new peak of
41,907 MT registering an improvement of 3644 MT over the
Profit Available for previous year. This is the sixth year in which your company
appropriation 100.75 58.01 has increased the hardwood pulp production in a row. Your
company has produced 4280.18 lakh units of power during
APPROPRIATIONS
the year against 3810.56 lakh units in the previous year. Of
Transfer to General Reserve 57.00 16.00 this, 831.38 lakh units were exported to the State grid.
Dividend Adjustments – 0.01 During the year, your company has drawn only 14.76 lakh
Interim dividend 10.41 – units of power from the State grid, equivalent to 0.43% of
Proposed Dividend 10.38 19.08 the total consumption. This has enabled your company to
control the cost on the energy front.
Tax on Dividend 2.91 2.72
Balance carried forward 20.05 20.20 Consequent on the good monsoon and increased sugar
100.75 58.01 cane production, bagasse supplies have increased and the
bagasse stock as on 31.03.2006 swelled to 315000 MT.
With the abundant availability of bagasse, your company
has stopped procuring bagasse from distant sources to
15
2. DIVIDEND keep the cost low. There was no water shortage during the
year. Your company has maintained water conservation
Your company has paid Interim Dividend of 15% during
measures and kept the water consumption at 104 KL per MT
November 2005. Your Directors are pleased to recommend
of finished production.
final dividend of 15% for the financial year ended
31.3.2006. The final dividend, if approved by the Your company set up a novel bio-methanation plant for
shareholders, will be paid to all the equity shareholders generating methane gas (bio-gas) around 15000M3 per day
whose names appear in the Register of Members as on from bagasse wash water. The bio-gas is used as fuel in the
25.08.06. Total dividend of 30% for the year 2005-06 lime-kiln replacing usage of furnace oil around 10 KL per
would absorb Rs. 2078.60 lakhs. day. Your company has registered the project under Clean
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
Development Mechanism (CDM) with UNFCCC and has production has been increased from 19311 MT in 2003-04
obtained 82955 CERs (Certified Emission Reduction) for the to 28,141 MT in 2004-05 and 37,645 MT in 2005-06
period from 1.8.2003 to 31.12.2005. In addition, your registering a growth of 46% in 2004-05 and 34% in
company will be generating about 37000 CERs per annum 2005-06. The company has set a target of 42,000 MT of
upto 31st July 2013. Your company’s bio-methanation plant Copier production for the year 2006-07.
is the country’s first ever CDM Project in the waste
The newsprint market is also showing a positive trend. The
management sector, to be registered with the UNFCCC and
newsprint price in the international market has increased to
the first CDM Project from the Indian Paper Industry.
USD 700 per MT during April – June 2006. The price is
expected to remain firm during the current year.
4. MARKET TRENDS
Newsprint is in an uptrend right from March 2003. The In the Union Budget 2006-07, the Government has reduced
imported newsprint price has increased from USD 590 per the excise duty on printing & writing paper from 16% to
MT during January - March 2005 to USD 670 per MT during 12% effective from 1.3.2006. Import duty on printing &
January-March 2006 and to USD 700 per MT for supplies writing paper has been reduced from 15% to 12.5% with
during April-June 2006. Correspondingly, the newsprint effect from 1.3.2006. Import duty on newsprint is retained
price in the domestic market has also increased from at 5%. Cenvatable countervailing duty of 4% introduced in
Rs. 26,250 per MT during January-March 2005 to the Union Budget 2006-07 is applicable for printing & writing
Rs. 30,250 per MT during January-March 2006 and to paper. Newsprint is exempted from the levy of
Rs. 31,500 per MT for supplies during April-June 2006. countervailing duty.
Printing & Writing Paper market was stable throughout the 6. HIGHLIGHTS OF THE YEAR
year. To neutralise partly the cumulative adverse impact of • Achieved highest production of 2,30,079 MT and
the cost increase, printing & writing paper prices were highest sales of 230079 MT. Production during the year
increased in the domestic as well as export sales. was higher by 33,838 MT over the previous year. Sales
during the year was higher by 28792 MT compared to
Pulp price in the International market was stable during the
the previous year.
year, price ranging from USD 486 to USD 540 per MT in the
case of soft wood pulp and USD 482 to USD 513 in the • Achieved highest production of 37,645 MT of TNPL
case of hardwood pulp. However, imported softwood pulp Copier Paper against 28,141 MT in the previous year
price has increased to USD 650 per MT and hardwood pulp registering a growth of 34%.
USD 570 per MT since April 2006.
• Achieved highest Hardwood Pulp production of 41,907
To overcome the competition from “B” Grade Mills, and to MT against 38,263 MT in the previous year. This is the
improve the sales realization, your company has increased sixth consecutive year in which the company has
the production of value added products viz. TNPL Copier, increased the Hardwood Pulp production.
Ultrawhite Maplitho, Hi-tech Maplitho, Offset Printing and
• Exported 38,645 MT of Printing & Writing Paper during
TNPL Elegant Printing from 78368 Mts. in 2004-05 to
the year valuing Rs. 117.55 crores on FOB basis. This is
105259 Mts. in 2005-06.
the highest export of wood free uncoated printing &
During the year, the Government of India has reduced the writing paper from India during 2005-06.
export incentive for printing & writing paper from 9% to • Introduced a new product, namely, “TNPL Copy Crown”
7% for Sheets & Cut size papers with effect from for Inkjet and laser printers.
26.05.2005 and from 4% to 3% for Reels with effect from
14.9.2004. During the year, your company has exported • Implemented Farm Forestry Scheme in 6054 acres
38,645 MT of PWP to 22 countries. benefiting 1466 farmers in nine districts and Captive
Plantation in 188 acres. Total area covered under Farm
5. OUTLOOK Forestry Scheme and Captive Plantation during the year
is 6242 acres against 3076 acres in the previous year. It
The domestic consumption of Newsprint is expected to
16 is proposed to implement the Farm Forestry Scheme and
grow by 5% per annum and printing & writing paper by 6%
Captive Plantation in about 10000 acres during 2006-07.
per annum. The pulp price in the international market has
firmed up from April 2006. However, paper price in the • Achieved Zero Stock of finished goods (NP & PWP) at
international market has increased only marginally. With the end of the financial year. This is the 15th year in
the steep increase in the pulp prices, the paper prices in which your company has achieved Zero Stock (NP &
the international market may rise in the near term. PWP) at the end of the financial year.
The market for surface sized paper is expected to grow by • Received the Special Export Award from CAPEXIL for
8% and Copier paper by 15% per annum. With the the seventh consecutive year in recognition of the
installation of the state of the art Size Press in PM-I, Copier outstanding export performance.
• The Mill Development Plan has been taken up for 12. STATEMENT OF EMPLOYEES’ PARTICULARS
implementation at a capital outlay of Rs.565 Crores. None of the employees drew remuneration of
The project will be implemented before 31.3.2007. Rs. 24,00,000 or more per annum/ Rs. 2,00,000 or more
per month during the year. This information is furnished as
• Processed 16,70,636 M 3 of Black liquor in energy
required under Section 217(2A) of the Companies Act, 1956
efficient falling film evaporator, against 14,62,850 M3 in
read with the Companies (Particulars of Employees) Rules,
the previous year.
1975.
• Registered the Bio-Methanation project with United
Nations Framework Convention Climate Change 13. DIRECTORS
(UNFCCC) as the country’s first CDM Project in the Pursuant to the orders of Government of Tamil Nadu, Thiru
waste management sector. The project generates about D. Rajendran, IAS has been co-opted as an Additional
37,000 CERs per annum. 82955 CERs have been Director in place of Thiru Rameshram Mishra, IAS w.e.f.
received from UNFCCC for the period from 1.8.2003 to 17.10.05. Thiru D. Rajendran, IAS will hold office upto the
31.12.2005. date of forthcoming Annual General Meeting and is eligible
for appointment as Director in the Annual General Meeting.
7. WIND FARM
Tvl. R. S. Kanna, IAS, V. R. Mehta and V. Narayanan,
Your company has increased the wind farm capacity from
Directors retire by rotation in the forthcoming Annual
21.75 MW to 28 MW by installing 5 Nos. of 1250 KW wind
General Meeting. They are eligible for re-appointment as
energy generators at Devarkulam during February 2006.
Directors in the Annual General Meeting.
During the year under review, your company has
generated 309.31 lakh units of wind power against 348.86
14. COST AUDITORS
lakh units in the previous year. The wind farm, has earned
a profit of Rs.17.71 lakhs during the year. Pursuant to orders of the Department of Company Affairs,
M/s S T R & Associates, Cost Accountants, Chennai have
been appointed as Cost Auditors of your Company for the
8. EXPORTS
year 2005-2006.
Your company has exported 38,645 MT of woodfree
uncoated printing & writing paper valuing Rs. 128.44 15. AUDITORS
Crores (C & F) during the year 2005-06. Your company has
In terms of Section 619(2) of the Companies Act, 1956 the
set a target of 42000 MT for exports during 2006-07.
