Mar 31, 2015
Dear Members,
The Directors here by present the 23rd Annual Report on business and
operations of the Company together with the Audited statements of
Accounts for the financial year ended on 31st March 2015.
FINANCIAL RESULTS:
[Amount in Rupees]
Particulars Financial Year Financial Year
2014-15 2013-14
Other Income 1659 411980
Total Expenses 700088 534592
Profit (Loss) before Tax and
Extra Ordinary Items (698429) (122612)
Provision for Taxation Nil Nil
Net Profit (Loss) after Tax &
adjustments (698429) (122612)
Balance carried forward to
Balance Sheet (698429) (122612)
OPERATIONS REVIEW:
During the year under review due to financial crisis company has not
carried out any business activities and faces huge set back So company
not in position to generate any revenue from the operation except
others income Rs. 1659/- but due to some fixed cost company posted Net
Loss of Rs. 698429/-.
BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THE YEAR/STATE OF THE
COMPANY'S AFFAIR:
The Company does not have any significant business activity and not
carried out any business during the year under review.
DIVIDEND:
Your Directors place on record their deep sense of concern that due to
carry forward losses, your Directors are unable to declare any dividend
to its shareholders.
TRANSFER TO RESERVES:
The Company has not transferred any amount to Reserves for the period
under review.
SHARE CAPITAL:
The issued, subscribed and paid up capital of the Company is Rs
120300000 divided into 120300000 equity shares of Rs 1/- each. There
has been no change in the share capital of the Company during the year.
SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES:
The Company does not have any subsidiary, associate companies & joint
ventures.
FIXED DEPOSIT:
Your Company has not accepted any deposits within the meaning of
Section 73 of the Companies Act, 2013 and the Companies (Acceptance of
Deposits) Rules, 2014.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The Company has not given any loans or guarantees covered under the
provisions of section 186 of the Companies Act, 2013.
RELATED PARTY TRANSACTIONS:
All related party transactions that were entered into during the
financial year were on arm's length basis and were in the ordinary
course of the business. There are no materially significant related
party transactions made by the company with Promoters, Key Managerial
Personnel or other designated persons which may have potential conflict
with interest of the company at large.
MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL
POSITION OF THE COMPANY:
No material changes and commitments affecting the financial position of
the company have occurred between the end of financial year to which
the financial statements relate and the date of the Directors' Report.
SIGNIFICANT ORDERS PASSED BY THE REGULATORS, COURTS OR TRIBUNALS
IMPACTING GOING CONCERN AND COMPANY'S OPERATIONS:
To the best of our knowledge, the company has not received any such
orders passed by the regulators, courts or tribunals during the year,
which may impact the going concern status or company's operations in
future.
DIRECTORS AND KEY MANAGERIAL PERSONNEL:
The Board of Directors had appointed MR. KETANBHAI SORATHIYA
(DIN-01403554) as an Additional Director in the category of
Non-Executive Director with effect from 28.08.2015 and appointed as an
Independent Director of the company and to hold office for five
consecutive years.
In accordance with the provisions of the Companies Act, 2013, Mr. ANIL
MISTRY retires by rotation at the ensuing AGM and being eligible offers
himself for reappointment.
As per the provisions of Section 149(1) of the Companies Act, 2013 and
revised clause 49 of the listing agreement, the Company is required to
have at least one Women Director on its Board. Accordingly, Ms.
DINABEN GANATRA DIN- 07265796 was appointed as women director on
24.08.2015 and the same was resigned as on 28.08.2015.
MR. MAYURBHAI PATEL (DIN: 05280309) was resigned as a Director of the
Company with effect from 24.08.2015.
Since the Company does not have any significant business activities,
hence the Volume and Scope of work for the Company Secretary and Chief
Financial Officer are less and it is not a full time work and the job
of Company Secretary and Chief Financial Officer are not attractive
commensurate with the scope of work and salary.
DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received necessary declaration from each Independent
Director under Section 149 (7) of the Companies Act, 2013, that they
meet the criteria of independence laid down in Section 149(6) of the
Companies Act, 2013.
MEETINGS:
Minimum four pre-scheduled Board meetings are held annually. In case of
business exigencies or urgency of matters, resolutions are passed by
circulation. During the year six Board Meetings and four Audit
Committee Meetings were convened and held, the details of which are
given in the Corporate Governance Report. The intervening gap between
the Meetings was within the period prescribed under the Companies Act,
2013 and Listing Agreement.
AUDIT COMMITTEE:
The terms of reference of the Audit Committee are in consonance with
the provisions of Section 177 of the Companies Act, 2013 and of the
Listing Agreement and have been furnished in the Corporate Governance
Report forming a part of this Annual Report.
NOMINATION AND REMUNERATION COMMITTEE:
Nomination and Remuneration Committee has been constituted as per the
provisions of Section 178(1) of the Companies Act, 2013 on 25.05.2015
and have been furnished in the Corporate Governance Report forming a
part of this Annual Report.
STAKEHOLDERS' RELATIONSHIP COMMITTEE:
The Board of Directors of the Company has re-named Share Holders
Grievance/ Share Transfer Committee as 'Stakeholders Relationship
Committee' in order to align it with the provisions of Section 178 of
the Companies Act, 2013 and have been furnished in the Corporate
Governance Report forming a part of this Annual Report.
BOARD EVALUATION:
Pursuant to the provisions of the Schedule IV, clause VIII of the
Companies Act, 2013 the Board has carried out an evaluation of its own
performance, the directors individually as well as the evaluation of
the working of its Audit, Appointment & Remuneration Committees. The
performance evaluations of Independent Directors were also carried out
and the same was noted. Independent Directors in their meeting decided
to bring more transparency in their performance and bring more
responsibility while taking any policy decisions for the benefit of the
shareholders in general.
REMUNERATION OF THE DIRECTORS/ KEY MANAGERIAL PERSONNEL (KMP)/
EMPLOYEES:
No Directors/ Key Managerial Personnel are drawing any remuneration.
Hence, the information required pursuant to Section 197 read with Rule
5 (1) (i) of The Companies (Appointment and Remuneration) Rules, 2014
in respect of ratio of remuneration of each director to the median
remuneration of the employees of the Company for the Financial year is
not given.
AUDITORS AND AUDITORS' REPORT:
M/S. BIPIN & CO., CHARTERED ACCOUNTANTS, VADODARA (FRN 101509W), in
respect of whom the company has received a Special Notice under section
140(4) of the Act, proposing their appointment in the place of retiring
auditors M/s. Y. D. & Co., Chartered Accountants, Ludhiana, (FRN
018846N) and hold office until the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The observations
made by the Auditors' in their Auditors' Report and the Notes on
Accounts referred to in the Auditors' Report are self- explanatory and
do not call for any further comments.
SECRETARIAL AUDIT AND SECRETARIAL AUDITORS' REPORT:
Pursuant to provisions of section 204 of the Companies Act, 2013 and
The Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 the Company has appointed Ms. SHUBHAM AGARAWAL, Company
Secretaries in practice to undertake the Secretarial Audit of the
Company. The Secretarial Audit report in the prescribed Form No MR-3 is
annexed herewith.
QUALIFICATION IN SECRETARIAL AUDIT REPORT AND EXPLANATIONS BY THE
BOARD:
Qualifications made by Secretarial Auditor
a) Acknowledgement for sending the notices of the Meeting of the Board
and Committees are not maintained by the company.
b) Updating of website with regard to various policies is pending
c) The company has not complied with certain clauses of Listing
Agreement as regards publication of Notice of Board Meeting, Notice of
AGM, quarterly results.
d) As per the provisions of Section 149(1) of the Companies Act, 2013
and revised clause 49 of the listing agreement, the Company is required
to have at least one Women Director on its Board. The Company has not
appointed Women Director.
e) As per section 138 of the Companies Act, 2013, the Company is
required to appoint Internal Auditor. The Company has not appointed
Internal Auditor.
f) As per section 203(1)(i),(ii) & (iii), the Company is required to
appoint Company Secretary & Chief Financial Officer. The Company has not
appointed Company Secretary & Chief Financial Officer.
g) The company has not maintained the attendance register for Board and
committee meeting
h) Statutory Registrar as per companies Act 2013 is yet to be updated.
i) Certain event based E Forms have not been filed by the company in
time which were required to be filed with ROC during the audit period.
