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Directors Report of Bluechip Stockspin Ltd.

Mar 31, 2013

To, The Members of Blue-chip Stock spin Limited.

The Directors have pleasure in presenting the Annual Report together with the audited statement of accounts for the period ended on 31st March, 2013.

FINANCIAL RESULTS:

Particulars 2012-2013 2011-2012

1. Total Income 11,50,120 22,45,038

2. Total Expenditure 21,90,518 33,98,894

3. Profit before Tax (10,40,398) (11,53,856)

4. Provision for Tax NIL NIL

5. Profit after Tax (10,40,398) (11,53,856)

DIVIDEND:

Due to losses, your Directors do not recommend the dividend for the financial year ended 31.03.2013,

DIRECTORS:

Mr. Maulik Shah and Mr. Jitendra N. Shah, Directors of the company are retiring by rotation and being eligible, offered themselves for reappointment. Board recommends their reappointment. All other Directors continue to hold their office.

PUBLIC DEPOSITS:

The Company has not accepted any deposits from the public within the meaning of Section 58 A of the Companies Act, 1956 and Rules made there under.

AUDITORS:

M/s Vishves A. Shah & Co., Auditors of the Company retire at this Annual General Meeting and being eligible, are recommended for reappointment.

AUDITORS REPORTS:

The observations of the Auditors in their Report and Notes Attached to the Accounts to the Accounts are Self-Explanatory and to not require any Further Clarifications.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to tied requirement under section 217 (2 A A) of the Companies Amendment Act, 2000 with respect to Director Responsibility Statement it is hereby confirmed:

1. That in the preparation of the Annual Accounts for the financial year ended 31st March, 2013 the applicable accounting standards had been followed along with proper explanation relating to material departures.

2. That the Directors had 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 the year under review.

3. That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. That the Directors had prepared the accounts for the financial year ended 31st March, 2013 on a going concern basis.

CORPORATE GOVERNANCE:

A separate section on Corporate Governance and a Certificate from Auditors of the company regarding compliance of conditions of Corporate Governance as stipulated under clause 49 of the Listing Agreement together with the Management Discussion and Analysis of the financial position of the company forms part of the Annual Report.

LISTING:

Equity Shares of the company are listed on the Bombay Stock Exchange Limited (BSE), Vadodara Stock Exchange and Ahmedabad Stock Exchange (ASE).

MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis Report are attached herewith and forms part of the Director Report.

PARTICULARS OF THE EMPLOYEES:

Company has no employee to whom the provision of Section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of employees) Rules, 1975 apply and so, forming part of the report is nil.

CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO:

The Additional information required under Section 217(l)(e) of the Companies Act,1956 relating to Conservation of energy, Research & Development, Technology absorption are not applicable to the Company, as the company is not engaged in the manufacturing activities. The Company has no any Foreign exchange earnings or outgoes during the financial year.

SUBSIDIARY COMPANIES & CONSOLIDATED FINANCIAL STATEMENT:

The Ministry'' of Corporate Affairs vide its General Circular No. 2/2011 dated 8th February, 2011 has granted a general exemption under Section 212(8) of the Companies Act, 1956 from attaching the accounts along with the report of the Board of Directors and Auditors as required by Section 212(1) of the Companies Act, 1956 and as such the accounts of its Subsidiary, Rhetan Estate Private Limited are not annexed herewith. The Board has reviewed the affairs of the said subsidiary.

The company will provide the annual accounts of its subsidiary company and related detailed information on the specific request made by the shareholders and the said accounts are open for the inspection at the registered office of the company during the office hours on all working days, except Sundays and holidays, between 12.00 noon to 2.00 p.m.

As required under Clause 32 of Listing Agreement with the Stock Exchanges and in accordance with the requirements of Accounting Standard AS-21 issued by the ICAI, the Company has prepared Consolidated Financial Statements of the Company. The audited consolidated financial results include results of its subsidiary company Rhetan Estate Private Limited and are included in Annual Report.

ACKNOWLEDGMENT:

Your company & Directors wish to place on record their appreciation of the assistance and co- operation extended by Investors, Bankers, Customers, Business Associates and Government. We are deeply grateful to shareholders for their continued faith, confidence and support to the company. The Directors wishes to place on record its appreciation of sincere and dedicated work of employees of the company which has contributed to the growth of the Company.

Place: Ahmedabad For and on behalf of the Board

Date: 30.05.2013

Jignesh Shah

Chairman


Mar 31, 2012

To, The Members of Bluechip Stockspin Limited.

The Directors have pleasure in presenting the Annual Report together with the audited statement of accounts for the period ended on 31st March, 2012.