Department of Company Affairs has appointed
M/s. Maharaj N. R. Suresh & Co., Chartered Accountants,
9. FORFEITURE OF SHARES Chennai as the Auditors of your Company for the year
A sum of Rs. 18.76 lakhs has been received during the year 2005-2006.
towards allotment and call money arrears. During the year,
TNPL has forfeited 427400 shares for which Rs. 293.68 16. INDUSTRIAL RELATIONS
lakhs were overdue. The above shares were forfeited after Overall industrial relations during the year were cordial. The
ten years of IPO and after giving several notices and Directors place on record their appreciation of the valuable
reminders to the defaulting shareholders. contribution made by the employees of your Company
towards the performance and growth of your Company.
10. FIXED DEPOSITS
Your company has stopped accepting fresh deposits from 17. SOCIAL DEVELOPMENT
1.6.2002 and renewals from 1.8.2005. The outstanding Your company is now well perceived as an environment
deposits as on 31.3.2006 was Rs. 10.72 Crores against caring company. It has taken up the all round development
Rs. 17.40 Crores in the previous year. Number of of the Kagithapuram area. Besides building up community
depositors as on 31.3.2006 was 3929 against 6627 assets, your company has promoted health camps and
depositors in the previous year. poverty alleviation efforts in the area.
17
b) That the selected accounting policies were applied stipulated by Clause 49 of the Listing Agreement is
consistently and judgements and estimates that are attached to this report.
reasonable and prudent were made so as to give a true
and fair view of the state of affairs of the Company at 20. CEO/CFO CERTIFICATION
the end of the financial year and of the profit of the
Thiru S. Ramasundaram, IAS, Chairman and Managing
company for that period;
Director and Thiru A. Velliangiri, Director (Finance) &
c) That the Directors have taken proper and sufficient Secretary have furnished the certificate as per the
care for the maintenance of adequate accounting requirement of Clause 49(V) of the Listing Agreement.
records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of 21. ACKNOWLEDGEMENT
the Company and for preventing and detecting fraud The Directors have pleasure in recording their appreciation
and other irregularities; of the assistance, co-operation and support extended to
your company by the shareholders, Govt. of Tamil Nadu,
d) That the annual accounts were prepared for the the participating Indian Financial Institutions, Commercial
financial year ended 31 st March 2006 on a going banks, Depositors, Managements of Sugar Mills, the
concern basis. indentors and customers.
A Certificate from the auditors of the company regarding Place : Chennai – 600 032
compliance of the conditions of Corporate Governance as Date : 9.5.2006
18
ANNEXURE – I
PARTICULARS UNDER COMPANIES (DISCLOSURE OF PULPING
PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) Pulping of bagasse received from different offsites was carried out
RULES, 1988 to comparatively evaluate the differences. Also the effect of
different fiber fractions on pulping of bagasse was studied.
I. (A) REPORT ON ENERGY CONSERVATION
BLEACHING
1. 1 No. 132 KW clarified water pump was provided with Variable
Bleaching of Acacia, Blue gum, Pinewood and Wattle pulps were
Frequency Drives with an investment of Rs. 6 lakhs. This has
carried out with conventional CE (P) HH bleaching to a brightness
resulted in annual savings of 1.6 lakh units of electricity.
of 85% ISO and compared with Euca hybrid pulp. Comparison was
2. 10 Nos. of running motors were downsized with a total installed made with regard to bleach chemical consumption, viscosity and
KW reduction of 125 KW. There is no investment in the above strength properties.
project. The annual savings works out to 1 lakh units.
Elemental chlorine free OO-DHT-E(OP)-D bleaching involving
3. Process modification in Pulp Mill towards energy conservation Oxygen delignification and Chlorine di-oxide was carried out for
through motors removed from service with a combined load of Hardwood pulp and compared with conventional CE(P)HH bleaching
59 KW. The annual savings works out to 4.8 lakh units. with regard to brightness development, yield, pulp properties and
pollutant generation.
4. Flash steam vented out to the atmosphere in Paper Machine
I was recovered and utilised in Power Boilers 1 to 4 deaerator. ENZYME PREBLEACHING
This has resulted in reduction in LP steam consumption to the Use of Xylanase prebleaching stage as step towards Chlorine
extent of 10,000 MTs per annum, with no investment. reduction and AOX reduction in bleaching was studied in laboratory.
For same ultimate brightness target of 85% ISO, 20% Chlorine
5. The total energy savings works out to Rs. 63 lakhs per annum. reduction could be achieved with enzyme pretreatment in addition
The investment towards Energy Conservation is Rs. 6 lakhs. to proportionate reduction in AOX. Plant scale trials are being
planned.
6. During the year, energy audit was carried out through
Confederation of Indian Industry, Hyderabad. The WILD SUGARCANE
recommended Energy Conservation measures will be
Studies on wild sugarcane developed on trial plantation was carried
implemented during 2006-07.
out to assess the yield per hectare, pulping and bleaching properties
in comparison to conventional sugarcane. Potential for using High
I. (B) RESEARCH & DEVELOPMENT AND TECHNOLOGY Fibre Cane varieties with relatively less sugar will be tried as a
ABSORPTION fibrous raw material as well as to generate renewable energy.
(AS PER “FORM B” SEE RULE 2)
NEW PRODUCT DEVELOPMENT
I. SPECIFIC AREAS IN WHICH R&D CARRIED OUT BY THE COPY CROWN – a multipurpose office stationery with improved
COMPANY properties over regular copier paper which include brightness, ink
jet printability, reduced two sidedness, whiteness and stiffness
ALTERNATIVE RAW MATERIALS FOR PULPING
was developed and has been marketed on trial basis. The field
Pulping of wood varieties such as Acacia, Pinewood, Wattle and trials on the product performance have been satisfactory. The
Blue gum as an alternative to Eucalyptus Hybrid, was carried out new A4 80 gsm premium product is meant to cater the hitech
on laboratory scale to assess their suitability and chemicals segment of A4 cut size market.
requirement and pulp yield.
PRODUCT IMPROVEMENT
Suitability of other wood varieties such as Dlabergia Sisoo, Samania
Use of alternative Oxidised starch products from different sources
Saman, Hilanthus Execise, Casto Siamea Wood, Gmelina Arborea,
was tried on plant scale and new products could be identified for
Grenia Tillitolia, Melia Dubia – forest wood species were evaluated
surface sizing of paper at lower cost. Two indigenous products and
for their pulping performance. In addition, imported mixed hardwood
two imported products were tried. 19
chips from Australia were also evaluated for their suitability as
alternative.
With a view to reduce dusting and linting during printing, use of
additives such as antilinting agents, starch products etc., were
As an alternative to bagasse fiber source, the suitability of Sabai
tried on lab scale and on plant scale. The role of additives in improving
Grass, Sorghum Vulgaris were studied for pulping properties.
surface strength in terms of IGT Viscosity Velocity Product (VVP)
Suitability of 14 clones of Eucalyptus species was carried out in was studied. Recommendations for plant scale continuous addition
comparison to Euca hybrid. have been made.
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
The role of different wood varieties on pulp properties such as Trials on sludge dewatering of mixed waste sludge in effluent
stiffness, curl needed for Copier was studied. treatment plant using belt filters and polyelectrolyte.
Improving existing Copier grade to meet International Paper Installation of online dust monitoring in limekiln and in one of the
Products standard was carried out by trial scale in plant with power boilers.
modifications in pulp combination and additives. Improvement in
Copier quality meeting International Paper Products CDM AND CARBON TRADING
recommendations could be achieved. The Kyoto Protocol under the United Nations Framework Convention
Use of alternative fillers such as calcined clays, high bright clays, on Climate Change introduced a market-based approach to combat
and Synthetic silicates for high bright products were analysed for climate change through emissions trading and generation of
their suitability in laboratory. Some have been recommended for tradeable green house gas emission reduction credits through
plant trials. projects. TNPL participated in the CDM process and developed two
projects viz,, GHG reduction from biomethanation plant and GHG
Improving bulk of products by using BCTMP and through additives reduction through generation of renewable energy using windmills.
was studied in laboratory. Use of BCTMP to about 10% was tried in The Biomethanation project got registered with UNFCCC with a
plant scale and bulk improvement could be observed. Further trials potential CER (Certified Emission Reduction) generation of around
have been planned. 37000 CERs for a period of 10 years.
Improving shade stability of products through usage of Direct dyes
and Pigment dyes in place of basic dyes were studied. II. BENEFITS DERIVED AS A RESULT OF ABOVE R&D
21
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
Form A ANNEXURE – II
(See Rule 2)
Pursuant to the orders of Government of Tamil Nadu, Thiru V. Murthy, IAS was appointed as Managing
Director. Thiru V Murthy, IAS assumed charge on 17.5.06 AN.
Pursuant to the orders of Government of Tamil Nadu, Thiru Shaktikanta Das, IAS and Thiru Sandeep
Saxena, IAS have been appointed as Additional Directors in place of Thiru D. Rajendran, IAS and Thiru
R. S. Kanna, IAS, respectively. The above directors will hold office upto the date of forthcoming Annual
General Meeting and are eligible for appointment as Directors in the General Meeting.
Government of Tamil Nadu have also directed that the Secretary to Government, Industries Department
shall function as Chairman of the Company. Accordingly, Thiru Shaktikanta Das, IAS, has become the
Chairman of the Company.
