Mar 31, 2018
The Directors hereby present the 75th Annual Report together with the Audited Statement of Accounts for the year ended 31st March, 2018.
FINANCIAL RESULTS:
Particulars |
Rupees in 000âs |
|
Year Ended |
Year Ended |
|
31.03.2018 |
31.03.2017 |
|
Revenue |
48,391 |
49,330 |
Profit before Taxation |
1,946 |
2,235 |
Less : Provision for Tax |
||
Current Tax |
875 |
1000 |
Deferred Tax |
(1,469) |
(249) |
Excess / (Short) Provision for Tax Earlier Years |
7 |
- |
Profit after Tax for the year |
2,533 |
1,484 |
Add : Brought forward profit |
13,962 |
12,478 |
Profit available for appropriation |
16,495 |
13,962 |
Transfer To General Reserve |
â |
â |
Balance carried over to Balance Sheet |
16,495 |
13,962 |
Operating Results:
The total revenue of the Company for the year ended 31st March, 2018 was stood at Rs. 483.91 lakh (previous year Rs. 493.30 lakh) and the profit before tax is Rs. 19.46 lakh (previous year Rs. 22.35 lakh). The profit after tax is stood at Rs. 25.33 lakh (previous year Rs. 14.84 lakh).
Dividend on Equity and Preference Shares:
Considering the inadequate profit for the year under review of the Company, the Board of Directors regret to recommend any dividend for the year ended 31st March, 2018 on equity as well as preference shares.
Transfer to Reserves:
No amount was transferred to the reserves during the financial year ended 31st March, 2018.
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public.
Directors:
Mr. Dilip V. Kothari retires by rotation and being eligible offers himself for re-appointment.
The following policies of the company are attached herewith and marked as Annexure 1, Annexure 2 and Annexure 3. Policy on appointment of Directors and Senior Management (Annexure 1)
Policy on Remuneration to Directorâs (Annexure 2)
Policy on Remuneration of Key Managerial Personnel and Employees (Annexure 3)
Directors Responsibility Statement:
Pursuant to sub-section (5) of section 134 of the Companies Act, 2013, the Board of Directors of the company hereby state and confirm that:
i) in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;
ii) they have 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 profits of the Company for that period;
iii) they 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;
iv) they have prepared the annual accounts on a going concern basis;
v) they have laid down internal financial controls for the Company and such internal financial controls are adequate and operating effectively; and
vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.
Corporate Social Responsibility (CSR):
The provisions of section 135 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable to your company.
However, Companyâs social welfare and community development initiatives focus on the key areas of education, health care. As a social responsible Corporate Citizen, the company continues to support a wide spectrum of community initiative through N.G.O.s / Charitable Institutes as well as programs for health, education and environment. Also your company do carry Medical Camps for the locals of Matheran & around on regular Basis, including vaccination for school children. These projects are largely in accordance with Schedule VII of the Companies Act, 2013.
Risk Management:
Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximise the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The major risks have been identified by the Company and its mitigation process/measures have been formulated in the areas such as business, project execution, event, financial, human, environment and statutory compliance.
Vigilance Function:
Your Company has developed a structured mechanism of vigilance functions and its focused towards creation of value for all the stakeholders. The practices involve multi-layer checks and balances to improve transparency. Vigilance Awareness and preventive vigilance activities were continuously carried out during the year. Guidelines of central vigilance commission (CVC) are being followed.
Particulars of Loan, Guarantees and Investments under Section 186:
During the year Company has not given any loan, guarantee or made investment covered under Sec 186 of CA, 2013. Related Party Transactions:
All Related Party Transactions that were entered into during the financial year were on an armâs length basis and in the ordinary course of business. Please refer point âBâ of Note 37 to the Notes to the accounts.
Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit Committee for its omnibus approval and the particulars of contracts entered during the year as per Form AOC-2 is enclosed as Annexure -4.
Subsidiaries, Joint Ventures and Associate Companies:
During the year under review, no company has become or ceased to be the Companyâs subsidiaries, joint ventures or associate companies.
Details of Significant and Material Orders Passed By the Regulators, Courts and Tribunals:
No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companyâs operations in future.
Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013:
The Company is committed to provide a safe and conducive work environment to its employees. During the year under review, no case of sexual harassment was reported.
Material Changes And Commitment If Any Affecting The Financial Position Of The Company Occurred Between The Ends Of The Financial Year To Which This Financial Statement 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
Meetings:
During the year 4 Board Meetings were held. Meetings were held on 30.05.2017, 13.09.2017, 14.11.2017, 13.02.2018.
Extract of Annual Return:
The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith as âAnnexure 5â
Auditors:
M/s Sancheti & Co. (Firm Registration No. 000016C ), Chartered Accountants have been appointed as statutory auditors of the company for a period of five years i.e. from the conclusion of 75th Annual General Meeting to 80th Annual General Meeting subject to ratification by members at every consequent Annual General Meeting in place of the retiring auditors M/s Amar Bafna & Associates, Chartered Accountant (Firm Registration No.114854W). Therefore, ratification of appointment of Statutory Auditors is being sought from the members of the Company at the ensuing Annual General Meeting.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are self-explanatory and therefore, in the opinion of the Directors, do not call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange Ltd., Mumbai. It may be noted that there are no payment outstanding to the said Exchange by way of listing fees etc.
Secretarial Audit Report:
In accordance with Section 204 of the Companies Act, 2013, the Company had appointed MSR& Associates, Company Secretaries as Secretarial Auditors for the financial year ended 31st March, 2018. The Secretarial Auditorâs report forms part of the Annual Report.
