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Directors Report of Delma Infrastructure Ltd.

Mar 31, 2014

Dear Members,

The directors have pleasure in presenting the Company''s Twenty Ninth Annual Report and Annual Accounts for the year ended 31st March, 2014.

FINANCIAL RESULTS:

(Amount in Rs.)

For the Year Ended March 31, Particulars 2014 2013

Total Revenue 0.00 35,000.00

Total Expenditure 30,04,574.00 98,989.00

Profit/(Loss) before exceptional and extraordinary items and Tax (30,04,574.00) (63,989.00)

Exceptional Items 0.00 0.00

Profit/(Loss) before extraordinary items and Tax (30,04,574.00) (63,989.00)

Extraordinary Items 0.00 0.00

Profit/(Loss) before Tax (30,04,574.00) (63,989.00)

Tax Expense

Current tax expense relating to prior years 7,97,056 0.00

Profit/(Loss) After Tax (38,01,630.00) (63,989.00)

REVIEW OF OPERATIONS

During the year Company has incurred a loss of Rs. 38,01,630/- as compared to the Loss of the previous year Rs. 63,989/-.

DIVIDEND

As your company incurred losses during the year, your Directors did not recommend any dividend on equity shares.

FIXED DEPOSITS

During the year under review, the Company has not accepted any deposit under Section 58A of the Companies Act, 1956, read with Companies (Acceptance of Deposits) Rules, 1975.

DIRECTORS

During the year, there was no change in the Directorship of the Company.

In accordance with the provisions of the companies Act, 1956 and Article of Association of the Company, Mr. Zulfiqur Al Tanveer Haider (DIN: 05256953) retires by rotation at the forthcoming Annual General Meeting, and being eligible, offer himself for re-appointment.

M/s A.K. Bagadia & Co., Chartered Accountants, (Having Firm Registration No. 100846W) the present statutory auditors of the Company holds office until the conclusion of the ensuing Annual General Meeting for the year 2016-17. The Company has received certificate from the Auditors to the effect that their reappointment, if made, will be in accordance with the provisions prescribed under section 139 and other applicable provisions, if any, of the Companies Act, 2013.

The observations made in the Auditors report read together with the relevant notes thereon, are self explanatory and hence do not call for any comments under Section 217 of the Companies Act, 1956.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGOING

In view of the nature of activities carried on by the Company, the requirements for disclosure in respect of Conservation of Energy, Technology Absorption, in terms of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 are not applicable to the Company. However the Company takes all possible efforts towards energy conservation.

The requirement for disclosure with regard to technology absorption does not apply to the Company as the activities in which the Company operates does not require any technology.

During the period under review the Company has earned Foreign Exchange of Rs. NIL and incurred the Foreign Exchange outgo of Rs. NIL.

LISTING FEE

The Equity shares of the Company are listed on BSE Limited and the Company has paid annual listing fee for the financial year 2014-2015.

PARTICULARS AS REQUIRED U/S 217(2A) OF THE COMPANIES ACT, 1956

The particular of employees as required under Section 217(2A) of the Companies Act, 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in the above section.

COMPLIANCE CERTIFICATE

Pursuant to Section 383A of the Companies Act, 1956, a Compliance Certificate from M/s. Kothari H. & Associates, a firm of Company Secretary in Whole Time Practice, regarding status on compliance of the provisions of the Companies Act, 1956 by the Company has been annexed along with this report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

a. in the preparation of the annual accounts for the year ended March 31 2014, the applicable Accounting Standards read with the requirements set out under Schedule VI of the Companies Act, 1956 have been followed and there are no material departures from the same, if any;

b. the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the State of affairs of the Company as at March 31, 2014 and of the Loss of the Company for the year ended on that date;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d. the Directors had prepared the annual accounts of the Company on a ''going concern'' basis.

PERSONNEL RELATIONS

The Company enjoyed cordial relations with the employees during the year under review and the Management appreciates the employees of all cadres for their dedicated services to the Company.

ACKNOWLEDGEMENT

The directors wish to express their gratitude to all the shareholders, bankers, clients and employees for the confidence reposed on them and look forward to their continued co- operation and support.