23
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
2. We conducted our audit in accordance with auditing v) On the basis of written representations received from
standards generally accepted in India. Those standards the directors as on 31st March, 2006 and taken on
require that we plan and perform the audit to obtain record by the Board of Directors, we report that none
reasonable assurance about whether the financial of the directors is disqualified as on 31st March 2006
statements are free of material misstatement. An audit from being appointed as a director in terms of Clause
includes examining, on a test basis, evidence supporting the (g) of sub-section (1) of Section 274 of the
amounts and disclosures in the financial statements. An Companies Act, 1956.
audit also includes assessing the accounting principles used vi) In our opinion, and to the best of our information
and significant estimates made by management, as well as and according to the explanations given to us, the
evaluating the overall financial statement presentation. We said accounts give the information required by the
believe that our audit provides a reasonable basis for our Companies Act, 1956 in the manner so required and
opinion. give a true and fair view in conformity with the
accounting principles generally accepted in India:
3. As required by the Companies (Auditor’s Report) Order,
a. in the case of the Balance Sheet, of the state of
2003, issued by the Central Government of India in terms
affairs of the Company as at 31st March 2006;
of sub-section (4A) of Section 227 of the Companies Act
b. in the case of the Profit & Loss Account of the
1956, we enclose in the Annexure, a statement on the
matters specified in paragraphs 4 and 5 of the said order. PROFIT for the year ended on that date; and
c. in the case of the Cash Flow Statement, of the
4. Further to our comments in this Annexure referred to cash flows for the year ended on that date.
above, we report that:
i) We have obtained all the information and For MAHARAJ N. R. SURESH & CO.
explanations, which to the best of our knowledge and Chartered Accountants
belief were necessary for the purpose of the audit.
ii) In our opinion, proper books of accounts as required N. R. SURESH
by law have been kept by the company so far as Place: Chennai Partner
appears from our examination of those books. Date : 09th May 2006 Membership No.200/21661
24
ANNEXURE REFERRED TO IN PARA 3 OF OUR
REPORT OF EVEN DATE
i) a) The Company has maintained proper records showing vii) In our opinion, the company has an internal audit system
full particulars including quantitative details and commensurate with its size and nature of its business.
situation of fixed assets.
viii) On the basis of records produced to us, we have broadly
b) All the assets have not been physically verified by the reviewed the cost records maintained by the company
management during the year but there is a regular pursuant to the rules made by the Central Government for
programme of verification which, in our opinion, is the maintenance of cost records under Section 209 (1) (d)
reasonable having regard to the size of the company of the Companies Act, 1956 and we are of the opinion
and the nature of its business and assets. No material that, prima facie, the cost records prescribed have been
discrepancies were noticed on verification. made and maintained.
v) In our opinion and according to the information and x) The Company has no accumulated losses, as at 31st March
explanations given to us, there are no contracts or 2006. The company has not incurred cash losses in the
arrangements referred to in Section 301 of the Companies financial year under report and in the immediately
Act, 1956 that need to be entered into the register preceding financial year. 25
maintained under that section.
xi) The company has not defaulted in repayment of dues to a
vi) The company has complied with the provisions of Sections financial institution, bank or debenture holders.
58A, 58AA or other relevant provisions of the Companies
xii) The Company has not granted loans and advances on the
Act, 1956 and the Companies (Acceptance of Deposits)
basis of security by way of pledge of shares, debentures
Rules, 1975 with regard to the deposits accepted from the
and other securities.
public. No order has been passed by the Company Law
Board or National Company Law Tribunal or Reserve Bank xiii) The company is not a chit fund or a nidhi/mutual benefit
of India or any Court or any other Tribunal. fund/society.
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
xiv) The company was dealing in Mutual Fund investments xix) The company has not issued any debentures during the
during the year. Proper records have been maintained of year.
the transactions and contracts and timely entries have
been made. The said investments have been held by the xx) The Company has not raised money by public issue
company in its own name. However no such investments during the year. However the company has received calls
are held as at 31st March 2006. in arrears in respect of Public Issue made in November
1995 for which Project has already been completed.
xv) The company has not given any guarantee for loans taken
by others from bank or financial institutions. xxi) According to the information and explanations given to
xvi) The term loans have been applied for the purpose for us, no fraud on or by the company has been noticed or
which they were raised. reported during the course of our audit.
26
COMMENTS OF THE COMPTROLLER AND AUDITOR
GENERAL OF INDIA UNDER SECTION 619 (4) OF THE
COMPANIES ACT, 1956 ON THE ACCOUNTS OF
TAMIL NADU NEWSPRINT AND PAPERS LIMITED FOR
THE YEAR ENDED 31st MARCH 2006
I have to state that the Comptroller and Auditor General of India has no
comments upon or supplement to the Auditors’ Report under Section 619(4)
of the Companies Act, 1956 on the accounts of Tamilnadu Newsprint and
Papers Limited, Chennai for the year ended 31st March 2006.
27
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
LIABILITIES
a) Paid-up Capital (including advances for shares) 6935.86 6935.99 6937.78
b) Reserves and Surplus 37987.69 39607.34 45314.03
c) Borrowings:
i) Short Term & Long Term 25317.43 24677.80 30508.60
ii) Cash Credit 81.77 325.45 304.78
d) Deferred Tax Liability 17603.00 16857.00 15476.00
e) Trade dues and other liabilities (including provisions) 19547.82 23349.85 22972.39
Total 107473.57 111753.43 121513.58
ASSETS
a) Gross Block 136463.58 138344.40 143235.13
b) Less : Depreciation 61368.67 66563.96 72995.94
c) Net Fixed Assets 75094.91 71780.44 70239.19
d) Capital Works-in-progress 968.71 1104.72 11513.28
e) Other Assets / Investments 814.76 114.05 114.05
f) Current Assets, Loans and Advances 30568.81 38734.43 39633.87
g) Intangible Assets:
i) Miscellaneous Expenditure 26.38 19.79 13.19
ii) Accumulated Losses — — —
Total 107473.57 111753.43 121513.58
CAPITAL EMPLOYED 87084.61 88239.21 98413.95
NET WORTH 44897.17 46523.54 52238.62
Note:
1. Capital Employed represents “Net Fixed Assets” PLUS “Working Capital”.
2. Net Worth represents “Paid-up Capital” PLUS “Reserves” LESS “Intangible Assets”.
2. CAPITAL STRUCTURE
a) Debt-Equity Ratio
28 The Debt-Equity Ratio for the Company was 0.35:1 in 2003-04, 0.23:1 in 2004-05 and 0.35:1 in 2005-06.
b) The amount of loans taken from Government of Tamil Nadu outstanding as on 31st March 2006 was Rs. NIL lakhs.
The Reserves and Surplus (Rs.45,314.03 lakhs), amounted to 37.29 percent of the total liabilities in 2005-06 as against 35.51
percent in 2004-05 and 35.35 percent in 2003-04, and 653.14 percent of the equity capital (Rs. 6,937.78 lakhs) in 2005-06 as
against 571.04 percent in 2004-05 and 547.70 percent in 2003-04.
4. LIQUIDITY AND SOLVENCY
a) The percentage of current assets to total net assets varied from 28.44 in 2003-04 to 34.55 in 2004-05 and to 32.62 in
2005-06.
b) The percentage of current assets to current liabilities (including provisions) varied from 156.38 in 2003-04 to 172.53 in
2004-05 and to 172.52 in 2005-06.
c) The percentage of quick assets (Sundry debtors, advances, Cash and Bank balances) to current liabilities varied from 112.08 in
2003-04 to 123.72 in 2004-05 and to 153.01 in 2005-06.
5. WORKING CAPITAL
The working capital (Current assets, Loans and advances LESS trade dues and current liabilities) of the Company at the close of
three years ending with 31.3.2006 amounted to Rs.11,020.99 lakhs, Rs.15,377.51 lakhs and Rs.16,661.48 lakhs respectively and
represented 2.59 months’ value of production in 2005-06; 2.94 months’ value of production in 2004-05; and 2.17 months’ value of
production in 2003-04.
7. WORKING RESULTS
The Working Results of the Company for the three years upto 31st March 2006 are tabulated below:
(Rs. in lakhs)
d) Profit(+)/Loss(-) after Tax and before Investment Allowance 5280.08 3794.60 8054.57
The reasons for increase in profit during the year is directly attributed to increase in Sales and Carbon credit sales.
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
8. COST TRENDS
The table below indicates the percentage of cost of sales to sales during three years upto 2005-06
(Rs. in lakhs)
9. PRODUCTION PERFORMANCE
The value of production during the three years upto 2005-06 worked out below:
(Rs. in lakhs)
3. Opening stock of finished goods and works-in-progress (at cost) 161.12 2522.96 1112.58
4. Value of production (1+2-3) 60721.46 65718.14 77161.12
The percentage of value of production to net worth increased / decreased from 135.24 in 2003-04 to 141.26 in 2004-05 and to
147.71 in 2005-06.
The percentage of value of production to total net assets of the Company fluctuated from 56.49 in 2003-04 to 58.81 in 2004-05
and to 63.5 in 2005-06.
The stock of raw materials and components, stores, spares was equivalent to 3.61 months’ consumption in 2003-04 compared with
3.29 months’ in 2004-05 and 3.8 months’ in 2005-06.
The works-in-progress at the end of 2003-04 represented about 0.20 months’ value of production at cost as against 0.21 months’
during the year 2004-05 and 0.10 months’ during the year 2005-06.
11. SUNDRY DEBTORS AND TURNOVER
The following table indicates the value of book-debts and sales for three years upto 2005-06.