Explanations by the Board
The notice and agenda for the Board and committee meeting are sent by
the email or hand delivery. The company will ensure to maintain to the
acknowledgements for sending the notice of the meeting of the board and
the committee.
The company will take necessary steps to update website with regard to
various policies which are pending.
The company will take necessary steps to comply with the same.
The Company is in process for appointing of Women Director once
suitable and if any willing candidate agrees to join the Company.
The size of operation of the Company is very small, it is not viable to
appoint Internal Auditor but the Company has established the internal
control system.
Since the Company does not have any significant business activities,
hence the Volume and Scope of work for the Company Secretary and Chief
Financial Officer are less and it is not a full time work and the job
of Company Secretary and Chief Financial Officer are not attractive
commensurate with the scope of work and salary.
The company will take necessary steps to maintain the attendance
register for board and committee meetings.
The company will take necessary steps to update Statutory Register as
per companies Act 2013.
The company will ensure to file all relevant documents in time with ROC
and other authorities as when required.
COST AUDITOR AND COST AUDIT REPORT:
Cost Audit is not applicable to your Company.
INTERNAL CONTROL SYSTEMS:
As there is no significant business activities hence there was no
systems set up for Internal Controls.
EXTRACT OF ANNUAL RETURN:
An extract of Annual Return as prescribed under Section 92(3) of the
Companies Act, 2013 ('the Act') and rule 12(1) of the Companies
(Management and Administration) Rules, 2014, in the prescribed Form No.
MGT 9 forming part of this report is annexed herewith.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis forms part of the Annual Report to
the shareholders and it includes discussion on matters as required
under the provisions of Clause 49 of the listing agreement forming part
of this report is annexed herewith.
CORPORATE GOVERNANCE REPORT:
Your Company has complied with the requirements of Clause 49 of the
Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the
Listing Agreement with the Stock Exchanges, Report on Corporate
Governance along with the Auditors' Certificate on its compliance is
annexed separately to this Annual Report.
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:
The Company has not developed and implemented any Corporate Social
Responsibility initiative under the provisions of Section 135 of the
Companies Act, 2013, read with Rule 9 of Companies (Corporate Social
Responsibility Policy) Rules, 2014, as the said provisions are not
applicable.
TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The details of conservation of energy, technology absorption etc. as
required to be given under Section 134(3)(m) of the Companies Act, 2013
read with Rule, 8 of The Companies (Accounts) Rules, 2014, are not
applicable to Company, as our Company has not carried out in the
manufacturing activities. The foreign exchange earning on account of
the operation of the Company during the year was Rs. Nil.
PARTICULARS OF EMPLOYEES:
In terms of the provisions of Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is not required to be given as there
were no employees coming within the purview of this section.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Since there are no women employees in the Company hence no comments
DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER
DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION)
RULES, 2014:
Pursuant to Section 197(12) of the Companies Act, 2013 and Rule 5 of
Companies (Appointment & Remuneration) Rules, 2014 every Listed Company
mandates to disclose in the Board's Report the ratio of the
remuneration of each director to the permanent employee's remuneration.
However, since there is no permanent employee in the Company, no
disclosure under the said provision has been furnished.
BUSINESS RISK MANAGEMENT:
Since the Company does not have any significant business activities,
hence the Business Risk is at the Minimal Level. Hence, no major risk
factors are envisaged except for:
a. Government Policies
b. Human Resource Risk
VIGIL MECHANISM
As the Company does not have any significant business activity, there
was no need to have a Vigil Mechanism Policy.
