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Directors Report of Effingo Textile & Trading Ltd.

Mar 31, 2015

1. INTRODUCTION

The Directors are elated in presenting the 30th Annual Report of the Company along with the Audited Statement of Accounts for the year ended as on 31st March, 2015.

The Annual report presented to you pertains to financial year before April 2015 so the contents within are governed by the relevant provisions/schedules/rules of the Companies Act, 2013, in compliance with General Circular No. 08/2014 dated 4 April 2014 issued by the Ministry of Corporate Affairs.

2. FINANCIAL RESULTS

(Amount in Rs)

Particulars Current Previous Financial Year Financial Year (2014-2015) (2013-2014)

Profit/(Loss)Before Depreciation and 53,56,828 6440010 Tax

Depreciation 3,566 -

Profit /(Loss) before Tax 53,53,263 6440010

Provision for Tax 16,97,112 20,00,000

Profit/ (loss) after Tax 36,56,150 44,40,010

Balance Brought forward (9,72,028) (5,552,371)

Add : Excess / (short) Provision of (54698) 140133 Income Tax

Balance carried to Balance Sheet 26,29,224 (972228)

3. BUSINESS OVERVIEW

Due to adverse market situations, the profit of the Company has declined from Rs. 44,40,010 to Rs. 36,56,150 .The Company's policy of management has provided cushion effect to the adversities of the market on the performance of Company. The Board of Directors looks towards the future performance with a positive approach.

4. DIVIDEND

Your Directors feel that it is prudent to plough back the profits for future growth of the Company and with a view to conserve the resources, they do not recommend any dividend for the year ended 31st March, 2015.

5. CORPORATE SOCIAL RESPONSIBILITY

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the provisions of Section 135 of the Companies Act, 2013 are not applicable.

6. STATUTORY AUDITORS

M/s S.B.JAJOO & CO, Chartered Accountants, (Firm Registration Number: 125915W) were appointed as the Statutory Auditors of the company last year in AGM held on 29th September 2015, for five consecutive years, subject to ratification at every Annual General Meeting. Accordingly, their appointment is proposed to be ratified in the ensuing AGM. They have given their eligibility & consent for the proposed ratification.

7. SECRETARIAL AUDITORS

M/s. H V Gor & Co, Practicing Company Secretaries have been appointed in the Board Meeting held on 30th March, 2015 as the Secretarial Auditor of the Company u/s 204 of the Companies Act, 2013 to conduct Secretarial Audit of the matters of the Company and report thereof. The Secretarial Auditor's Report has been annexed to the Board Report under Annexure I.

8. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There was no qualification, reservation or adverse remark made by the Auditors in their report. The explanations made by the Board relating to the qualifications, reservations, adverse remarks made by the Practicing Company Secretary in his Secretarial Audit Report are furnished as under:

1. The Company has been inviting the applications for the post of Company Secretary in whole time employment of the Company by issuing classifieds in the newspapers. However, the Company has failed to receive application from a suitable candidate for the aforementioned responsibilities.

9. DIRECTORS

Mr. Manish Jain, Mr. Rajendra Prasad Gogawat & Mr. Anil Tondon resigned from the Board of Directors of the Company due to pre-occupancies. The Board of Directors of the Company accepted their resignation and relieved them from their responsibilities towards the Company with effect from 31st December, 2014

Mr. Rakesh Kumar & Mr. Yogesh Kumar were appointed as the Additional Independent Directors of the Company u/s 149 read with 161 of the Companies Act, 2013.

After the aforesaid changes in the structure of the Board during the year, the Board of Directors of the Company stands as follows as on date:

Name Designation Date of Appointment DIN

Executive Directors

Ms. Priya Rawal Managing Director and 31st December 2012 05108446 CEO

Mr. Gaurav Bahety Whole Time Director & 31st August, 2013 05167731 CFO

Non – Executive & Independent Directors

Mr. Rakesh Kumar Independent Director 31st December, 2014 01973690

Mr. Yogesh Kumar Independent Director 31st December, 2014 02774016

10. DECLARATION BY THE INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

11. BOARD MEETINGS

During the financial year under review, the Board of Directors met Six times.

12. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee are not applicable to the Company and hence the Company has not devised any policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013.

13. INFORMATION PURSUANT TO RULE 5 (2) OF COMPANIES (APPOINTMENT & REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

The Company has not appointed any employee(s) in receipt of remuneration exceeding the limits specified under Rule 5 (2) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014.

14. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has duly set up an Internal Complaints Committee (ICC) in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013, to redress complaints received regarding sexual harassment.

The following is a summary of sexual harassment complaints received and disposed off during the year 2014-15.

No of complaints received: Nil

No of complaints disposed off: Nil

15. DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (3) (c) read with Section 134 (5) of the Companies Act, 2013, your Directors state that:

a. In the preparation of the annual accounts, the applicable accounting standards have been followed with proper explanation relating to material departures, if any;

b. They have, in the selection of the accounting policies, consulted the Statutory Auditors and have 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 as at 31st March, 2015 and of its profit for the year ended on that date;

c. They have taken proper and sufficient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d. They have prepared the annual accounts for the year ended 31st March, 2015 on a 'going concern' basis; and

e. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There was no loan given or guarantee given or investment made or security provided pursuant to Section 186 of the Companies Act, 2013 during the year under review and hence the said provisions are not applicable.

17. DISCLOSURES OF AMOUNTS, IF ANY, TRANSFER TO ANY RESERVES.

It is not proposed to carry any amount to any reserves from the profits of the Company. Hence, disclosure under Section 134 (3) (j) of the companies act, 2013 is not required.

18. 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 statement relate on the date of this report.

19. ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption are not required to be furnished considering the nature of activities undertaken by the Company during the year under review. Further during the year under review, the Company has neither earned nor used any foreign exchange.

20. STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT

The Company has developed & implemented Risk Management Policy. However, Company has not come across any element of risk which may threaten the existence of the Company.

21. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS / TRIBUNAL IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE

There are no significant material orders passed by the Regulators / Courts / Tribunal which would impact the going concern status of the Company and its future operations. Hence, disclosure pursuant to Rule 8 (5) (vii) of Companies (Accounts) Rules, 2014 is not required.

22. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS PURSUANT TO RULE 8 (5) (viii) OF COMPANIES (ACCOUNTS) RULES, 2014:

The Company has an adequate Internal financial control system, commensurate with the size of its business operations.

23. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES MADE PURSUANT TO SECTION 188 OF THE COMPANIES ACT, 2013

There was no contract or arrangements made with related parties as defined under Section 188 of the Companies Act, 2013 during the year under review.

24. EXTRACT OF ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, 2014 is furnished in "Annexure - MGT-9".

25. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

The Audit Committee consists of the following members;

a. Mr. Rakesh Kumar - Independent Director - Chairman

b. Mr. Yogesh Kumar - Independent Director - Member

c. Mr. Gaurav Bahety - Executive Director & CFO - Member

The above composition of the Audit Committee consists of Independent Directors viz., Mr. Yogesh Kumar and Mr. Rakesh Kumar who form the majority.

The Company has established a vigil mechanism and overseas through the committee, the genuine concerns expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of co employees and the Company.

26. CORPORATE GOVERNANCE:

Your Company is committed to adopting the best Corporate Governance practices. It believes that proper corporate governance is not just a regulatory compliance nut also a facilitator for enhancement of stakeholder's value. Reports on Corporate Governance and Management Discussions & Analysis are annexed and form part of this report.

27. APPRECIATION AND ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company's Bankers, its valued customers, employees and all other intermediaries concerned with the Company's business.

Your directors are grateful towards all members for supporting and sustaining us during the intricate days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.

By Order of the Board of Directors For Effingo Textile & Trading Limited

Sd/-

Place: Mumbai Priya Rawal

Date: 02nd September 2015 (Managing Director)


Mar 31, 2014

Dear Members,

We have pleasure in presenting the 29th Annual Report of the Company and the audited statement of accounts for the year ended 31st March, 2014. A summary of the financial results is given below. The performance of the Company during the year improved robustly compared to that of the last year.

This report has been prepared on the basis of the legal requirements under the Companies Act, 1956. As per General Circular No.08/2014 issued by the Ministry of Corporate Affairs (MCA) dated 04/04/2014, the provisions of the Companies Act, 2013 will become applicable for all disclosures required under the Act for the year 2014-15 and subsequent years.