(Rs. in lakhs)
12. The following table indicates details of debts outstanding for more than one year as on 31.03.2006.
(Rs. in lakhs)
Debts Outstanding
For 1 - 2 years 38.70 – – 38.70
For 2 - 3 years – – 8.85 8.85
For over 3 years 55.68 – 319.99 375.67
Total 94.38 – 328.84 423.22
ACCOUNTANT GENERAL
31
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
As required by Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance in accordance with the
SEBI prescribed format is given below:
A. MANDATORY REQUIREMENTS
1. Company’s Philosophy
TNPL’s philosophy on Corporate Governance endeavours to achieve highest levels of transparency, integrity and equity, in all its
operations and in its dealings with all its stakeholders, including shareholders, employees, the Government and lenders.
2. Board of Directors
The Board comprises of a Chairman (Executive Director, nominated by Government of Tamil Nadu), one Executive Director,
three non-executive Directors nominated by the Government of Tamil Nadu, one independent non-executive Director
nominated by Industrial Development Bank of India Limited (equity investor) and five independent non-executive Directors as
on 31.03.2006.
The Independent Directors on the Board are experienced, competent and highly respected persons from their respective fields.
They take active part in the Board and Committee meetings. None of the Directors on the Board is a Member on more than 10
Committees. Necessary disclosures have been made by the Directors in this regard.
b. Attendance of each Director at the Board of Directors’ Meetings held during 2005-2006 and the last AGM is
as follows:
EXECUTIVE DIRECTORS
Tvl.
Rameshram Mishra, IAS 3 3 Attended
Chairman and Managing Director
I/c(ceased w.e.f. 8.8.05)
A. Velliangiri 8 8 Attended
Director (Finance)
Board of Directors’ Meetings Last AGM
Director
No. of Meetings Held Attended (held on 22.8.05) Attended
NON-EXECUTIVE
DIRECTORS FROM GOTN
Rameshram Mishra, IAS – – –
(As non-executive director from
9.8.05 till 17.10.05)
N. Narayanan, IAS 1 1 –
(Ceased w.e.f. 26.5.05)
R. S. Kanna, IAS 8 – Not Attended
D. Rajendran, IAS 4 4 –
(Appointed w.e.f. 17.10.05)
K. Gnanadesikan, IAS 7 3 Not Attended
(Appointed w.e.f. 26.5.05)
INDEPENDENT NON-EXECUTIVE
NOMINEE DIRECTORS FROM
IDBI(EQUITY INVESTOR)
R. S. Agarwal 8 8 Attended
INDEPENDENT NON-
EXECUTIVE DIRECTORS
V. R. Mehta 8 7 Attended
V. Narayanan 8 8 Attended
Dr. S. Janakarajan 2 1 –
(ceased w.e.f. 27.6.05)
R. R. Bhandari 8 8 Attended
G. Prabhakara 7 5 Attended
(appointed w.e.f. 21.4.05)
N. Kumaravelu
(appointed w.e.f. 27.6.05) 6 6 Attended
c. Number of other Company Boards or Board Committees in which each of the Directors of the Company is a
Member or Chairperson:
Tvl.
S. Ramasundaram, IAS Executive 1 – – –
D. Rajendran, IAS Non-Executive 6 9 – –
K. Gnanadesikan, IAS Non-Executive 5 – – –
R. S. Kanna, IAS Non-Executive 1 1 – 2 33
R. S. Agarwal Non-Executive 6 – 7 –
V. R. Mehta Non-Executive 5 – 3 2
V. Narayanan Non-Executive 10 2 4 4
G. Prabhakara Non-Executive – – – –
R. R. Bhandari Non-Executive – – – –
N. Kumaravelu Non-Executive 2 – – –
A. Velliangiri Executive – – – –
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
All the items on the Agenda are accompanied by notes giving comprehensive information on the related subject and in certain
matters such as financial/business plans, financial results, detailed presentations are made. The agenda and the relevant notes
are sent in advance separately to each Director to enable the Board to take informed decisions.
The minutes of the meetings of the Board are individually given to all Directors and confirmed at the subsequent Board Meeting.
The minutes of the various Committees of the Board are given to the Members of the Committees and thereafter tabled before
the Board for discussion at the subsequent Meeting.
Particulars of Directors being appointed at the Annual General Meeting and Directors retiring by rotation and seeking
reappointment have been given in the Notice convening the 26th Annual General Meeting along with the Explanatory
Statement.
3. Audit Committee
a . Terms of reference
The terms of reference of this Committee are wide enough to cover the matters specified for Audit Committee under Clause 49
of the Listing Agreements as well as in Sec.292(A) of Companies Act and are as follows:
1. Oversight of the company’s financial reporting process and the disclosure of its financial information to ensure that the
financial statement is correct, sufficient and credible.
2. Recommending to the Board the appointment, reappointment and if required, the replacement or removal of the statutory
auditors and fixation of audit fees.
3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
4. Reviewing with the management, the annual financial statements before submission to the Board for approval, with
particular reference to :
a . Matters required to be included in the Directors’ Responsibility Statement to be included in the Board’s report in terms
of Clause (2AA) of Section 217 of the Companies Act, 1956.
b. Changes, if any, in accounting policies and practices and reasons for the same.
c. Major accounting entries involving estimates based on the exercise of judgment by management.
d. Significant adjustments made in the financial statements arising out of audit findings.
e . Companies with listing and other legal requirements relating to financial statements.
f. Disclosure of any related party transactions.
g. Qualifications in the draft audit report.
5. Reviewing, with the management, the quarterly financial statements before submission to the Board for approval.
6. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control
34 systems.
7. Reviewing the adequacy of internal audit functions, including the structure of the internal audit department, staffing and
seniority of the official heading the department, reporting structure coverage and frequency of internal audit.
8. Discussions with internal auditors any significant finding and follow-up thereon.
9. Reviewing the findings of any internal investigations by the internal auditors into matter where there is suspected fraud or
irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.
10. Discussions with statutory auditors before the audit commences, nature and scope of audit as well as have post-audit
discussion to ascertain any area of concern.
11. To look into the reasons for substantial default in the payment to depositors, debentureholders, shareholders (in case of
non-payment of declared dividend) and creditors.
12. Reviewing the company’s financial and risk management policies.
13. The audit committee should have discussions with the auditors periodically about the internal control systems, the scope of
audit including the observations of the auditors and review the half yearly and annual financial statements before
submission to the Board and also ensure compliance of internal control systems.
14. The Audit Committee shall have authority to investigate into any matter in relation to the items specified in this section or
referred to it by the Board and for this purpose, shall have full access to information contained in the records of the
company and external professional advice, if necessary.
15. To review internal audit programme, to ensure coordination between the internal and statutory auditors, to ensure the
internal audit function is adequately resourced and has appropriate standing within the company and to request internal
audit to undertake specific audit projects, having informed management of their intentions.
16. Review of Cost Audit Report.
17. Reviewing any other areas which may be specified as role of the audit committee under amendments, if any, from time to
time, to the Listing Agreement, Companies Act and other statutes.
18. Considering such other matters as may be required by the Board.
The Audit Committee mandatorily reviews the following information :
1. Management discussion and analysis of financial condition and results of operations;
2. Statement of significant related party transactions (as defined by the audit committee), submitted by management;
3. Management letters / letters of internal control weaknesses issued by the statutory auditors;
4. Internal audit reports relating to internal control weaknesses; and
5. The appointment, removal and terms of remuneration of the Chief internal auditor shall be subject to review by the
Audit Committee.
The recommendations of the Audit Committee on any matter relating to financial management, including the audit report,
shall be binding on the Board.
Thiru V. R. Mehta was the Chairman of the Audit Committee till 21st April 2005. Thiru V. Narayanan became the Chairman of the
Audit Committee from 26th May 2005.
The CMD, Director (Finance), Senior Management Executives, Statutory Auditors, External Internal Auditors and Cost Auditors
are invited to the Audit Committee meetings.
No. of Meetings
Director Attended
Held
Tvl.
35
V. Narayanan 6 6
V. R. Mehta 7 6
R. S. Agarwal 7 7
R. R. Bhandari 7 7
S. Janakarajan 1 1
(ceased w.e.f. 8.6.05)
N. Kumaravelu 4 4
The Audit Committee met 7 times during 2005-06 as against the minimum requirement of 3 meetings.
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
4. Remuneration Committee
a . Remuneration Policy
Thiru Rameshram Mishra, IAS was holding additional charge as Chairman and Managing Director till 8.8.05 and was being paid
remuneration by the Govt. in accordance with the Govt. Rules as applicable to his cadre.
Thiru S. Ramasundaram, IAS is holding additional charge as Chairman and Managing Director with effect from 8.8.05 and is
being paid remuneration by the Govt. in accordance with the Govt. Rules as applicable to his cadre.
Thiru A. Velliangiri, Director (Finance) is drawing remuneration as per TNPL Rules applicable to officers of his category. No
remuneration except sitting fees for attending the Board/Committee Meetings is paid to other Directors. As such, there has
been no need to constitute a Remuneration Committee.
Tvl.
