Mar 31, 2014
Dear Members,
The Directors have pleasure in presenting their Seventy Ninth Annual
Report together with Audited Statement of Accounts for the year ended
March 31, 2014,
Current Year Previous Year
2013-2014 2012-2013
(Rs. in lacs) (Rs. in lacs)
Total Income 11732.39 4014.91
Profit before Interest &
Depreciation: 2353.21 2157.25
Less:
Interest - 0.011
Depreciation 3.70 3.27
Profit before Tax 2349.51 2153.97
Provision for Current Tax 859.95 730.38
Provision for Deferred Tax - (2.50)
Less: Short Provision for earlier
year now made - 2.06
Profit after Tax 1489.57 1424.03
Balance brought forward 3045.49 1621.46
Appropriations:
Transfer to General Reserve - -
Balance carried to Balance Sheet 4535.06 3045.49
OPERATIONS
The total income of the Company for the year under review is
Rs.11732.39 Lakhs as compared to Rs.4014.91 Lakhs recorded in the
previous year. Net Profit after tax stood at Rs.1489.57 Lakhs as
compared to a Net Profit of Rs. 1424.03 Lakhs in the last year.
PUBLIC DEPOSITS
During the year under review, your Company has not accepted any
deposits under the provisions of Section 58A of the Companies Act, 1956
and the rules made there under.
DIVIDEND
In order to conserve resources for operational purposes, your Directors
have not recommended any dividend on the equity shares for the year
under review.
In terms of the Articles of Association of the Company, Mr. Aiok Kumar
Gupta, Director retires at the ensuing Annual General Meeting and
offers himself for re-appointment.
In view of the provisions of Section 149 of the Companies Act, 2013,
the Board of your Company has proposed the appointment of Mr. S.K.
Bhattar (DIN: 06479775) and Mr. Narayan Jee Jha (DIN: 05132153) as
Independent Directors at the ensuing Annual General Meeting of the
Company. The Company has received requisite notices in writing from the
member(s) proposing Mr. S.K. Bhattar (DIN: 06479775) and Mr, Narayan
Jee Jha (DIN: 05132153), far appointment as Independent Directors,
The Company has received declarations from all the Independent
Directors of the Company confirming that they meet with the criteria of
independence as prescribed both under sub- section (6) of Section 149
of the Companies Act, 2013.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, the Directors
hereby confirm that.
i) in the preparation of the annual accounts, the applicable accounting
standards have bean 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 of
the Company for the year under review.
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) the annual accounts of the Company have been prepared on a going
concern basis.
FUTURE OUTLOOK
As you are aware that the Company has undertaken a new line of business
in the field of engineering projects execution and construction
services for infrastructure projects. Your Directors are pteased to
inform you that the Company has received encouraging response and is
successfully executing Engineering, Procurement and Construction (EPC)
services in power sector at Distt. Laiitpur (Uttar Pradesh). Your
Company is highly optimistic to improve its order book substantially,
by procuring further Contracts and Orders, in the forthcoming years,
M/s, Pramod & Associates, Chartered Accountants, has expressed their
unwillingness for re- appointment as Statutory Auditor of the Company
at the forthcoming Annual General Meeting ("AGM") of the Company.
Your directors took note of the same and hereby propose to appoint M/s
R. S. Dani & Co., Chartered Accountants, Ajmer (Firm Registration No.
QGQ243C) as Statutory Auditors of the Company other than the retiring
auditor, in this forthcoming Annua) General Meeting.
As required under the provisions of Section 139(1) of the new Act, the
Company has received a written consent from M/s. R. S. Dani & Co.,
Chartered Accountants to their appointment and a Certificate, to the
effect that their appointment, if made, would be in accordance with the
new Act and the Rules framed thereunder and that they satisfy the
criteria provided in section 141 of the new Act.
The Members are requested to elect Auditors as aforesaid and fix their
remuneration.
AUDITORS'' REPORT
The observations made by the Auditors in their report are appropriately
dealt with in the notes forming part of the accounts for the year which
are self-explanatory and hence do not require any further explanations
to items of Section 217(3) of the Companies Act, 1956.