FINANCIAL POSITION:

(Amount in Lack)

2013 – 2014 2012 – 2013

PARTICULARS Rupees Rupees

Gross Receipt/Other Income 2109.39 471.46

The Profit/(Loss) for the year before Tax 64.40 4.83

Provision for Tax 20.00 1.50

Net Profit/ (Loss ) for the year 44.40 3.33

Balance brought forward from previous year (55.52) (58.85)

Add:-Addition During period 44.40 3.33

Add:- Excess Provision of Income Tax 1.40 ----

Balance carried forward (9.72) (55.52)

OPERATIONS DURING THE YEAR:

The operations of the Company for the year under review have resulted in the gross profit of Rs. 64.40/- as against Rs. 4.83/- in the previous year. After providing for interest, depreciation and taxes, the Company has recorded a net profit of Rs. 44.40/- as against Rs. 3.33/- in the previous year.

During the year under review, the company underwent subdivision of share from nominal value of the Equity shares is Rs.10/- each to nominal value of equity shares of Rs.1/- each pursuant to shareholders Approval vide special resolution passed in the Annual General Meeting held on 27th September, 2013.

FUTURE OUTLOOK:

Following the NDA (National Democratic Alliance) victory in the recently concluded general elections, expectations are now exceptionally high from the new Government with regards to reforms and governance. The clear electoral mandate given to a single party reduces political uncertainty and raises the potential for economic policy reform. The budget document has given the right signals especially with respect to subsidy policy and overall fiscal stance. The Company looks forward to the future with confidence and optimism.

SHARE CAPITAL

In order to improve the liquidity of the Company''s shares in the stock market and to make it affordable to the small investors, the company sub-divided the nominal value of the equity portion of the authorized share capital of the Company and the Company restructured its capital by Increasing the Authorized Share Capital and also with the preferential allotments the Company obtained fresh infusion of funds for the further expansion plans of the Company.

DEPOSITORY SYSTEM:

The equity shares of the Company are available for dematerialization through Depository participants, on both the Depositories viz. National Securities Depository Ltd. (NSDL) and Central Depository Services (India) Ltd. (CDSL).

DIVIDEND:

Your Directors feel that it is prudent to plough back the profits for future growth of the Company and with a view to conserve the resources they do not propose any dividend for the year ended 31st March, 2014.

DIRECTOR''S RESPONSIBILITY STATEMENT:

To the best of their knowledge and belief and according to the information and explanation obtained by them, your Directors make the following statement pursuant to Section 217(2AA) of the Companies Act, 1956:

1. That in the preparation of Annual accounts for the year ended March 31, 2014; the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

2. That the appropriate accounting policies had been selected and applied consistently, and judgments and estimates have been made 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 profits of the company for the said year.

3. That 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.

4. That the accounts have been prepared on a "going concern basis".

PARTICULARS OF EMPLOYEES:

Statement giving particulars of employees as required under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975, as amended, is not annexed to this report as no employee was in receipt of the remuneration in excess of the prescribed sum during the year.

STATEMENT UNDER SECTION 217(I) (e):

Statement pursuant to Section 217(I)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, is given below:

a) The Company has no activities relating to conservation of energy.

b) i) The Company is not required to make provision for research and development expenditure. ii) The Company has no activity relating to technology absorption, adoption and innovation.

c) The Company has no activity relating to foreign exchange earnings and outgo.

BOARD OF DIRECTORS:

In view of the provisions of the Companies Act, 2013, read with the provisions of the Listing Agreement, one-half of the directors on the Board of the Company are required to be independent directors. The independent directors are not to be considered for the purpose of determining the directors liable to retire by rotation. Three of the existing directors, viz. Mr. Manish Jain, Mr. Anil Tondon and Mr. Rajendra Prasad Gogawat are Independent Directors. One-third of the remaining directors, are liable to retire by rotation. Accordingly, Mr. Gaurav Bahety will be retiring at the ensuing Annual General Meeting and being eligible, offers himself for being re-elected. So far as the above-referred tree independent directors are concerned, at the ensuing Annual General Meeting of the Company they would be appointed as the independent directors of the Company for a term of five consecutive years commencing from the date of the said meeting. Also the Company proposes to appoint Ms. Priya Rawal as the Managing Director and Chief Executive officer of the Company who will be treated as the Key Managerial Personnel. This will also fulfill the requirement of having a woman Director on the Board of Directors under the Companies Act, 2013. The Nomination and Remuneration Committee has identified Ms. Priya Rawal as the qualified candidate for the post of Managing Director and Chief Executive Officer of the Company and has recommended her appointment to the Board of Directors. Your Directors propose her appointment to be approved by the shareholders.