A. Velliangiri 7.89 0.49 1.97 10.35 Gratuity and
Director (Finance) Superannuation as
per rules of the company
Rameshram Mishra, IAS 0.37 – – 0.37 As per Govt. rules
applicable to his cadre
S. Ramasundaram, IAS – 0.17 – 0.17 As per Govt. rules
applicable to his cadre
Non-Executive Directors
Remuneration by way of sitting fees for attending Board/ Board Committee Meetings are paid only to non-executive Directors.
Sitting fees paid to non-executive Directors during the financial year are given below:
Independent Directors were paid sitting fees of Rs. 6,000/- per meeting of the Board and Rs. 4,500/- per meeting of the Committee
of the Board. This has been increased to Rs.10,000/- per meeting uniformly for Board meetings and Committee meetings with
effect from 1.2.2006.
5. Shareholders’ Committee
a . Shareholders’/Investors’ Grievances Committee
Shareholders’ complaints/grievances are redressed by the Registrar and Transfer Agent, namely M/s.Cameo Corporate
Services Limited. The Board also constituted the Shareholders’/Investors’ Grievances Committee in August 2001. The following
two non-executive directors are the members in the Shareholders’/ Investors’ Grievances Committee as on 31.3.2006.
1. Thiru R. S. Agarwal Chairman of the Committee
2. ’’ R. R. Bhandari Member
3. ’’ N. Kumaravelu Member
Thiru R. S. Agarwal became the Chairman of the Investors’ Grievances Committee from 26.5.05.
The Investors’ Grievances Committee review and redress the grievances/complaints received from Shareholders/Investors. The
Shareholders’/Investors’ Grievances Committee met on 26th May 2005 and reviewed the grievances/complaints received and the
action taken on the grievances / complaints.
All valid share transfers during the year ended 31.3.06 have been acted upon. No share transfer was pending as on 31.3.06.
b. No special resolution was put through postal ballet last year nor is any proposed for this year.
7. Disclosures
a . Disclosures on materially significant related party transactions i.e. transactions of the company of material nature, with its
promoters, the directors or the management, their subsidiaries or relatives etc. that may have potential conflict with the
interests of the company at large.
There were no such transactions during the year except the remuneration paid to Wholetime Directors of the company.
37
b. Details of non-compliance by the company, penalties, strictures imposed on the company by stock exchanges or SEBI or any
statutory authority on any matter related to capital markets during the last three years.
None
Code of Conduct
The Board of Directors has framed the Code of Conduct for Board Members and Senior Management. The code of conduct has
been communicated to the Directors and the Members of the Senior Management. The code of conduct has also been posted
on the Company’s website www.tnpl.co.in
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
8. Means of Communication
a . Half-yearly report sent to each household of shareholders : No
b. Quarterly results :
Newspapers published in : Financial Express
Economic Times
Daily Thanthi
Namadhu M G R
Website where displayed www.tnpl.co.in
c. Whether the website also displays official : Yes
news releases and presentations to the
media, analysts, institutional investor’s
etc.?
d. Audited financial results : Economic Times
(Newspapers published in) Financial Express
Daily Thanthi
e . Whether MD&A (Management : Yes
Discussion & Analysis) is a part of
Annual Report ?
The company also informs by way of intimation to the Stock Exchanges all price sensitive matters and such other matters which in
its opinion are material and of relevance to the shareholders and subsequently issues a Press Release on the said matters.
All data required to be filed electronically as EDIFAR document pursuant to Clause 51 of the Listing Agreement with the Stock
Exchanges such as quarterly financial results, shareholding pattern, are being regularly filed on the EDIFAR website, in addition to
the filing of the same with the Stock Exchanges.
9. SHAREHOLDERS’ INFORMATION
i) Annual General Meeting
- Date and Time : August 25, 2006 at 10.25 a.m.
- Venue : The Music Academy, 168, T.T.K.Road, Chennai – 600 014.
ii) Financial Year Calendar : Results for quarter ending June 30, 2006 Fourth week of July 2006.
(2006-2007) (Tentative) Results for quarter ending September 30, 2006 Fourth week of October 2006.
Results for quarter ending December 31, 2006 Fourth week of January 2007.
Results for quarter ending March 31, 2007 Second week of May 2007.
iii) Book closure date : 18.08.2006 to 25.08.2006 (both days inclusive) on account of AGM and Dividend.
iv) Dividend payment date : 26.08.2006 onwards.
v) Listing of Equity Shares on
a) Stock Exchanges at : 1) National Stock Exchange of 2) Mumbai Stock Exchange,
India Limited Listing Department
Plot No.C/1, G Block Phiroze Jeejeebhoy Towers
Bandra-Kurla Complex 25th Floor
Bandra (E) Dalal Street
Mumbai – 400 051 Mumbai – 400 001
viii) Share price performance in comparison to broad based indices – BSE Sensex and NSE Nifty :
Financial
Year 98.72% 73.73% (+)24.99% 98.72% 67.15% (+)31.57%
2005-2006
39
SENSEX and TNPL share prices are based on month end closing rates.
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
NIFTY and TNPL share prices are based on month end closing rates.
ix) Registrar and Transfer Agent : Securities Exchange Board of India (SEBI) has mandated, vide Circular No. D&CC/
FITTC/CIR-15/2002 dated December 27, 2002 that all Share Registry work relating to
both physical shares and shares held in electronic mode must be maintained at a
single point, either in-house or by a SEBI registered Registrar and Transfer Agent.
The Company has already enlisted the services of M/s Cameo Corporate Services
Ltd., Chennai to act as Registrar and Transfer Agents to handle all investor services
relating to shares held in physical form as well as in electronic mode. Their address is
given below :
M/s Cameo Corporate Services Ltd.
V Floor, “Subramanian Building”
No.1 Club House Road
Chennai – 600 002
Tel.No.044-28460390 - 28460394
Fax No.044-28460129
E-mail ID : cameo@cameoindia.com
x) Share Transfer System :
i) Share Transfers : The shares of the Company, being in the compulsory demat list, are transferable
through the depository system. Shares in physical form are processed and the share
certificates are generally returned within a period of 7 days from the date of
receipt.
As per the Guidelines of SEBI/Stock Exchanges, a Demat Option Letter is sent to
the transferees, seeking their option, as to whether the shares transferred in their
name, would be demated by them or they would like to hold the shares, in physical
form. After 30 days time, if the Demat Request Form is not received alongwith the
Demat Option Letter, duly accepted, physical share certificates are despatched to
the transferees.
All transfers received are processed and approved by the Share Transfer
Committee which normally meets thrice in a month. Shares under objection are
returned within two weeks.
ii) Nomination facility for
shareholding : As per the provisions of the amended Companies Act 1956, facility for making
nomination is available for shareholders in respect of shares held by them.
Nomination forms can be obtained from the share transfer agent.
40 iii) Payment of dividend through
Electronic Clearing Services : The Securities and Exchange Board of India (SEBI) has made it mandatory for all
companies to use the bank account details furnished by the depositories for
depositing dividends through Electronic Clearing Service (ECS) to the Investors
wherever ECS and Bank details are available. In the absence of ECS facility the
Company is required to print the Bank account details if available on payment
instruments for distribution of dividend etc. to the shareholders.
iv) Unclaimed dividends : The company is required to transfer dividends which have remained unpaid/
unclaimed for a period of seven years to the Investor Education & Protection Fund
established by the Government. The Company will accordingly be required to
transfer in the year 2006, the dividend for the year ended March 31, 1999 which
have remained unclaimed/unpaid.
v) Correspondence regarding
Change of Address etc. : Shareholders are requested to ensure that any correspondence for change of
address, change in Bank Mandates etc. should be signed by the first named
shareholder. Shareholders who hold shares in dematerialised form should correspond
with the Depository participant with whom they have opened Demat Account/s.
vi) Pending Investors’ Grievances : Any Shareholder whose grievance has not been resolved to his/her satisfaction may
kindly write to the Asst. Company Secretary at the Registered Office with a copy of
the earlier correspondence.
xi) Distribution of Shareholding as on 31st March, 2006.
As on 31.03.2006 As on 31.03.2005
No. of Shares % to shares No. of Shares % to shares
xii) Dematerialisation of Shares and liquidity : For Dematerialisation of Equity shares, the Company has entered into a
tripartite agreement with National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL). The Company’s
Equity shares have been included in the list in which trading is compulsory
for all investors in dematerialised form, along with other scrips, from
8.5.2000.
42
Details of Demat shares as at 31st March 2006 :
No. of Shareholders No. of Shares % to Capital
NSDL 15599 37961106 54.85
CDSL 2366 27964838 40.40
Physical Form 5230 3284656 4.75
Total 23195 69210600 100.00
As on March 31, 2006, 17965 shareholders are holding
shares in demat form and 6,59,25,944 shares have
been dematerialized, representing 95.25% of the total
Equity Share capital.
43
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
B. NON-MANDATORY REQUIREMENTS
1. The Board
a . Whether Chairman of the Board is entitled to maintain a Chairman’s Office at the Company’s expenses and also allowed
reimbursement of expenses incurred in performance of his duties.
Chairman is an executive Director in the company.
b. Independent directors may have a time not exceeding in the aggregate a period of nine years on the Board of the Company.
Presently the company has not adopted the above non-mandatory requirement.
2. Remuneration Committee
The Company has not formed Remuneration Committee.
3. Shareholders’ Rights
The half-yearly results of the company are published in more than one English newspaper having a wide circulation and in one Tamil
Newspaper. (vide para 8(d) of this Report). The results are not sent to the shareholders individually.
