Board's Report
KARNATAKA CASHEW DEVELOPMENT CORPORATION LIMITED
(A Government of Karnataka undertaking)
BOARD’S REPORT
To:
The Shareholders,
Gentlemen,
Your directors have great pleasure in presenting the 41st Annual Report together with Financial Statements of the Company for the year ending 31-03-2019 and Auditors report with replies thereto including the Certificate issued by the Comptroller and Auditor General of India as per the Companies Act, 2013.
I. FINANCIAL RESULTS, REVIEW OF OPERATIONS AND FUTURE PLANS:
A. Financial Results:
During the financial year ending 31st March 2019, the Company has earned a net profit of Rs.32.66 lakhs. The accumulated loss of the Company is Rs.68.00 lakhs after all adjustments.
|
Standalone |
|
Particulars |
2018-19 |
2017-18 |
Revenue from operations |
8,13,40,614 |
7,72,71,087 |
Other Income |
1,50,31,183 |
93,05,715 |
Total income |
9,63,71,767 |
8,65,76,802 |
Expenses |
8,75,59,115 |
7,38,30,673 |
Profit (Loss) before Depreciation |
88,12,682 |
1,27,46,129 |
Less: Depreciation |
50,81,625 |
50,01,640 |
Profit (Loss) before Tax |
37,31,057 |
77,44,489 |
(Less)/add: Prior period expenses/income |
7,15,229 |
(70,456) |
Less: Provision for Taxes |
11,80,152 |
11,08,442 |
Profit (Loss) after taxation |
32,66,134 |
65,65,591 |
Earnings Per Share: Basic |
43 |
86 86 |
B. Working or operations:
-
The Company continues to be in the business of development of cashew through raising new cashew plantations of high yielding varieties in the forest lands under the control of the Corporation through lease and equity and maintenance of its older cashew plantations and also by promoting cashew planting activities on farm land by raising and also procuring high yielding variety of grafted cashew seedlings to prospective cashew growing farmers.
-
During the year, the Company has maintained 3714 ha. of cashew plantations raised under IDA - World Bank aided Cashew Project raised from the year 1981 to 1987. Out of 3714 ha. of cashew plantations raised under the IDA scheme, 2860.78 ha. are on reserve forest lands leased to the Company by Karnataka Forest Department and the remaining are on the forest lands transferred to the Company by government of Karnataka as part of equity.
-
In the same period, the Company has maintained 12,724.43 ha. of older cashew plantations transferred by the Government of Karnataka during the year 1979 & 1993 to the Company towards equity and 12,908.19 ha. of cashew plantations transferred by the Government of Karnataka in 1993, on lease. Thus, the total holding of the Company as on 31-03-2019 is 25,632.62 ha. These estates are under the administrative control of Divisional Managers located in the divisional headquarters at Kumta, Kundapur, Puttur and Moodabidri working under the administrative control of the head office located at Mangaluru. The Moodabidri Division was closed with effect from 01-04-2019 as per the decision of the 183rd Board Meeting. An extent of 5937.33 ha. of cashew plantations covered in the government order dtd.05-04-1993 is yet to be transferred to the KCDC by the Forest Department.
The Company has planted 13,230.80 ha. with high yielding varieties of cashew in the open areas existing in the older cashew plantations starting from 1992-93 to 2018-19 and the High Yielding Variety (HYV) cashew grafts were planted and maintained during the period. The Government of India has released Rs.24.00 lakhs as Central Assistance for maintenance of HYV cashew plantations during the year 2018-19 through Directorate of Cocoa and Cashew Development, Kochi. Apart from the grant received towards maintenance of cashew plantations, a sum of Rs.4,27,00,000/- received as grant from Central Government under Rashtriya Krishi Vikas Yojana (RKVY) towards raising of cashew plantations in 500 hectares, for rejuvenation of existing older cashew plantations, for infrastructure Development in cashew nurseries and for construction of first floor for farmers training. -
During the year 2018-19, the rights of collection of cashew usufructs from all the 25,632.62 hectares of cashew plantations of KCDC Ltd. situated in Puttur, Kundapur, Kumta and Moodabidri were disposed through e-auction and tender-cum-auction procedure. Total revenue generated from sale of harvesting of cashew usufructs for the year is `811.94 lakhs.