Particulars of Employees:
Information as per Section 197 of the Companies Act, 2013 (the âActâ) read with the Companies Appointment and Remuneration of Managerial Personnel Rules, 2014 as amended by notification dated. 30/06/2016 list of the top ten employees in terms of remuneration drawn is annexed as Annexure - 2. None of the employees is employed on a remuneration of RS. 8,50,000/- p.m. or Rs. 1,02,00,000/- p.a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings and Outgo:
Information required to be disclosed pursuant to section 134 (3) (m) of The Companies Act, 2013 read with Rule 8(3) of The Companies (Accounts) Rules, 2014 with respect to conservation of energy, technology absorption and foreign exchange earning & outgo are furnished hereunder:
a) Conservation of Energy: The Company has always given high priority to energy conservation. Constant efforts have been made to reduce energy consumption on continuos basis. Employee awareness and effective monitoring of uses of energy are being pursued. The Company is also examining the use of alternative source of energy. It had already implemented Hot Water System at the hotel site and converting normal lighting to PL/CFL lighting to save fuel and electricity consumption to the considerable extent.
b) Technology Absorption: The Company being in the hospitality industry, its activities do not as such involve any technology absorption or expenditure on research and development. Nonetheless, the Companyâs endeavors would be to achieve what is best possible in its business.
c) Foreign Exchange Earnings & Outgo: Rs.0.87 lakh being realization under credit cards (Previous year Rs. 1.39 lakh). Outgo Rs. Nil (Previous year Nil)
Corporate Governance:
Regulation 15 (2 t) of SEBI(Listing Obligations and Disclosure Requirement) Regulations, 2015 in respect of Corporate Governance is not applicable to your Company since the paid up capital of the company is less than Rs. 3 crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the co-operation and assistance received from Shareholders, Bankers, Central & State Government, Local Authorities and all other authorities during the year under review. Your Directors also like to thanks to its customers, contractors and suppliers for their continuous support and confidence in its management.
Your Directors would like to appreciate the efforts of the Companyâs employees for their continued support extended to the company.
By Order of the Board
Vinaychand Kothari Dilip V. Kothari
Place Mumbai Chairman & Managing Director Jt. Managing Director
Date : 20th July, 2018 DIN: 00010974 DIN: 00011043
Mar 31, 2016
To the Members,
The Directors hereby present the 73rd Annual Report together with the Audited Statement of Accounts for the year ended 31st March, 2016.
FINANCIAL RESULTS :
Particulars |
Rupees in 000âs |
|
Year Ended |
Year Ended |
|
31.03.2016 |
31.03.2015 |
|
Revenue |
51,550 |
48,804 |
Profit before Taxation |
3,752 |
5,052 |
Less : Provision for Tax |
||
Current Tax |
1,325 |
1,720 |
Deferred Tax |
(151) |
(450) |
Excess / (Short) Provision for Tax Earlier Years |
14 |
(22) |
Profit after Tax for the year |
2,564 |
3,804 |
Add : Brought forward profit |
9,914 |
9,860 |
Profit available for appropriation |
12,478 |
13,664 |
Transfer To General Reserve |
â |
â |
Dividend : On Preference Shares |
â |
1,440 |
On Equity Shares |
â |
1,685 |
Dividend Tax on dividend |
â |
625 |
Balance carried over to Balance Sheet |
12,478 |
9,914 |
Operating Results:
The total revenue of the Company for the year ended 31st March, 2016 was stood at Rs. 515.50 lacs (previous year Rs. 488.04 lacs) and the profit before tax is Rs. 37.52 lacs (previous year Rs. 50.52 lacs). The profit after tax is stood at Rs. 25.64 lacs (previous year Rs. 38.04 lacs).
Dividend on Equity and Preference Shares:
Considering the inadequate profit for the year under review of the Company, the Board of Directors regret to recommend any dividend for the year ended 31 March, 2016 on equity as well as preference shares.
Transfer to Reserves:
No amount was transferred to the reserves during the financial year ended 31st March, 2016.
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public.
Directors:
Mr. Manohar R. Tambat retires by rotation and being eligible offers himself for re-appointment.
The board, therefore, recommends their re-appointment as director of the Company
Directors Responsibility Statement:
Pursuant to sub-section (5) of section 134 of the Companies Act, 2013, the Board of Directors of the company hereby state and confirm that:
i) in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;
ii) they have 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 profits of the Company for that period;
iii) they 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;
iv) they have prepared the annual accounts on a going concern basis;
v) they have laid down internal financial controls for the Company and such internal financial controls are adequate and operating effectively; and
vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.
Corporate Social Responsibility (CSR):
The provisions of section 135 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable to your company.
However, your Companyâs social welfare and community development initiatives focus on the key areas of education, health care. As a social responsible Corporate Citizen, the company continues to support a wide spectrum of community initiative through N.G.O.s / Charitable Institutes as well as programs for health, education and environment. Also your company do carry Medical Camps for the locals of Matheran & around on Regular Basis, including vaccination for school children. These projects are largely in accordance with Schedule VII of the Companies Act, 2013.
Risk Management:
Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The major risks have been identified by the Company and its mitigation process/measures have been formulated in the areas such as business, project execution, event, financial, human, environment and statutory compliance.
Vigilance Function :
Your Company has developed a structured mechanism of vigilance functions and its focused towards creation of value for all the stakeholders. The practices involve multi-layer checks and balances to improve transparency. Vigilance Awareness and preventive vigilance activities were continuously carried out during the year. Guidelines of central vigilance commission (CVC) are being followed.
Particulars of Loan, Guarantees and Investments under Section 186:
During the year Company has not given any loan, guarantee or made investment covered under Sec 186 of CA, 2013. Related Party Transactions:
All Related Party Transactions that were entered into during the financial year were on an armâs length basis and in the ordinary course of business. Please refer point âjâ of Note 20 to the Notes to the accounts.
Subsidiaries, Joint Ventures and Associate Companies:
During the year under review, no company has become or ceased to be the Companyâs subsidiaries, joint ventures or associate companies.
Details Of Significant And Material Orders Passed By The Regulators, Courts And Tribunals:
No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companyâs operations in future.
Disclosures Under Sexual Harassment Of Women At Workplace (Prevention, Prohibition & Redressal) Act, 2013:
The Company is committed to provide a safe and conducive work environment to its employees. During the year under review, no case of sexual harassment was reported.