4. Audit Qualification
There is no qualification of Accounts during the year.
This is the report on Corporate Governance referred to in our Certificate of even date.
As provided under Clause 49 of the Listing Agreement with the Stock Exchanges, the Board Members and the Senior Management
Personnel have confirmed compliance with the Code of Conduct for the period ended 31st March 2006.
44
For TAMIL NADU NEWSPRINT AND PAPERS LIMITED
As required by Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance in accordance with the
SEBI prescribed format is given below:
A. MANDATORY REQUIREMENTS
1. Company’s Philosophy
TNPL’s philosophy on Corporate Governance endeavours to achieve highest levels of transparency, integrity and equity, in all its
operations and in its dealings with all its stakeholders, including shareholders, employees, the Government and lenders.
2. Board of Directors
The Board comprises of a Chairman (Executive Director, nominated by Government of Tamil Nadu), one Executive Director,
three non-executive Directors nominated by the Government of Tamil Nadu, one independent non-executive Director
nominated by Industrial Development Bank of India Limited (equity investor) and five independent non-executive Directors as
on 31.03.2006.
The Independent Directors on the Board are experienced, competent and highly respected persons from their respective fields.
They take active part in the Board and Committee meetings. None of the Directors on the Board is a Member on more than 10
Committees. Necessary disclosures have been made by the Directors in this regard.
b. Attendance of each Director at the Board of Directors’ Meetings held during 2005-2006 and the last AGM is
as follows:
EXECUTIVE DIRECTORS
Tvl.
Rameshram Mishra, IAS 3 3 Attended
Chairman and Managing Director
I/c(ceased w.e.f. 8.8.05)
A. Velliangiri 8 8 Attended
Director (Finance)
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
by around 30%. The levy of 10% import duty did not during 2005-06 was 35977 mts. against 28141 mts. in the
deter large scale dumping of newsprint into India. In previous year. TNPL enjoys the second place in the
January 1997, the Govt. of India brought back the end- domestic market for branded copier with the market
user criteria for newsprint imports. During 1997, the share of around 17%.
import duty of newsprint was reduced to 5% and the
Pulp prices of all varieties have increased by around USD
same rate is continued till date, though the WTO bound
70-100 per MT from April 2006. The pulp prices are likely
rate for newsprint import is 25%. The domestic newsprint
to remain firm during the current year. The outlook for
industry is completely open to the competition and has to
PWP in the domestic market and export is good.
move in tandem with international trends.
Due to consolidation taken place during 1999-2000 and Opportunities and Challenges
closing down of excess capacity, the newsprint prices in The Indian economy is growing @ 6-8% per annum on a
the international market stabilised during September 1999
consistent basis. The demand growth in paper and the
– December 2000. During this period (2000-01), the
demand growth in GDP are positively correlated and move
newsprint prices in the domestic market also showed together. The consistent growth in the GDP and the
uptrend. Thereafter, due to global economic slow down,
increasing literacy rates are likely to increase the per
the newsprint consumption reduced considerably.
capita consumption. India, with 16% of the world
Consequently, the newsprint prices started declining fast population, consumes only 1.2% of global paper and
from January 2001 in the international market and from
board production. The per capita consumption of 6 Kg. is
April 2001 in the domestic market. The newsprint prices
far below the global average of 54 Kg. The growth in GDP
ruling at USD 720 pmt during January-March 2001 and the increasing literacy rates are likely to move up the
dropped to USD 400 pmt during January-March 2002.
per capita consumption to 8-9 Kg. by 2010 and to 11-12
Consequently, the newsprint prices in the domestic market
Kg. by 2015. Increase in per capita consumption by 1 Kg.
also went down by 30% during 2001-02 compared to the would mean an increase in demand by 1 million tonnes.
previous year. Except a short spell during July-September
The capacity additions during 2006-07 is estimated to be
2002, the imported newsprint prices were ranging
less than 1.5 lakh tonnes. With the increase in exports
between USD 400-420 per MT till January-March 2003.
and increase in consumption in the domestic market, the
Since then, the imported newsprint price is in an uptrend additional production can be absorbed. The outlook for
and reached a level of USD 670 per MT during January-
PWP is good. The NP consumption is also growing @ 5%
March 2006 and USD 700 per MT for supplies during April-
per annum. The imported NP price is likely to remain in the
June 2006. The newsprint price in the domestic market range of USD 700 – 725 per MT during the year.
has increased from Rs. 26,250 per MT during January -
March 2005 to Rs. 30,250 per MT during January-March The Indian Paper Industry faces challenges like
2006 and Rs. 31,500 per MT for supplies during April - in-adequate availability of raw material, low economies of
June 2006. Outlook for newsprint is good. scale, environmental concerns, intensive competition and
so on. The Indian paper industry, in the last few years,
Printing & Writing Paper
has learnt to manage the above constraints through
The Indian Paper industry is fragmented. The per capita upgrading the technology, increasing the capacity through
consumption is 6 Kg. The paper industry was under brown field expansion and new capacity additions,
protection with high level of import duty. The duty was implementing farm forestry and captive plantation
reduced to 35% in 2001-02. Thereafter, the import duty schemes, focussing on cost control measures and so on.
was reduced by 5% every year till it reached 15% in Now, the Indian paper industry is able to market its
2005-06. In the Union Budget 2006-07, the import duty products in the international market in competition with
was reduced to 12.5%. With effect from 1.3.2003, excise other global manufacturers.
duty is levied at 8% on the first 3500 Mts. of PWP made
TNPL will be able to meet the above challenges and make
primarily out of non-conventional raw material. For the
use of the opportunities for achieving growth in terms of
balance, excise duty is levied at 12%.
capacity additions, turnover and profit. TNPL will continue
Till 1994-95, Indian Paper Industry was not active in the its focus on PWP.
50 export market. Over the years, the Indian paper
manufacturers have increased the export sales. During
VIII. FUTURE PLANS
2005-06, the IPMA mills have exported a total quantity of
around 2 lakh tonnes against 2.30 lakh tonnes in the TNPL is currently implementing the Mill Development Plan
previous year. During 2005-06, TNPL has exported at a capital outlay of Rs. 565 Crores with the following
38645 mts. of PWP. goals:
• To become environmentally benign by implementing
The overall demand for cut size paper has been increasing Elemental Chlorine Free (ECF) bleaching sequence in
at an average of 15% per annum. TNPL’s copier sales the in-house pulping lines.
• To increase in-house pulp production capacity from 520 X. ENVIRONMENT
tpd to 800 tpd and thereby reduce the dependence on TNPL is totally committed to save the Environment, uphold
purchased pulp and market the surplus pulp around 120 Human Safety and Health. With this view, the corporate
tpd. Management of TNPL has declared policies of
Environment, Safety, Quality and Energy. The main
Orders have been placed for all the major equipments. excerpts of the above policies are:
The project will be completed by March 2007. With the
• Compliance with all relevant legislative requirements.
implementation of the Mill Development Plan, the entire
pulp requirement will be met internally. Surplus pulp
• Reducing Pollution Load in terms of Liquid Discharge, Air
Emission, and Land conservation.
around 120 tpd will be sold in the market generating
revenue. The mill operations will be fully environmental • Saving Energy & Preserving natural resources like
compliant. The water consumption will be minimized. Water, Raw material, Fuels.
The paper production capacity will be increased from • Generating Human Awareness in Environment, Safety
230000 tpa to 245000 tpa effective from April 2007. and Health.
• Minimizing the Unsafe Acts & Unsafe working
A new 200 tpd Cut Pack line will be installed by December conditions.
2006 and thereby the total conversion capacity will be • Promoting comprehensive programs to propagate
increased from 150 tpd to 350 tpd. This will enable the Health and Environmental Safety.
company to increase Copier production and improve the
market share in the Copier segment. Around 1600 acres of land is irrigated with TNPL’s treated
effluent water under TNPL’s Treated Effluent Water Lift
TNPL has installed 5 Nos. of 1250 KVA wind energy Irrigation Scheme (TEWLIS).
generators during February 2006. The wind farm capacity
will be further augmented during 2006-07. XI. HUMAN RESOURCES DEVELOPMENT
Training
TNPL is also examining the possibility of increasing the
production capacity from 2,45,000 tpa to 3,50,000 tpa TNPL’s HR strategies focus on providing need
through adding a new paper machine in the existing site based training to its employees to develop their
to make use of the surplus pulp and other infrastructure knowledge, skills and attitude in compliance with ISO
facilities. Decision on expansion of capacity will be taken 9001/2000 Standards. During the year, 49 in-house
soon. trainings were organized covering operation,
maintenance, instrumentation, electrical, finance,
TNPL has implemented Farm Forestry and Captive Information Technology, human resources and other
Plantation schemes in 7945 acres and 1373 acres areas. On-the-job training was provided to 180
respectively upto 31.3.2006. The scheme will be employees in key areas of operation. 106 Executives
implemented in additional 10,000 acres during the current were nominated for 60 external training programmes on
year to augment the pulpwood supplies. various topics. Awareness programme on Internal Quality
Auditor Training on ISO 9001 (Quality Management
IX. INTERNAL CONTROLS System), ISO 14001 (Environmental Management System)
and OHSAS 18001 (Occupational Health and Safety
TNPL has instituted adequate internal control procedures
Management System) were conducted to train 38
commensurate with the nature of business and size of its
Executives in the above standards.
