Mar 31, 2015
Dear Members,
The Directors have pleasure in presenting their Twenty Ninth Annual
Report on the business and operations of the Company and the accounts
for the Financial Year ended March 31,2015.
a) Financial summary or highlights/Performance of the Company
(Standalone)
The financial results for the year ended 31st March 2015 are given
below
For the year ended For the year ended
Description 31st March 2015 31st March 2014
Total Income 18,152,231 15,874,453
Total Expenditure 13,673,126 13,548,173
Profit before tax 4,479,105 2,326,280
Tax 680,000 1,016,000
Profit after tax 3,799,105 1,310,280
Add : Opening Balance 9,445,425 8,398,145
Less : Transfer to Statutory Reserve 760,000 263,000
Closing Balance to be carried to 12,484,530 9,445,425
Balance Sheet
EPS 127 0.44
b) Dividend
Your directors wish to retain the profit for the growth and development
of the Company. Hence no dividend is recommended for the financial year
ending 31st March 2015.
c) Reserves
During the year an amount of Rs.760,000/- (Rupees Seven Lakhs Sixty
Thousand only) is transferred to Statutory Reserve as per Section 45-IC
of the Reserve Bank of India Act, 1934.
d) Brief description of the Company's working during the year/State of
Company's affair
During the year under report, the Company extended hire purchase
finance to the tune of Rs. 337.54 lakhs and financing under other
credit facility of Rs.66.35 lakhs.
The total income of the Company is at Rs.181.52 lakhs during the year
under review as against Rs.158.74 lakhs in the previous financial year;
and the profit before tax during the year under review is at Rs. 44.79
lakhs as compared to Rs.23.26 lakhs in the previous financial year; and
that profit after tax during the year under review is at Rs. 37.99
lakhs as compared to Rs. 13.10 lakhs in the previous financial year.
There is no separate reportable segment as per Accounting Standard - 17
as the operation related to one segment
e) Information required under Non-Banking Financial Companies
Acceptance Of Public Deposits (Reserve Bank) Directions, 1998
There are no instance where the public deposit of the company have not
been claimed by the depositors or not paid by the company after the
date on which the deposit became due for repayment..
As such The total amount due under such accounts remaining unclaimed or
unpaid beyond the dates referred to above was NIL.
f) Change in the nature of business, if any
There is no significant change in the activities of the company. Your
Company continues to advance finance under the various categories as in
previous years.
g) Material changes and commitments, if any, affecting the financial
position of the company which have occurred between the end of the
financial year of the company to which the financial statements relate
and the date of the report
No Material changes occurred subsequent to the close of the financial
year of the Company to which the balance sheet relates and the date of
this report.
h) Details of significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and company's
operations in future
There are no instances wherein significant and material orders passed
by regulators or courts or tribunals had impacted the going concern
status and company's operations.
i) Details in respect of adequacy of internal financial controls with
reference to the Financial Statements.
The Company's Internal Control System is designed to ensure operational
efficiency, protection and conservation of resources, accuracy and
promptness in financial reporting and compliance with laws and
regulations. Adequate Internal Control Systems and checks are in place,
commensurate with the size of the Company and nature of its business.
The management exercises financial control on the operations through a
well defined monitoring process and standard operating procedures.
During the year, your Company has appointed Mr. Rajesh Modi, Chartered
Accountant, proprietor M/s Rajesh & Co. to conduct the internal audit.
The Internal Auditor monitors and evaluates the efficiency and adequacy
of internal control in the Company, its compliance with operating
systems, accounting procedures and policies. Based on the findings of
the Internal Auditor, the management takes corrective action in the
respective areas and thereby strengthens the control mechanism.
j) Vigil Mechanism / Whistle Blower Policy
The company has a Vigil Mechanism Policy to deal with any instance of
fraud or mismanagement. The details of the Policy are explained in the
Corporate Governance Report and are also posted on the website of the
company.
k) Details of Subsidiary/Joint Ventures/Associate Companies
Your Company do not have a Subsidiary/Joint Venture/Associate Company
as such instances of reporting does not arise.
l) Performance and financial position of each of the subsidiaries,
associates and joint venture companies included in the consolidated
financial statement.
