Professional Documents
Culture Documents
2005 - 2006
Excellence Award
from Institute of Economic Studies
for productivity, quality, innovation
and management
Dr. M. CHANDRASEKAR
Shri. B. RAMAKRISHNAN
(TIDCO Nominee)
Dr. L.M.RAMAKRISHNAN
Shri. M. CHINNAYAN
Shri. P.KUMARASAMY
MANAGEMENT EXECUTIVES
GENERAL MANAGER - FINANCE Shri. V. JAGADEESAN, B.Sc, A.C.A., A.I.C.WA, A.C.S.
& COMPANY SECRETARY
AUDITORS N.C.RAJAGOPAL&CO.,
Chartered Accountants,
199, Agraharam Street,
ERODE-638 001.
NOTICE TO MEMBERS
Notice is hereby given that the Eleventh Annual General Meeting of the Members of the Company will be held on
Saturday the 16th day of September, 2006 at 4.00 p.m at Kongu Kalaiarangam, E.V.K.Sampath Nagar,
Erode - 638011 to transact the following business:
ORDINARY BUSINESS:
a. The audited Profit and Loss Account for the year ended 31 st March 2006.
3. To appoint a Director in the place of Shri. SKM. Shree Shivkumar, who retires by rotation and
being eligible, offers himself for re-appointment.
4. To appoint a Director in the place of Shri. P. Kumarasamy, who retires by rotation and being
eligible, offers himself for re-appointment.
5. To appoint Auditors to hold office from the conclusion of this Annual General Meeting till the conclusion of
the next Annual General Meeting and to fix their remuneration. The retiring Auditors M/s N.C.Rajagopal &
Co., Chartered Accountants are eligible for re-appointment and confirmed their willingness to accept the
office, if re-appointed.
SPECIAL BUSINESS:
6. To consider and if thought fit to pass the following resolution with or without modification(s) as an ordinary
resolution:
" RESOLVED THAT pursuant to Section 309 read with Section 198 and Schedule XIII and other applicable
provisions, if any, of the Companies Act, 1956 , consent of the company be and is hereby accorded to the
payment of remuneration, perquisites and benefits as detailed below to Shri. SKM. Shree Shivkumar,
Executive Director, with effect from 1 st April, 2006.
i. Basic Pay Rs.1,30,000/- per month.
ii. House Rent Allowance at 20% of the Basic Pay.
iii. Reimbursement of Medical Expenses for self and family.
iv. Reimbursement of expenditure incurred towards (not exceeding 10% of the Basic Pay) gas,
electricity, water and furnishing.
v. Payment of club fees, other than admission and life membership fees, subject to a maximum of
two clubs.
vi. Personal Accident Insurance Premium up to Rs. 10,000/- per annum.
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
vii. Leave Travel Concession for self and family members according to the rules of the Company.
viii. Shri. SKM. Shree Shivkumar shall be eligible to the following perquisites, which shall not be
included in the computation of remuneration specified above.
a. Company's contribution to Provident Fund, Superannuation Fund or Annuity Fund
as per the Rules of the Company to the extent these either singly or put together
are not taxable under the Income Tax Act, 1961.
b. Gratuity payable at a rate not exceeding half a month's salary for each completed
year of service.
c. Encashment of Leave at the end of the tenure.
ix. The Company shall provide a car for official use on Company's business and telephone at the
residence of Shri. SKM. Shree Shivkumar.
"RESOLVED FURTHER THAT in the event of absence or inadequacy of profits in any year, the above
remuneration, perquisites and benefits be paid to Shri. SKM. Shree Shivkumar as minimum remuneration
subject to the provisions of Section II(A) of Part II of Schedule XIII to the Companies Act, 1956."
"RESOLVED FURTHER THAT the Board be and is hereby authorised to take all such steps as may be
necessary, proper or expedient to give effect to this resolution."
7. To consider and if thought fit to pass the following resolution with or without modification(s) as an ordinary
resolution:
"RESOLVED THAT pursuant to the provisions of Section 269 read with Schedule XIII and other
applicable provisions if any, of the Companies Act, 1956 , the appointment of Shri SKM.
Maeilanandhan as Wholetime Chairman designated as Executive Chairman for a period of five
years from 25th June, 2006 to 24 th June, 2011 be and is hereby approved ."
"RESOLVED FURTHER THAT pursuant to Section 309 read with Section 198 and Schedule XI11 and other
applicable provisions if any, of the Companies Act, 1956, consent of the company be and is hereby
accorded to the payment of remuneration, perquisites and benefits as detailed below to Shri. SKM.
Maeilanandhan as Wholetime Chairman designated as Executive Chairman, with liberty and powers to
the Board of Directors (including its committee appointed for the purpose) to grant increments and to alter
and vary from time to time the amount and type of perquisites payable to Shri. SKM. Maeilanandhan
within the limit specified in Schedule XIII of the Companies Act, 1956 as in force in each year."
i. Basic Pay Rs. 1,50,000/- per month.
ii. House Rent Allowance at 20% of the Basic Pay.
iii. Reimbursement of Medical Expenses for self and family.
iv. Reimbursement of expenditure incurred towards ( not exceeding 10% of the Basic Pay) gas,
electricity, water and furnishing.
v. Payment of club fees, other than admission and life membership fees, subject to a maximum of
two clubs.
vi. Personal Accident Insurance Premium up to Rs. 10,000/- per annum.
vii. Leave Travel Concession for self and family members according to the rules of the Company.
viii. Shri SKM. Maeilanandhan shall be eligible to the following perquisites, which shall not be in-
cluded in the computation of remuneration specified above.
a. Company's contribution to Provident Fund, Superannuation Fund or Annuity Fund as per
the Rules of the Company to the extent these either singly or put together are not
taxable under the Income Tax Act, 1961.
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
b. Gratuity payable at a rate not exceeding half a month's salary for each completed year
of service.
c. Encashment of Leave at the end of the tenure.
ix. The Company shall provide a car for official use on Company's business and telephone at the
residence of Shri SKM. Maeilanandhan.
"RESOLVED FURTHER THAT in the event of absence or inadequacy of profits in any year, the above
remuneration, perquisites and benefits be paid to Shri. SKM. Maeilanandhan as minimum remuneration
subject to the provisions of Section II(A) of Part II of Schedule XIII to the Companies Act, 1956."
"RESOLVED FURTHER THAT the Board be and is hereby authorised to take all such steps as may be
necessary, proper or expedient to give effect to this resolution."
8. To consider and if thought fit to pass the following resolution with or without modification(s) as an ordinary
resolution:
RESOLVED THAT pursuant to the provisions of Section 269 read with Schedule XIII and other
applicable provisions if any, of the Companies Act, 1956 ,the appointment of Shri. SKM. Shree
Shivkumar as Managing Director of the company for a period of five years from 25 th June, 2006
to 24 th June, 2011 be and is hereby approved."
"RESOLVED FURTHER THAT pursuant to Section 309 read with Section 198 and Schedule XIII and other
applicable provisions if any, of the Companies Act, 1956, consent of the company be and is hereby
accorded to the payment of remuneration, perquisites and benefits as detailed below to Shri. SKM. Shree
Shivkumar as Managing Director, with liberty and powers to the Board of Directors (including its committee
appointed for the purpose) to grant increments and to alter and vary from time to time the amount and type
of perquisites payable to Shri. SKM. Shree Shivkumar within the limit specified in Schedule XIII of the
Companies Act ,1956 as in force in each year."
i. Basic Pay Rs. 1,30,000/- per month.
ii. House Rent Allowance at 20% of the Basic pay.
iii. Reimbursement of Medical Expenses for self and family.
iv. Reimbursement of expenditure incurred towards (not exceeding 10% of the Basic Pay) gas,
electricity, water and furnishing.
v. Payment of club fees, other than admission and life membership fees, subject to a maximum of
two clubs.
vi. Personal Accident Insurance Premium up to Rs. 10,000/-per annum.
vii. Leave Travel Concession for self and family members according to the rules of the Company.
viii.Shri. SKM Shree Shivkumar shall be eligible to the following perquisites, which shall not
be included in the computation of remuneration specified above.
a. Company's contribution to Provident Fund, Superannuation Fund or Annuity Fund
as per the Rules of the Company to the extent these either singly or put together
are not taxable under the Income Tax Act, 1961.
b. Gratuity payable at a rate not exceeding half a month's salary for each completed year
of service.
c. Encashment of Leave at the end of the tenure.
ix. The Company shall provide a car for official use on Company's business and telephone at the
residence of Shri. SKM. Shree Shivkumar.
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
"RESOLVED FURTHER THAT in the event of absence or inadequacy of profits in any year, the above
remuneration, perquisites and benefits be paid to Shri. SKM. Shree Shivkumar as minimum remuneration
subject to the provisions of Section II(A) of Part II of Schedule XIII to the Companies Act, 1956."
"RESOLVED FURTHER THAT the Board be and is hereby authorised to take all such steps as may be
necessary, proper or expedient to give effect to this resolution."
9. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a
SPECIAL RESOLUTION:
"RESOLVED THAT pursuant to the provisions of Section 61 and other applicable provisions of the
Companies Act, 1956 and all applicable provisions of the Securities Exchange Board of India (Delisting of
Securities) Guidelines, 2003 and subject to such approvals, permissions and sanctions as may be
necessary and subject to such conditions and modifications as may be considered necessary by the
Board of Directors of the Company or as may be prescribed or imposed by any authority while granting
such approvals, permissions or sanctions which may be agreed by the Board of Directors of the Company
in its sole discretion, the consent of the Company be and is hereby accorded to the Board of Directors of
the Company to delist the Equity Shares of the Company from Madras Stock Exchange Ltd and Coimbatore
Stock Exchange Ltd (hereinafter referred to as the Delisting Stock Exchanges) on such terms and conditions
and in such manner as may be considered desirable and expeditent by the Board of Directors of the
Company in its absolute discretion".
"RESOLVED FURTHER THAT for the purpose of giving effect to this resolution the Board of Directors of
the Company be and is hereby authorised to do all such acts, deeds, matters and things, including filling
of applications and other documents with the delisting Stock Exchanges, as it may in its absolute discretion
deem necessary, expedient, usual or proper or desirable and to settle all questions, difficulties or doubts
whatsoever that may arise in regard to the aforesaid voluntary delisting of the Equity Shares of the
Company, as it may in its absolute discretion deem fit without being required to seek any further approvals
of the members or otherwise to the end and intent that the members shall be deemed to have given their
approval expressly by authority of this resolution".
"RESOLVED FURTHER THAT the Board of Director of the Company be and is hereby authorised to
delegate all or any of its power which may be so delegated by law, to any of its Committee or any Director
or Officer of the Company, to give effect to the aforesaid resolution".
V. JAGADEESAN.
Place: Erode GENERAL MANAGER - FINANCE
Date: 31.07.2006 & COMPANY SECRETARY
Notes:
A Member entitled to attend and vote at this Annual General Meeting may appoint a proxy to attend
and vote on his/her behalf. A proxy need not be a member of the Company. The instrument appointing
the proxy duly completed shall be deposited at the Registered Office at 156, Gandhiji Road,
Erode - 638001 not later than 48 hours before the scheduled time of the meeting.
Explanatory Statement pursuant to Section 173(2) of the Companies Act, 1956 in respect of Special
Business as set out above is annexed hereto.
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
3. The Register of Members and Share Transfer Books will remain closed from 12.09.2006. to 16.09.2006.
(both days inclusive) for the purpose of payment of dividend, if any, approved by the Members.
4. Consequent upon introduction of Sec 109A of the Companies Act, 1956, shareholders are entitled to
make nomination in respect of shares held by them. Shareholders desirous of making nominations
are requested to send their request in FORM 2B to the Registrar and Transfer Agents, M/s S.K.D.C
Consultants Ltd., P.B.NO: 2979, No.11, Seth Narayandoss Layout, Street No.1, (West Power House
Road), Tatabad, Coimbatore-641012.
5. Members holding shares in DEMAT form are requested to incorporate Client ID Number and DPID
Number in the attendance slip/proxy form for easy identification.
6. All documents referred to in the accompanying Notice and Explanatory Statement are available for
inspection at the Registered Office of the Company on all working days between 11.00 a.m and 2.00
p.m up to the date of the Annual General Meeting.
7. Pursuant to the provisions of Section 205A read with Section 205C of the Companies Act ,1956,
as amended, any dividend which remains unpaid/unclaimed for a period of 7 years will be transferred
to the Investor Education and Protection Fund of the Central Government. Shareholders who have
not yet encashed dividend warrant(s) so far for the financial year ended 31st March 2004 and 31st
March, 2005 are requested to approach the company for obtaining payments thereof.
8. Members are requested to notify any change in their address, mandate etc to:
(i) the Company's Registrar and Transfer Agents, M/s S.K.D.C Consultants Ltd., RB.No:2979,
No.11, Seth Narayandoss Layout, Street No.1, (West Power House Road), Tatabad,
Coimbatore-641012 in respect of shares held in physical form.
(ii) their Depository Participants (DPs) in respect of shares held in dematerialized form.
V. JAGADEESAN.
Place: Erode GENERAL MANAGER • FINANCE
Date: 31.07.2006 & COMPANY SECRETARY
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
ANNEXURETOTHE NOTICE
Item No: 6
In the Ninth Annual General Meeting of the company held on 3rd September 2004, shareholders approved
revision of salary, allowances and other perquisites payable to Shri. SKM Shree Shivkumar, Executive
Director, from the existing pay scale of Rs 40,000-4,000-56,000/- plus HRA (50% of salary) with other
benefits to Rs.1,00,000 plus HRA (20% of salary) with other usual allowances and benefits. Considering
the valuable contribution made by Shri. SKM. Shree Shivkumar to the growth and development of the
Company and after taking into account the fact that the company had, during his tenure as Executive
Director, achieved tremendous growth in every area of its operation, the Remuneration Committee in its
meeting held on 28th April, 2006 recommended for the revision of salary, allowances and other perquisites
payable to Shri. SKM. Shree Shivkumar with effect from 01-04-2006. The Board of Directors in their
meeting held on 28th April, 2006, after duly considering the nature of work and responsibilities attached
to the office of the Executive Director and after analysing the performance of the company during his
tenure as Executive Director, accepted the recommendation of the Remuneration committee and
accordingly decided (subject to approval of the members in the ensuing Annual General Meeting) to
revise the salary and allowances payable to Shri SKM. Shree Shivkumar to Rs. 1,30,000 per month plus
HRA at the rate of 20% of the salary and other allowances and perquisites as per the proposed resolution
with effect from 01.04.2006. In view of his vast experience in this industry and adroit management of the
company by Shri. SKM. Shree Shivkumar, the members are requested to approve this proposal of revision
of salary to Shri. SKM. Shree Shivkumar with effect from 01.04.2006.
This proposal of revision of pay to Shri. SKM. Shree Shivkumar is in conformity with the requirement of Schedule
XIII of the Companies Act, 1956.
Item No:7
As informed by the Directors in the Tenth Annual Report, your company established its own marketing
network and for this purpose a subsidiary company SKM Europe BV was incorporated in The Netherlands
under joint venture arrangements. In view of this, there is substantial changes in the business process
and responsibilities attached to offices in the helm of the company. The Board of Directors ,after making
full analysis of the factors having a direct bearing in the functional level of the company, decided to
evenly distribute the work and responsibilities in the top management of the company. Accordingly the
Board of directors, in the meeting held on 28th April, 2006 unanimously decided to create a new office
namely "Executive Chairman". In the said Board Meeting, the Board of Directors, after duly considering
the experience of Shri. SKM. Maeilanandhan, Managing Director which spread over more than 25 years
in poultry business its related and value-added industries and the valuable contribution made by him to
the success of the company and in particular when the company was in doldrums unanimously agreed,
subject to the approval of the members in the ensuing Annual General Meeting of the Company, to
appoint him in the newly created office of the "Executive Chairman" for a period of 5 years from 25th
June, 2006 to 24th June, 2011 on the terms and conditions as set out in the resolution. Shri. SKM.
Maeilanandhan was appointed as the Managing Director of the Company by the members at the Extra-
Ordinary General Meeting of the Company held on 26th June, 1996 for a period of five years from
26.06.1996 to 25.06.2001 and after the expiry of his office he was re-appointed as the Managing Director
by the members in the Sixth Annual General Meeting of the Company held on 27th September 2001 for
an another period of five years from 26.06.2001 to 25.06.2006. Shri SKM. Maeilanandhan is having in
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
depth knowledge and experience in the line of industry in which the company is engaged. As the
Managing Director of the company Shri. SKM. Maeilanandhan took various initiatives and corrective
actions which enabled the company to accelerate its growth rate over the years and hence in the interest
of the company Shri. SKM. Maeilanandhan was appointed as the Executive Chairman of the company
for a period of five years. The Board of Directors recommends the resolution to members for approval.
The Remuneration Committee determined the remuneration payable to Shri SKM. Maeilanandhan to
which the Board of Directors have, subject to the approval of the members in this Annual General
Meeting, given their consent in their meeting held on 28th April 2006. The remuneration fixed by the
Remuneration Committee is in accordance with Schedule XIII of the Companies Act, 1956. This explanatory
statement together with the accompanying notice may be treated as an abstract of the terms of
remuneration payable to Shri. SKM. Maeilanandhan, pursuant to Section 302 of the Companies Act, 1956.
The Shareholders may please note that Shri. SKM. Maeilanandhan has not drawn any remuneration from the
Company since the date of his appointment (i.e from 26.06.1996).
Item No: 8
Consequent to the proposal of appointment of the Managing Director Shri. SKM. Maeilanandhan to the
office of the Executive Chairman, there arise a vacancy in the office of the Managing Director of the
Company. The Board of Directors in their meeting held on 28th April, 2006 unanimously agreed, subject
to the approval of the members in this Annual General Meeting, to elevate the Executive Director
Shri.SKM.Shree Shivkumar to the office of the Managing Director. Shri. SKM. Shree Shivkumar was
appointed as the Executive Director of the company by the members in the Extra-ordinary General
Meeting held on 26th June, 1996 for a period of 5 years from 26.06.1996 to 25.06.2001 and after the
expiry of this period the members in the Sixth Annual General Meeting of the Company held on 27th
September 2001 re-appointed Shri. SKM. Shree Shivkumar as the Executive Director for an another
period of five years from 26.06.2001 to 25.06.2006. The marketing strategy adopted by Shri. SKM. Shree
Shivkumar coupled with formulation of plans and its effective implementation make the company to
withstand the stiff competition in the international market. The Company's performance did not suffer
during the period of unfavourable conditions also due to the strenuous efforts taken by Shri. SKM. Shree
Shivkumar. In order to keep pace the momentum in the administration of the company Shri. SKM. Shree
Shivkumar was elevated and appointed as the Managing Director of the company for a period of five
years from 25.06.2006 to 24.06.2011. The Board of Directors recommends the resolution to the members
for approval.