C. Future Plans:
The areas with KCDC has old and senile cashew trees yielding very low crop. Such of the plantations need to be replaced with High Yielding Varieties of cashew grafts. So far the Company has raised 3714 ha. of cashew plantations with genetically superior seeds collected from identified plus trees between the years 1981-1987 and 13,230.80 ha. of cashew plantation with HYV grafts between the years 1992-93 to 2018-19. The existing HYV clonal orchards with the Corporation are also need to be maintained intensively for enhancing yields. The Company will take up fresh planting of cashew grafts in 200 hectares from internal resources, rejuvenation works in 1100 hectares during 2019 rains with the grants under Rashtriya Krishi Vikas Yojana (RKVY). Apart from the above, soil and water conservation works will be taken up and a seed storage shed will be constructed in the 1st Floor of Head Office building under RKVY Scheme.
Thus, KCDC needs financial assistance, to sustain and increase cashew crop from HYV plantations.
II. DIVIDEND:
No Dividend was declared for the current financial year due to meager profit.
III. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid during the year 2018-19.
IV. FINANCE:
During the year the Company continued to operate all its major banking transactions with the State Bank of India to get the maximum benefit of the funds available with Company.
V. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:
No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statement relate on the date of this report.
VI. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
As the Company was mainly engaged in development and maintenance of cashew plantations and other related activities, the information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is NIL.
As regards conservation of energy and technology absorption, the Company continues to work through computers in all the Divisions and Head office and the offices are automated for extensive use of information technology in its operations for administrative speed and efficiency. Further, as a measure of better use of information technology in its operations, the Company adopted the e-auction system through e-platform for sale of cashew usufructs, which is the major source of revenue to the Company.
VII. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:
Not applicable to the company during the year under review.
VIII. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:
The particulars of Loans, guarantees or investments made under Section 186 are NIL.
IX. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:
The particulars of Contracts or Arrangements made with related parties made pursuant to Section 188 are furnished as NIL.
X. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS:
The replies on the observations made by the Statutory Auditors and the Comptroller and Auditor General of India are annexed which may be read as part of this report.
XI. REVIEW OF ACCOUNTS:
The comments on the accounts for the financial year ending 31-3-2019 made by the Principal Accountant General, nominee of the Comptroller & Auditor General of India are annexed which may be received as part of this report.
XII. COMPANY’S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES:
The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee are not applicable to the Company.
XIII. ANNUAL RETURN:
The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, 2014 is furnished in Annexure – D and is attached to this Report.
XIV. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:
The Company had 5 Board meetings during the financial year under review on 02-06-2018, 07-08-2018, 21-09-2018, 17-11-2018 and 13-02-2019.
XV. DIRECTORS RESPONSIBILITY STATEMENT:
In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its responsibility Statement:—
(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;
(c) The directors had taken proper and sufficient care 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;
(d) The directors had prepared the annual accounts on a going concern basis; and
(e) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.XVI. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:
The details of financial performance of Subsidiary/ Joint Venture/ Associate Company are NIL.
XVII. DEPOSITS:
The Company has neither accepted nor renewed any deposits during the year under review.
XVIII. BOARD OF DIRECTORS:
Since the date of last report i.e. from 04-09-2018, the following changes have taken place regarding the constitution of the Board.
Government of Karnataka vide letter No.FEE 51 FPC 2018 dated 30-07-2019 has nominated Principal Secretary (Forests), Forest, Environment & Ecology Department, Government of Karnataka as Chairman & Director of KCDC Ltd, Mangalore in place of Honble. Forest Minister, Government of Karnataka.
The Directors representing the Government of Karnataka and Government of India as on the date of this report are as follows :
Directors representing the Government of Karnataka :
- Principal Secretary (Forests), FEE Department, Government of Karnataka, Chairman.
- Sri. Prakash S Netalkar, IFS, Managing Director.
- Deputy Secretary (Technical), Department of Public Enterprises, Government of Karnataka.
Directors representing Government of India :
- Dr. N. K. Patle, Director.
- Sri. Venkatesh N. Hubballi, Director.
- Sri. Avinash T.J., Director.
- Sri. Prakash Kalbavi, Director.
XIX. DECLARATION OF INDEPENDENT DIRECTORS:
The provisions of Section 149 pertaining to the appointment of Independent Directors do not apply to our Company.
XX. STATUTORY AUDITORS:
Sri. Shiva Kumar, Chartered Accountant, Mangalore, was appointed for conducting internal audit of accounts for the year 2018-19 on a total remuneration of Rs.12,500/- plus out of pocket expenses to comply with Companies (Auditor’s Report) order.
M/s. M. Rajesh Kini & Co, Chartered Accountants, Mangalore, was appointed as Statutory Auditors for the audit of accounts for the financial year ended 31-3-2019 by the Comptroller and Auditor General of India.
The power of appointment of Statutory Auditors for Government Companies like ours for the financial year ended 31-3-2020 vests with Comptroller and Auditor General of India in accordance with the provisions of the Companies Act, 2013.