As there are no subsidiaries, associates and joint venture companies,
instances of reporting on their performance and financial position does
not arise.
m) Deposits
The details relating to deposits, covered under Chapter V of the Act,-
(a) accepted during the year; Rs.16,13,000/-
(b) remained unpaid or unclaimed as at the end Nil
of the year;
(c) whether there has been any default in repayment
of deposits or payment of interest thereon
during the year and if so, number of such cases
and the total amount involved-
Nil
(i) at the beginning of the year; Nil
(ii) maximum during the year; Nil
(iii) at the end of the year;
(d) The details of deposits which are not in
compliance with the requirements of Chapter
V of the Act; Nil
n) Statutory Auditors
Pursuant to the new requirement of Section 139 (1) of the Companies
Act, 2013 M/s Chandarana & Sanklecha, Chartered Accountants (Firm
Registration No. 000557S) were appointed as Statutory Auditor for
financial year 2014-15 and are to hold office till the conclusion of
the forthcoming Annual General Meeting. They have confirmed their
eligibility under Section 141 of the Companies Act 2013 and the Rules
framed there under for re-appointment as Auditors of the Company. As
required under Clause 49 of the Listing Agreement, The auditors have
also confirmed that they hold a valid certificate issued by the Peer
Review Board of the Institute of Chartered Accounts of India. As
required by Section 139 (1) of the Companies Act, 2013 the appointment
of Statutory Auditors is placed before the members for approval.
o) Auditors' Report
The Board of Directors wish to state that the Auditors Report on the
Audited Financial Statement of the Company for the year ended 31st
March 2015 do not contain any qualification, reservation or adverse
remark, so need not require any explanation or comment
p) Share Capital
i. Issue of equity shares with differential rights
The Board of Directors wish to inform that there are no instance during
the financial year for issue of sweat equity shares as such the
requirement for providing details as provided in rule 8 (13) of
Companies (Share Capital and Debentures) Rules, 2014 does not arise.
ii. Issue of sweat equity shares
The Board of Directors wish to inform that there are no instance during
the financial year for issue of sweat equity shares as such the
requirement for providing details as provided in rule 8 (13) of
Companies (Share Capital and Debentures) Rules, 2014 does not arise.
iii. Issue of employee stock options
The Board of Directors wish to inform that there are no instance during
the financial year for issue of employee stock options as such the
requirement for providing details as provided in rule 12 (9) of
Companies (Share Capital and Debentures) R
q) Provision of money by company for purchase of its own shares by
employees or by trustees for the benefit of employeesules, 2014 does
not arise.
The Board of Directors wish to inform that there are no instance during
the financial year where the company had made provision of money for
purchase of its own shares by employees or by trustees for the benefit
of employees as such the requirement for providing details as provided
in rule 16 (4) of Companies (Share Capital and Debentures) Rules, 2014
does not arise
r) Extract of the annual return
The extract of the annual return for the financial year ended on 31st
March 2015 as required by Section 92 (3) of the Companies Act 2013 is
provided as Annexure "A"
s) Information as per section 134(3)(m) of the Companies Act, 2013
The company has no activity relating to consumption of energy or
technology absorption. The company does not have any foreign exchange
earnings and outgo during the year.
t) Corporate Social Responsibility (CSR)
The Corporate Social Responsibility (CSR) which is applicable to every
company having net worth of rupees five hundred crore or more, or
turnover of rupees one thousand crore or more or a net profit of rupees
five crore or more during any financial year is Not applicable and as
such instances of disclosures as per Rule 9 of Companies (Corporate
Social Responsibility Policy) Rules, 2014 does not arise.