The Remuneration Committee of the Board of Directors determined the remuneration payable to
Shri. SKM. Shree Shivkumar and the same was, subject to the approval of members in this Annual
General Meeting, consented by the Board of Directors in their meeting held on 28th April, 2006.The
remuneration determined by the Remuneration Committee for which the members approval is requested,
is in conformity with Schedule XIII of the Companies Act, 1956. The explanatory statement together with
the accompanying notice may be treated as an abstract of the terms of remuneration payable to Shri.
SKM. Shree Shivkumar, pursuant to Section 302 of the Companies Act, 1956.
Item No: 9
The Equity Shares of the Company are currently listed on the following Stock Exchanges in India:
1. The Bombay Stock Exchange Limited
2.The National Stock Exchange of India Limited
3. The Madras Stock Exchange Limited
4. The Coimbatore Stock Exchange Limited
Out of the above Stock Exchanges in which the Equity Shares of the company are listed, the Bombay
Stock Exchange Limited and the National Stock Exchange of India Limited are having extensive and
Nationwide trading terminals. The bulk of the trading in the Company's Equity Shares takes place in The
Bombay Stock Exchange Limited and The National Stock Exchange of India Limited and the trading on
the other two Stock Exchanges is either negligible or nil.
The listing fees paid to the Madras Stock Exchange Limited and the Coimbatore Stock Exchange Limited
is disproportionately higher considering the volume of trading of Equity Shares of the Company. In view
of this the Board of Directors of the Company in its meeting held on 31.07.2006 unanimously resolved
subject to approval of members by means of special resolution, to delist the Equity Shares of the company
from the Madras Stock Exchange Limited and the Coimbatore Stock Exchange Limited. Guideline 5 of
the Securities Exchange Board of India (Delisting of Securities) Guidelines, 2003 permits a company to
voluntarily delist its securities from any Stock Exchanges where its securities are listed after obtaining
approval of Members by means of Special Resolution passed at its general meeting. As per the said
guildeline an exit opportunity need not be given to the shareholders in cases where the securities are
continued to be listed in a Stock Exchange having nationwide trading terminals. According to the
Explanation to the said guideline the Bombay Stock Exchange Limited and the National Stock Exchange
of India Limited are considered having nationwide trading terminals. As the Company's Equity Shares
will continue to be listed on the Bombay Stock Exchange Limited and the National Stock Exchange of
India Limited, the proposed delisting of the Equity Shares from the Madras Stock Exchange Limited and
the Coimbatore Stock Exchange Limited, as and when it takes place, will not affect the investors
adversely. The delisting will take effect after all approvals, permissions and sanctions are obtained. The
Board of Directors recommends this special resolution for the approval of the Members.
Memorandum of Interest of Director.
None of the Directors of the Company is, in any way, concerned or interested in this Resolution.
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
SHAREHOLDERS' INFORMATION
Date and Venue of Annual General Meet ing: Saturday, 16th September 2006, at 4.00 p.m, at Kongu
Kalaiarangam, E.V.K. Sampath Nagar, Erode - 638011.
Tentative Financial Calender:
Fourth quarter Unaudited results 2005-2006 April 28,2006.
First quarter results for 2006-2007 and audited results for 2005-2006 July 31, 2006.
Eleventh Annual General Meeting September 16,2006.
Second quarter results for 2006-2007 on or before October 31,2006.
Third quarter results for 2006-2007 on or before January 31,2007.
Date of book closure 12.09.2006 to 16.09.2006.
Listing on Company's Equity Shares
Coimbatore Stock Exchange Ltd The Bombay Stock Exchange Limited
Stock Exchange Building Phiroze Jeejeebhoy Towers
Trichy Road Dalai Street
Coimbatore - 641 005. Mumbai - 4 0 0 001.
Madras Stock Exchange Ltd National Stock Exchange of India Ltd
Exchange Building Exchange Plaza, 5ft_Floor
Post Box No. 183 Bandra - Kurla Complex
11, Second Line Beach Bandra (E)
Chennai - 600 001. Mumbai - 400 051.
Annual listing fees has been paid to all Stock Exchanges for the year 2006-07 except to Coimbatore Stock
Exchange, for which the Company did not receive demand from the said Exchange.
Share Price Movements
The high and low prices of the Company's share on the Bombay Stock Exchange Limited and the National Stock
Exchange between April, 2005 and March, 2006 are as under:
10
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Stock Code:
The Equity Shares of the company are proposed to be delisted from the Madras Stock Exchange Ltd and the
Coimbatore Stock Exchange Ltd.
Share transfers are approved by a Committee of Directors called as Share Transfer Committee. The details of
share transferred are being placed before the Board of Directors and duly ratified. The Committee oversees
transfers, transmissions, dematerialisation, rematerialisation of shares and issue of duplicate share certificates.
Compliance Officer:
V. JAGADEESAN,
General Manager (Finance) and Company Secretary,
M/s.SKM Egg Products Export (India) Limited,
156, Gandhiji Road, Erode - 638 001.
Distribution of shareholding as on :
31.03.2006 31.03.2005
No. of
Equity Shares No. of %of No. of %of No. of %of %of
No. of
held Share Share Shares Share Share Share Share
Shares held
holders holders held holding holders holders holding
11
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
M/s. S.K.D.C Consultants Limited, P.B. No. 2979, No.11, Seth Narayandoss Layout, Street No.1, (West Power
House Road), Tatabad, Coimbatore - 641012, Phone: 0422 - 2499856,554995 Fax: 0422 - 2499574 is the Share
Transfer Agent for Physical and Electronic transfer of Company's Shares.
Categories of shareholding as on :
31.03.2006 31.03.2005
No. of %of No. of %of No. of %of %of
Category No. of
Share Share Shares Share Share Share Share
Shares held
holders holders held holding holders holders holding
Dematerialisation of shares:
As per SEBI's instruction the Company's Equity Shares can be sold through Stock Exchanges only in
Dematerialised form.
Plant location:
Cholangapalayam
Erode - Karur Main Road
Pasur Post
Erode District
Pin-638154.
e-mail: shares@skmegg.com
12
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Your directors are pleased to present the ELEVENTH ANNUAL REPORT on the business and operations of your
company for the year ended 31 st March 2006.
FINANCIAL HIGHLIGHTS
Rs. in lacs
DIVIDEND
The Board of Directors recommended dividend of 10% amounting to Rs. 300.23 lakhs (including dividend distri-
bution tax) for the accounting year 2005-06.
PERFORMANCE
Your company has achieved record results during this year with total sales revenue of Rs.7,164.70 lakhs, up from
Rs. 6,600.90 lakhs in the previous year .Profit after tax up at Rs.931.55 lakhs (Previous year Rs. 564.86 lakhs) -
the highest ever earned by the company.
During this year under review your company produced 4,254 MT of egg powder and sold 4,005 MT which was
respectively at 3,235 MT and 3,115 MT during the previous year. Your directors are pleased to inform that the
quantity of production and sale during this year is the highest since the formation of the Company.
INDUSTRY OVERVIEW
The cost of producing eggs in India is the lowest in the world. However, the continued imposition of high import
duty by the European Union on egg powders makes the egg products produced in India becomes dearer. Inspite
of the high import levy, Indian egg powder industries have able to maintain their competitive edge over the other
players in the international market due to low egg price and cheap labour and other manufacturing cost in
India.The growth rate of global egg products market is expected to register at healthy level. The sudden outbreak
of bird flu in the northern part of India, during the financial year under review,created panic in the poultry and its
value added industries. However, due to the swift action taken by the Government of India, the situation was
brought under control. The various preventive measures initiated by the Tamil Nadu Government and the poultry
farm owners have made this state free of bird flu. The European and Japanese authorities did not impose any ban
on the import of processed egg products from India, after the news about outbreak of bird flu in India and hence
there was insignificant impact in the production and delivery schedule during the year under review.
13
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
SUBSIDIARY COMPANY:
Your company formed a subsidiary company SKM Europe BV in The Netherlands with an authorised share capital
of Euro 90,000 and paid-up capital of Euro 18,000,under joint venture arrangement with the foreign partner B.K.
Holding BV. The subsidiary company SKM Europe BV is an incorporated entity under the laws of The Netherlands,
in which your company holds 85% of the Equity Share Capital of the subsidiary and the balance 15% of the equity
stake is owned by the foreign partner B.K. Holding B.V. The subsidiary company commissioned for commercial
operation of marketing of the company's product in Europe. With the formation of its own subsidiary for marketing
its' product in European market, your company is able to exercise full control over the end price of its product and
also to keep a control over the marketing expenditures. The subsidiary will also help your company to promote its
brand name and such brand building will help in diversifying your company's product in future. Under this new
arrangement of sales through the subsidiary company the delivery time will be substantially reduced as the SKM
Europe BV will keep in its stock the products of the company. The Annual Accounts along with Auditor's Report
on the operation of the subsidiary for this financial year under review are attached with this report.