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 end of the financial year to which this financial statements relate on the date of this report
Meetings:
During the year 6 Board Meetings were held. Meetings were held on 30.05.2015, 14.08.2015, 14.11.2015, 25.01.2016, 01.02.2016 and 26.03.2016.
Extract of Annual Return:
The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith as âAnnexure 1â Auditors:
M/s Amar Bafna & Associates (Firm Registration No. 114854W), Chartered Accountants have been appointed as statutory auditors of the company at the Annual General Meeting held on 22.08.2014 for a period of Four years subject to ratification by members at every consequent Annual General Meeting. Therefore, ratification of appointment of Statutory Auditors is being sought from the members of the Company at the ensuing Annual General Meeting.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are self-explanatory and therefore, in the opinion of the Directors, do not call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange Ltd., Mumbai. It may be noted that there are no payment outstanding to the said Exchange by way of listing fees etc.
Secretarial Audit Report:
In accordance with Section 204 of the Companies Act, 2013, the Company had appointed M/s. N. Bafna & Co., Company Secretaries as Secretarial Auditors for the financial year ended 31st March, 2016. The Secretarial Auditorâs report forms part of the Annual Report.
Particulars of Employees:
Information as per Section 197 of the Companies Act, 2013 (the âActâ) read with the Companies Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended by notification dtd. 30/06/2016 list of the top ten employees in terms of remuneration drawn is annexed as Annexure - 2. None of the employees is employed on a remuneration of Rs. 8,50,000/- p.m. or Rs.1,02,00,000/- p.a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings and Outgo:
Information required to be disclosed pursuant to section 134 (3) (m) of The Companies Act, 2013 read with Rule 8(3) of The Companies (Accounts) Rules, 2014 with respect to conservation of energy, technology absorption and foreign exchange earning & outgo are furnished hereunder:
a) Conservation of Energy: The Company has always given high priority to energy conservation. Constant efforts have been made to reduce energy consumption on continues basis. Employee awareness and effective monitoring of uses of energy are being pursued. The Company is also examining the use of alternative source of energy. It had already implemented Hot Water System at the hotel site and converting normal lighting to PL/CFL lighting to save fuel and electricity consumption to the considerable extent.
b) Technology Absorption: The company being in the hospitality industry, its activities do not as such involve any technology absorption or expenditure on research and development. Nonetheless, the Companyâs endeavors would be to achieve what is best possible in its business.
c) Foreign Exchange Earnings & Outgo: Rs. 2.76 Lacs being realization under credit cards (Previous year Rs. 3.18 Lacs). Outgo Rs. Nil (Previous year Rs. 0.64 Lacs).
Corporate Governance:
Provision of Clause 49 of Listing Agreement and Regulation 15(2) of SEBI (LODR) Regulation in respect of Corporate Governance is not applicable to your Company since the paid up capital of the company is less than Rs. 3 crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the co-operation and assistance received from Shareholders, Bankers, Central & State Government, Local Authorities and all other authorities during the year under review. Your Directors also like to thanks to its customers, contractors and suppliers for their continuous support and confidence in its management.
Your Directors would like to appreciate the efforts of the Companyâs employees for their continued support extended to the company.
For and on behalf of the board,
Vinaychand Kothari
Mumbai, 12th August, 2016 Chairman
Mar 31, 2015
To the Members,
The Directors hereby present the 72nd Annual Report together with the
Audited Statement of Accounts for the year ended 31st March, 2015.
FINANCIAL RESULTS :
Particulars Rupees in 000's
Year Ended Year Ended
31.03.2015 31.03.2014
Revenue 48,804 47,941
Profit before Taxation 5,052 6,182
Less : Provision for Tax
Current Tax 1,720 1,950
Deferred Tax (450) 139
Excess/(Short) Provision for Tax Earlier Years (22) 183
Profit after Tax for the year 3,804 3,910
Add : Brought forward profit 9,860 9,582
Profit available for appropriation 13,664 13,492
Transfer To General Reserve - -
Dividend : On Preference Shares 1,440 1,440
On Equity Shares 1,685 1,685
Dividend Tax on dividend 625 507
Balance carried over to Balance Sheet 9,914 9,860
Operating Results:
The total revenue of the Company for the year ended 31st March, 2015
was stood at Rs. 488.04 lacs (previous year Rs. 479.41 lacs) and the
profit before tax is Rs. 50.52 lacs (previous year Rs. 61.82 lacs). The
profit after tax is stood at Rs. 38.04 lacs (previous year Rs. 39.10
lacs).
Dividend on Equity and Preference Shares:
Your Directors recommend dividend of Rs. 0.10/- (10%) per equity share
of Re. 1/- each & Rs. 1.20/- (12%) on Preference Shares of Rs. 10/-
each for the year ended 31st March, 2015. If approved, the dividend
will be paid to the share holders / beneficial holders whose names
appear in the Register of Members as on 21st September, 2015. The total
amount of dividend outgo will be Rs. 37.50 Lacs including dividend tax
(previous year dividend outgo Rs. 36.32 lacs including dividend tax).
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public
within the meaning of Section 58A & 58AA of the Companies Act, 1956.
Directors:
Mrs. Neelam D. Kothari (DIN-02312332) was co-opted on the Board w.e.f.
20th March, 2015 as woman Director to comply the requirement of
provision of Section 149 (1) of Companies Act 2013 who hold the office
till the date of Annual General Meeting. The Company has received a
notice from the member together with the Deposit of Rs. 1,00,000/-
signifying his intention to propose Mrs. Kothari for the office of
woman director.
Mr. Mangal S. Chheda and Mr. Mehernoz C. Dangore who are already on the
Board of the Company as Independent Directors are being appointed in
the same position for a period 5 (five) years at the forthcoming Annual
General Meeting of the Company pursuant to sub-sections (4) and (10) of
Section 149 and other applicable provisions, if any, of the Companies
Act, 2013. In accordance with sub-section (13) of Section 149, these
Independent Directors will not retire by rotation. The Company has
received Notices from shareholder(s) proposing the appointment of Mr.