u) Directors:
At the forthcoming AGM, Shri J. Ashok Galada, Managing Director is
liable to retire and being eligible has offered himself for
re-appointment
Your Directors recommend the re-appointment of director retiring by
rotation to the members.
v) Declaration from Independent Director(s)
The Company had received necessary declaration from each independent
Director of the Company under Section 149 (7) of the Companies Act,
2013 that each of them meets with the
criteria of their independence as laid down in Section 149 (6).
w) Formal Annual Evaluation
The Board periodically evaluates its own performance and that of its
committees and individual directors.
x) Meetings of the Board of Directors
Composition and category of Board of Directors
The Board of Directors of the company comprises of Executive,
Non-Executive and Independent Directors. In all there are six
Directors, Two Executive and four Independent Directors.
Name of the Director Designation Category
Mr. J. Ashok Galada Managing Director Promoter and Executive
Mr. Naveen Galada Director Director
Justice P Bhaskaran Chairman Independent and Non-
Executive Director
Mr S Venkatakrishnan Director Independent and Non-
Mr K Ramu Executive Director
Mrs. Indira Srinivasan
Royakottam
Attendance of each Director at Board Meetings, last Annual General
Meeting and Number of other Directorships and Membership/Chairmanship
of Committees of each Director in various Companies forms part of
Corporate Governance Report.
y) Audit Committee
The Audit Committee comprised of the following directors for the year
ended 31st March 2015.
Name of members Status in Committee Nature of Directorship
Justice P Bhaskaran Chairman
Independent and
S. Venkatakrishnan Member Non-Executive Director
K. Ramu Member
The terms of reference of the Audit Committee are as per the guidelines
set out in the listing Agreement with the stock exchange and these also
confirm to the provisions of the Companies Act, 2013. The details of
date of the meeting of the committee and attendance of each Director
along with scope of Audit Committee are given in the Corporate
Governance Report.
The Board has not rejected any proposal / recommendations of the Audit
Committee during the year.
z) Details of establishment of vigil mechanism for directors and
employees
The Company has a Vigil Mechanism named "Whistle Blower Policy" to deal
with genuine concerns
raised by the Directors/employees, if any. The details of the Whistle
Blower Policy is explained in the Corporate Governance Report and also
posted on the Company's website www.galadafinance.in
aa) Nomination and Remuneration Committee
The Remuneration and Nomination Committee comprised of the following
directors for the year ended 31st March 2015
Name of members Status in Committee Nature of Directorship
K. Ramu Chairman
Independent and
Justice P. Bhaskaran Member Non-Executive Director
S. Venkatakrishnan Member
ab) Particulars of loans, guarantees or investments under section 186
The Company has not given any loans or Guarantees covered under the
provisions of Section 186 of the Companies Act, 2013. The details of
the Investments made by Company are given in the notes to the financial
statements.
ac) Particulars of contracts or arrangements with related parties:
All related party transaction that was entered into during the
financial year was on an arm's length basis in the ordinary course of
business. There are no 'material' contracts or arrangements or
transactions which were not at arm's length basis and therefore
disclosure in form AOC -2 is not required.
All Related Party Transactions are placed before the Audit Committee as
also the Board for approval. Prior omnibus approval of the Audit
Committee is obtained for the transactions which are foreseeable and
repetitive nature. For the transactions entered into pursuant to the
omnibus approval so granted, a statement giving details of all related
party transactions is placed before the Audit Committee and the board
of Directors for their approval on a quarterly basis.
ad) Managerial Remuneration:
Disclosure of remuneration under section 197 (12) of the companies act,
2013 read with rule 5 (1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are provided at
Annexure "B"
ae) Secretarial Audit Report
Shri T S. Raju, Practicing Company Secretary (Membership No.