For and on behalf of the board of directors For Delma Infrastructure Limited

Sd/- Umesh Mohanan Chairman

Place: Mumbai Date: 30/05/2014


Mar 31, 2013

The directors have pleasure in presenting the Company''s Twenty Eighth Annual Report and Annual Accounts for the year ended 31st March, 2013.

FINANCIAL RESULTS:

(Amount in Rs.)

For the Year Ended March 31, Particulars 2013 2012

Total Revenue 35,000.00 93,418.00

Total Expenditure 98,989.00 3,65,967.00

Profit/ (Loss) before exceptional and extraordinary (63,989.00) (2,72,549.00)

items and Tax

Exceptional Items 0.00 0.00

Profit/ (Loss) before extraordinary items and Tax (63,989.00) (2,72,549.00)

Extraordinary Items 0.00 41,53,931.00

Profit/ (Loss) before Tax (63,989.00) 38,81,382.00

Tax Expense 0.00 0.00

Profit/ (Loss) After Tax (63,989.00) 38,81,382.00

REVIEW OF OPERATIONS

The Company recorded the operating income of Rs. 35,000/- as compared to the Income of the previous year of Rs. 93,418/-. During the year Company has incurred a loss of Rs. 63,989/- as compared to the profit of the previous year Rs. 38,81,382/-.

As your company incurred losses during the year, your Directors did not recommend any dividend on equity shares.

FIXED DEPOSITS

During the year under review, the Company has not accepted any deposit under Section 58A of the Companies Act, 1956, read with Companies (Acceptance of Deposits) Rules, 1975.

DIRECTORS

During the year, there was a resignation of Mr. Raghunandanlal Gupta, Mr. Narendrakumar Raghunandanlal Gupta and Mrs. Sushila Devi Gupta from the directorship on December 3, 2012.

In accordance with the provisions of the companies Act, 1956 and Article of Association of the Company, Mr. Ahmed Khaleel Khaled Almeraikhi retires by rotation at the forthcoming Annual General Meeting, and being eligible, offer himself for re- appointment.

AUDITORS & THEIR REPORTS

M/s A.K. Bagadia & Co., Chartered Accountants, (Having Firm Registration No. 100846W] the present statutory auditors of the Company holds office until the conclusion of the ensuing Annual General Meeting and is eligible for re-appointment. The Company has received letter from M/s A.K. Bagadia & Co., Chartered Accountants, to the effect that their appointment, if made, would be within the prescribed limits under Section 224 (1-B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act 1956.

The observations made in the Auditors report read together with the relevant notes thereon, are self explanatory and hence do not call for any comments under Section 217 of the Companies Act,1956.

CHANGE OF NAME & MAIN OBJECT OF THE COMPANY AND ADOPTION OF NEW SET OF ARTICLES

The Company, pursuant to the completion of open offer pursuant to SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 has been taken over by Delma Investments LLC, being the new promoter of the company.

After takeover of the Company, the new promoter had changed its business object by entered into new line of business i.e. Infrastructure projects and also alerted object clauses of the Memorandum of the company. Subsequent to change in main business of the company, the name of the Company has also changed from Hari Om Trades And Agencies Limited to Delma Infrastructure Limited.

During the period, the New set of Articles of Association of the Company has been adopted by the Company.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGOING

In view of the nature of activities carried on by the Company, the requirements for disclosure in respect of Conservation of Energy, Technology Absorption, in terms of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 are not applicable to the Company. However the Company takes all possible efforts towards energy conservation.

The requirement for disclosure with regard to technology absorption does not apply to the Company as the activities in which the Company operates does not require any technology.

During the period under review the Company has earned Foreign Exchange of Rs. NIL and incurred the Foreign Exchange outgo of Rs. NIL.

LISTING FEE

The Equity shares of the Company are listed on BSE Limited and the Company has paid annual listing fee for the financial year 2013-2014.

PARTICULARS AS REQUIRED U/S 217(2A) OF THE COMPANIES ACT, 1956

The particular of employees as required under Section 217(2A) of the Companies Act, 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in the above section.