DIRECTORS' RESPONSIBILITY STATEMENT:
The Directors' Responsibility Statement referred to in clause (c) of
sub-section (3) of Section 134 of the Companies Act, 2013, shall state
that:
a) In the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation by way of
notes to accounts relating to material departures;
b) the Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that were 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 or
loss of the Company for that period;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities;
e) Directors have prepared the accounts on a "going concern basis".
f) 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.
ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the Banks, Government
Authorities, Customers, and Shareholders during the year. Your
directors also wish to take on record their deep sense of appreciation
for the committed services of the employees at all levels, which has
made our Company successful in the business.
For and on Behalf of the Board
For, AMRAWORLD AGRICO LIMITED
PLACE: AHMEDABAD
DATE: 31.08.2015 Sd/-
(ANIL MISTRY)
CHAIRMAN
Mar 31, 2014
Dear Members,
The Directors here by present the 22nd Annual Report on business and
operations of the Company together with the Audited statements of
Accounts for the financial year ended on 31st March 2014.
FINANCIAL RESULTS:
[Amount in Rupees]
Particulars Financial Financial
Year 2013-14 Year 2012-13
Other Income 411980 208338
Total Expenses 534592 372801
Profit (Loss) before Tax and Extra
Ordinary Items (122612) (164463)
Provision for Taxation Nil Nil
Net Profit (Loss) after Tax &
adjustments (122612) (164463)
Balance carried forward to Balance Sheet (122612) (164463)
OPERATIONS REVIEW:
During the year under review due to financial crisis company has not
carried out any business activities and faces huge set back So company
not in position to generate any revenue from the operation except
others income Rs. 411980/- but due to some fixed cost company posted
Net Loss of Rs. 122612/-.
DIVIDEND:
Your Directors place on record their deep sense of concern that due to
carry forward losses, your Directors are unable to declare any dividend
to its shareholders.
FIXED DEPOSIT:
The Company has not accepted any deposit from the public pursuant to
the provisions of Section 58A of the Companies Act, 1956.
DIRECTORS:
Mr. ANIL MISTRY Director of the Company is retires by rotation at the
ensuing Annual General Meeting and being eligible, offer himself for
reappointment.
MR. HARLEEN SINGH KATHURIA (DIN: 02278750) and MR. MAYURBHAI PATEL
(DIN: 05280309) Director of the Company, who was appointed as a
Director liable to retire by rotation, be and is hereby appointed as an
Independent Director of the Company to hold office for five consecutive
years for a term up to 31st March, 2019.
AUDITORS AND AUDITORS'' REPORT:
M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors
of the Company, hold office until the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The observations
made by the Auditors'' in their Auditors'' Report and the Notes on
Accounts referred to in the Auditors'' Report are self- explanatory and
do not call for any further comments.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis forms part of the Annual Report to
the shareholders and it includes discussion on matters as required
under the provisions of Clause 49 of the listing agreement forming part
of this report is annexed herewith.
CORPORATE GOVERNANCE REPORT:
Your Company has complied with the requirements of Clause 49 of the
Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the
Listing Agreement with the Stock Exchanges, Report on Corporate
Governance along with the Auditors'' Certificate on its compliance is
annexed separately to this Annual Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The details of conservation of energy, technology absorption etc. as
required to be given under Section 217(1)(e) of the Companies Act 1956,
are not applicable to our Company, as our Company has not carried out
in the manufacturing activities.
The foreign exchange earning on account of the operation of the Company
during the year was Rs. Nil.
PARTICULARS OF EMPLOYEES:
The statement showing particulars of employees under section 217(2A) of
the Companies Act, 1956, read with the companies (Particulars of
Employees) Rules, 1975, as amended, is not required to be given as
there were no employees coming within the purview of this section.
DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 217(2AA) of the Companies Act,
1956, the Directors of your Company confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
ii) the Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that were 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 or
loss of the Company for that period;
iii) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities;
iv) Directors have prepared the accounts on a "going concern basis".
ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the Banks, Government
Authorities, Customers, and Shareholders during the year. Your
directors also wish to take on record their deep sense of appreciation
for the committed services of the employees at all levels, which has
made our Company successful in the business.
For and on Behalf of the Board
For, AMRAWORLD AGRICO LIMITED
PLACE: AHMEDABAD
DATE: 26.08.2014
(ANIL MISTRY)
CHAIRMAN
Mar 31, 2013
The Directors here by present the 21st Annual Report on business and
operations of the Company together with the Audited statements of
Accounts for the financial year ended on 31st March 2013.
FINANCIAL RESULTS:
[Amount in Rupees]
Particulars Financial
Year 2012-13 Financial Year
2011-12
Other Income 208338 174409
Total Expenses 372801 313236
Profit (Loss) before Tax and Extra
Ordinary Items (164463) (138827)
Provision for Taxation Nil Nil
Net Profit (Loss) after Tax
& adjustments (164463) (138827)
Balance carried forward to
Balance Sheet (164463) (138827)
OPERATIONS REVIEW:
During the year under review due to financial crisis company has not
carried out any business activities and faces huge set back So company
not in position to generate any revenue from the operation except
others income Rs. 208338/- but due to some fixed cost company posted
Net Loss of Rs. 164463/-.
DIVIDEND:
Your Directors place on record their deep sense of concern that due to
carry forward losses, your Directors are unable to declare any dividend
to its shareholders.
FIXED DEPOSIT:
The Company has not accepted any deposit from the public pursuant to
the provisions of Section 58A of the Companies Act, 1956.
DIRECTORS:
Mr. Anil Chandulal Mistry Director of the Company is retires by
rotation at the ensuing Annual General Meeting and being eligible,
offer himself for reappointment.
AUDITORS AND AUDITORS'' REPORT:
M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors
of the Company, hold office until the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment. The observations
made by the Auditors'' in their Auditors'' Report and the Notes on
Accounts referred to in the Auditors'' Report are self-explanatory and
do not call for any further comments.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis forms part of the Annual Report to
the shareholders and it includes discussion on matters as required
under the provisions of Clause 49 of the listing agreement forming part
of this report is annexed herewith.
CORPORATE GOVERNANCE REPORT:
Your Company perceives Corporate Governance as an endeavor for
transparency and a wholehearted approach towards continuous enhancement
of shareholders'' value. Your Company has been complying with the
conditions of Corporate Governance as stipulated in Clause 49 of the
Listing Agreement. Further, the Board of Directors of your Company
constituted a Committee known as Corporate Governance Committee, which
recommends the best practices in the Corporate Governance.
A separate report on Corporate Governance along with Auditors''
Certificate on compliance with the Corporate Governance norms and
stipulated in Clause 49 of the Listing Agreement, forming part of this
report is annexed herewith.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The details of conservation of energy, technology absorption etc. as
required to be given under Section 217(1)(e) of the Companies Act 1956,
are not applicable to our Company, as our Company has not carried out
in the manufacturing activities.
The foreign exchange earning on account of the operation of the Company
during the year was Rs. Nil.
PARTICULARS OF EMPLOYEES:
The statement showing particulars of employees under section 217(2A) of
the Companies Act, 1956, read with the companies (Particulars of
Employees) Rules, 1975, as amended, is not required to be given as
there were no employees coming within the purview of this section.
DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 217(2AA) of the Companies Act,
1956, the Directors of your Company confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
ii) the Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that were 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 or
loss of the Company for that period;
iii) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities;
iv) Directors have prepared the accounts on a "going concern basis".
ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the Banks, Government
Authorities, Customers, and Shareholders during the year. Your
directors also wish to take on record their deep sense of appreciation
for the committed services of the employees at all levels, which has
made our Company successful in the business.