COMPLIANCE CERTIFICATE
A Compliance Certificate from M/s. Amit Verma & Associates, Company
Secretaries u/s 383A of the Companies Act, 1956 in respect of the
financial year ended March 31, 2014 is annexed to the Directors''
Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
In view of the nature of activities which are being carried on by the
Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1986, concerning conservation
of energy and technology absorption respectively are not applicable to
the Company,
During the year under review, there was no foreign exchange earnings
and outgo.
PARTICULARS OF EMPLOYEES
Information as per Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Rules, 1975 is not given, as there
were no employees drawing remuneration prescribed under the said
section.
Your Directors are pleased to inform the investors that the Company has
obtained electronic connectivity for dematerialisation of its
securities and the International Securities Identification Number
(1S1N) allotted to the Equity Shares of the Company by the Central
Depository Services (India) Limited (CDSL), for availing the depository
services with any of the Depository Participants registered with CDSL
is INE134R01013. Therefore, the investors may opt for dematerialisation
of securities of the Company and avail the depository services.
ACKNOWLEDGEMENT
Your Directors wish to place on record their sincere appreciation of
the assistance and support extended by customers, financial
institutions, banks, vendors, Government and other associated with the
activities of the Company. Your Directors acknowledge with gratitude
the encouragement and support by our valued shareholders.
For and on behalf of the Board of Directors of
ANAND PROJECTS LIMITED
Sd/- Sd/-
Alok Kumar Gupta S.K Bhattar
Whole Time Director Director
(DIN: 06555961) (DIN: 06479775)
Place : Noida
Dated : August 13,2014
Mar 31, 2013
To, The Member of ANAND PROJECTS LIMITED
The Directors present their Seventy Eighth Annual Report together with
Audited Statement of Accounts for the year ended March 31, 2013.
Current
Year Previous
Year
2012-2013 2011-2012
(Rs. in
lacs) (Rs. in
lacs)
Income 4014.91 30821.15
Profit / (Loss) before
Interest & Depreciation: 2157.25 2376.52
Less:
Interest 0.011 0.071
Depreciation 3.27 2.22
Profit / (Loss) before Tax 2153.97 2374.23
Provision for Current Tax 730.38 775.70
Provision for Deferred Tax (2.50) 0.58
Less: Short Provision for
earlier year now made 2.06
Profit / (Loss) After Tax 1424.03 1597.95
Balance brought forward 1621.46 110.64
Less: Utilised during the year for
Bonus Shares Issued 87.12
Appropriations:
Transfer to General Reserve
Balance carried to Balance Sheet 3045.49 1621.46
OPERATIONS
The total income for the year under review is Rs.4014.91 Lakhs as
compared to Rs.30821.15 Lakhs in the last year. The Company earned a
Net Profit of Rs. 1424.02 Lakhs as compared to a net profit of
Rs.1597.95 Lakhs in the last year.
PUBLIC DEPOSITS
During the year under review, your Company has not accepted any
deposits under the provisions of Section 58A of the Companies Act, 1956
and the rules made there under.
DIRECTORS
The Board has appointed Mr. Alok Kumar Gupta and Mr. Narayan Jee Jha as
Additional Directors of the Company with effect from April 30,2013 and
also Mr. S.K Bhattar as Additional Director of the Company with effect
from May 30, 2013. Pursuant to the provisions of Section 260 of the
Companies Act, 1956 and Article 118 of the Articles of Association of
the Company, Mr. Alok Kumar Gupta, Mr. Narayan Jee Jha and Mr. S.K
Bhattar hold office upto the date of the ensuing Annual General
Meeting. It is proposed to appoint Mr. Alok Kumar Gupta, Mr. Narayan
Jee Jha and Mr. S.K Bhattar as Directors of the Company. The Notices
have been received from the members pursuant to Section 257 of the
Companies Act, 1956, proposing their candidature for the office of
Director.