operations. TNPL has also prepared an ‘Internal Control
Procedure Manual’ for all the departments to ensure that
the control procedures are followed by all departments. M/s Pricewater House Coopers (P) Ltd. have prepared the
Internal controls are supported by internal audit and balance scorecard for the organisation, departments and
management reviews. The Board of Directors has an Audit individuals upto the level of Managers. The Consultants
Committee chaired by an Independent Director. The Audit have also prepared Key Performance Indicators and
Committee meets periodically the management, external- Competency Mapping for 47 Key personnel in the
Organisation. This will be put into practice to improve
51
internal auditors, internal-internal auditors, statutory
auditors and reviews the audit plans, internal controls, further the managerial efficiency.
audit reports and the management response to the
observations and recommendations emanated from the Total Quality Management (TQM)
audit. All significant observations and follow-up actions Creativity and lateral thinking improve productivity.
are reported to the Audit Committee. The Audit Considering this, TQM was introduced in TNPL in the year
Committee has met seven times during the financial year. 2000. TQM projects implemented has resulted in cost
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
savings, quality improvement and simplification of work avoid personal injury. Periodical medical checkups are
methods. Optimisation of bio-methanation operation organized to identify occupational health hazards.
carried out through TQM has increased the methane gas
production. Similarly, reduction of chlorides from the TNPL’s Safety Committee is represented by the
Electro Static Precipitator ash has been achieved through Management Members and Workmen Members nominated
a TQM project. Projects, namely, “Wealth from Waste” for by the Unions. Periodical Committee meetings are
converting organic garbage in TNPL factory and conducted and suggestions of the Members are
residential colony into manure and maintaining an eco- implemented. Accidents and incidents within the factory
friendly environment and cultivation of Jatropha in the are documented and preventive/corrective actions are
vacant land in the windfarms have been undertaken taken to minimize accidents/incidents.
during the year. An Onsite Emergency Management Plan has been
developed. Periodic Mock Drills on major chemical hazards
Harmonious Industrial Relations like Chlorine gas leakage and incidents of fire are
The company has created a participative and congenial conducted. Periodic training programmes on safety
atmosphere for redressing the grievances of the measures and safety method of chlorine handling and fire
employees which has yielded a propitious working are organized. Periodic testing of all unfired pressure
environment. There are three recognized trade unions vessels are carried out in collaboration with Deputy Chief
representing Workmen and one Association representing Inspector of Factories to ensure safety under operating
the Staff. The matters concerning the Workmen and Staff conditions. As part of statutory requirement under
are discussed with the recognized trade unions and Factories Act, Internal Safety Audit, building stability
Association and resolved amicably. testing, testing of lifting, tackles etc., are carried out and
the report submitted to the Chief Inspector of Factories,
An amicable bipartite settlement was entered into with the Tamil Nadu.
trade unions for payment of bonus and ex-gratia for the Two mobile fire-tenders are available. The entire Mill is
financial year 2004-05. The Settlement entered into with
covered with fire hydrant points with pressurized water
the Trade Unions under Section 12(3)/18 of the Industrial
mains. All safety reporting systems, testing procedures,
Disputes Act, is valid upto 15.5.2006. A new Wage inspection procedures have been brought under ISO
Settlement effective from 16.5.2006 will be entered into
9001-2000 documentation as well as ISO 14001. Periodic
with the recognized Trade Unions during the course of
audits are conducted. Safety slogans are displayed in
the year. different areas. Safety suggestion boxes are placed in
different departments inviting suggestions from
Health employees. Area-wise Safety Committee has been formed
TNPL takes care of its employees and their dependents in for involvement of more employees in ensuring safety in
the health front. Various schemes, which are in vogue, their respective areas. Personal protective equipment are
stands as testimony of the care and concern shown by kept at various sections of the Mill for ready use of the
the Company on its employees and their dependents. employees when required.
Community Development
A well equipped First Aid Medical Centre is maintained at
factory with three Doctors. Employees are sent for TNPL, committed to social responsibilities, has been taking
Master Medical Check-up in the renowned hospitals in steps on a continuous basis for promoting the overall
Chennai and Madurai after completion of 40 years and betterment of the villages in the neighbourhood. TNPL has
again, after completion of 50 years. extended financial assistance in the neighbourhood for
laying and improving roads, providing drinking water
Awareness Programmes and Medical Camps are conducted supply, providing lighting facilities, providing laboratory
in the factory with the help of specialists invited from facilities to schools, construction of sports complex, etc.
reputed hospitals. Immediate action is taken on accidents TNPL extended help to the District Administration by
and serious ailments cases by referring to the renowned providing food, drinking water and lighting arrangements
hospitals in Chennai, Madurai and Coimbatore. during flood in river Cauvery during October – November
52
2005. TNPL and its employees contributed a sum of
Safety Rs.63,78,910 for Tsunami relief activities during
TNPL has a clearly defined Occupational Health and December 2004 and Rs.One crore for flood relief measures
Safety Policy. The Safety Policy specifies in detail the during 2005. TNPL has conducted free medical camps in
responsibility for implementation of safety measures, the neighbouring villages. Through implementation of
prevention of personal injury, accident reporting system various social and community development activities, TNPL
and statutory reporting system. Personal protective has received appreciation and recognition from the
equipment as required are provided to all employees to society and among the local residents.
Awards, Accolades and Achievements • Achieved Zero Stock of finished goods (NP & PWP) at
the end of the financial year. This is the 15th year in
• Achieved highest production of 2,30,079 MT and which your company has achieved Zero Stock (NP &
highest sales of 230079 MT. Production during the PWP) at the end of the financial year.
year was higher by 33,838 MT over the previous
• Received the Special Export Award from CAPEXIL for
year. Sales during the year was higher by 28839 MT
the seventh consecutive year in recognition of the
compared to the previous year.
outstanding export performance.
• Achieved highest production of 37,645 MT of TNPL • The Mill Development Plan has been taken up for
Copier Paper against 28,141 MT in the previous year implementation at a capital outlay of Rs. 565 Crores.
registering a growth of 34%. The project will be implemented before 31.3.2007.
• Achieved highest Hardwood Pulp production of • Processed 16,70,636 M 3 of Black liquor in energy
41,907 MT against 38,263 MT in the previous year. efficient falling film evaporator, against 14,62,850 M3
This is the sixth consecutive year in which the in the previous year.
company has increased the Hardwood Pulp • Registered the Bio-Methanation project with United
production. Nations Framework Convention Climate Change
(UNFCCC) as the country’s first CDM Project in the
• Exported 38,645 MT of Printing & Writing Paper waste management sector. The project generates
during the year valuing Rs. 117.55 crores on FOB about 37,000 CERs per annum. 82955 CERs have
basis. This is the highest export of wood free been received from UNFCCC for the period from
uncoated printing & writing paper from India during 1.8.2003 to 31.12.2005.
2005-06.
53
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
As at As at
Schedule 31/03/06 31/03/05
I. SOURCES OF FUNDS
SHARE HOLDERS’ FUNDS
Share Capital 1 6937.78 6935.99
Reserves and Surplus 2 45314.03 39607.34
52251.81 46543.33
LOAN FUNDS
Secured Loans 3 22428.92 15794.97
Unsecured Loans 4 8384.46 9177.75
30813.38 24972.72
DEFERRED TAX 5 15476.00 16857.00
98541.19 88373.05
II. APPLICATION OF FUNDS
FIXED ASSETS
Gross block 143235.13 138344.40
Less: Depreciation 72995.94 66563.96
Net Block 6 70239.19 71780.44
Capital work-in-progress 11513.28 1081.26
81752.47 72861.70
(Rs.in Lakhs)
As at As at
31/03/06 31/03/05
1. SHARE CAPITAL
Authorized:
13,50,00,000 Equity Shares of Rs.10/- each 13500.00 13500.00
Issued:
7,00,00,000 Equity Shares of Rs.10/- each 7000.00 7000.00
56
SCHEDULES TO BALANCE SHEET
(Rs. in Lakhs)
As at As at
31/03/06 31/03/05
3. SECURED LOANS
(a) Term Loans:
From Banks
– FCNR(B) 7747.40 8750.00
– Rupee Term Loans 5877.22 0.00
(Secured by pari passu first charge on fixed assets (land, buildings, Plant and Machinery and
other immovable properties-except movable fixed assets given as first charge for ECB Loan)
of the company including an equitable mortgage by deposit of title deeds in respect of 566.26
acres of land situated at Kagithapuram, Karur district, Tamil Nadu as primary security on a
pari passu basis with other lenders and a pari passu second charge on the current assets of
the company viz., stock of raw materials, finished goods, stores and other movables.)
- ECB LOAN 1784.40 1750.00
(External Commercial Borrowing (ECB) Loan is secured by the first charge on the company’s
movable fixed assets pertaining to the 18.75 MW Wind Farm facilities.)
- Rupee Term Loans 2650.00 0.00
(Secured by first charge on Wind Mills created out of the respective loans)
18059.02 10500.00
(b) Working Capital from Banks
Cash Credit 304.78 325.45
Buyer’s Credit 1063.91 2006.67
Short Term Loan 1000.00 0.00
Post Shipment Credit 239.86 1024.72
Pre-Shipment Credit - Foreign Currency 1561.35 1938.13
Pre-Shipment Credit 200.00 0.00
(Working Capital facilities obtained from banks are secured by hypothecation of stock of raw
materials, semi-finished and finished goods, consumables, stores and book debts and a
second charge by way of extension of equitable Mortgage on immovable properties of the
company in Kagithapuram, Karur District, Tamil Nadu.)