COMPLIANCE CERTIFICA TE

Pursuant to Section 383A of the Companies Act, 1956, a Compliance Certificate from M/s. Kothari H. & Associates, a firm of Company Secretary in Whole Time Practice, regarding status on compliance of the provisions of the Companies Act, 1956 by the Company has been annexed along with this report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

a. in the preparation of the annual accounts for the year ended March 31 2013, the applicable Accounting Standards read with the requirements set out under Schedule VI of the Companies Act, 1956 have been followed and there are no material departures from the same, if any;

b. the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the State of affairs of the Company as at March 31, 2013 and of the Loss of the Company for the year ended on that date;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d. the Directors had prepared the annual accounts of the Company on a ''going concern'' basis. PERSONNEL RELATIONS

The Company enjoyed cordial relations with the employees during the year under review and the Management appreciates the employees of all cadres for their dedicated services to the Company.

ACKNOWLEDGEMENT

The directors wish to express their gratitude to all the shareholders, bankers, clients and employees for the confidence reposed on them and look forward to their continued co-operation and support.

For and on behalf of the board of directors

For Delma Infrastructure Limited

Sd/-

(Umesh Mohanan)

Chairman

Place: Mumbai

Date: 30/05/2013


Mar 31, 2012

To The Members of HARI OM TRADES AND AGENCIES LIMITED

The directors have pleasure in presenting the Company''s Twenty Seventh Annual Report and Annual Accounts for the year ended 31st March, 2012. FINANCIAL RESULTS: (Amount in Rs.)

For the Year Ended March 31, Particulars 2012 2011

Total Revenue 93,418.00 2,81,779.00

Total Expenditure 3,65,967.00 5,29,574.00

Profit/ (Loss) before exceptional and extraordinary (2,72,549.00) (2,47,795.00) items and Tax

Exceptional Items 0.00 0.00

Profit/ (Loss) before extraordinary items and Tax (2,72,549.00) (2,47,795.00)

Extraordinary Items 41,53,931.00 0.00

Profit/ (Loss) before Tax 38,81,382.00 (2,47,795.00)

Tax Expense 0.00 0.00

Profit/ (Loss) After Tax 38,81,382.00 (2,47,795.00)

REVIEW OF OPERATIONS

During the year under review the Company has earned a net profit of Rs. 38,81,382/- (Previous Year net loss of Rs.2,47,795/-).

DIVIDEND

For accumulation of reserves for future growth of the Company, no dividend is recommended by the board for the year.

FIXED DEPOSITS

During the year under review, the Company has not accepted any deposit under Section 58A of the Companies Act, 1956, read with Companies (Acceptance of Deposits) Rules, 1975.

DIRECTORS

During the year, Mr. Ahmed Khaleel Khaled Almeraikhi, Mr. Zulfiqur Al Tanveer Haider and Mr. Umesh Mohanan were appointed as the Additional directors in the Board of Directors Meeting held on 07.06.2012 and they are now being regularized in the ensuing Annual General Meeting scheduled to be held on 17th September, 2012.

Based on the confirmations received from Directors, none of the Directors are disqualified from appointment under Section 274(1)(g) of the Companies Act, 1956.

AUDITORS&THEIR REPORTS

M/s A.K. Bagadia & Co., Chartered Accountants, (Having Firm Registration No. 100846W) the present statutory auditors of the Company holds office until the conclusion of the ensuing Annual General Meeting and is eligible for re-appointment. The Company has received letter from M/s A.K. Bagadia & Co., Chartered Accountants, to the effect that their appointment, if made, would be within the prescribed limits under Section 224 (1-B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act 1956.

The observations made in the Auditors report read together with the relevant notes thereon, are self explanatory and hence do not call for any comments under Section 217 of the Companies Act,1956.

PUBLIC ANNOUNCEMENT FOR OPEN OFFER

During the year a Share Purchase Agreement was entered between the promoter shareholders of the Company and M/s. Delma Investments LLC dated 22.07.2011 and Pursuant to this agreement a Public announcement was made for open offer for purchase of shares and accordingly the shares were traded and transferred to the new shareholders.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGOING

In view of the nature of activities carried on by the Company, the requirements for disclosure in respect of Conservation of Energy, Technology Absorption, in terms of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 are not applicable to the Company. However the Company takes all possible efforts towards energy conservation.

The requirement for disclosure with regard to technology absorption does not apply to the Company as the activities in which the Company operates does not require any technology.