2745),having address at Regency House, 2A, Second Floor, 250/7, Anna
Salai, Teynampet, Chennai 600 006 Tel No. 2435 0676 has conducted the
Secretarial Audit of the Company for the Financial Year 2014-15. The
Secretarial Audit report issued by the him is attached to this report
as Annexure - "C" . As there are no qualification, reservation or
adverse remark or disclaimer made by the Company secretary in whole
time practice in the secretarial audit report, the need for providing
explanation or comments on the same by the Board of Directors does not
arise
af) Corporate Governance Certificate
The Compliance certificate from the auditors regarding compliance of
conditions of corporate governance as stipulated in Clause 49 of the
Listing agreement is provided as Annexure "D" to this report.
ag) Corporate Governance Report
The Company is committed to maintain the standards of corporate
governance and adhere to the corporate governance requirements set out
by SEBI.
The Report on corporate governance as stipulated under Clause 49 of the
Listing Agreement forms part of the Annual Report and is attached as
Annexure-E.
The requisite certificate from the Auditors of the Company confirming
compliance with the conditions of corporate governance as stipulated
under the aforesaid Clause 49, is attached to the Report on corporate
governance.
ah) Management's Discussion and Analysis Report
Management's Discussion and Analysis Report for the year under review,
as stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India, is presented in a separate section forming part of
the Annual Report.
ai) Risk management policy
A Risk Management Policy for the Company has been adopted by the Board.
The Company manages risk through a detailed Risk Management Policy
framework which lays down guidelines in identifying, assessing and
managing risks that the businesses are exposed to. Risk is managed by
the Board through appropriate structures that are in place.
aj) Directors' Responsibility Statement
The terms of clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013, the directors state that:
(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
(b) 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 and
loss of the company for that period;
(c) the 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;
(d) the directors had prepared the annual accounts on a going concern
basis; and
(e) the directors, in the case of a listed company, had laid down
internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating
effectively.
(f) the directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were
adequate and operating effectively.
ak) Acknowledgements
Your Directors would like to express their appreciation for the
assistance and co-operation received from the financial institutions,
banks, Government authorities, customers, vendors and members during
the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the committed services by the
Company's executives, staff and employees.
For and on behalf of the Board of Directors
Justice P Bhaskaran
Chairman
DIN:00126136
Date: 01.08.2015
Place: Chennai
Mar 31, 2014
Dear Members,
The Directors have great pleasure in presenting their TWENTY EIGHTH
ANNUAL REPORT together with the Audited Accounts of the Company for the
year ended March 31,2014.
FINANCIAL RESULTS
The financial results for the year ended 31st March 2014 are given
below
Description For the year ended For the year ended
31st March 2014 31st March 2013
Total Income 15,874,453 727,276
Total Expenditure 13,548,173 14,216,391
Profit before tax 2,326,280 4,280,063
Tax 1,016,000 1,481,000
Profit after tax 1,310,280 2,799,063
EPS 0.44 0.93
DIVIDEND
Your directors wish to retain the profit for the growth and development
of the Company. Hence no dividend is recommended for the financial year
ending 31st March 2014.
INDUSTRY STRUCTURE AND DEVELOPMENTS
The industrial growth in India is slowly recovering with signs of
steadiness in the years to follow.
BUSINESS REVIEW
During the year under report, the Company extended hire purchase
finance to the tune of Rs. 219.74 lakhs and financing under other
credit facility of Rs. 52.08 lakhs.
The total income of the Company is at Rs.158.74 lakhs during the year
under review as against Rs.191.73 lakhs in the previous financial year;
and the profit before tax during the year under review is at Rs. 23.26
lakhs as compared to Rs.42.80 lakhs in the previous financial year; and
that profit after tax during the year under review is at Rs. 13.10
lakhs as compared to Rs. 27.99 lakhs in the previous financial year.
OUTLOOK
The outlook for the Company looks encouraging and positive.
OPPORTUNITIES, CHALLENGES, RISKS AND CONCERNS
With the Indian economy showing signs of recovery, it is expected that
there would be abundant opportunities for the growth of NBFC Sector.