RESTRUCTURING OF THE BOARD OF DIRECTORS POST IMPLEMENTATION OF COMPANIES ACT 2013:

The Board of Directors in its meeting held on 12th August, 2014 reconstituted the Board of Directors of the Company in pursuant to various provisions of the Companies Act 2013 as follows:

CORPORATE GOVERNANCE:

The Company is committed to maintain highest standards of Corporate Governance. To comply with conditions of Corporate Governance, pursuant to Clause 49 of the Listing Agreement with the Stock Exchange, Management Discussion and Analysis Report, Corporate Governance Report and Auditor Certificate and shareholders information form a part of this Annual Report. Pursuant to the Circular No. 08/2014 of Ministry of Corporate Affairs dated 04th April 2014, the Company has prepared its financial Statements including Directors Report, Auditors Report as per the provisions of the Companies Act 1956. But as a good corporate governance practice, your Directors present hereby its Corporate Governance Report in terms of new Companies Act and New Clause 49 of the Listing Agreement which will be effective w.e.f. 1st October 2014.

FIXED DEPOSITS:

Your company has neither invited nor accepted any Fixed Deposits from the public during the financial year under review.

LISTING AGREEMENTS REQUIREMENTS:

The securities of your company are listed at BSE Limited. The Company has paid listing fees for the year 2014-15.

AUDITORS:

M/s. S B Jajoo & Co., who are the Statutory Auditors of the Company hold office until the conclusion of the Annual General Meeting. Statutory Auditors have completed their term of one year as auditor prior to the commencement of the Companies Act 2013 and hence your Directors propose to appoint them for the term of 4 (four) more years in terms of provisions of Rule 6 of Companies (Audit and Auditors) Rules, 2014.

Your Directors propose to appointment of M/s S B Jajoo & Co, Chartered Accountants whose appointment as been duly approved by the Audit Committee who shall hold office from the conclusion of this meeting till the conclusion of the fifth Annual General Meeting, with this meeting being counted as the first meeting and will be subject to ratification in every annual general meeting till the fifth such meeting by way of passing of an ordinary resolution and to fix their remuneration.

Also a certificate under Rule 4 of the Companies (Audit and Auditors) Rules, 2014 has been received from the Auditors to the effect that the Auditor is eligible for appointment and is not disqualified for appointment under the Act, the Chartered Accountants Act, 1949 and the rules or regulations made there under and proposed appointment is within the limits laid down by or under the authority of the Act.

SECRETARIAL & INTERNAL AUDITORS

Based on recommendation received from the Audit Committee, the Board of Directors at their meeting held on 12th August, 2014 appointed M/s D.S. Momaya & Co., Company Secretaries, Mumbai as a Secretarial Auditor of the Company under section 138 (Rule 10) of the Companies Act, 2013 for the financial year 2014-15.The Company is also in the process of appointing Internal Auditors pursuant to the provisions of Companies Act 2013.

APPRECIATION:

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company''s Bankers, its valued customers, employees and all other intermediaries concerned with the company''s business.

Your directors sincerely thank all members for supporting us during the difficult days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.

Registered Office: For and on behalf of Board of Directors of

502, 195, Arcadia Building, Effingo Textiles & Trading Limited.

NCPA Marg, Nariman Point ,

Sd/- Sd/-

Mumbai - 400021

Maharashtra.

Place: Mumbai Priya Rawal Gaurav Bahety

Director Director

Dated 12th August, 2014 (05108446) (05167731)


Mar 31, 2013

Dear Shareholders,

The Directors have pleasure in presenting the 28th Annual Report of the Company along with the Audited Statement of Accounts for the year ended as on 31st March, 2013.

FINANCIAL RESULTS:

Particulars 31-03-2013 31-03-2012

Revenue form Operation 47,146,366 46,380

Depreciation Nil Nil

Profit/(Loss) before Tax 483,490 (25,979)

Provision for Tax (150,000) (3,427)

Profit/(Loss) after Tax 333,490 (29,406)

Balance Brought forward (5,885,861) (5,856,455)

Balance carried to Balance Sheet (5,552,371) (5,885,861)



BUSINESS OVERVIEW:

During the year under review, the company has progressed with its efficient management and made a Net Profit of Rs. 333,490/-.

During the period under review, the Company also changed its name from Malti Textiles to Effingo Textile & Trading Ltd. The main reason for change of name was to give a fresh branding to the company so that the Company could enter a new era of growth and in turn increase the shareholders value. Further the Company also during the period under review restructured its capital by increasing the Authorised Share Capital and also with the preferential allotments the Company obtained fresh infusion of funds for the further expansion plans of the Company.