XXI. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM:
The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is not applicable to the Company.
XXII. SHARES:
a. BUY BACK OF SECURITIES:
The Company has not bought back any of its securities during the year under review.
b. SWEAT EQUITY:
The Company has not issued any Sweat Equity Shares during the year under review.
c.BONUS SHARES:
No Bonus Shares were issued during the year under review.
d. EMPLOYEES STOCK OPTION PLAN:
The Company has not provided any Stock Option Scheme to the employees.
The employer and employee relationships were cordial during the year under report.
XXIII. FINANCIAL BENEFIT TO THE GOVERNMENT OF KARNATAKA:
During the year, the Company has paid GST of Rs.42,82,411.87 and collected an amount of `64,95,497/- towards Forest Development Tax and will be paid to the Government of Karnataka.
XXIV. IMPLEMENTATION OF RIGHT TO INFORMATION ACT:
The Company successfully implemented the right to information Act as per the guidelines issued by the Government.
XXV. ACKNOWLEDGEMENT:
The Directors would like to record their appreciation of the continuous and unstinted support accorded to the Company by the Government of Karnataka, Government of India, Directorate of Cashewnut & Cocoa Development, Kochi, Directorate of Cashew Research, Puttur and the Karnataka Forest Department, Chief Secretary, Addl. Chief Secretary cum Development Commissioner, Commissioner for Agriculture, Govt. of Karnataka, Secretary and Joint Secretary of Ministry of Agriculture, Cooperation & Farmers Welfare, Govt. of India and all others who were associated with the activities of the Corporation. The Company also thanks the Internal Auditors, the Statutory Auditors, the Principal Accountant General (nominee of the Comptroller and Auditor General of India) and the various experts and consultants who have extended their services and co-operation.
The Directors also wish to express the appreciation of the loyalty and co-operation of the officers and employees of this Corporation who have been rendering yeoman service to the organization.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Sd/- Sd/-
(PRAKASH S. NETALKAR, IFS) (PRAKASH KALBAVI)
MANAGING DIRECTOR DIRECTOR
Place: Mangalore
ANNEXURE – A
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
A) Conservation of energy: Not Applicable
(B) Technology absorption: NIL
(C) Foreign exchange earnings and Outgo:
Foreign Exchange earned: Rs. NIL
Foreign Exchange Expended: Rs. NIL
ANNEXURE –B
The particulars of Loans, guarantees or investments made under Section 186 :
Not applicable
ANNEXURE –C
Form No. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies
(Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto
- Details of contracts or arrangements or transactions not at Arm’s length basis.
SL. No.
Particulars
Details
a) a
Name (s) of the related party & nature of relationship
NA
b) b
Nature of contracts/ arrangements/ transaction
NA
c) c
Duration of the contracts/ arrangements/ transaction
NA
d) d
Salient terms of the contracts or arrangements or transaction including the value, if any
NA
e) e
Justification for entering into such contracts or arrangements or transactions’
NA
f) f
Date of approval by the Board
NA
g) g
Amount paid as advances, if any
NA
h) h
Date on which the special resolution was passed in General meeting as required under first proviso to section 188
NA
- Details of contracts or arrangements or transactions at Arm’s length basis.
SL. No.
Particulars
Details
a
Name (s) of the related party & nature of relationship
NIL
b
Nature of contracts/ arrangements/
transactionNIL
c
Duration of the contracts/ arrangements/ transaction
NIL
d
Salient terms of the contracts or arrangements or transaction including the value, if any
NIL
e
Date of approval by the Board
NA
f
Amount paid as advances, if any
NIL
ANNEXURE –D
FORM NO. MGT 9
EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2019
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
| 1 |
CIN |
U01133KA1978SGC003280 |
2 |
Registration Date |
14.02.1978 |
3 |
Name of the Company |
KARNATAKA CASHEW DEVELOPMENT CORPORATION LIMITED |
4 |
Category/Sub-category of the Company |
Government Company |
5 |
Address of the Registered office & contact details |
23,24 ABBAKKANAGAR, IST MAIN |
6 |
Whether listed company |
No |
7 |
Name, Address & contact details of the Registrar & Transfer Agent, if any. |
N.A |
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
(All the business activities contributing 10 % or more of the total turnover of the company shall be stated)
S. No. |
Name and Description of main products / services |
NIC Code of the Product/service |
% to total turnover of the company |
1 |
Development and maintenance of cashew plantations |
01133 |
100 |
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:
All the business activities contributing 10% or more of the total turnover of the company shall be stated:-nil.