HUMAN RESOURCES:
Your company attaches importance to its human resources and treat the Employees as the most important
assets. The company depute its employees to specialised training and seminars to sharpen their skills and
knowledge.The relationship between the company and its employees continued to be cordial throughout this
financial year.
DIRECTORS:
The directors, Shri SKM. Shree Shivkumar and Shri P. Kumarasamy retire by rotation at this Annual General
Meeting and are eligible for reappointment. The retiring directors offer themselves for re-appointment.
Shri SKM. Maeilanandhan, Managing Director is proposed to be appointed as the whole time chairman, designated
as the Executive Chairman of the company. Consequent to this proposal, Shri SKM.Shree Shivkumar, Executive
Director, is proposed to be appointed as the Managing Director of the company.
FIXED DEPOSITS:
The Company has not accepted deposits from the public during the year under review.
14
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
2. The Accounting policies selected are being applied consistently and judgements and estimates made
are reasonable and prudent and gives a true and fair view of the state of affairs of the Company at the end
of the financial year and of the profit or loss of the Company for that period;
3. Proper and sufficient care had been taken for the maintenance of adequate Accounting Records in
accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities;
AUDITORS:
The Statutory Auditors, M/s N.C. Rajagopal & Co, Chartered Accountants, Erode retire at the conclusion of the
forthcoming Annual General Meeting. The retiring auditors M/s N.C. Rajagopal & Co, Chartered Accountants,
confirmed their eligibility under section 224(1 B) of the Companies Act,1956 and also signified their willingness to
accept office, if reappointed.
STATUTORY INFORMATION:
Particulars of employees' remuneration u/s 217(2A) of the Companies Act, 1956:
The Company does not have any employee drawing remuneration warranting disclosure under the Companies
(Particulars of Employees) Rules, 1975.
The information required as per Section 217(1 )(e) of the Companies Act,1956 read with Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rules, 1988 is given in the Annexure forming part of this report.
ACKNOWLEDGEMENT:
Your Directors wish to place on record their thanks and appreciation to the company's customers, suppliers.banks
and investors for their continued support during this year. Your Directors also wish to place on record their
appreciation of the dedicated service and contribution made by the employees at all levels and look forward to
their continued support in the future as well.
By Order of the Board
15
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Information under Section 217(1 )(e) of the Companies (Disclosure of Particulars in the Report of Board of Directors)
Rules, 1988.
FORM - A
16
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
CONSERVATION OF ENERGY:
The cost of generation of power through Diesel Generators is costlier than the purchase cost of power from the
Electricity Board. Hence during this year the existing demand of 450 kva have been increased to 1350 kva. The
benefits arising out of this energy conservation measures will have a sizable impact on the results of the company
in the ensuing years.
Certain special control system for certain Process Equipments were introduced during this year and uninterrupted
Power Supply systems were installed in important process like driers, pasteurizations, fermentation etc. As these
energy conservation measures were taken during the end of this financial year, the saving in the form of reduction
in power consumption will be realised in the ensuing years.
TECHNOLOGY ABSORPTION:
The company identified areas for improvement in process technology and product development.The company is
continuously taking advice from outside consultants for developing new products and towards adopting new
process techniques to improve yield.The new laboratory constructed at an investment of Rs. 2.25 crore became
operational during the later part of this financial year. The new laboratory is equipped with latest equipments to
facilitate new products developments and testing and to implement to new process techniques.
17
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
CAUTIONARY STATEMENT:
All statements that address expectations or projections about future, including but not limited to statements
about the Company's strategy for growth, market position, financial results etc are forward looking statements.
Forward looking statements are based on certain assumptions about fiscal and industrial policies and future
events. The Company can not guarantee that these assumptions and expectations are accurate or materialize.
The Company do not take any responsibility to amend or modify and make public announcement or advertisement
when the actual results differ from those expected even if the deviations or differences are material.
1. Company Profile:
Your Company is engaged in the business of manufacture of egg powders out of shell eggs. The manufacturing
plant of the company is situated at Cholangapalayam village in Erode District.The products manufactured by the
company is being exported to over 24 countries and earns valuable foreign exchange for our Nation.
2. Industry Profile:
India is the fifth largest producer of eggs in the world and the growth rate of Indian poultry sector is astonishing
and the current production is estimated to exceed 40 billion eggs in a year. Bulk of the eggs produced in India is
either directly consumed or exported and only a meager quantity is consumed as raw material in the egg
^processing plant for the manufacture of egg powders. Although the consumption of eggs in this industry is not
considerable, the presence of egg processing industries in India eliminate mis-match between supply and demand
of eggs in the local market thereby helps the poultry farmers to realise remunerative price for the eggs they
produce. Hence this industry is a catalyst for the orderly development of poultry industries and make substantial
contribution to India's rural economy. Inspite of being one of the largest producer of eggs in the world, there is
virtually no market for processed eggs in India and the bulk of the market for egg powders are concentrated in the
economically developed countries as these products require certain economic development for growth.The egg
price in Indian market is fluctuating widely and in some occassion goes uptoRs.1.70 per egg and this make the
results of the company uncomparable between the year.
India's cost of producing eggs is the lowest among the world and this gives Indian players competitive edge in the
processed egg markets. As the main markets are protected with heavy import duty tariff, the Indian players in the
processed egg markets are facing challenges from its counterpart operating in the economically developed
nations. Because of the absence of local market for processed eggs and due to competition in the international
markets, the number of players in India in this industry is few and whereas globally the number of industries are
numerous.
3. Industry Performance:
There are only five egg powder manufacturing industries in India, out of which some industries are either not
functioning or being operated as a part of other industrial undertaking. Hence the details of performance of this
industrial sector during this year are not available. During this year under review the production capacity of the egg
powder unit owned by this company was expanded to 4,300 MT of egg powder a year and the pre-expanded
capacity of the plant was 3,500 MT. The capacity was expanded to meet the increase in demand from the foreign
buyers for the products being manufactured by the company and the expanded capacity was made available from
the month of May,2006.ln view of this, the company produced 4,254 MT of egg powders during this year under
consideration.The exchange rate between Indian Rupee and US dollar and Euro varies significantly. In the begining
of the year under consideration the monthly average exchange rate between Rupee and US dollar was at 43.73
and at the close of the year the monthly average rate was at 44.48. But the performance of Rupee against EURO
was quite opposite and the opening monthly average rate was at 56.60 and at the end the monthly average rate
was pegged at 53.49. The substantial and unpredictable depreciation of Euro against the Indian Rupee had a little
impact on the bottom line of the company due to hedging the risk by forward contract booking.
18
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
GOVERNMENT POLICIES:
The Government of India, with the objective to promote export of food products, introduced an incentive scheme
called "Vishesh Krishi and Upaj Yojana scheme". Under this scheme the units which export notified products
were entitled for duty credit scrip equivalent to 5% of the FOB value of exports.The Government latter confirmed
that EOU units were also eligible for this benefits. Egg powder was one of the eligible item for this benefits and
hence the company filed application with the Deputy Director of Foreign Trade for obtaining the scrip and the
estimated income out of this scrip Rs.331 lakhs accounted as other income in this year under review.
In the Foreign Trade Policy for the year 2005-2006, the Government of India introduced Vishesh Krishi and Gram
Udyog Yojana scheme in replacement of the Vishesh Krishi and Upaj Yojana scheme. In the said Foreign Trade
Policy, the benefits available under "Vishesh Krishi and Gram Udyog Yojana scheme is not extended to EOU
units.
The Export Promotion Council for EOU had represented to the Commerce Ministry for extension of this benefit to
eligible units in EOU.The company and the Indian Egg Producer association had also made representation to the
Government for the withdrawal of the policy of the Government disentiling units in the EOU to this sops. The
Export Promotion Council for EOU and the Indian Egg Producer association are still pursuing the cause of egg
processing unit in the EOU.
INDUSTRY OUTLOOK:
The supply of eggs in the local markets continued to be more than demand and hence raw material cost of Indian
egg processing industries remains the lowest compared to egg processing industries operating in the economi-
cally developed countries. As the raw material cost is the major component in the total cost of production, this
favourable climate makes the egg powders produced in India more competitive in the international market.
The exchange rates between Indian Rupee and other major currencies like US dollar and Euro are on the increas-
ing trend and in view of this the ultimate sales realisation of Indian egg processing industries, in terms of home
currency, is expected to be better during the financial year 2006-07.
FUTURE PROSPECTS:
As an outcome of the Company's quality policy, it prescribes many restrictions on the contract poultry farm to
ensure that the eggs supplied by it are of superior quality. The restrictions with respect to feeds to be used and
hygiene conditions to be maintained at the farm level are the important restrictions imposed by the company on
the farmers. The company was paying 2 paisa per egg above the price fixed by the NEEC to compensate the
farmers the extra expenditures arising from these restrictions. Considering that the company is purchasing the
entire eggs produced by these farms thereby obviating marketing and delivery expenditures, the company after
negotiation reached an agreement with the farmers to supply eggs at a discount of 2 paisa per egg and the new
agreement was made effect in the middle of the first quarter 2006-07. In view of this, the financial performance
of the company for the financial year 2006-2007 appears to be bright.
19
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
During this current year the Company has obtained BRC (British Retail Consortium) certificate which is the
requirement to enter UK market which the company has so far not marketed its products. This move of the
Company to penetrate in to new market is expected to bring sizable demand for the company's product.