Mangal S. Chheda, and Mr. Mehernoz C. Dangore as Independent Directors
on the Board for a period of 5 years at the forthcoming Annual General
Meeting of the Company. The particulars of Directors are given in the
Annexure to the Notice.
The board, therefore, recommends their appointment / re-appointment as
director / independent directors of the Company.
Directors Responsibility Statement:
Pursuant to sub-section (5) of section 134 of the Companies Act, 2013,
the Board of Directors of the company hereby state and confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have been
made from the same;
ii) they have 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 profits of the
Company for that period;
iii) they 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;
iv) they have prepared the annual accounts on a going concern basis;
v) they have laid down internal financial controls for the Company and
such internal financial controls are adequate and operating
effectively; and
vi) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and such systems are adequate and
operating effectively.
Corporate Social Responsibility (CSR):
Your Company's social welfare and community development initiatives
focus on the key areas of education, health care. As a social
responsible Corporate Citizen, the company continues to support a wide
spectrum of community initiative through N.G.O.s / Charitable
Institutes as well as programs for health, education and environment.
Also your company do carry Medical Camps for the locals of Matheran &
around on Regular Basis, including vaccination for school children.
These projects are largely in accordance with Schedule VII of the
Companies Act, 2013.
Vigilance Function :
Your Company has developed a structured mechanism of vigilance
functions and its focused towards creation of value for all the
stakeholders. The practices involve multi-layer checks and balances to
improve transparency. Vigilance Awareness and preventive vigilance
activities were continuously carried out during the year. Guidelines of
central vigilance commission (CVC) are being followed.
Particulars of Loan, Guarantees and Investments under Section 186:
During the year Company has not given any loan, guarantee or made
investment covered under Sec 186 of CA, 2013. Related Party
Transactions:
All Related Party Transactions that were entered into during the
financial year were on an arm's length basis and in the ordinary
course of business. Please refer point 'j' of Note 20 to the Notes
to the accounts.
Subsidiaries, Joint Ventures and Associate Companies:
During the year under review, no company has become or ceased to be the
Company's subsidiaries, joint ventures or associate companies.
Details Of Significant And Material Orders Passed By The Regulators,
Courts And Tribunals:
No significant and material order has been passed by the regulators,
courts, tribunals impacting the going concern status and Company's
operations in future.
Disclosures Under Sexual Harassment Of Women At Workplace (Prevention,
Prohibition & Redressal) Act, 2013:
The Company is committed to provide a safe and conducive work
environment to its employees. During the year under review, no case of
sexual harassment was reported.
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 end of the financial year to which
this financial statements relate on the date of this report
Meetings:
During the year 7 Board Meetings were held. Meetings were held on
30.05.2014, 14.07.2014, 14.08.2014, 21.08.2014, 14.11.2014, 13.02.2015
and 20.03.2015.
Extract of Annual Return:
The details forming part of the extract of the Annual Return in form
MGT 9 is annexed herewith as "Annexure 1" Auditors:
M/s Amar Bafna & Associates (Firm Registration No. 114854W ) ,Chartered
Accountants have been appointed as statutory auditors of the company at
the last Annual General Meeting held on 22.08.2014 for a period of Five
years subject to ratification by members at every consequent Annual
General Meeting. Therefore, ratification of appointment of Statutory
Auditors is being sought from the members of the Company at the ensuing
Annual General Meeting.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are
self-explanatory and therefore, in the opinion of the Directors, do not
call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange
Ltd., Mumbai. It may be noted that there are no payment outstanding to
the said Exchange by way of listing fees etc.
Secretarial Audit Report:
In accordance with Section 204 of the Companies Act, 2013, the Company
had appointed M/s. N. Bafna & Co., Company Secretaries as Secretarial
Auditors for the financial year ended 31st March, 2015. The Secretarial
Auditor's report forms part of the Annual Report.
Particulars of Employees:
Information as per Section 197 of the Companies Act, 2013 (the
'Act') read with the Companies Appointment and Remuneration of
Managerial Personnel) Rules, 2014 are not applicable to your company
since none of the employees is employed on a remuneration of Rs.
5,00,000/- p.m. or Rs. 60,00,000/- p.a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings
and Outgo:
Information required to be disclosed pursuant to section 134(3)(m) of
The Companies Act, 2013 read with Rule 8(3) of The Companies (Accounts)
Rules, 2014 with respect to conservation of energy, technology
absorption and foreign exchange earning & outgo are furnished
hereunder:
a) Conservation of Energy: The Company has always given high priority
to energy conservation. Constant efforts have been made to reduce
energy consumption on continuos basis. Employee awareness and effective
monitoring of uses of energy are being pursued. The Company is also
examining the use of alternative source of energy. It had already
implemented Hot Water System at the hotel site and converting normal
lighting to PL/CFL lighting to save fuel and electricity consumption to
the considerable extent.
b) Technology Absorption: The company being in the hospitality
industry, its activities do not as such involve any technology
absorption or expenditure on research and development. Nonetheless, the
Company's endeavors would be to achieve what is best possible in its
business.
c) Foreign Exchange Earnings & Outgo: Rs. 3.18 Lacs being realization
under credit cards (Previous year Rs. 1.94 Lacs). Outgo Rs. Nil
(Previous year Rs. Nil).
Corporate Governance:
Provision of Clause 49 of Listing Agreement in respect of Corporate
Governance is not applicable to your Company since the paid up capital
of the company is less than Rs. 3 crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders, Bankers,
Central & State Government, Local Authorities and all other authorities
during the year under review. Your Directors also like to thanks to its
customers, contractors and suppliers for their continuous support and
confidence in its management.
Your Directors would like to appreciate the efforts of the Company's
employees for their continued support extended to the company.
For and on behalf of the board,
Vinaychand Kothari
Mumbai, 14th August, 2015 Chairman
Mar 31, 2014
Dear Members,
The Directors hereby present the 71st Annual Report together with the
Audited Statement of Accounts for the year ended 31st March, 2014.