VI. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity):
Category-wise Share Holding
Category of Shareholders |
No. of Shares held at the beginning of the year [As on 31-March-2018] |
No. of Shares held at the end of the year[As on 31-March-2019] |
% Change |
||||||
|
Demat |
Physical |
Total |
% of Total Shares |
Demat |
Physical |
Total |
% of Total Shares |
|
A. Promoter s |
|
|
|
|
|
|
|
|
|
(1) Indian |
|
|
|
|
|
|
|
|
|
a) Individual/ HUF |
NIL |
0 |
0 |
0 |
NIL |
0 |
0 |
0 |
0 |
b) Central Govt |
NIL |
4400 |
4400 |
05.80 |
NIL |
4400 |
4400 |
05.80 |
0 |
c) State Govt(s) |
NIL |
71503 |
71503 |
94.20 |
NIL |
71503 |
71503 |
94.20 |
0 |
d) Bodies Corp. |
NIL |
0 |
0 |
0 |
NIL |
0 |
0 |
0 |
0 |
e) Banks / FI |
NIL |
0 |
0 |
0 |
NIL |
0 |
0 |
0 |
0 |
f) Any other |
NIL |
0 |
0 |
0 |
NIL |
0 |
0 |
0 |
0 |
Total shareholding of Promoter (A) |
NIL |
75903 |
75903 |
100 |
NIL |
75905 |
75903 |
100 |
0 |
|
|
|
|
|
|
|
|
|
|
B. Public Shareholding |
NIL |
- |
- |
- |
NIL |
- |
- |
- |
- |
Sub-total (B)(1):- |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
|
|
|
|
|
|
|
|
|
|
2. Non-Institutions |
NIL |
- |
- |
- |
NIL |
- |
- |
- |
- |
Sub-total (B)(2):- |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
Total Public Shareholding (B)=(B)(1)+ (B)(2) |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
C. Shares held by Custodian for GDRs & ADRs |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
Grand Total (A+B+C) |
NIL |
75903 |
75903 |
100 |
NIL |
75903 |
75903 |
100 |
0 |
B) Shareholding of Promoter-
SN |
Shareholder’s Name |
Shareholding at the beginning of the year |
Shareholding at the end of the year |
% change in share |
||||
|
|
No. of Shares |
% of total Shares of the company |
% of Shares Pledged / encumbered to total shares |
No. of Shares |
% of total Shares of the company |
%of Shares Pledged / encumbered to total shares |
|
1 |
Government of India |
4400 |
05.80% |
0 |
4400 |
05.80% |
0 |
- |
2 |
Government of Karnataka |
71503 |
94.20% |
0 |
71503 |
94.20% |
0 |
- |
3 |
|
75903 |
100.00 |
0 |
75903 |
100.00 |
0 |
- |
C) Change in Promoters’ Shareholding (please specify, if there is no change)- No change in share holding
SN |
Particulars |
Shareholding at the beginning of the year |
Cumulative Shareholding during the year |
||
No. of shares |
% of total |
No. of shares |
% of total |
||
|
|
|
|
|
|
|
At the beginning of the year |
- |
- |
- |
- |
|
Date wise Increase / Decrease in Promoters Shareholding during the year specifying the reasons for increase / decrease (e.g. allotment /transfer / bonus/ sweat equity etc.): |
- |
- |
- |
- |
|
At the end of the year |
- |
- |
- |
- |
D) Shareholding Pattern of top ten Shareholders:
(Other than Directors, Promoters and Holders of GDRs and ADRs): NIL
E)Shareholding of Directors and Key Managerial Personnel: NIL
V)INDEBTEDNESS:Indebtedness of the Company including interest
outstanding/accrued but not due for payment. NIL
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL - NIL - As Government Companies are exempted from the provisions of Section 197 of the Companies Act, 2013 as per the Notification no. GSR 463 dated 5th June 2015 vide sl. No.28.
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
NOT APPLICABLE
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Sd/- Sd/-
(PRAKASH S. NETALKAR, IFS) (PRAKASH KALBAVI)
MANAGING DIRECTOR DIRECTOR
Place: Mangalore
ANNEXURE -E
Form AOC-I
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part “A”: Subsidiaries
Not applicable
(Information in respect of each subsidiary to be presented with amounts in Rs…………….. )
Part “B”: Associates and Joint Ventures
Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
Not applicable
Note: This Form is to be certified in the same manner in which the Balance Sheet is to be certified.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Sd/- Sd/-
(PRAKASH S. NETALKAR, IFS) (PRAKASH KALBAVI)
MANAGING DIRECTOR DIRECTOR
Place: Mangalore