Competition from private and public sector banks in the retail
financing and competitive interest rates are challenges to the
industry.
With strong and dynamic management, experienced and skilled staff,
retention of customers, improvement of assessment procedures and
quality of appraisal, the Company is confident of converting challenges
into opportunities.
Any operational risk, market risk and interest rate risk can have
adverse impact on the operations of the Company. Through continuous
emphasis on cost control and cost reduction measures and taking
corrective action wherever necessary, the Company will minimize the
risk.
DEPOSITS
As on 31st March 2014, there were 57 depositors for a value of Rs.
77.95 lakhs.
Your Company has complied with the requirements under the guidelines
issued by the Reserve Bank of India for Non-Banking Financial
Companies.
INFORMATION REQUIRED UNDER NON-BANKING FINANCIAL COMPANIES ACCEPTANCE
OF PUBLIC DEPOSITS (RESERVE BANK) DIRECTIONS, 1998
The total number of accounts of public deposit of the company which
have not been claimed by the depositors or not paid by the company
after the date on which the deposit became due for repayment was NIL.
The total amount due under such accounts remaining unclaimed or unpaid
beyond the dates referred to above was NIL.
BUY BACK
The company has not bought back any shares during the financial year
REMUNERATION AND NOIMINATION COMMITTEE
During the year, your Directors have constituted Nomination and
Remuneration Committee comprising of Mr. K Ramu as Chairman and Justice
P Bhaskaran and Mr S Venkatakrishnan as other members.
The said Committee has been entrusted inter alia with the
responsibility of determining and recommending to the Board, the
candidature and the remuneration of Directors and Key Managerial
Persons.
MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT
Management''s Discussion and Analysis Report for the year under review,
as stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India, is presented in a separate section forming part of
the Annual Report.
DIRECTORS AND KEY MANAGERIAL PERSONS
Mr. Naveen Galada retires by rotation at this Annual General Meeting as
per Companies Act, 2013 making his office liable to retire by rotation.
The Director being eligible offers himself for re-appointment.
Mr. J. Ashok Galada was re-appointed as the Managing Director of the
Company for a period of three years with effect from 01st April 2014 by
the Board of Directors in their meeting held on 31st January 2014
subject to the approval of members in the ensuing general meeting.
Pursuant to the provisions of Section 161(1) of the Companies Act, 2013
and the Articles of Association of the Company, Mrs. Indira Srinivasan
Royakottam was appointed as an Additional Director designated as an
Independent Director w.e.f. January 31, 2014 and she shall holds office
up to the date of the ensuing Annual General Meeting. The Company has
received requisite notice in writing from a member proposing Mrs.
Indira Srinivasan Royakottam for appointment as an Independent
Director.
Justice P Bhaskaran, Shri S. Venkata Krishnan and Shri. K. Ramu
directors are appointed as Independent director for a period of five
years as per section 149 of the Companies Act, 2013.
The Board recommends the appointment and re-appointment of the
aforesaid directors.
During the year, the Company appointed C.S. Alpa Jain as the Company
Secretary and Compliance Officer of the Company with effect from 14th
February 2014.
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:
(i) That in the preparation of the accounts for the financial year
ended 31st March 2014, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) That 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 at the end of the financial year and of the
profit of the Company for the year under review;
(iii) That 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;
(iv) That the Directors have prepared the accounts for the financial
year ended 31st March 2014 on a ''going concern'' basis.
MATERIAL CHANGES AFTER THE BALANCE SHEET DATE (31st MARCH 2014)
There are no material changes and commitments between 31st March 2014
and the date of this report having an adverse bearing on the financial
position of the Company.
The Directors appointed M/s. Rajesh Modi & Co. as Internal Auditors in
the Board Meeting held on 29th May 2014 as per the provisions of the
Companies Act, 2013.
The Board of Directors also appointed Mrs. K. R. Manimeghala as a
Chief Financial Officer of the Company with effect from 29 th May 2014.