The company's marketing strategy entered into a new era by the formation of its own marketing subsidiary in The
Netherlands. Now the foreign marketing subsidiary of the company is devoting wholly for marketing the compa-
ny's product and is working on the possibility of entering into new markets in Europe.This initiatives are expected
to improve the volume of sales in the coming years.
The company is in the advance stage of setting up of its own farm and after implementation the raw material cost
would be reduced further and the company will also save administrative expenses relating to supervision of
contract farms. Besides the above monetary advantages, the implementation of own farm would enable the
company to keep a check on the quality of the eggs produced through direct control on the feed used and to
maintain hygiene conditions as prescribed by the EU authorities.
The company expects that there would be significant improvement in the margin in the long run.
Threats:
The poultry industry all over the world is facing the challenge of the dreaded bird flu disease and India is no
exception to this threat. Any sudden outbreak of this disease may seriously hamper the supply of eggs. However
the poultry farmers in Tamilnadu follows stringent bio-security and other hygienic measures and because of this
control mechanism the poultry industries are free from this virus attack.
The proposed poultry farm would ensure availability of eggs to the company and thus the company is in the
process of safeguarding itself from any such threat which affects availability of raw materials under any extra-
neous situations like outbreak of bird flu or other disease.
The Company has adequate system and internal controls to safeguard the assets of the Company and to ensure
maintenance of proper accounting records.With a view to make an improvement over the present management
system, the company is implementing ERP system which is designed to capture, present and analyse the data
for effective management information and decision making.The audit committee makes periodical review of the
functioning of the entire system.The ISO 9001:2000 Audit System assist the company to improve documentation
system.
INDUSTRIAL RELATION:
The industrial relation at your company continue to be cordial. The company continue to review the requirement
of manpower at various levels and ensure that adequate number of manpower with requisite qualifications and
experience is positioned at all levels and in every discipline. The total number of manpower employed by the
company aggregates to 138.
20
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
The Company is committed to high standard of Corporate Governance in all its activities and processes.
Through its Corporate Governance measures, the company aims to maintain transparency in its financial
reporting and keep all its shareholders informed about its policies, performance and developments.The
key elements of Corporate Governance viz transparency, internal controls, risk management and
communications are being scrupulously followed and being practiced.
The Company formed various committees to oversee the functions of the Management. The Committees
meet regularly and transact the business assigned to it.
2. BOARD OF DIRECTORS:
The details of composition of the Board, attendance of each Director at the Board Meeting held during the
year under review as well as at the last Annual General Meeting and the number of other Directorship /
Committee Memberships held by them are as follows.
During the year, Five Board Meetings were held on 29.04.2005, 25.07.2005,12.09.2005, 28.10.2005,
30.01.2006. The Tenth Annual General Meeting was held on 12th September, 2005.
21
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
EXECUTIVE CHAIRMAN.
Shri SKM. Maeilanandhan, aged 61 years, is the non-rotational director appointed as the Executive Chairman of
the company and this appointed proposed to be conformed in this Annual General Meeting. Shri SKM. Maeilanandhan
was appointed as the first Director of the Company as per Clause 86 of the Articles of Association of the
company. Subsequently, he has been appointed as the Managing Director of the Company in the Extra-ordinary
General Meeting held on 26.06.1996 and he hold this position upto 24.6.2006 where he has been appointed as the
Executive Chairman of the Company by the Board of Directors and he assumed the new office on 25-06-2005.
Shri SKM. Maeilanandhan is also the Executive Chairman of SKM Animal Feeds and Foods (India) Limited and
holds directorship in SKM Siddha and Ayurvedic Medicines India Private Limited and Agro Corpex India Limited.
Shri SKM. Maeilanandhan is having more than two decades of experience in poultry and its value added industries.
MANAGING DIRECTOR:
Shri SKM. Shree Shivkumar, aged 37 years, is a Graduate in Engineering. Shri SKM. Shree Shivkumar was
appointed as the first director of the company by Clause 86 of the Articles of Association of the company. In the
Extra-ordinary General Meeting of the company held on 26-06-1996, Shri SKM. Shree Shivkumar was appointed
as the Executive Director of the company and he continue to hold this position upto 24-06-2006 where he was
appointed as the Managing Director of the company by the Board of Directors and he assumed the new office on
25-05-2006. Shri SKM. Shree Shivkumar is possesing expertise and wide knowledge in International marketing in
egg powders. Shri SKM. Shree Shivkumar is a director in SKM Animal Feeds and Foods (India) Limited and in
SKM Siddha and Ayurvedic Medicines India Private Limited.In this Annual General Meeting he retires by rotation
and is seeking re-appointment as a director and his appointment as Managing Director by the Board of Directors
is also proposed to be confirmed.
22
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Shri P. Kumarasamy, aged 71 years is associating with this company from 28.02.1997 as a Director.
Shri P. Kumarasamy served over 34 years in the Central Excise Department and retired as Superintendent in the
year 1993. Shri P. Kumarasamy is the Chairman of the Shareholders and Investors' Grievance Committee of the
company and also is a member in the Audit Committee and Remuneration Committee of the company.
Shri. P. Kumarasamy is a partner in Sri Senthil Autos, which is a dealer of Hero Honda. Shri P. Kumarasamy
retires by rotation in this Annual General meeting and is seeking re-appointment.
AUDIT COMMITTEE:
All the three members of the Audit committee are Non- Executive and Independent Directors. The Chairman of the
Committee is a Chartered Accountant .The Committee met four times on 29.04.2005, 25.07.2005, 28.10.2005
and on 30.01.2006 during this year. The name and the attendance of members are given below:
* Resigned as a director of the company with effect from 24.07.2005 and hence ceased to be a member of the
committee from 24.07.2005. During this year when he was the member of the committee, only one meeting was
held.
** Appointed as a member of the committee in the place of Shri. P. Shanmugasundaram and became a member
of the committee with effect from 25.07.2006. During the year 2005-2006 the committee met three times
after he became the member of the committee.
TERMS OF REFERENCE:
The Audit Committee periodically reviews the adequacy of the internal control system of the company and
reviews the Reports of the Statutory Auditors and discussed their findings. The terms of reference made by the
Board to the Audit Committee are in accordance with the items listed in Clause 49 (II) (D) of the Listing Agreement,
inter alia, including
The Company Secretary of the company acts as the Secretary to the Committee. The Statutory Auditors of the
company were invited to attend the meeting.
23
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
REMUNERATION COMMITTEE:
The Board of Directors constituted this committee on 29.04.2002, which comprises of 2 independent and Non-
Executive Directors and one non-independent and non-executive director and the Composition of the Committee
is given below.
During this year under consideration there was no necessity for the committee to meet.
OBJECTIVES:
The Committee reviews and determines the company's policy on remuneration and advise on the specific
remuneration of Executive Directors so as to ensure that they are fairly rewarded for their individual contribution
to the company's overall performance and their remuneration is in line with industry standards.
The broad terms of reference to the Remuneration Committee are to recommend to the Board regarding salary
(including annual increments), perquisites, commission/incentives to be paid to the company's Executive Chairman,
Managing Director/Whole Time Director.
Details of remuneration paid to Executive and Non-Executive Directors for the year 2005-06 are given below
(Amount in Rs.)
Perquisites
Sitting
Name of Directors Salary and Total
Fees
allowances
*PaidtoTIDCO
24
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
The Shareholder and Investor Grievances Committee specifically looks into redressing of shareholders' and
investors' complaints such as transfer of shares, non-receipt of share certificates, non-receipt of dividends and to
ensure expeditious share transfer process. The Committee endeavours to settle all shareholders complaints in
the minimum possible time.
a. Location and time, where last three Annual General Meetings were held:
Details of Special
AGM Location Date Time Resolution, if any,
passed
Kongu Kalaiarangam No Special
th
2003-8 AGM E.V.K. Sampath Nagar 19.09.2003 4.00 p.m. Resolution was
Erode-638 011 passed
b. Whether special resolutions were put through postal ballot last year? No
i. If Yes, details of voting pattern Not applicable
ii. Persons who conducted the postal ballot exercise Not applicable
iii. Procedure for postal ballot Not applicable
25
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
MEANS OF COMMUNICATIONS :
26
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
We have reviewed the implementation of Corporate Governance procedures by M/s.SKM Egg Products
Export (India) Limited, during the year ended on 31 st March 2006, with the relevant records and
documents maintained by the Company, furnished to us for our review and the report on Corporate
Governance as approved by the Board of Directors.
The compliance of conditions of corporate governance is the responsibility of the management. Our
examination was limited to procedure and implementation thereof, adopted by the Company for ensuring
the compliance of the conditions of the corporate governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
We have conducted our review on the basis of the relevant records and documents maintained by the
Company and furnished to us for the review and the information and explanations given to us by the
Company.
Based on such a review, in our opinion, the Company has complied with the conditions of Corporate
Governance, as stipulated in clause 49 of the Listing Agreement.
We state that no investors grievances are pending for a period exceeding one month against the
Company as per the records maintained by the shareholders/investors grievance committee.
We further state that such compliance is neither an assurance as to the future viability of the Company
nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.
27
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
AUDITORS' REPORT
We have audited the attached Balance Sheet of M/s. SKM EGG PRODUCTS EXPORT
(INDIA) LIMITED, 156, Gandhiji Road, Erode-638001 as at 31 st March 2006 and also the Profit
and Loss Account for the year ended on that date annexed thereto and cash flow
statement for the period ended on that date. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with audit standards generally accepted in India. Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant estimates made by the management,
as well as evaluating the overall financial statement presentation. We believe that our audit
provides a reasonable basis for our opinion.
1. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government
of India in terms of Section 227(4A) of the Companies Act,1956, we enclose in the Annexure
a Statement on the matters specified in paragraphs 4 & 5 of the said order.
2. Further to our comments in the Annexure referred to in paragraph (1) above:
a. We have obtained all the information and explanations which to the best of our knowledge
and belief where necessary for the purpose of our audit.
b. In our opinion, proper books of accounts as required by law have been kept by the
company, so far as it appears from our examination of the books.
c. The Balance Sheet and Profit and Loss Account dealt with by this report are in
agreement with the books of accounts.
d. In our opinion the Profit and Loss Account and Balance Sheet comply with the accounting
standards referred to in sub section (3C) of Section 211 of the Companies Act 1956 except
for the Accounting Standard No.22 dealing with Accounting for Taxes on Income issued by the
Institute of Chartered Accountants of India, which is inapplicable to the Company, since the Company
enjoys the benefit u/s.10B of the Income Tax Act, 1961.
e. On the basis of Written confirmation received from the directors as on 31.03.2006 and taken
on record by the Board of Directors, we report that none of the Directors are disqualified
as on 31.03.2006 from being appointed as a director in terms of clause (g) of sub section(i)
of section 274 of the Companies Act 1956.
f. In our opinion and to the best of our information and according to the explanations given to
us, the said Profit & Loss Account and the Balance Sheet read together with the notes
thereon give the information required by the Companies Act, 1956 in the manner as required
and give a true and fair view in conformity with the accounting principles generally accepted
in India :-
28
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
i. In the case of the Profit and Loss Account, of the Profit for the period ended 31st
March 2006 and
ii. In the case of the Balance Sheet of the state of affairs of the Company as at 31st
March 2006
iii. In the case of cash flow statement, of the cash flows for the year ended on that date.
29
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
ANNEXURE
As required by the Companies (Auditors' report) Order, 2003, made by the Central Government under
Section 227 (4 A) of the Companies Act, 1956, we state that:
1. a. The Company has maintained proper records showing full particulars including quantitative
details and situation of fixed assets.
b. The fixed assets have been physically verified by the management at reasonable intervals
and no material discrepancies were noticed on such verifications.
c. Fixed assets of a substantial part, affecting the going concern, have not been disposed off
during the year.
2. a. The Management has carried out physical verification of inventory at reasonable intervals.
c. The Company is maintaining proper records of inventory and no material discrepancies were
noticed on physical verification.
3 a. The Company has granted unsecured loan amounting to Rs.1.5 crore to M/s. SKM Siddha and
Ayurvedic Medicines India Private Limited which company is covered in the Register maintained
under Section 301 of the Companies Act, 1956. The Company had received interest income of
Rs.5.41 lakhs on the above loan. The balance loan amount as on 31.03.2006 is Rs.1.5 crore.
b. The Company has not taken any loans, secured or unsecured, from Companies, firms or other
parties covered in the Register maintained under Section 301 of the Companies Act, 1956.
4. There is an adequate internal control system commensurate with the size of the Company and the
nature of its business for the purchase of inventory, fixed assets and for the sale of goods and
services and there is no continuing failure to correct major weaknesses in internal control system.
5. a. The particulars of contracts or arrangements referred to in Section 301 of the Companies Act,
1956, have been entered in the Register maintained under that section.
b. Transactions made in pursuance of such contracts or arrangements have been made at prices
which are reasonable, having regard to the prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public.
7. The Company has an internal audit system commensurate with its size and nature of its business.
8. As explained to us the company is maintaining reasonable records for.the sale and disposal of
wastes and scraps. There is no by-products in the process.
9. We have been informed that the Central Government has not prescribed maintenance of Cost
Records under section 209(1 )(d) of the Companies Act, 1956.
10. According to the information and explanation given to us, there are no undisputed amounts payable,
in respect of Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs duty and Cess, were in
arrears as at March 2006, for a period of more than six months from the date they become payable
except the following payments, the details for which are given below:
30
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
11. The Company has not defaulted in repayment of dues to financial institution or banks.
12. The Company has not granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities and hence maintenance of adequate documents and records
for such cases does not arise.
13. The Company does not have any accumulated losses. The Company has not incurred cash losses
during the year covered by our audit and the immediately preceding financial year.
14. The Company has not given any guarantee for loans taken by others from banks or financial
institutions.
15 The company is not a Chit Fund, Nidhi or Mutual benefit Society. Hence the requirements of item
(xiii) of paragraph 4 of the Order is not applicable to the company.
16. In our opinion, the company is not dealing in or trading in Shares, Securities, Debentures and
other Investments. Accordingly the provisions of clause 4[xiv] of the companies [Auditor's Report]
Order 2003 are not applicable to the company.
17. As per the information and explanations given to us, Term Loans borrowed by the company were
applied for the purposes for which the loans were obtained.
18. As per the information and explanations given to us, funds raised on short term basis have not
been used for long term investments.
19. On the basis of the information and explanations furnished by the company no fraud on or by the
Company has been noticed or reported during the year.
20. According to the information and explanations given to us no preferential allotment of shares has
been made by the company to companies, firms, or parties listed in the register maintained under
section 301 of the Companies Act, 1956.
31
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
21. The company has not issued any debentures. Hence the requirement of clause (xix) of paragraph
4 of the Order is not applicable to the company.
22. During the period covered by our audit report, the company has not raised any money by public
issue.
32
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
SOURCES OF FUNDS
Share Capital A 26,33,00,000 26,33,00,000
Reserves & Surplus B 15,22,12,221 8,90,79,642
Secured Loans C 17,77,57,502 17,07,41,512
As per our report of even date. For and on behalf of the Board
Place : Erode
Date : 31.07.2006
33
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31st MARCH, 2006
(Amount in Rs.)
Year Ended Year Ended
Particulars Schedule
31.03.2006 31.03.2005
INCOME L
Sales 71,64,70,537 66,00,89,607
Other Income 3,89,88,187 18,86,255
EXPENDITURE
Purchase and Manufacturing Expenses N 54,96,46,848 48,75,32,639
Employees' Cost 0 2,02,22,862 1,59,29,808
Other Expenses P 5,55,56,937 4,94,76,502
Marketing Expenses Q 1,37,36,974 2,68,84,575
Total Expenditure 63,91,63,621 57,98,23,524
As per our report of even date. For and on behalf of the Board
34
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
(Amount in Rs.)
a Hypothecation of stocks consisting of raw materials, semi-finished goods, finished goods and stores, spares
and other current assets of the Company.
c. Personal guarantees of Executive Chairman, Managing Director and Dr. M. Chandrasekar, Director and
Corporate guarantee of M/s. SKM Animal Feeds and Foods (India) Limited.
35
Schedule
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Plant & Machinery 36,91,47,836 84,43,636 - 37,75,91,472 10,69,99,829 1,99,78,198 - 12,69,78,027 25,06,13,445 26,21,48,007
Office & Other Equipments 99,85,955 1,94,25,070 - 2,94,11,025 37,07,940 10,16,239 - 47,24,179 2,46,86,846 62,78,015
Furniture & Fixtures 34,91,930 14,16,642 - 49,08,572 15,80,244 2,24,989 - 18,05,233 31,03,339 19,11,685
Motor Vehicles 31,35,571 12,89,929 - 44,25,500 7,72,253 3,56,289 - 11,28,542 32,96,958 23,63,318
TOTAL 49,61,48,617 4,44,02,878 21,32,311 53,84,19,184 13,16,85,955 2,49,02,997 - 15,65,88,952 38,18,30,232 36,44,62,662
Previous Year 45,22,02,186 4,41,25,366 1,78,935 49,61,48,617 11,07,37,370 2,10,63,930 1,15,345 13,16,85,955 36,44,62,662 34,14,64,816
Note : Also refer clause "C" Item No. 15 under the head significant accounting policies.
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
37
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Schedule
(Amount in Rs.)
Schedule K - Provisions
i. Provision for Income Tax 4,03,000 40,000
ii. Provision for Proposed Dividend 2,63,30,000 1,84,31,000
iii. Provision for Corporate Dividend Tax 36,92,783 25,84,948
iii. Provision for Earned Leave 3,43,760 68,101
iv. Provision for Sales Commission 2,28,008 63,90,833
v. Provision for Electricity Generation Tax 4,50,000 ...
vi. Provision of Expenses 9,05,556 7,58,032
3,23,53,107 2,82,72,914
SCHEDULE - L - SALES AND OTHER INCOME
Sales:
Export sales 69,97,01,234 65,71,00,630
Domestic sales 1,67,69,303 29,88,977
Other Income : 71,64,70,537 66,00,89,607
3,89,88,187 18,86,255
38
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
56,11,557 55,08,127
Stores and Spares - consumed 94,32,785 82,63,836
Analysing Charges 22,20,374 44,24,262
Rent, Rates and Taxes 7,02,364 7,13,465
Postage, Courier and Telephone Charges 19,01,910 12,71,892
Printing and Stationery 7,01,026 5,70,497
Insurance Premium 14,47,798 13,84,804
Advertisement and Publicity 4,83,253 4,31,542
Travelling Expenses 30,94,953 23,80,179
Freight, Insurance and Forwarding Charges 2,47,85,829 2,21,53,197
Professional Charges 18,56,645 7,93,896
ISO/HACCP-Expenses 3,87,794 1,17,286
Stock Exchange Listing Fee 2,09,120 1,50,000
Miscellaneous Expenses 7,67,319 2,38,048
Audit fees: Statutory 2,45,400 1,55,100
Donation 17,08,810 8,09,265
Loss on sale of car - 1,11,106
5,55,56,937 4,94,76,502
39
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
1. Previous year figures are regrouped, rearranged and reclassified wherever necessary to facilitate
comparison with current year's figures and figures have been rounded off to nearest rupee.