Further, The Board of Directors, on the recommendation of the
Remuneration Committee and subject to the approval of Shareholders,
Central Government and other authorities, as may be applicable, at its
meeting held on April 30, 2013 and May 30, 2013, had unanimously
approved appointment and the remuneration payable to Mr. Alok Kumar
Gupta as Whole Time Director of the Company for a period of 3 years
w.e.f. April 30, 2013 to April 29, 2016.
Mr. Uday Kumar and Ms. Roma Ahuja resigned from Directorship of the
Company with effect from April 30, 2013 and Mr. Upendra Prasad resigned
from Directorship of the Company with effect from June 27, 2013. Your
Directors place on record their appreciation for the valuable and
devoted services rendered by them.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, the Directors
based on the representations received from the Operating Management
confirm that, to the best of their knowledge -
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 of
the Company for the year under review;
iii) the Directors have taken proper and sufficient care to the best of
their knowledge and ability 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) the Directors have prepared the accounts on a going concern basis.
FUTURE OUTLOOK
As you are aware that the Company has undertaken a new line of business
in the field of engineering projects execution and construction
services for infrastructure projects. Your Directors are pleased to
inform you that the Company has received encouraging response and has
successfully bagged a large order for Engineering, Procurement and
Construction (EPC) services in power sector. Your Company is highly
optimistic to improve its order book substantially, by procuring
further Contracts and Orders, in the forthcoming years.
AUDIT COMMITTEE
The Audit Committee was last reconstituted on May 30, 2013 and it
comprises of Mr. Narayan Jee Jha (Chairman), Mr. Alok Kumar Gupta and
Mr. S.K Bhattar. The Audit Committee met 4 times during the year under
review.
REMUNERATION COMMITTEE
The Remuneration Committee was constituted on May 30,2013 which
comprised of Mr. Narayan Jee Jha (Chairman), Mr. Upendra Prasad and Mr.
S.K Bhattar. The Remuneration Committee met 1 time during the period
under review.
AUDITORS
M/s. Pramod & Associates, Chartered Accountants, the Statutory Auditors
retire at this meeting and are eligible, offer themselves for
re-appointment. A certificate has been obtained from them to the effect
that the appointment, if made will be in accordance with the limits
specified in sub-section (1B) of Section 224 of the Companies Act,
1956. The Audit Committee and your Board recommended their
re-appointment.
AUDITOR''S REPORT
The observations made by the Auditors in their report are appropriately
dealt with in the notes forming part of the accounts for the year which
are self-explanatory and hence do not require any further explanations.
COMPLIANCE CERTIFICATE
A Compliance Certificate from M/s. Amit Verma & Associates, Company
Secretaries u/s 383A of the Companies Act, 1956 in respect of the
financial year ended March 31, 2013 is annexed to the Directors.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
In view of the nature of activities which are being carried on by the
Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1988, concerning conservation
of energy and technology absorption respectively are not applicable to
the Company.
During the year under review, there was no foreign exchange earnings
and outgo.
PARTICULARS OF EMPLOYEES
Information as per Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Rules, 1975 is not given, as there
were no employees drawing remuneration prescribed under the said
section.
ACKNOWLEDGEMENT
Your Directors wish to place on record their sincere appreciation of
the assistance and support extended by customers, financial
institutions, banks, vendors, Government and other associated with the
activities of the Company.
For and on behalf of the Board of Directors
Sd/- Sd/-
Place ¦ Noida Alok Kumar GuPta Narayan Jee Jha
Dated : August
13, 2013 (Whole Time Director) (Director)
Mar 31, 2012
The Directors present their Seventy-Seventh Annual Report together
with Audited Statement of Accounts for the year ended March 31, 2012.