DIVIDEND:

Your Directors feel that it is prudent to plough back the profits for future growth of the Company and with a view to conserve the resources they do not propose any dividend for the year ended 31st March2013

AUDITOR''S QUALIFICATIONS:

The Auditors of the Company have not qualified their report and there are no observations and suggestions made by the Auditors in their report and therefore do not call for any further comments under section 217(3) of the Companies Act, 1956.

FIXED DEPOSITS:

The company has not accepted any Fixed Deposits from the public during the period.

BOARD OF DIRECTORS:

Ms. Priya Rawal was appointed as the Additional Director of the Company in the meeting of Board of Directors held 31st December 2012 and Mr. Gaurav Bahety was appointed as the Additional Director of the Company in the meeting of Board of Directors held 31st August 2013. Pursuant to provisions of section 260 they hold office only upto the date of forthcoming Annual General Meeting. Your Directors propose their re-appointment. Pursuant to provisions of section 198, 269, 309 and 310 read with schedule XIII, and other applicable provisions if any of the companies act, 1956, your directors propose appointment of Ms. Priya Rawal as Chairperson and Managing Director and Mr. Gaurav Bahety as the Executive Director of the company for a period of one year from 31st August 2013 to 30th August 2014. Your Directors propose their appointment as the Managing Director and Executive Director respectively. Pursuant to provision of Section 256 of the Companies Act, 1956, Mr. Rajendra Prasad Gogawat, and Mr. Anil Tondon retires by rotation and being eligible offers themselves for re-appointment.

PARTICULARS OF EMPLOYEES :

Disclosure of information as per Section 217(2A) of the Companies Act, 1956 is not being given as no employee of the Company is getting remuneration more than the prescribed limits.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE AND EARNING AND OUT GO:

The particulars as required under the provisions of Section 217(1)(e) of the Companies Act, 1956 in respect of conservation of energy and technology absorption are not required to be furnished considering the nature of activities undertaken by the Company during the year under review. Further during the year under review, the Company has neither earned nor used any foreign exchange.

DIRECTOR''S RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217 (2AA) OF THE COMPANIES ACT, 1956 :

Pursuant to Section 217 (2AA) of the Companies (Amendment Act) 2000, the Directors of your Company state as under:- a) that in the preparation of the Annual Accounts, applicable accounting standards have been followed.

b) that the accounting policies are consistently applied and reasonable, prudent judgment and estimates are made so as to give a true and fair view of the state of affairs of the company at the end of the Financial Year.

c) that 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.

d) that the Directors had prepared the annual Accounts on a going concern basis.

AUDITORS :

M/s. S B Jajoo & Co. Chartered Accountants hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offer themselves for re-appointment.

CORPORATE GOVERNANCE:

Reports on Corporate Governance and Management Discussions & Analysis are annexed and form part of this report.

APPRECIATION:

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company''s Bankers, its valued customers, employees and all other intermediaries concerned with the company''s business.

We directors sincerely thank all members for supporting us during the difficult days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.



By Order of the Board of Directors



Place: Mumbai Priya Rawal

Date: 31st August 2013 Chairman & Managing Director


Mar 31, 2011

The Directors are presenting the 26th Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2011 for your perusal consideration and adoption.

FINANCIAL RESULTS

2011 2010

Profit/(Loss) for the year (34,243-30) (48,960-65)

Balance being Loss brought forward

from Previous year (58,22,211-76) (57,73,251-11)

Net Loss carried over to Balance sheet (58,56,455-06) (58,22,211-76)

DIVIDEND

In light of above your Directors do not propose any dividend for the year.

AUDITORS' REPORT

The notes referred to by the Auditors in their report are self-explanatory.

FIXED DEPOSITS

The company has not accepted any Fixed Deposits from the public during the period.

DIRECTORS

Pursuant to provision of Section 256 of the Companies Act, 1956, Sh. Rajendra Prasad Gogawat, retires by rotation and being eligible offers himself for re-appointment.

PARTICULARS OF EMPLOYEES

Disclosure of information as per Section 217(2A) of the Companies Act, 1956 is not being given as no employee of the Company is getting remuneration more than the prescribed limits.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE AND EARNING AND OUT GO

As to information required under Section 219(1)(e) of the Companies Act, with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 the company has not made any transaction for earning and outgo of foreign exchange and has not utilized energy in any way during the period under review.

DIRECTOR'S RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217 (2AA) OF THE COMPANIES ACT. 1956.