2. Contingent Liability:
Export Bills discounted with the State Bank of India, Commercial Branch, Erode, for Rs.905.99 lakhs.
(Previous year Rs. 1,179.88 lakhs)
40
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
2005-2006 2004-2005
Particulars % %
Rs. in lacs Rs. in lacs
Raw Material
Indigenous 4,455.23 100.00 4,048.63 100.00
Imported Nil Nil Nil Nil
Packing Material
Indigenous 160.06 96.50 106.71 97.11
Imported 5.81 3.50 3.18 2.89
Consumable, Stores and Spares
Indigenous 221.00 53.01 291.75 94.83
Imported 195.94 46.99 15.90 5.17
Fuel
Indigenous 437.96 100.00 403.73 100.00
Imported — — — —
5. Export Sales inclusive of Foreign Exchange conversion charges of Rs.7.21 lakhs. (Last Year Rs.64.48
lakhs)
6. Other Income includes Rs.331 lakhs being duty scrip value equivalent to 5% of FOB value of Exports
for the period from 01.04.2005 to 31.03.2006 under "Vishesh Krishi Upaj Yojana Scheme".
(i) The Managing Director is not drawing any remuneration from the Company.
(ii) The Executive Director's remuneration is covered under part II of Schedule XIII of the Companies
Act, 1956.
41
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
i. Sale of Egg Shellgrits to M/s. SKM Animal Feeds and Foods (India) Limited - Rs.1.75 lakhs
(Qty. 990.610 Tonnes),
ii. M/s. SKM Animal Feeds and Foods (India) Limited has invested Rs.1,062.00 lakhs and
M/s.SKM Siddha and Ayurvedic Medicines India Private Limited has invested Rs.40.00 lakhs
in the equity share capital of the Company,
iii. Amount advanced to M/s.SKM Siddha and Ayurvedic Medicines India Private Limited -
Rs. 1.5 crore and Interest on the above advance received Rs.5.41 lakhs - Balance as on 31.3.2006
Rs.1.5 crore.
11. Loans and Advances includes advances of Rs 75.70 lakhs to subsidiary company SKM Europe BV,
The Netherlands.
b. The Company had paid Fringe Benefit Tax of Rs.1.96 Lacs in total for the First and Second
Quarter ending 30.6.2005 and 30.09.2005 and did not pay the Fringe Benefit Tax for the remaining
two quarters of the year and also no provision has been made in respect of Fringe Benefit Tax,
in view of the stay obtained by the "Indian Chamber of Commerce and Industry", Tuticorin on
behalf of its members to which the Company is also a member.
c. No provision has been made in respect of demand of Excise duty of Rs.7.32 Lacs, since an
appeal has been preferred by the Company with the Joint Commissioner of Central Excise
(Appeal) Salem and the company is confident that the appeal would be decided in favour of the
company.
42
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
d. No provision has been made in respect of demand of Excise duty of Rs.0.64 Lacs and for
Rs.0.50 Lacs, for which also the company has preferred appeal with the CESTAT, Chennai
against the order of the Commissioner of Central Excise (Appeal), Salem.
14. There are no impairment of assets in terms of Accounting Standard No.28 issued by The Institute of
Chartered Accountants of India.
a. Basis of Accounting:
The financial statements are prepared under historical cost convention and based on accrual
basis of accounting.
b. Fixed Assets:
c. Depreciation:
Depreciation is provided on straight line method as per the rate provided in Schedule XIV of the
Companies Act, 1956,except for imported plant & machinery for which the rate has been taken
as 3.80%, based upon the technical evaluation by the expert committee on the useful life of the
assets. In respect of assets added/adjusted during the year, depreciation is provided on pro-
rata basis.
d. Inventories:
Inventories are valued in line with the mandatory Accounting Standards - 2 (Revised) issued by
the Institute of Chartered Accountants of India, as follows :
Exchange difference, arising on forward contract, is recognised as income or expense over the
life of the contract.
43
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
f. Retirement Benefits:
Provision for statutory liability as on 31 s t March 2006 has been made in the books of accounts.
Gratuity charged to Profit and Loss Account is on the basis of premium charged by LIC under its
Group Gratuity Scheme. Leave encashment determined based on actuarial valuation at the year
end is fully provided for. Contributions ior Provident fund under the Provident Funds and
Miscellaneous Provisions Act, 1952 are charged to the Profit and Loss Account.
Grants and Subsidies in the nature of revenue are treated as revenue income and credited to the
respective expenses accounts and subsidies in the nature of capital are adjusted to the value of
assets.
i. Revenue Recognition:
N.C.SAMPATH V.JAGADEESAN
Partner General Manager - Finance &
Company Secretary
Place : Erode
Date : 31.07.2006
44
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Additional Information as per part IV, Schedule VI to the Companies Act, 1956.
BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE
1. Registration Details
Registration No. 181-6025
State Code No. 18
Balance Sheet Date 31.03.2006
II. Capital Raised during the year (Rs. in Thousands)
Public Issue Nil
Rights Issue Nil
Bonus Issue Nil
Private Placement Nil
III. Position of Mobilisation and Deployment of Funds (Rs. in Thousands)
Total Liabilities 6,36,429
Total Assets 6,36,429
Sources of Funds
Paid-up Capital 2,63,300
Reserves and Surplus 1,52,212
Share application money Nil
Secured Loans 1,77,757
Unsecured Loans -
Application of Funds
Net Fixed Assets 3,81,830
Investments 12,833
Current Assets 2,41,766
Misc. Expenditure (not written off) Nil
Accumulated Loss Nil
IV. Performance of the Company (Rs. in Thousands)
Turnover including other Income 7,73,939
Total Expenditure 6,80,381
Profit Before Tax 93,558
Profit After Tax 93,155
Earnings per Share (in Rupees) 3.53
Dividend Rate % 10.00
V. Generic names of three Principal Products of the Company
Item Code No. 4081100
Product Description EGG POWDER
V. JAGADEESAN
Place Erode
General Manager - Finance &
Date 31.07.2006
Company Secretary
45
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
3. Financial year of the subsidiary company : Period ended March 31, 2006
For the period ended March 31st, 2006 : Loss Rs. 6.41 lakhs
For the previous financial year : Loss Rs. 6.41 lakhs
46
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2006
(Rs. in Lacs)
47
CONSOLIDATED FINANCIAL
STATEMENTS OF
SKM EGG PRODUCTS EXPORT
(INDIA) LIMITED
AND
SKM EUROPE BV,
THE NETHERLANDS
2005-2006
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
We have audited the attached consolidated balance sheet of SKM EGG PRODUCTS EXPORT (INDIA)
LIMITED (the Company) and its subsidiary SKM Europe BV of The Netherlands, (Collectively called SKM
Group) as at 31st March 2006, the consolidated profit and loss account and the consolidated cash flow
statement for the quarter and year ended on that date, annexed thereto. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by Management, as well as evaluating the over-
all financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
We did not audit the financial statements of the subsidiary whose financial statements and other financial
information has been audited by other auditors whose report have been furnished to us, and our opinion is
based solely on the report of other auditor.
We report that the consolidated financial statements have been prepared by the Company's management in
accordance with the requirements of Accounting Standard (AS) 2 1 , Consolidated financial Statements,
issued by the Institute of Chartered Accountants of India.
In our opinion and to the best of our information and according to the explanations given to us, the said
accounts give a true and fair view in conformity with the accounting principles generally accepted in India:
a. in the case of the consolidated balance sheet, of the state of affairs of the SKM Group as at 31 March
2006;
b. in the case of the consolidated Profit and Loss Account, of the profit of the SKM Group for the quarter
and year ended on that date; and
c. in the case of the consolidated cash flow statement, of the cash flows of the SKM group for the
quarter and year ended on that date.
51
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
SOURCES OF FUNDS
Share Capital A 26,33,00,000
Reserves & Surplus B 15,15,71,577
Secured Loans C 17,77,57,502
Minority Interest 33,906
59,26,62,985
APPLICATION OF FUNDS
Fixed Assets
Gross Block
Less: Accumulated Depreciation D 53,84,19,184
Net Block 15,65,88,952
38,18,30,232
Investment E 1,20,00,000
Current Assets, Loans
and Advances
Inventories F 14,26,17,054
Sundry Debtors G 43,43,527
Cash & Bank Balances H 2,00,75,280
Loans & Advances I 7,63,16,613
Total Current Assets 24,33,52,474
Less: Current Liabilities J 1,21,66,614
Provisions K 3,23,53,107
Total Current Liabilities & Provisions 4,45,19,721
Net Current Assets 19,88,32,753
59,26,62,985
Notes on Accounts S
As per our report of even date. For and on behalf of the Board
52
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31sMARCH, 2006
(Amount in Rs.)