During the period under review the Company has earned Foreign Exchange of Rs.NIL and incurred the Foreign Exchange outgo of Rs. NIL.

LISTING FEE

The Equity shares of the Company are listed on BSE Limited and the Company has paid annual listing fee for the financial year 2012-2013.

PARTICULARS AS REQUIRED U/S 217(2A) OF THE COMPANIES ACT, 1956

The particular of employees as required under Section 217(2A) of the Companies Act, 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in the above section.

COMPLIANCE CERTIFICATE

Pursuant to Section 383A of the Companies Act, 1956, a Compliance Certificate from M/s. Kothari H & Associates, a firm of Company Secretary in Whole Time Practice, regarding status on compliance of the provisions of the Companies Act, 1956 by the Company has been annexed along with this report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

a. in the preparation of the annual accounts for the year ended March 31 2012, the applicable Accounting Standards read with the requirements set out under Schedule VI of the Companies Act, 1956 have been followed and there are no material departures from the same, if any;

b. the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the State of affairs of the Company as at March 31, 2012 and of the Profit of the Company for the year ended on that date;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d. the Directors had prepared the annual accounts of the Company on a ''going concern'' basis.

PERSONNEL RELATIONS

The Company enjoyed cordial relations with the employees during the year under review and the Management appreciates the employees of all cadres for their dedicated services to the Company.

ACKNOWLEDGEMENT

The directors wish to express their gratitude to all the shareholders, bankers, clients and employees for the confidence reposed on them and look forward to their continued co-operation and support.

For and on behalf of the board of directors

For HARI OM TRADES AND AGENCIES LIMITED

Sd/-

(R. L. GUPTA)

Chairman

Place: Mumbai

Date: 11.08.2012


Mar 31, 2011

Dear Shareholders,

It is with pleasure we present to you our 26th Annual Report along with Audited Statement of Accounts for the year ended 31st March, 2011.

During the year under review the Company has suffered a net loss of Rs. 247796/- (Previous Year Profit of Rs.151599/-). After making provision for taxation Rs. nil (previous year Rs. nil), the balance carried over to the balance sheet is Rs.1231603/- (previous year Rs.14793 98/-).

In view of the future needs of funds your directors do not recommend any dividend for the year under report.

The Company has not accepted any deposit from the public.

Mr. N. K. Gupta, retires by rotation at ensuing Annual General Meeting and being eligible offers himself for re-appointment.

M/s A.K. Bagadta & Co.. Chartered Accountants, the present statutory auditors retire at this Annual General Meeting and are eligible for re-appointment. The Board of Directors recommends their re-appointment.

The particular of employees as required under section 217(2A) of the Companies Act. 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in the above section.

The provisions regarding conservation of energy and earning in foreign exchange etc. arc not applicable to the Company for the year

DIRECTORS" RESPONSIBILITY STATEMENT:

As required under Section 217(2AA) of the Companies Act 1956 your directors confirm that

1 In the preparation of annual accounts, the applicable accounting statement had been followed along with proper explanation relating to material departures;

2 We 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 or Loss of the Company for that period.

3 we had taken proper and sufficient care for the maintenance of adequate accounting standards in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and preventing and detecting fraud and other irregularities;

4 we had prepared the annual accounts on a "going concern" basis.

On behalf of the of the Board.

Place : Mumbai. (R.L. Gupta.)

Date : 11th August, 2011 Chairman


Mar 31, 2010

It is with pleasure we present to you our 25thAnnual Report along with Audited Statement of Accounts for the year ended 31st March, 2010.

During the year under review the Company has earned a net profit of Rs. 151599/- (Previous Year Rs. 49,691/-). After making provision for taxation Rs. nil (previous year Rs. 392/-), the balance carried over to the balance sheet is Rs.1479398/-(previous year Rs. 13,27,799/-).

In view of the future needs of funds your directors do not recommend any dividend for the year under report.

The Company has not accepted any deposit from the public.

Mr. Raghunandan Lal Gupta, retires by rotation at ensuing Annual General Meeting and being eligible offers himself for re-appointment.

M/s. A.K. Bagadia & Co., Chartered Accountants, the present statutory auditors retire at this Annual General Meeting and are eligible for re-appointment. The Board of Directors recommends their re-appointment.