FINANCIAL RESULTS :
Particulars Rupees in 000''s
Year Ended Year Ended
31.03.2014 31.03.2013
Revenue 47,941 46,144
Profit before Taxation 6,182 7,306
Less : Provision for Tax
Current Tax 1,950 2,175
Deferred Tax 139 (94)
Excess/(Short) Provision for
Tax Earlier Years 183 (112)
Profit after Tax for the year 3,910 5,337
Add : Brought forward profit 9,582 9,357
Profit available for appropriation 13,492 14,694
Transfer To General Reserve - 500
Dividend : On Preference Shares 1,440 1,440
On Equity Shares 1,685 2,528
Dividend Tax on dividend 507 644
Balance carried over to Balance Sheet 9,860 9,582
Operating Results:
The total revenue of the Company for the year ended 31st March, 2014
was stood at Rs. 479.41 lacs (previous year Rs. 461.44 lacs) and the
profit before tax is Rs. 61.82 lacs (previous year Rs. 73.06 lacs). The
profit after tax is stood at Rs. 39.10 lacs (previous year Rs. 53.37
lacs).
Dividend on Equity and Preference Shares:
Your Directors recommend dividend of Rs. 0.10/- (10%) per equity share
of Re. 1/- each & Rs. 1.20/- (12%) on Preference Shares of Rs. 10/-
each for the year ended 31st March, 2014. If approved, the dividend
will be paid to the share holders/ beneficial holders whose names
appear in the Register of Members as on 21st August, 2014. The total
amount of dividend outgo will be Rs. 36.32 Lacs including dividend tax
(previous year dividend outgo Rs. 46.11 lacs including dividend tax).
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public
within the meaning of Section 58A & 58AA of the Companies Act, 1956.
Directors:
Mr. Manohar R. Tambat retires by rotation and being eligible offers
himself for re-appointment.
During the year, the Ministry of Corporate Affairs (MCA) has notified
majority of the provisions inter alia provisions relating to selection,
manner of appointment, roles, functions, duties, re-appointment of
independent directors (IDs) and the relevant rules under the Companies
Act, 2013 (the Act 2013) and made them effective 1st April 2014.
The existing composition of the Company''s board is fully in conformity
with the applicable provisions of the Act 2013 and Clause 49 of the
Listing Agreement having the following directors as non-executive IDs,
namely Dr. Mr Ramnik Baxi, Mr. Mangal Chheda and Mr. Mahernoz Dangoer,.
In terms of the provisions of Section 149(10) read with Section 149(5)
of the Act 2013, IDs are eligible to hold office for a term upto five
consecutive years on the board and eligible for re-appointment for the
second term on passing special resolutions by the Company. During the
period, they will not be liable to ''retire by rotation'' as per the
provisions of Sections 150(2), 152(2) read with Schedule IV to the Act
2013.
It is, therefore, proposed to appoint them as IDs for a consecutive
period of five years at the AGM. Necessary declarations have been
obtained from them, as envisaged under the Act 2013.
The board also ensured that their appointments as IDs are in compliance
with the requirements under the relevant statutes and that there were
appropriate balance of skills, experience and knowledge in the board,
so as to enable the board to discharge its functions and duties
effectively.
In terms of the provisions of sub-section (6) read with explanation to
Section 152 of the Act 2013, two-third of the total number of directors
i.e., excluding IDs, are liable to retire by rotation and out of which,
one-third is liable to retire by rotation at every annual general
meeting.
The brief resume of these directors proposed to be appointed and
re-appointed and other relevant information have been furnished in the
Notice convening the AGM. Appropriate resolutions for their appointment
/ re-appointment are being placed for approval of the members at the
AGM.
The board, therefore, recommends their appointment / re-appointment as
directors of the Company
Directors Responsibility Statement:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors of the Company hereby state and confirm
that :
i. In the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures.
ii. 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 of
the Company for that period.
iii. The Directors had 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 Directors had prepared the annual accounts on a going concern
basis.
Social Responsibility Statement:
As a social responsible Corporate Citizen, the company continues to
support a wide spectrum of community initiative through N.G.O.s /
Charitable Institutes as well as programs for health, education and
environment. Also your company do carry Medical Camps for the locals of
Matheran & around on Regular Basis, including vaccination for school
children.
Auditors:
The Company, in terms of section 139 (1) and (2) of the Act 2013 is
required to appoint statutory auditors for a term of 5 consecutive
years i. e. till the conclusion of sixth annual general meeting and
ratify their appointment, during the period, in every annual general
meeting by an ordinary resolution.
The period for which any firm has held office as auditor prior to the
commencement of the Act, 2013 will be taken ito account for calculating
the period of five consecutive years, as per the fourth proviso to
section 139(2) of the Act 2013 read with Rule 6 (3) of the Companies
(Audit and Auditors) Rules, 2014, M/s. Amar Bafna & Associates,
Chartered Accountant, Mumbai who were earlier appointed as statutory
auditors of the Company at the annual general meeting held on
22.08.2013, are eligible to be appointed for the remaining period of 4
years out of the first term of 5 consecutive years in terms of the Act,
2013.
Company has obtained necessary certificate under Section 141 of the
Act, 2013 from the auditor conveying their eligibility for the above
appointment.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are
self-explanatory and therefore, in the opinion of the Directors, do not
call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange
Ltd., Mumbai. It may be noted that there are no payment outstanding to
the said Exchange by way of listing fees etc.
Secretarial Compliance Report:
A Secretarial Compliance Report Pursuant to the proviso to sub section
(1) of Section 383A of the Companies Act, 1956 read with the Companies
(Compliance Certificate) Rules, 2001 as amended are annexed hereto
forming part of the Directors'' Report.