4369.90 5294.97
Total of (a)+(b) 22428.92 15794.97
4. UNSECURED LOANS
Fixed Deposits # 1051.49 1709.62
Short Term Loans from Banks
FCNR(B) 3301.14 4112.50
Pre-Shipment Credit - Foreign Currency 0.00 2187.50
Pre-Shipment Credit 2000.00 0.00
Buyer’s Credit 1131.83 1168.13
Rupee Loan 900.00 0.00
8384.46 9177.75
# Due for repayment within one year 552.70 788.61
5. DEFERRED TAX
A . DEFERRED TAX LIABILITY 57
Depreciation 16113.00 17496.00
16113.00 17496.00
B. DEFERRED TAX ASSETS
Provision for Doubtful Debts 130.00 229.00
Provisions for Gratuity and Leave Encashment 507.00 410.00
637.00 639.00
DEFERRED TAX (NET) (A) – (B) 15476.00 16857.00
58
SCHEDULES TO BALANCE SHEET
6. FIXED ASSETS (Rs. in Lakhs)
A. TANGIBLE ASSETS
ON LEASE HOLD LAND 1078.33 15.77 1094.10 218.84 37.72 256.56 837.54 859.49
0.00 0.00
RAILWAY SIDINGS 201.32 0.00 201.32 201.32 0.00 201.32 0.00 0.00
PLANT & MACHINERY
ON FREE HOLD LAND 116477.94 4575.53 958.79 121980.43 59344.13 5724.32 360.27 65399.46 56580.97 57133.81
(31.83) (29.26)
ON LEASE HOLD LAND 9160.78 15.86 9176.64 3269.34 420.24 3689.58 5487.06 5891.44
0.00 0.00
FURNITURE, FIXTURES & 630.58 31.27 661.57 317.01 35.40 352.35 309.22 313.57
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
B. INTANGIBLE ASSETS
COMPUTER SOFTWARE 236.70 0.69 228.83 187.51 23.42 202.37 26.46 49.19
(8.56) (8.56)
TOTAL 138344.40 4974.85 0.00 143235.13 66563.96 6495.08 0.00 72995.94 70239.19 71780.44
(84.12) (63.10)
CAPITAL WORK-IN-PROGRESS (Refer Para I (A) (d) of Sch., 22) 11513.28 1081.26
81752.47 72861.70
SCHEDULES TO BALANCE SHEET
(Rs. in Lakhs)
As at As at
31/03/06 31/03/05
7. INVESTMENTS
LONG TERM
Non-Trade: Quoted Investment stated at cost :
Industrial Development Bank of India Ltd.
142720 fully paid equity shares of Rs.10 each 114.05 114.05
[(Market value Rs.111.75 lakhs (Previous Year Rs.130.09 lakhs)]
114.05 114.05
8. INVENTORIES
Stores and Spare parts 1812.94 1672.75
Loose Tools 4.01 4.93
Consumables 3158.46 3688.15
Raw materials 5547.92 5528.84
Materials in Transit 727.09 145.04
Work in process 706.60 1099.71
Finished Goods 0.00 12.87
Standing crops 197.84 147.21
12154.86 12299.50
12776.68 11814.20
2021.49 1360.38
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
(Rs. in Lakhs)
As at As at
31/03/06 31/03/05
12680.84 13066.88
Unsecured - considered doubtful 28.26 30.66
Less: Provision for doubtful advances (28.26) (30.66)
12680.84 13066.88
# Includes Rs.11.47 lakhs Deferred Premium on Forward Contracts
16513.62 18812.37
13. PROVISIONS
For Income-Tax 3698.85 888.54
Proposed Dividend 1038.11 1907.42
60 Tax on Dividend 145.60 267.52
For Leave Encashment 157.14 127.31
For Gratuity 1419.07 1160.29
6458.77 4351.08
SCHEDULES TO PROFIT AND LOSS ACCOUNT
(Rs. in Lakhs)
* Includes amortisation of Voluntary Retirement compensation of Rs. 6.59 lakhs (Previous Year Rs. 6.59 lakhs)
SCHEDULES TO BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
AS – 2 Valuation of Inventories
Inventories are valued at cost or net realisable value, whichever is lower. Cost for the purpose of valuation of stocks
purchased is determined by using the moving weighted average cost, net of MODVAT/CENVAT credit (wherever
applicable) except in the following cases:-
a) Raw Materials
Bagasse is valued at the average cost of production of steam/average cost of fuel (excluding interest) supplied to the
sugar mills inclusive of freight, handling and other charges. In accordance with AS-2, from this year depreciation has
been included for ascertaining the cost of bagasse procured which has resulted in increase in the value of closing stock
of bagasse to the extent of Rs.195.70 lakhs.
b) Work-in-Process
Work-in-process is valued at cost, which includes the cost of raw materials and overheads on FIFO basis upto the
stage of the completion.
c) Finished Goods
Finished Goods are valued at the lower of the cost or net realisable value and are inclusive of excise duty.
d) Captive Plantation / Standing Crops
The Crops are valued at the total amount of expenditure incurred (including land development expenditure) less any
incidental revenue realised.
AS – 5 Net Profit or Loss for the Period, Prior Period Items and Changes in Accounting Policies
Significant items of Extra-ordinary Items, and Prior Period Income and Expenditure, are accounted in accordance with
Accounting Standard 5.
AS – 6 Depreciation Accounting
a) Depreciation on fixed assets is provided on straight-line basis at the rates and in the manner prescribed in Schedule
XIV to the Companies Act, 1956.
b) Depreciation on addition to assets (which are to supplement the usage of the parent asset) is provided as detailed
below:
i) In respect of additions to existing Buildings, Depreciation has been provided from the beginning of the year in
which such addition is made.
ii) In respect of additions to existing Plant and Machinery, Depreciation has been provided prospectively over the
residual useful life of the parent asset from the beginning of the year in which such addition is made. 63
iii) However, in respect of rebuild / upgrade of machinery leading to substantial capacity expansion, depreciation is
provided on straight line basis at the rates and in the manner provided in Schedule XIV of the Companies Act, 1956.
iv) Depreciation on account of change in the value of fixed assets acquired out of foreign currency loans is provided
prospectively over the residual useful life of the respective assets from the beginning of the year in which the
change has occurred.
c) Pending renewal of agreements with sugar mills, depreciation on fixed assets at such Offsites is provided on straight-
line basis at the rates and in the manner prescribed in Schedule XIV to the Companies Act, 1956 considering the
continued arrangement for procurement of bagasse from sugar mills.
T A M I L N A D U N E W S P R I N T A N D P A P E R S LT D
AS – 9 Revenue Recognition
a) Sales are accounted net of excise duty, sales tax and sales returns.
b) Other items of revenue are recognised in accordance with the Accounting Standard (AS-9) issued by the Institute of
Chartered Accountants of India. Accordingly, where there are uncertainties in the ascertainment /realisation of
income such as interest from customers (upon factors such as financial condition of the person from whom the same is
to be realised)/Liquidated damages recovered from suppliers/contractors, the same is not accounted for.
Capital Work-in-Progress
Advances paid for acquisition of fixed assets and cost of assets not put to use before the year-end are disclosed under
Capital Work-in-Progress.
Forward Contracts:
Forward Contracts are entered into to hedge foreign currency risk of the underlying assets/liabilities as at the Balance
Sheet date and also to hedge foreign currency risk of firm commitments or highly probable forecast transaction. The
premium or discount on all such contracts arising at the inception of each contract is amortised as income or expense over
the life of the contract. Any profit or loss arising on cancellation of forward contracts is recognised as income or expense
for the period.
AS – 16 Borrowing cost
Borrowing costs, attributable to qualifying assets, are capitalised up to the date the asset is ready to put to use. All other
borrowing costs are charged to revenue.
AS – 17 Segment Reporting
The company’s products namely Newsprint and Printing & Writing Paper are classified under one segment. Revenue/value
of fixed assets/net profit of energy division being less than 10% of the total revenue/value of fixed assets/net profit of
the company, segment reporting for energy division is considered as not applicable.
AS – 19 Leases
Rentals are expensed with reference to lease terms and other considerations.
AS – 26 Intangible Assets
General:
a) Intangible assets are stated at cost less accumulated amortisation.
b) Computer software being intangible asset is amortised over a period of four years.
I hereby record my presence at the 26th Annual General Meeting of the Company held on Friday, the 25th August 2006 at
10.25 a.m. at The Music Academy, 168, T.T.K. Road, Chennai – 600 014.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -T
- -E- A
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PROXY FORM
D.P. Id* Master Folio No.
Client Id*
I / We ................................................................................................................................................................................. of
.......................................................................... being a member / members of Tamil Nadu Newsprint and Papers Limited hereby
appoint ................................................................................................................................................................................. of
Note : The Proxy in order to be effective should be duly stamped, completed and signed and must be deposited at the Registered
Office of the Company not less than 48 hours before the time for holding the aforesaid meeting. The Proxy need not be a
member of the Company.