Pursuant to Section 217 (2AA) of the Companies (Amendment Act) 2000, the Directors of your Company state as under: -

a) that in the preparation of the Annual Accounts, applicable accounting standards have been followed.

b) that the accounting policies are consistently applied and reasonable, prudent judgment and estimates are made so as to give a true and fair view of the state of affairs of the company at the end of the Financial Year.

c) that 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.

d) that the Directors had prepared the annual Accounts on a going concern basis.

AUDITORS

M/s. Suresh Kumar Mittal & Co. Chartered Accountants hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offer themselves for re-appointment.

COMPLIANCE UNDER SECTION 383 A OF THE COMPANIES ACT. 1956

In compliance with the Companies (Compliance Certificate) Rule 2001, a compliance certificate issued by M/s. S.K. Hota & Associates, Company Secretaries in Whole time practice, is attached to this report.

For and on behalf of the Board

For Malti Textile Mills Limited

Place:New Delhi

Dated: 03.09.2011 Director


Mar 31, 2010

The Directors are presenting the 25th Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2010 for your perusal consideration and adoption.

FINANCIAL RESULTS

2010 2009

Profit/(Loss) for the year (48,960.65) (34,760.42)

Less: Provision for Income tax for earlier years written back - 2,953.00

(48,960.65) (31,807.42)

Balance being Loss brought forward from Previous year (57,73,251.11) (57,41,443.69)

Net Loss carried over to Balance sheet (58,22,211.76) (57,73,251.11)

DIVIDEND

In light of above your Directors do not propose any dividend for the year.

AUDITORS REPORT

The notes referred to by the Auditors in their report are self-explanatory.

FIXED DEPOSITS

The company has not accepted any Fixed Deposits from the public during the period.

DIRECTORS

Pursuant to provision of Section 256 of the Companies Act, 1956, Sh. Manish Jain, retires by rotation and being eligible offers himself for re-appointment.

Shri Rajendra Prasad Gogawat was appointed as an Additional Director effective August 14, 2009. Interms of Section 260 of the Companies Act, 1956 he shall hold office only upto the date of the ensuing Annual General Meeting. The company has received requisite notice in writing from a member proposing his candidature for the office of Director liable to retire by rotation.

Shri Anil Tandon was appointed as an Additional Director effective January 27, 2010. Interms of Section 260 of the Companies Act, 1956 he shall hold office only upto the date of the ensuing Annual General Meeting. The company has received requisite notice in writing from a member proposing his candidature for the office of Director liable to retire by rotation.

Due to the sudden demise of Sh. S.P. Rai, Director of the company, ceased the office of the Directorship w.e.f. 14.08.2009 and the Board placed great appreciation about his services during the tenure of his Directorship in the company.

Sh. CM. Kaushik, Director of the company has resigned from the Board effective January 27, 2010. The Board placed on record its deep sense of appreciation for the invaluable contribution made by Sh. CM. Kaushik during his tenure as Director of the company.

PARTICULARS OF EMPLOYEES

Disclosure of information as per Section 217(2A) of the Companies Act, 1956 is not being given as no employee of the Company is getting remuneration more than the prescribed limits.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE AND EARNING AND OUT GO

As to information required under Section 219(1)(e) of the Companies Act, with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 the company has not made any transaction for earning and outgo of foreign exchange and has not utilized energy in any way during the period under review.

DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217 (2AA) OF THE COMPANIES ACT. 1956.

Pursuant to Section 217 (2AA) of the Companies (Amendment Act) 2000, the Directors of your Company state as under:-

a) that in the preparation of the Annual Accounts, applicable accounting standards have been followed.

b) that the accounting policies are consistently applied and reasonable, prudent judgment and estimates are made so as to give a true and fair view of the state of affairs of the company at the end of the Financial Year.

c) that 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.

d) that the Directors had prepared the annual Accounts on a going concern basis.

AUDITORS

M/s. Suresh Kumar Mittal & Co. Chartered Accountants hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offer themselves for re-appointment.

COMPLIANCE UNDER SECTION 383 A OF THE COMPANIES ACT. 1956

In compliance with the Companies (Compliance Certificate) Rule 2001, a compliance certificate issued by M/s. S.K. Hota & Associates, Company Secretaries in Whole time practice, is attached to this report.

For and on behalf of the Board For Malti Textile Mills Limited

Place: New Delhi

Dated: 18.08.2010 DIRECTOR

 
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