Current
Year Previous
Year
2011-2012 2010-2011
(Rs. in lacs) (Rs. in lacs)
Income 30,821.51 162.19
Profit / (Loss) before
Interest & Depreciation: 2,376.52 156.86
Less: Interest 0.071 -
Depreciation 2.22 0.06
Profit / (Loss) before Tax 2,374.23 156.80
Provision for Current Tax 775.70 -
Provision for Deferred Tax 0.58 50.19
Profit / (Loss) After Tax 1,597.95 106.61
Balance brought forward 110.64 4.03
Less.Utilised during the year
for Bonus Shares issued 87.12 -
Appropriations:
Transfer to General Reserve - -
Balance carried to Balance Sheet 1,621.46 110.64
OPERATIONS
The total income for the year under review is Rs.30,821.51 Lakhs as
compared to Rs. 162.19 Lakhs in the last year. The Company earned a Net
Profit of Rs.1,597.95 Lakhs as compared to a Net Profit of Rs.106.61
Lakhs in the last year. '
CHANGE IN CAPITAL STRUCTURE
During the year under review, the Shareholders have approved increase
in the Authorised Share Capital of the Company from Rs.6,00,000/- to
Rs.25,00,00,000/- by creation of additional 2,49,40,000 Equity Shares
of Rs.10/- each through Postal Ballot, results of which were declared
on May 27, 2011.
Also, in the Seventy-Sixth Annual General Meeting of the Shareholders
held on July 20, 2011, the Company has reclassified its Authorized
Share Capital of the Company into 2,00,00,000 Equity Shares of Rs.10/-
each and 5,00,000 Preference Shares of Rs.100/- each.
Subsequently, the Company has issued and allotted 8,82,385 Equity
Shares of Rs.10/- each as Bonus Shares in the proportion of seventeen
new fully paid Equity Shares for every one Equity Share of Rs.10/- each
by capitalizing the Reserves aggregating to Rs.88,23,850/- pursuant to
approval of Members obtained at Extraordinary General Meeting held on
October 10,2011. The Bonus Equity Shares issued and allotted as above
are listed and admitted to dealings on the Bombay Stock Exchange
Limited.
CHANGE OF REGISTERED OFFICE OF THE COMPANY
During the year under review, the Shareholders of the Company has
passed the special resolution for shifting its registered office from
the State of Maharashtra to the State of Uttar Pradesh pursuant to the
provisions of Section 17 read with Section 146(2) and other applicable
provisions, if any, of the Companies Act, 1956 through postal ballot,
results of which were declared on July 30, 2011. Subsequently, the
Company Law Board, Western Region Bench, Mumbai, passed the order
confirming the transfer of the Registered Office on December 14, 2011.
PUBLIC DEPOSITS
During the year under review, your Company has not accepted any
deposits under the provisions of Section 58A of the Companies Act, 1956
and the rules made there under.
DIRECTORS
As per the Articles of Association of the Company, Mr. Upend Prasad,
retires by rotation and being eligible, offers himself for
re-appointment, which your Directors consider to be in the interests of
the Company and therefore commend it for your approval.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, the Directors
based on the representations received from the Operating Management
confirm that, to the best of their knowledge -
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 of
the Company for the year under review;
iii) the Directors have taken proper and sufficient care to the best of
their knowledge and ability 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) the Directors have prepared the accounts on a going concern basis.
AUDIT COMMITTEE
The Audit Committee comprises of Mr. Upendra Prasad (Chairman), Ms.
Roma Ahuja and Mr. Uday Kumar. The Audit Committee met 4 times during
the year under review.
AUDITORS
M/s. Pramod & Associates, Chartered Accountants, the Statutory Auditors
retire at this meeting and are eligible, offer themselves for
re-appointment. A certificate has been obtained from them to the effect
that the appointment, if made will be in accordance with the limits
specified in sub- section (1B) of Section 224 of the Companies Act,
1956. The Audit Committee and your Board recommended their
re-appointment.
AUDITOR'S REPORT
The observations made by the Auditors in their report are appropriately
dealt with in the notes forming part of the accounts for the year which
are self-explanatory and hence do not require any further explanations.
COMPLIANCE CERTIFICATE
A Compliance Certificate from M/s. Chandanbala Jain & Associates,
Company Secretaries u/s 383A of the Companies Act, 1956 in respect of
the financial year ended March 31, 2012 is annexed to the Directors'
Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
In view of the nature of activities which are being carried on by the
Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1988, concerning conservation
of energy and technology absorption respectively are not applicable to
the Company.
During the year under review, there was no foreign exchange earnings
and outgo.