Year Ended
Particulars Schedule
31.03.2006
INCOME L
Sales 71,64,70,537
Other Income 3,89,88,187
Total 77,95,59,154
EXPENDITURE
Purchase and Manufacturing Expenses N 55,52,66,808
Employees' Cost 0 2,02,22,862
Other Expenses P 5,62,94,687
Marketing Expenses Q 1,37,36,974
Total Cost 64,55,21,331
Profit Before Interest and Depreciation 13,40,37,823
3,00,22,783
Notes on Accounts S
As per our report of even date. For and on behalf of the Board
N.C. SAMPATH
Partner V. JAGADEESAN
Place : Erode General Manager - Finance &
Date :31.07.2006 Company Secretary
53
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
(Amount in Rs.)
Particulars As at 31.03.2006
a Hypothecation of stocks consisting of raw materials, semi-finished goods, finished goods and stores, spares
and other current assets of the Company.
c. Personal guarantees of Executive Chairman, Managing Director and Dr. M. Chandrasekar, Director and
Corporate guarantee of M/s. SKM Animal Feeds and Foods (India) Limited.
54
Schedule
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Plant & Machinery 36,91,47,836 84,43,636 - 37,75,91,472 10,69,99,829 1,99,78,198 - 12,69,78,027 25,06,13,445 26,21,48,007
Office & Other Equipments 99,85,955 1,94,25,070 - 2,94,11,025 37,07,940 10,16,239 - 47,24,179 2,46,86,846 62,78,015
Furniture & Fixtures 34,91,930 14,16,642 - 49,08,572 15,80,244 2,24,989 - 18,05,233 31,03,339 19,11,685
Motor Vehicles 31,35,571 12,89,929 - 44,25,500 7,72,253 3,56,289 - 11,28,542 32,96,958 23,63,318
TOTAL 49,61,48,617 4,44,02,878 21,32,311 53,84,19,184 13,16,85,955 2,49,02,997 - 15,65,88,952 38,18,30,232 36,44,62,662
Previous Year 45,22,02,186 4,41,25,366 1,78,935 49,61,48,617 11,07,37,370 2,10,63,930 1,15,345 13,16,85,955 36,44,62,662 34,14,64,816
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Particulars As at 31.03.2006
SCHEDULE - E - Investments
UTI Leadership Fund (Market Value - Rs. 31.71 lakhs) 30,00,000
Birla Infrastructure Fund (Market value - Rs. 20.51 lakhs) 20,00,000
UTI Master Value Funds (Market Value - Rs. 13.19 lakhs) 20,00,000
Reliance Equity Fund (Market Value - Rs. 50.80 lakhs) 50,00,000
1,20,00,000
56
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Year Ended
Particulars 31.03.2006
Schedule K - Provisions
i. Provision for Income Tax 4,03,000
ii. Provision for Proposed Dividend 2,63,30,000
jjj. Provision for Corporate Dividend Tax 36,92,783
iii. Provision for Earned Leave 3,43,760
iv. Provision for Sales Commission 2,28,008
v. Provision for Electricity Generation Tax 4,50,000
vi. Provision of Expenses 9,05,556
3,23,53,107
SCHEDULE - L - SALES AND OTHER INCOME
Sales:
Export sales 69,97,01,234
Domestic sales 1,67,69,303
Other Income: 71,64,70,537
3,89,88,187
57
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Year Ended
Particulars 31.03.2006
56,38,361
Stores and Spares - consumed 94,32,785
Analysing Charges 22,20,374
Rent, Rates and Taxes 7,02,364
Postage, Courier and Telephone Charges 19,43,567
Printing and Stationery 7,10,341
Insurance Premium 14,47,798
Advertisement and Publicity 4,98,634
Travelling Expenses 32,35,922
Freight, Insurance and Forwarding Charges 2,47,85,829
Professional Charges 18,56,645
ISO/HACCP-Expenses 3,87,794
Stock Exchange Listing Fee 2,09,120
Miscellaneous Expenses 11,22,250
Audit fees: Statutory 3,94,093
Donation 17,08,810
5,62,94,687
58
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Schedule : S
NOTES ON ACCOUNTS
Particulars 2005-2006
59
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2006
(Rs. in Lacs)
Particulars As at 31 03.2006
We have examined the Cash Flow Statement of M/s. SKM Egg Products Export (India) Limited for the year ended 31st March 2006. The
statement has been prepared by the Company in accordance with the requirements of Clause 32 of the Listing Agreement with the Stock
Exchanges and is based on and is in agreement with the corresponding Profit and Loss Account and Balance Sheet of the Company
covered by our report dated 31.07.2006 to the Members of the Company.
For N.C.RAJAGOPAL & CO.,
Chartered Accountants
60
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Particulars As at 31.03.2006
SOURCES OF FUNDS
Authorised Capital
90,000 shares of Euro 1 each Euro 90,000
As per our report of even date. For and on behalf of the Board
61
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
PROFIT AND LOSS ACCOUNT OF SKM EUROPE BV FOR THE YEAR ENDED 31st MARCH, 2006
(Amount in Rs.)
Year ended
Particulars
31.03.2006
INCOME
Sales -
EXPENDITURE
As per our report of even date. For and on behalf of the Board
62
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
AUDITORS' REPORT
In accordance with your instructions and on the basis of information provided by you, we have compiled the
annual accounts of SKM Europe B.V., in Utrecht, for the year 2005-06. The accuracy and completeness of
the information provided and the annual accounts bases there on are the responsibility of the management.
Our responsibility is to issue a compilation report of these annual account.
Scope:
We have compiled the annual accounts in accordance with standards for compilation engagements, generally
accepted in The Netherlands. Our procedures were limited primarily to gathering, processing, classifying
and summarising financial information. These procedures do not provide the same level of assurance about
shelter the annual accounts are free of material misstatement as that provided by an audit or a review.
Confirmation:
Based on the information provided to us, we have compiled the annual accounts in accordance with accounting
principles generally accepted in The Netherlands and the financial reporting requirements included in Part 9
of Book 2 of the Dutch Civil Code.
General:
The company SKM Europe B.V. has its registered office in Utrecht, has been active since 02.09.2005 and
is listed in the Trade Register in Utrcht under number 30207639.
Ownership:
The shares are for 15% held by BK Holding B.V. Utrecht, The Netherlands and for 85% by SKM Egg Products
Export (India) Limited, Erode, India.
Activities:
The core activities of SKM Europe B.V. is to trade in food ingredients and other products and services.
Management:
The Board of Management of SKM Europe B.V. is conducted by Mr. B. Klawer (Director).
For REININK.,
Registered Accountant
Place : Utrecht, The Netherlands
Date : 28.07.2006
T.L.J.REININK RA
63
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
SKM EUROPE BV - CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2006
(Rs. in Lacs)
Particulars As at 31.03.2006
64
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
|6S>6O
26,33,00,000 26,33,00,000
15,22,12,221 8,90,79,642
Gi\ 6VTSy6fT 17,77,57,502 17,07,41,512
Fr-uj.6b6Orr an
59,32,69,723 52,31,21,154
53,84,19,184 49,61,48,617
15,65,88,952 13,16,85,955
38,18,30,232 36,44,62,662
1,28,32,779
13,69,97,094 11,45,45,680
43,43,527 1,79,39,691
1,81,96,987 5,27,83,575
8,22,28,539 1,39,17,895
24,17,66,147 19,91,86,841
4,31,59,435 4,05,28,349
19,86,06,712 15,86,58,492
65
6OITLJ J5LL-L-
6U^f^LDITtfUTli>
1,84,80,470 1,24,73,882
77,39,39,194 67,44,49,744
Q&6O6xil6vn&ja&6TT
54,96,46,848 48,75,32,639
jFibucmb 2,02,22,862 1,59,29,808
5,55,56,937 4,94,76,502
1,37,36,974 2,68,84,575
63,91,63,621 57,98,23,524
13,47,75,573 9,46,26,221
1,63,14,214 1,70,36,313
11,84,61,359 7,75,89,907
2,63,30,000 1,84,31,000
^)l , L^LCUIVOI\ **$!{ ir\jj^rTdlT 6XJIII 36,92,783 25,84,948
3,00,22,783 2,10,15,948
6,31,32,579 3,54,70,029
66
SKM EGG PRODUCTS EXPORT (INDIA) LIMITED
Registered Office: 156, Gandhiji Road, Erode - 638 001
ATTENDANCE SLIP
Signature
Request to Members :
1. Shareholders and proxies should bring the attendance slip duly filled-in for attending
the Meeting and hand it over at the entrance of the Meeting Hall.
2. Members are requested to avoid being accompanied by non-members and/or children.
I/We of
in the district of
being a member/members of SKM EGG PRODUCTS EXPORT (INDIA) LIMITED, hereby appoint
of in the district
of or failing him of
in the district of as my/our Proxy to
vote for me/us on my/our behalf at the 11 th Annual General Meeting of the Company to be held
on Saturday, 16th September, 2006 at 4.00 p.m. and at any adjournment thereof.
Affix
One Rupee
Signed this day of 2006 Signature
Revenue
Stamp
Note: The Proxy must be deposited at the Registered Office of the Company not less than
48 hours before the time for holding the Meeting.
1 5 6 , airr^igg) (Sijrr©, PT-CSITIT© - 6 3 8 OO1.
16.09.200653^10 OO96O
2.
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6T6»Tl_JSWITU-|Lh
156, - 638OO1
LLi_a^^l«irr 4 8 LD6S«fl
OUR GLOBAL NETWORK
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