For and on Behalf of the Board
For, AMRAWORLD AGRICO LIMITED
PLACE: AHMEDABAD
DATE: 30.08.2013 Sd/-
(ANIL CHANDULAL MISTRY)
CHAIRMAN
Mar 31, 2010
The Directors have pleasure in presenting the Fifteenth Annual Report
of the Company together with the Audited Accounts for the year ended
31st March, 2010.
FINANCIAL RESULTS:
(Rs in Lakh)
PARTICULARS 2009-2010 2008-2009
Sales & other Income 2349.99 13.79
Profit/(Loss) Before Interest & Depreciation (0.94) 0.38
Interest - -
Profit/(Loss) Before Depreciation (0.94) 0.38
Depreciation 0.00 0.00
Profit/(Loss) Before Tax (0.94) 0.38
Less: Provision for Tax 0.00 0.15
Profit/(Loss) for the year after Taxation (0.94) 0.23
Balance Brought Forward (9.34) (7.96)
Balance carried Forward (10.32) (9.34)
OPERATIONS:
During the year under review, your Company has incurred net loss of Rs.
93,589/- compared to Profit of Rs.22,715 of earlier year. Your
Directors strive hard and expect that your Company will achieve
significant growth in the coming years.
DIVIDEND
In order to conserve resources, the Board of Directors has thought it
prudent not to recommend payment of dividend for the year under review.
PARTICULARS OF EMPLOYEES:
There is no employee having remuneration in accordance with the
provisions of section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employee) Rules, 1975 as amended.
DIRECTOR:
During the year Shri Harleen Singh Kathuria, appointed as director of
the company, liable to retire by rotation, pursuant to Section 257 and
other relevant provisions of the companies Act, 1956 and Article of
Association, w.e.f 24th March, 2010 and Mr. Pratik Shah resigned as
director of the Company w.e.f. 29th March, 2010. Mr. Ashok H. shah,
Director will retire at the forthcoming annual general meeting of the
company, and being eligible, offer themselves for re-appointment.
RESPONSIBILITY STATEMENT:
As required u/s 217(2AA) of the companies Act 1956 your director
confirms that in the preparation of the annual accounts:
1) The applicable accounting standards have been followed along with
proper explanation relating to material departures.
2) Such accounting policies have been selected and applied consistently
and reasonable and prudent judgments and estimates made, 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 the loss of the company for that period.
3) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with provisions of this act
for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities.
4) The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:
As required under rule 3 of the companies (Disclosure of Particulars in
the report of board of directors) Rules 1988, the particulars relating
to the conservation of energy, Technology absorption, and the foreign
exchange earnings and outgo are also Nil.
LISTING AGREEMENT:
The securities of the company are listed with the Bombay Stock Exchange
Limited (BSE), Mumbai and Ahmedabad Stock Exchange Ltd, Ahmedabad. The
company has paid the annual listing fees for the year 2010- 2011.
APPOINTMENT OF AUDITORS:
M/s. Mehul Thakkar& Co, Chartered Accountants, Ahmedabad, retiring
Auditor express their unwillingness to continue as a Auditor of the
company and do not wish to be reappointed. The Board suggest the name
new auditor M/s. Arvind A. Thakkar & Co., Chartered Accountants,
Ahmedabad for the financial year 2010-2011. The board will fix the
remuneration of newly appointed auditors of the company. The necessary
certificate under section 224(1B) of the Companies Act, 1956 has been
received from the auditor.
The Statutory Auditors of the Company have submitted auditors report on
the accounts of the Company for the accounting year ended 31st March,
2010 which is self-explanatory and needs no comments.
ACKNOWLEDGEMENT:
The management is grateful to the Government Authorities, Bankers,
Vendors, Employees, for their continued assistance and co-operation.
The Directors also wish to place on record the confidence of members in
the Company.
For & on behalf of the Board of Directors
Place: Ahmedabad. Mr. Ashok Shah
Date: 03.09.2010 Director
Mar 31, 2009
The Directors hereby present the Annual report of your Company
together with audited accounts for the accounting year ended on 31st
March, 2009.