Particulars of Employees:
The provisions of Section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules 1975 as amended are not
applicable to your company since none of the employee employed on a
remuneration of Rs. 5,00,000/- p.m. or Rs. 60,00,000/- p. a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings
and Outgo:
The information as required under Section 217 (1)(e) of the Companies
Act, 1956 read with Rule 2 of the Companies (Disclosure of particulars
in the report of Board of Directors) Rules, 1988 is furnished
hereunder:
a) Conservation of Energy: The Company has always given high priority
to energy conservation. Constant efforts have been made to reduce
energy consumption on continuos basis. Employee awareness and effective
monitoring of uses of energy are being pursued. The Company is also
examining the use of alternative source of energy. It had already
implemented Hot Water System at the hotel site and converting normal
lighting to PL/CFL lighting to save fuel and electricity consumption to
the considerable extent.
b) Technology Absorption: The company being in the hospitality
industry, its activities do not as such involve any technology
absorption or expenditure on research and development. Nonetheless, the
Company''s endeavors would be to achieve what is best possible in its
business.
c) Foreign Exchange Earnings & Outgo: Rs. 1.94 Lacs being realization
under credit cards (Previous year Rs. 3.13 Lacs). Outgo Rs. Nil
(Previous year Rs. Nil).
Corporate Governance:
Provision of Clause 49 of Listing Agreement in respect of Corporate
Governance is not applicable to your Company since the paid up capital
of the company is less than Rs. 3 crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders, Bankers,
Central & State Government, Local Authorities and all other authorities
during the year under review. Your Directors also like to thanks to its
customers, contractors and suppliers for their continuous support and
confidence in its management.
Your Directors would like to appreciate the efforts of the Company''s
employees for their continued support extended to the company.
For and on behalf of the board,
Vinaychand Kothari
Mumbai, 14th July, 2014 Chairman
Mar 31, 2013
To the Members,
The Directors hereby present the Seventieth Annual Report together
with the Audited Statement of Accounts for the year ended 31st March,
2013.
FINANCIAL RESULTS :
Particulars Rupees in 000''s
Year Ended Year Ended
31.03.2013 31.03.2012
Revenue 46,144 44,150
Profit before Taxation 7,306 7,309
Less : Provision for Tax
Current Tax 2,175 2,425
Deferred Tax (94) (98)
Excess/(Short) Provision
for Tax Earlier Years (112) (56)
Profit after Tax for the year 5,337 5,038
Add : Brought forward profit 9,357 9,430
Profit available
for appropriation 14,694 14,468
Transfer To General Reserve 500 500
Dividend : On Preference Shares 1,440 1,440
On Equity Shares 2,528 2,528
Dividend Tax on dividend 644 643
Balance carried over to
Balance Sheet 9,582 9,357
Operating Results:
The total revenue of the Company for the year ended 31st March, 2013
was stood at Rs. 461.44 lacs (previous year Rs. 441.50 lacs) and the
profit before tax is Rs. 73.06 lacs (previous year Rs. 73.09 lacs). The
profit after tax is stood at Rs. 53.37 lacs (previous year Rs. 50.38
lacs).
Dividend on Equity and Preference Shares:
Your Directors had paid an interim dividend of Rs. 0.30/- (15%) per
equity share of Rs. 2/- each & Rs. 1.20/- (12%) on Preference Shares of
Rs. 10/- each for the year ended 31st March, 2013 and considering the
working of the company during the year, your Directors do not recommend
any final dividend. The same is to be treated as final dividend and to
be taken on record at the ensuing Annual General Meeting. The total
amount of dividend outgo was Rs. 46.11 Lacs including dividend tax
(previous year dividend outgo Rs. 46.11 lacs including dividend tax).
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public
within the meaning of Section 58A & 58AA of the Companies Act, 1956.
Directors:
Mr. Dilip V. Kothari & Mr. Mehernoz C. Dangore retires by rotation and
being eligible offer themselves for re-appointment.
Directors Responsibility Statement:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors of the Company hereby state and confirm
that :
i. In the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures.
ii. 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 of
the Company for that period.
iii. The Directors had 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 Directors had prepared the annual accounts on a going concern
basis.
Social Responsibility Statement:
As a social responsible Corporate Citizen, the company continues to
support a wide spectrum of community initiative through N.G.O.s /
Charitable Institutes as well as programs for health, education and
environment. Also your company do carry Medical Camps for the locals of
Matheran & around on Regular Basis, including vaccination for school
children.
Auditors:
M/s. D. C. Surana & Associates, Chartered Accountants, have shown their
unwillingness for re-appointment.
Your Directors recommend the appointment of M/s. Amar Bafna &
Associates, Chartered Accountants as the auditors of the company from
the conclusion of ensuing Annual General Meeting up to the conclusion
of the next Annual General Meeting.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are
self-explanatory and therefore, in the opinion of the Directors, do not
call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange
Ltd., Mumbai. It may be noted that there are no payment outstanding to
the said Exchange by way of listing fees etc.
Secretarial Compliance Report:
A Secretarial Compliance Report Pursuant to the proviso to sub section
(1) of Section 383A of the Companies Act, 1956 read with the Companies
(Compliance Certificate) Rules, 2001 as amended are annexed hereto
forming part of the Directors'' Report.
Particulars of Employees:
The provisions of Section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules 1975 as amended are not
applicable to your company since none of the employee employed on a
remuneration of Rs. 5,00,000/- p.m. or Rs. 60,00,000/- p. a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings
and Outgo:
The information as required under Section 217 (1)(e) of the Companies
Act, 1956 read with Rule 2 of the Companies (Disclosure of particulars
in the report of Board of Directors) Rules, 1988 is furnished
hereunder:
a) Conservation of Energy: The Company has always given high priority
to energy conservation. Constant efforts have been made to reduce
energy consumption on continuos basis. Employee awareness and effective
monitoring of uses of energy are being pursued. The Company is also
examining the use of alternative source of energy. It had already
implemented Hot Water System at the hotel site and converting normal
lighting to PL/CFL lighting to save fuel and electricity consumption to
the considerable extent.
b) Technology Absorption: The company being in the hospitality
industry, its activities do not as such involve any technology
absorption or expenditure on research and development. Nonetheless, the
Company''s endeavors would be to achieve what is best possible in its
business.
c) Foreign Exchange Earnings & Outgo: Rs. 1.63 Lacs being realization
under credit cards (Previous year Rs. 3.13 Lacs). Outgo Rs. Nil
(Previous year Rs. Nil).