FINANCIAL RESULTS:

Particulars 2011-2012 2010-2011

1. Total Income 22,45,038 52,99,715

2. Total Expenditure 33,98,894 37,59,088

3. Profit before Tax (11,53,856) 15,40,627

4. Provision for Tax NIL 4,74,295

5. Profit after Tax (11,53,856) 10,66,332

DIVIDEND:

Due to carried forward losses, your Directors do not recommend the dividend for the financial year ended 31.03.2012.

DIRECTORS:

Mr. Jignesh Shah And Mr. Ashit Vora, Director of the company is retiring by rotation and being eligible, offered themselves for reappointment. Board recommends their reappointment.

Board of Directors of the company has appointed Mr. Maulik A. Shah as Independent additional director w.e.f. 01.08*2012 and accordingly they holds office only up to the ensuing Annual General Meeting. Company has received notices from shareholders in writing proposing candidature of Mr. Maulik A. Shah for the office of the Director. Board recommends his appointment as Director of the Company.

Mr. Yogesh K. Shah, Independent Director of the company resigned from his post w.e.f. 14.05.2012 and Mr* Biren L. Dave, Independent Director of the company resigned from his post w.e.f. 03.08.2012. All other Directors continue to hold their office.

PUBLIC DEPOSITS:

The Company has not accepted any deposits from the public within the meaning of Section 58 A of the Companies Act, 1956 and Rules made there under.

AUDITORS:

M/ s Vishves A. Shah & Co., Auditors of the Company retire at this Annual General Meeting and being eligible, are recommended for reappointment.

AUDITORS REPORTS:

The observations of the Auditors in their Report and Notes Attached to the Accounts to the Accounts are Self-Explanatory and do not require any Further Clarifications.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the requirement under section 217 (2 A A) of the Companies Amendment Act, 2000 with respect to Director Responsibility Statement it is hereby confirmed:

1. That in the preparation of the Annual Accounts for the financial year ended 31st March, 2012 the applicable accounting standards had been followed along with proper explanation relating to material departures.

2. That the Directors had 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 Loss of the Company for the year under review.

3. That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. That the Directors had prepared the accounts for the financial year ended 31st March, 2012 on a going concern basis.

CORPORATE GOVERNANCE:

A separate section on Corporate Governance and a Certificate from Auditors of the company regarding compliance of conditions of Corporate Governance as stipulated under clause 49 of the Listing Agreement together with the Management Discussion and Analysis of the financial position of the company forms part of the Annual Report.

LISTING:

Equity Shares of the company are listed on the Bombay Stock Exchange Limited (BSE), Vadodara Stock Exchange and Ahmedabad Stock Exchange (ASE).

MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis Report are attached herewith and forms part of the Director Report.

PARTICULARS OF THE EMPLOYEES:

Company has no employee to whom the provision of Section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of employees) Rules, 1975 apply and so, forming part of the report is nil.

CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO:

The Additional information required under Section 217(l)(e) of the Companies Act,1956 relating to Conservation of energy, Research & Development, Technology absorption are not applicable to the Company, as the company is not engaged in the manufacturing activities. The Company has no any Foreign exchange earnings or outgoes during the financial year.

SUBSIDIARY COMPANIES & CONSOLIDATED FINANCIAL STATEMENT:

The Ministry of Corporate Affairs vide its General Circular No. 2/2011 dated 8th February, 2011 has granted a general exemption under Section 212(8) of the Companies Act, 1956 from attaching the accounts along with the report of the Board of Directors and Auditors as required by Section 212(1) of the Companies Act, 1956 and as such the accounts of its Subsidiary, Rhetan Estate Private Limited are not annexed herewith. The Board has reviewed the affairs of the said subsidiary.

The company will provide the annual accounts of its subsidiary company and related detailed information on the specific request made by the shareholders and the said accounts are open for the inspection at the registered office of the company during the office hours on all working days, except Sundays and holidays, between 12.00 noon to 2.00 p.m.

As required under Clause 32 of Listing Agreement with the Stock Exchanges and in accordance with the requirements of Accounting Standard AS-21 issued by the ICAI, the Company has prepared Consolidated Financial Statements of the Company. The audited consolidated financial results include results of its subsidiary company Rhetan Estate Private Limited and are included in Annual Report.

ACKNOWLEDGMENT:

Your company & Directors wish to place on record their appreciation of the assistance and co- operation extended by Investors, Bankers, Customers, Business Associates and Government. We are deeply grateful to shareholders for their continued faith, confidence and support to the company. The Directors wishes to place on record its appreciation of sincere and dedicated work of employees of the company which has contributed to the growth of the Company,

Place: Ahmedabad For and on behalf of the Board

Date: 17.08.2012 Jignesh Shah

Chairman

 
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