FINANCIAL RESULTS:
(In Lacs)
PARTICULARS YEAR ENDED YEAR ENDED
31.03.2009 31.03.2008
Sales and Other Income 13.79 909.99
Profit / (Loss) Before Interest
& Depreciation 0.38 (4.16 )
Interest -- --
Profit / (Loss) Before Depreciation 0.38 (4.16 )
Depreciation 0.00 0.00
Profit (Loss) Before Tax 0.38 (4.16 )
Provision for Tax 0.15 2.10
Profit (Loss) for the year After Tax 0.23 (6.26)
Paid up Equity Shares Capital 600.79 600.79
1. DIVIDEND:
Your directors regret their inability to recommend any dividend for the
year under review due to inadequate profit.
2. YEAR UNDER REVIEW:
During the year under review , your company had earned total income
towards turnover and other income of Rs. 13.79 lacs compared to Rs.
909.99 lacs in 2007-08. Total expenditure incurred was Rs.13.41 lacs
compared to Rs. 914.15 lacs in previous year resulting into Net profit
of Rs 0.23. lacs compared to Net loss of Rs. 6.26 lacs in the previous
year. The income during the year under review is mainly from share
trading.
3. PUBLIC DEPOSITS:
Your Company has not accepted any deposit from the public during the
year under review.
PUBLIC DEPOSITS :
Your Company has not accepted any deposit from the public during the
year under review.
2. DIRECTORS :
During the year Mr.Ramesh Patel,Smt.Pushpa Patel,Shri Mahesh Thakkar
Vijay Thakkar and Smt Jayshree
Raval had resigned.Shri Shambhu Bhagat retires by rotation at the
ensuing Annual General Meeting and being eligible offers themselves for
reappointment.
3. DIRECTORÃS RESPONSIBILITY STATEMENT UNDER SECTION 217(2AA) OF THE
COMPANIES ACT, 1956.
The Directors confirm that
- In the preparation of the annual accounts, the applicable accounting
standards have been followed by the Company;
- Such accounting policies have been selected and consistently applied
and judgments and estimates made that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the Company as
at 31st March, 2009 and of the profit of the Company for the year ended
on that date;
- Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956, for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
Annual accounts has been prepared on a going concern basis.
CORPORATE GOVERNANCE
Your directors are happy to report that your company is fully compliant
as on 31st March 2009 with the SEBI guidelines on Corporate Governance
as incorporated in Clause 49 of the Listing Agreement with the Stock
exchanges.
A detailed report on this subject forms part of this report.
4. AUDITORS & AUDITORSÃ REPORT :
M/s. Mehul Thakkar & Company., Auditors of the Company, retire and are
eligible for reappointment. The members at the ensuing Annual General
Meeting are requested to consider their reappointment for the year to
hold the office until the conclusion of the next Annual general Meeting
The Board recommends their appointment.
Notes forming part of the accounts, which are specifically referred to
by the Auditors in their Report are self explanatory and therefore do
not call for any further comments.
5. INFORMATION AS PER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956 :
As your company is engaged in Trading activity and not engaged in
manufacturing activity a statement containing information as per
Section 217(1)(e) of the Companies (Disclosure of Particulars in the
Report of Board of Directors Rules). 1988 is not appended. There are no
foreign exchange earnings and outgo during the year.
6. PARTICULARS REGARDING EMPLOYEES :
There are no employees covered under Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975 as amended and hence no information is required to be furnished.
7. ACKNOWLEDGEMENT :
The Directors sincerely express their deep appreciation to the Employee
at all levels, Shareholders, Banks, Customers for their sustained
support and co à operation during the year. Your Directors also
acknowledge the support and guidance received from the RBI, SEBI, ROC,
Stock Exchanges and other Regulatory Bodies. Banks and other Financial
Groups also deserve special appreciation for significant contribution
to your CompanyÃs operations.
For and on behalf of the Board of Directors
PLACE : AHMEDABAD
DATE :7/7/2009 (CHAIRMAN)