Corporate Governance:
Provision of Clause 49 of Listing Agreement in respect of Corporate
Governance is not applicable to your Company since the paid up capital
of the company is less than Rs. 3 crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders, Bankers,
Central & State Government, Local Authorities and all other authorities
during the year under review. Your Directors also like to thanks to its
customers, contractors and suppliers for their continuous support and
confidence in its management.
Your Directors would like to appreciate the efforts of the Company''s
employees for their continued support extended to the company.
For and on behalf of the board,
Vinaychand Kothari
Mumbai, 18th July, 2013. Chairman
Mar 31, 2012
The Directors hereby present the Sixty Ninth Annual Report together
with the Audited Statement of Accounts for the year ended 31st March,
2012.
FINANCIAL RESULTS :
Particulars Rupees in 000's
Year Ended Year Ended
31.03.2012 31.03.2011
Revenue 44,167 43,661
Profit before Taxation 7,309 9,252
Less : Provision for Tax
Current Tax 2,425 2,550
Deferred Tax (98) 217
Excess/(Short) Provision
for Tax Earlier Years (56) 380
Profit after Tax for the year 5,038 6,105
Add : Brought forward profit 9,430 8,467
Profit available for appropriation 14,468 14,572
Transfer To General Reserve 500 500
Dividend : On Preference Shares 1,440 1,440
On Equity Shares 2,528 2,528
Dividend Tax on dividend 643 674
Balance carried over to
Balance Sheet 9,357 9,430
Operating Results:
The total revenue of the Company for the year ended 31st March, 2012
was stood at Rs. 441.67 lacs (previous year Rs. 436.61 lacs) and the
profit before tax is Rs. 73.09 lacs (previous year Rs. 92.52 lacs). The
profit after tax is stood at Rs. 50.38 lacs (previous year Rs. 61.05
lacs).
Dividend on Equity and Preference Shares:
Your Directors had paid an interim dividend of Rs. 0.30/- (15%) per
equity share of Rs. 2/- each & Rs. 1.20/- (12%) on Preference Shares of
Rs. 10/- each for the year ended 31st March, 2012 and considering the
working of the company during the year, your Directors do not recommend
any final dividend. The same is to be treated as final dividend and to
be taken on record at the ensuing Annual General Meeting. The total
amount of dividend outgo was Rs. 46.11 Lacs including dividend tax
(previous year dividend outgo Rs. 46.42 lacs including dividend tax).
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public
within the meaning of Section 58A & 58AA of the Companies Act, 1956.
Directors:
Mr. Vinaychand Kothari & Mr. Mangal S. Chheda retires by rotation and
being eligible offer themselves for re-appointment.
Directors Responsibility Statement:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors of the Company hereby state and confirm
that :
i. In the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures.
ii. 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 of
the Company for that period.
iii. The Directors had 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 Directors had prepared the annual accounts on a going concern
basis.
Social Responsibility Statement:
As a social responsible Corporate Citizen, the company continues to
support a wide spectrum of community initiative through N.G.O.s /
Charitable Institutes as well as programs for health, education and
environment. Also your company do carry Medical Camps for the locals of
Matheran & around on Regular Basis, including vaccination for school
children.
Auditors:
The retiring Auditors M/s. D. C. Surana & Associates, Chartered
Accountants, being eligible offer themselves for reappointment.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are
self-explanatory and therefore, in the opinion of the Directors, do not
call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange
Ltd., Mumbai. It may be noted that there are no payment outstanding to
the said Exchange by way of listing fees etc.
Secretarial Compliance Report:
A Secretarial Compliance Report Pursuant to the proviso to sub section
(1) of Section 383A of the Companies Act, 1956 read with the Companies
(Compliance Certificate) Rules, 2001 as amended are annexed hereto
forming part of the Directors' Report.
Particulars of Employees:
The provisions of Section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules 1975 as amended are not
applicable to your company since none of the employee employed on a
remuneration of Rs. 5,00,000/- p.m. or Rs. 60,00,000/- p. a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings
and Outgo:
The information as required under Section 217 (1)(e) of the Companies
Act, 1956 read with Rule 2 of the Companies (Disclosure of particulars
in the report of Board of Directors) Rules, 1988 is furnished
hereunder:
a) Conservation of Energy: The Company has always given high priority
to energy conservation. Constant efforts have been made to reduce
energy consumption on continuous basis. Employee awareness and
effective monitoring of uses of energy are being pursued. The Company
is also examining the use of alternative source of energy. It had
already implemented Hot Water System at the hotel site and converting
normal lighting to PL/CFL lighting to save fuel and electricity
consumption to the considerable extent.
b) Technology Absorption: The company being in the hospitality
industry, its activities do not as such involve any technology
absorption or expenditure on research and development. Nonetheless, the
Company's endeavors would be to achieve what is best possible in its
business.
c) Foreign Exchange Earnings & Outgo: Rs. 3.13 Lacs being realization
under credit cards (Previous year Rs. 3.26 Lacs). Outgo Rs. Nil
(Previous year Rs. Nil).
Corporate Governance:
Provision of Clause 49 of Listing Agreement in respect of Corporate
Governance is not applicable to your Company since the paid up capital
of the company is less than Rs. 3 crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders, Bankers,
Central & State Government, Local Authorities and all other authorities
during the year under review. Your Directors also like to thanks to its
customers, contractors and suppliers for their continuous support and
confidence in its management.
Your Directors would like to appreciate the efforts of the Company's
employees for their continued support extended to the company.
For and on behalf of the board,
Vinaychand Kothari
Mumbai, 13th August, 2012 Chairman
Mar 31, 2010
The Directors hereby present the Sixty Seventh Annual Report together
with the Audited Statement of Accounts for the year ended 31st March,
2010.