PARTICULARS OF EMPLOYEES
Information as per Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Rules, 1975 is not given, as there
were no employees drawing remuneration prescribed under the said
section.
ACKNOWLEDGEMENT
Your Directors wish to place on record their sincere appreciation of
the assistance and support extended by customers, financial
institutions, banks, vendors, Government and other associated with the
activities of the Company.
For and on behalf of the Board of
Directors of ANAND PROJECTS LIMITED
Uday Kumar Upendra Prasad
(Director) (Director)
Place : Noida
Date : August 07, 2012
Mar 31, 2010
The Directors present their Seventy-Fifth Annual Report together with
Audited Statement of Accounts for the year ended March 31, 2010.
Current Year Previous Year
2009-2010 2008-2009
(Rs. in lacs) (Rs. in lacs)
Income 0.96 0.89
Profit / (Loss) before Interest
& Depreciation: (0.12) (0.12)
Less:
Interest - -
Depreciation 0.03 0.05
Profit / (Loss) before Tax (0.15) (0.17)
Provision for Current Tax
Provision for Deferred Tax 0.01 (0.03)
Less: Short Provision for earlier
year now made (3.62) -
Profit/(Loss) After Tax (3.76) (0.20)
Balance brought forward 7.79 7.99
Appropriations:
Transfer to General Reserve - -
Balance carried to Balance Sheet 4.03 7.79
OPERATIONS
The total income for the year under review is Rs.0.96 Lakhs as compared
to Rs.0.89 Lakhs in the last year. There is a net loss of Rs.3.76 Lakhs
as compared to a net loss of Rs. 0.20 Lakhs in the last year.
PUBLIC DEPOSITS
During the year under review, your Company has not accepted any
deposits under the provisions of Section 58A of the Companies Act, 1956
and the rules made there under.
DIRECTORS
Mr. Shyam Sunder Sawna was appointed as an Additional Director with
effect from July 29, 2009 and also this appointment was confirmed by
the members in the 74,h Annual General Meeting.
Mr. Sumit Bohra resigned from Directorship of the Company with effect
from July 29, 2009. Your Directors place on record their appreciation
for the valuable and devoted services rendered by him.
As per the Articles of Association of the Company, Mr. Hemant Panpalia,
retires by rotation and being eligible, offers himself for
re-appointment, which your Directors consider to be in the interests of
the Company and therefore commend it for your approval.
DIRECTORS* RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, the Directors
based on the representations received from the Operating Management
confirm that, to the best of their knowledge -
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 loss of the
Company for the year under review;
iii) the Directors have taken proper and sufficient care to the best of
their knowledge and ability 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) the Directors have prepared the accounts on a going concern basis.
AUDIT COMMITTEE
The Audit Committee comprises of Mr. Hemant Panpalia (Chairman), Mr.
Sunil Kumar Avasthi and Mr. Shyam Sunder Sawna. The Audit Committee met
4 times during the year under review.
AUDITORS
M/s. Pramod & Associates, Chartered Accountants, the Statutory Auditors
retire at this meeting and are eligible, offer themselves for
re-appointment. A certificate has been obtained from them to the effect
that the appointment, if made will be in accordance with the limits
specified in sub-section (1B) of Section 224 of the Companies Act,
1956. The Audit Committee and your Board recommended their
re-appointment.
AUDITORS REPORT
The observations made by the Auditors in their report are appropriately
dealt with in the notes forming part of the accounts for the year which
are self-explanatory and hence do not require any further explanations.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
In view of the nature of activities which are being carried on by the
Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1988, concerning conservation
of energy and technology absorption respectively are not applicable to
the Company.
During the year under review, there was no foreign exchange earnings
and outgo.
PARTICULARS OF EMPLOYEES
Information as per Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Rules, 1975 is not given, as there
were no employees drawing remuneration prescribed under the said
section.
ACKNOWLEDGEMENT
Your Directors wish to place on record their sincere appreciation of
the assistance and support extended by customers, financial
institutions, banks, vendors, Government and other associated with the
activities of the Company.
For and on behalf of the Board of Directors
Hemant Panpalia
Mumbai, May 28, 2010 Chairman