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Directors Report of Cindrella Financial Services Ltd.

Mar 31, 2014

Dear Members,

1. During the year ended 31st March, 2014 the Company has earned Net Profit of Rs. 1,45,501.52/- (before tax).

2. The directors hereby present the 20th Annual Report together with Audited Accounts of the Company for the year ended 31st March, 2014.

Financial Results Rs. in Lakhs

Total Income 4.18

Total Expenditure 2.72

Profit before Tax 1.45

Provision for Taxation - Current 0.28

Deferred 0.03

Earlier Years 0.07

Profit after Tax 0.28

Profit B/f from previous year (77.64)

Other Appropriations 0.00

Balance transferred to Balance Sheet (76.46)

3. MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors had met 4 times during the year, i.e. on

Date No. of Directors present

31/05/2013 3

26/07/2013 3

30/10/2013 3

29/01/2014 3

And as required, the gap between two Board meetings did not exceed three calendar months. The Board meetings are held at the Siliguri office of the Company. The Agenda for the Board meetings containing relevant information/supporting data, as required, are distributed well in advance to all the Board members from time to time in a structured manner to enable the Board to take informed decisions.

4. There is no qualification, reservation, adverse remark or disclaimer in the audit report as provided by the auditor and thus clean report has been furnished.

5. The company has not given any loans, guarantees or investments provided under section 186.

6. RELATED PARTY TRANSACTION:

The disclosure required as per sub section (1) of section 188 for related party transaction is attached as per annexure to & forming part of para 7(b) of corporate governance report.

7. OPERATIONS:

The company had earned a profit mainly due to the interest from the Long Term Loans given. However, the directors expect growth in near future.

8. FUTURE PROSPECTS:

The company is focusing mainly on its core Non Banking financial activities and the directors look forward to achieve better financial results in the Financial Year 2014-15.

9. There is no amount proposed to carry to any reserves this year.

10. DIVIDEND:

Yours directors do not recommend any dividend for the Financial Year 2013-14 keeping in view the financial position of the Company.

11. MATERIAL CHANGES AND COMMITMENTS:

No such material changes and commitments have been done which would affect the financial position of the company.

12. CORPORATE GOVERNANCE:

As a listed company, necessary measures are being taken to comply with the listing agreement with the Stock Exchange. A report on Corporate Governance along with the Certificate of Compliance from the Auditors, forms part of this Annual Report.

13. DIRECTORS:

In terms of Articles of Association of the company read with section 152 (5) of the Companies Act, 2013, Sri Kumaresh Lahiri is liable to retire by rotation. However, Sri Kumaresh Lahiri has not offered himself for re-appointment at the forthcoming AGM citing personal reasons. The Board of Directors expresses and places on record for the members their sincere appreciation for the services rendered by Sri Kumaresh Lahiri during his tenure as Director.

In terms of section 149(4) of the Companies Act, 2013, every listed company shall have at least one third of the total number of directors as independent directors.

The Board is searching for suitable persons for the appointment as independent director(s) to meet the requirements of the Companies Act, 2013 and clause 49 of the Listing Agreement.

14. LISTING:

The Shares of the Company are presently listed on the Mumbai and Calcutta Stock Exchange. The listing fee for the year 2014-15 in respect of Mumbai Stock Exchange & Calcutta Stock Exchange has been paid in the month of April, 2014.

15. DEPOSITS:

Your Company has not accepted any deposit from the public.

16. AUDITORS:

M/s Agarwal Mahesh Kumar & Co., Chartered Accountants, the auditors of company who retire at the forth coming AGM, being eligible has offered themselves for reappointment.

The notes on account referred to in the Auditor''s Report are self explanatory and therefore do not call for any further comments u/s 134 of the Companies Act, 2013.

17. SECRETARIAL COMPLIANCE CERTIFICATE:

The Secretarial Compliance Certificate received from Mr. Somnath Ganguly, Practicing Company Secretary forms part of and is annexed to this Report.

18. PERSONNEL:

No employee of your company was in receipt of remuneration exceeding Rs. 24,00,000/- per annum or Rs. 2,00,000/- per month or part thereof. Hence particulars of employees as per section 134 of the Companies Act, 2013 are not required to be furnished.

19. DIRECTORS'' RESPONSIBILITY STATEMENT:

It is further stated, 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. your 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 & loss of the company for that period;

iii. your directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. your directors had prepared the annual accounts on a going concern basis.

v. your directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

vi. your directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

ACKNOWLEDGEMENT:

Your Directors acknowledge the co-operation extended by the various Government Authorities, Bankers, Business Associates, Members and Guests. Your Directors also place on record their sincere appreciation of the services rendered by the employees at all levels.

For and on behalf of the Board

Dated: The 29th Day of May, 2014.

Smt. Sangita Devi Baid Registered Office: Chairman 9, Mangoe Lane, Kolkata - 700 001


Mar 31, 2011

The directors have immense pleasure in presenting the 17th Annual Report together with Audited Accounts of the Company for the year ended 31st March, 2011.

Financial Results Rs. in Lakhs

Total Income 3.75

Total Expenditure 3.29

Profit before Tax 0.47

Prevision for Taxation - Current 0.10

Deferred 0.00

Profit after Tax 0.37

Profit B/f from previous year (75.27)

Balance transferred to Balance Sheet (74.90)

OPERATIONS:

The company has been able to generate surplus on trading of shares. The directors expect growth in near future.

FUTURE PROSPECTS:

The outlook of the Company for the year 2010-11 is good and your directors looks forward to achieving good financial results in the Financial Year2011-12.