FINANCIAL RESULTS :
Particulars Rupees in 000s
Year Ended Year Ended
31.03.2010 31.03.2009
Revenu 41,211 42,836
Profit before Taxation 8,324 8,135
Less : Provision for Tax
Current Tax 2,630 2,690
Fringe Benefit Tax -- 42
Deferred Tax (56) (588)
Excess/(Short) Provision for
Tax-Earlier Years 141 (713)
Profit after Tax for the year 5,609 6,704
Add : Brought forward profit 8,000 6,398
Profit available for appropriation 83,609 13,102
Transfer To General Reserve 500 460
Dividend : On Preference Shares 1,440 1,440
On Equity Shares 2,528 2,528
Dividend Tax on dividend 674 674
Balance carried over to Balance Sheet 8,467 8,000
Operating Results:
The overall performance of the company has declined during the year
under review in line with the economic slowdown. However, the decline
was marginal and the total income was decreased by 3.8% over previous
year. The total revenue of the Company for the year ended 31st March,
2010 was stood at Rs. 412.11 lacs (previous year Rs. 428.36 lacs) and
the profit before tax is Rs. 83.24 iacs (previous year Rs. 81.35 lacs).
The profit after tax is stood at Rs. 56.09 lacs (previous year Rs.
67.04 lacs) due to the net increase in the iax liability for the
current year.
Dividend on Equity and Preference Shares:
Your Directors had paid an interim dividend of Rs. 1.50/- (15%) per
equity share of Rs. 10/- each & Rs. 1.20/- (12%) on Preference Shares
of Rs. 10/- each for the year ended 31st March, 2010 and considering
the working of the company during the year, your Directors do not
recommend any final dividend. The same is to be treated as final
dividend and to be taken on record at the ensuing Annual General
Meeting. The total amount of dividend outgo was Rs. 46.42 Lacs
including dividend tax (previous year dividend outgo Rs. 46.42 lacs
including dividend tax).
Fixed Deposit:
The Company has neither invited nor accepted any deposits from Public
within the meaning of Section 58A & 58AA of the Companies Act, 1956.
Directors:
Mr. Vinaychand Kothari & Mr. Dilip V. Kothari retires by rotation and
being eligible offer themselves for re-appointment.
Mr. Mehernoz Dangore was co-opted on the-Board w.e.f. 01/05/2010 who
hold the office till the date of ensuing Annual General Meeting. Mr.
Dangore is having over 32 years of experience in personal banking,
administration, investment &
Marketing. Mr. Dangore is having good PR with corporate world with
regard to hospitality Industry. Also he is very well aware about the
situation of Matheran since last 20 years. He is actively involved in
restoration, supervision & maintanance of pay master park at Matheran
at his own cost.
The Company has received the notice from member, together with deposit
of Rs. 500/-, signifying his intention to propose Mr. Dangore for the
office of the Director.
Directors Responsibility Statement:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors of the Company hereby state and confirm
that :
i. In the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures.
ii. 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 of
the Company for that period.
iii. The Directors had 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 Directors had prepared the annual accounts on a going concern
basis.
Social Responsibility Statement :
As a social responsible Corporate Citizen, the company continues to
support a wide spectrum of community initiative through N.G.O.s /
Charitable Institutes as well as programs for health, education and
environment. Also your company do carry Medical Camps for the locals of
Matheran & around on Regular basis, including vaccination for school
children.
Auditors:
The retiring Auditors M/s. D. C. Surana & Associates, Chartered
Accountants, being eligible offer themselves for reappointment.
Auditors Report:
The comments made in Auditors Report read with notes on accounts are
self-explanatory and therefore, in the opinion of the Directors, do not
call for any further explanation.
Listing:
The Equity Shares of the Company are listed on Bombay Stock Exchange
Ltd., Mumbai. It may be noted that there are no payment outstanding to
the said Exchange by way of listing fees etc.
Secretarial Compliance Report:
A Secretarial Compliance Report Pursuant to the proviso to sub section
(1) of Section 383A of the Companies Act, 1956 read with the Companies
(Compliance Certificate) Rules, 2001 as amended are annexed hereto
forming part of the Directors Report.
Particulars of Employees:
The provisions of Section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules 1975 as amended are not
applicable to your company since none of the employee employed on a
remuneration of Rs. 2,00,000/- p.m. or Rs. 24,00,000/- p. a.
Energy Conservation, Technology Transfer and Foreign Exchange Earnings
and Outgo:
The information as required under Section 217 (1)(e) of the Companies
Act, 1956 read with Rule 2 of the Companies (Disclosure of particulars
in the report of Board of Directors) Rules, 1988 is furnished
hereunder:
a) Conservation of Energy: The Company has always given high priority
to energy conservation. Constant efforts have been made to reduce
energy consumption on continuos basis. Employee awareness and effective
monitoring of uses of energy are being pursued. The Company is also
examining the use of alternative source of energy, It had already
implemented Hot Water System at the hotel site and converting normal
lighting to PL/CFL lighting to save fuel and electricity consumption to
the considerable extent.
b) Technology Absorption: The company being in the hospitality
industry, its activities do not as such involve any technology
absorption or expenditure on research and development. Nonetheless, the
Companys endeavors would be to achieve what is best possible in its
business.
c) Foreign Exchange Earnings & Outgo: Rs. 2.02 Lacs being realization
under credit cards (Previous year Rs. 5.10 Lacs). Outgo Rs. Nil
(Previous year Rs. 0.29 Lacs).
Corporate Governance:
Provision of Clause 49 of Listing Agreement in respect of Corporate
Governance is not applicable to your Company, Since the paid-up capital
of the company is less than Rs. 3 Crore.
Acknowledgements:
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders, Bankers,
Central & State Government, Local Authorities and all other authorities
during the year under review. Your Directors also like to thanks to its
customers, contractors and suppliers for their continuous support and
confidence in its management.
Your Directors would like to appreciate the efforts of the Companys
employees for their continued support extended to the company.
For and on behalf of the board,m
Mumbai, 5th August 2010 Vinaychand Kothari
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