The particular of employees as required under section 217(2A) of the Companies Act, 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in the above section.

The provisions regarding conservation of energy and earning in foreign exchange etc. are not applicable to the Company for the year

DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217(2AA) of the Companies Act, 1956 your directors confirm that :-

1 in the preparation of annual accounts, the applicable accounting statement had been followed along with proper explanation relating to material departures;

2 we 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 or Loss of the Company for that period.

3 we had taken proper and sufficient care for the maintenance of adequate accounting standards in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and preventing and detecting fraud and other irregularities;

4 we had prepared the annual accounts on a "going concern" basis.



On behalf of the of the Board.

Place: Mumbai. (R.L. Gupta.)

Date: 31st August, 2010 Chairman.


Mar 31, 2009

It is with pleasure we present to you our 24th Annual Report along with Audited Statement of Accounts for the year ended 31st March, 2009.

During the year under review the Company has earned a net profit of Rs. 49691/- (Previous Year Rs. 2,97,845/-). After making provision for taxation Rs. 392/- (previous year Rs. 7,620/-), the balance carried over to the balance sheet is Rs. 1327799/- (previous year Rs. 12,78,500/-).

In view of the future needs of funds your directors do not recommend any dividend for trje year under report.

_ The Company has not accepted any deposit from the public.

Mrs. Sushiladevi. Gupta, retires by rotation at ensuing Annual General Meeting and being eligible offers himself for re-appointment.

M/s A.K. Bagadia & Co., Chartered Accountants, the present statutory auditors retire at this Annual General Meeting and are eligible for re-appointment. The Board of Directors recommends their re-appointment.

The particular of employees as required under section 217(2A) of the Companies Act, 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in the above section.

The provisions regarding conservation of energy and earning in foreign exchange etc. are not applicable to the Company for the year

DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217(2AA) of the Companies Act, 1956 your directors confirm that :-

1 in the preparation of annual accounts, the applicable accounting statement had been followed along with proper explanation relating to material departures;

2 we 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 or Loss of the Company for that period.

3 we had taken proper and sufficient care for the maintenance of adequate accounting standards in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and preventing and detecting fraud and other irregularities;

4 we had prepared the annual accounts on a "going concern" basis.

On behalf of the of the Board.

Place: Mumbai. (R.L. Gupta.)

Date: 1st September, 2009. Chairman.


Mar 31, 2008

It is with pleasure we present to you our 23"* Annual Report along with Audited Statement of Accounts for the year ended 31st March, 2008.

During the year under review the Company has earned a net profit of Rs.2,97,845/- (Previous Year Rs. 3,86,241/-). After making provision for taxation Rs. 7,620/- (previous year Rs. 63,240/-), the balance carried over to the balance sheet is Rs. 12,78,500 (previous year Rs. 9,88,275/-).

In view of the future needs of funds your directors do not recommend any dividend for the year under report.

The Company has not accepted any deposit from the public.

Mr. N. K. Gupta, retires by rotation at ensuing Annual General Meeting and being eligible offers himself for re-appointment

M/s A.K. Bagadia & Co., Chartered Accountants, the present statutory auditors retire at this Annual General Meeting and are eligible for re-appointment. The Board of Directors recommends their re-appointment.

The particular of employees as required under section 217(2A) of the Companies Act, 1956 is not given, since no employee of the Company draws remuneration in excess of the limit as prescribed in tile above section.

The provisions regarding conservation of energy and earning in foreign exchange etc. are not applicable to the Company for the year

DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217(2AA) of the Companies Act, 1956 your directors confirm that:-

1 in the preparation of annual accounts, the applicable accounting statement had been followed along with proper explanation relating to material departures;

2 we had selected such accounting policies and applied them consistently and made judgements 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 or Loss of the Company for that period.

3 we had taken proper and sufficteni care fix 8m maintenance of adequate accounting standards in accordance with fie provisions of the Companies Act, 1956 for safeguarding ttie assets of the Company and preventing and detecting fraud and other srreguJaniies;

4 we had prepared the annual accounts on a "going concern" basis.

On behalf of the Board.

Place: Mumbai. (R.L. Gupta.)

Date : 28th July, 2008. Chairman.



 
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