DIVIDEND:

Yours directors do not recommend any dividend for the year 2010-11 keeping in view the quantum of profits earning by the Company.

CORPORATE GOVERANCE:

As a listed company, necessary measures are being taken to comply with the listing agreement with the Stock Exchange. A report on Corporate Governance along with the Certificate of Compliance from the Auditors, forms part of this Annual Report.

DIRECTORS:

In terms of Articles of Association of the company read with section 255 of the Companies Act, 1956, Sri Kumaresh Lahiri retires by rotation and being eligible offers himself for re-appointment.

LISTING:

The Shares of the Company are presently listed on the Mumbai and Calcutta Stock Exchange. The listing fee for the year 2011-12 in respect of Calcutta Stock Exchange have been paid in the month of May, 2011 and in respect of Mumbai Stock Exchange in the month of April, 2011.

DEPOSITS:

Your Company has not accepted any deposit from the public.

AUDITORS:

M/s. Agarwal Mahesh Kumar & Co., Chartered Accountants, the auditors of company retires and being eligible offers them for reappointment.

The notes on account referred to in the Auditor's Report are self explanatory and therefore do not call for any further comments u/s 217(3) of the Companies Act, 1956.

COMPLIANCE:

The compliance certificate received from the Mr. Somnath Ganguly, practicing Company Secretary forms part of and is annexed to this annual report.

PERSONNEL:

None of the employees of your company were receiving remuneration exceeding Rs.24,00,000/- per annum or Rs.2,00,000/- per month or part thereof. Hence no particulars of the employees as per section 217(2A) of the Companies Act, 1956 need to be furnished.

DIRECTORS' RESPONSIBILITY STATEMENT:

It is further stated, 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. your 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 & loss of the company for that period;

iii. your directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. Your directors had prepared the annual accounts on a going concern basis.

THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF DIRECTORS RULES, 1988).

In accordance with the requirements of the above rules, the particulars in respect of conservation of energy, research and development, technology, absorption are not applicable to the company.

ACKNOWLEDGEMENT:

Your Directors acknowledge the co-operation extended by the various Government Authorities, Bankers, Business Associates, Members and Guests. Your Directors also place on record their sincere appreciation of the services rendered by the employees at all levels.

By order and on behalf of the Board. (RAJENDRA KUMAR BAID)

Chairman

Dated: 14/05/2010

Registered Office;

9, Mangoe Lane, Kolkata-700001


Mar 31, 2010

The directors have immense pleasure in presenting the 16th Annual Report together with Au- dited Accounts of the Company for the Year ended 31st March, 2010..

Financial Results: Rs. in Lakhs

Total Income 4.01

Total Expenditure 3.30

Profit before Tax .70

Provision for Taxation - Current .07

Deferred .02

Provision for FBT 0

Profit after Tax 0.61

Balance transferred to Balance Sheet (75.27)



OPERATIONS:

The company has been able to generate surplus on trading of shares. The directors expect growth in near future.

FUTURE PROSPECTS:

The outlook of the Company for the year 2009-10 is good and your directors looks forward to achieving good financial results in the Financial Year. 2010-11.

DIVIDEND:

Yours directors do not recommend any dividend for the year 2009-2010 keeping in view the quan- tum of profits earning by the Company.

CORPORATE GOVERANCE:

As a listed company, necessary measures are being taken to comply with the listing agreement with the Stock Exchange. A report on Corporate Governance along with the Certificate of Compliance from the Auditors, forms part of this Annual Report.

DIRECTORS:

In terms of Articles of Association of the company read with section 255 of the Companies Act, 1956, Smt. Sangita Devi Baid retires by rotation and being eligible offers himself for re-appointment.

LISTING:

The Shares of the Company are presently listed on the Mumbai and Calcutta Stock Exchange. The listing fee for the year 2010-11 in respect of Calcutta Stock Exchange have been paid in the month of May, 2010 and in respect of Mumbai Stock Exchange in the month of April, 2010.

DEPOSITS:

Your Company has not accepted any deposit from the public.

AUDITORS:

M/S Agarwal Mahesh Kumar & Co., Chartered Accountants, the auditors of company retires and being eligible offers them for reappointment.

The notes on account referred to in the Auditors Report are self explanatory and therefore do not call for any further comments u/s. 217(3) of the Companies Act, 1956.

PERSONNEL:

None of the employees of your company were receiving remuneration exceeding Rs. 24,00,000/ - per annum or Rs. 2,00,000/- per month or part thereof. Hence no particulars of the employees as per section 217(2A) of the Companies Act, 1956 need to be furnished.

DIRECTORS RESPONSIBILITY STATEMENT:

It is further stated, 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. your 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 & loss of the company for that period;

iii. your directors had taken proper and sufficient care for the maintenance of adequate account- ing records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv. Your directors had prepared the annual accounts on a going concern basis.

THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF DIRECTORS RULES, 1988).

In accordance with the requirements of the above rules, the particulars in respect of conservation of energy, research and development, technology, absorption are not applicable to the company.

ACKNOWLEDGEMENT:

Your Directors acknowledge the co-operation extended by the various Government Authorities, Bankers, Business Associates, Members and Guests. Your Directors also place on record their sincere appreciation of the services rendered by the employees at all levels.

By order and on behalf of the Board.

(RAJENDRA KUMAR BAID)

Chairman

Dated: The 29th Day of May, 2010.

Registered Office:

9, Mangoe Lane, Kolkata-700001



 
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