AUDITORS
M/s. Chandarana & Sanklecha, Chartered Accountants, the Statutory
Auditors of the Company hold office until the conclusion of the ensuing
Annual General Meeting and are eligible for re-appointment until the
next Annual General Meeting. A certificate of their eligibility has
been received from them.
PARTICULARS REQUIRED UNDER SECTION 217(2A) OF COMPANIES ACT, 1956
The relationship with the employees of the Company was cordial
throughout the Financial Year under review. The Board of Directors
appreciates the co-operation and spirit of the employees of the
company.
There were no employees covered by the provisions of Section 217(2A) of
the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975 as amended vide notification no G.S.R 289(E)
dated 3T March 2011.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars relating to energy conservation, technology absorption,
foreign exchange earnings and outgo, as required to be disclosed under
Section 217(1)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, are provided in Annexure A to this Report.
CORPORATE GOVERNANCE REPORT
The Company is committed to maintain the standards of corporate
governance and adhere to the corporate governance requirements set out
by SEBI.
The Report on corporate governance as stipulated under Clause 49 of the
Listing Agreement forms part of the Annual Report and is attached as
Annexure-B.
The requisite certificate from the Auditors of the Company confirming
compliance with the conditions of corporate governance as stipulated
under the aforesaid Clause 49, is attached to the Report on corporate
governance.
REGULATORY STATEMENT
In conformity with the provisions of Clause 32 of the Listing
Agreement, the Cash Flow Statement for the year ended 3T March 2014 is
annexed to the Accounts.
COMMON AGENCY FOR SHARE REGISTRY WORK
M/s. Cameo Corporate Services Ltd., at ''Subramanian Building'', No.1,
Club House Road, Chennai 600 002 are the Common Agency for physical and
electronic share registry work of the Company.
ACKNOWLEDGEMENT
Your Directors would like to express their appreciation for the
assistance and co- operation received from the financial institutions,
banks, Government authorities, customers, vendors and members during
the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the committed services by the
Company''s executives, staff and employees.
For and on behalf of the Board of Directors
Justice P Bhaskaran
Chairman
DIN:00126136
Date: 02.08.2014
Place: Chennai
Mar 31, 2013
Dear Members,
The Directors have great pleasure in presenting their TWENTY SEVENTH
ANNUAL REPORT together with the Audited Accounts of the Company for the
year ended March 31, 2013.
01. FINANCIAL RESULTS
The financial results for the year ended 31st March 2013 are given
below
Description For the For the
year ended year ended
31.3.2013 31.3.2012
(Rs. in lakhs) (Rs. in lakhs)
Total Income 191.73 178.90
Less Expenditure 119.73 110.71
Profit before Depreciation
and Taxes 72.00 68.19
Less Depreciation 22.43 21.73
Profit before Tax 49.57 46.46
Less Income Tax 16.00 16.00
Deferred Tax (1.19) (1.89)
14.81 14.11
Profit After Tax 34.76 32.35
Less : Extra Ordinary items-
Provn for diminution in the
value of investments 6.77 5.64
Profit for the year 27.99 26.71
Balance Brought Forward 82.65 61.44
from Previous Year
Amount available for
appropriation 110.64 88.15
APPROPRIATION
Transfer to Statutory Reserve 5.60 5.50
Proposed Dividend and Tax
Thereon 21.06
Balance carried to Balance
Sheet 83.98 82.65
110.64 88.15
02. DIVIDEND
The Directors recommend a Dividend of Re. 0.60ps per share (6%) on the
paid up capital of Rs. 300 Lakhs absorbing a sum of Rs. 18.00 Lakhs
towards Dividend and Rs. 3.06 Lakhs towards tax thereon for the
financial year ending 31st March 2013. The dividend will be paid to all
those equity shareholders whose names appear in the Register of Members
as on 27th July 2013.
03. INDUSTRY STRUCTURE AND DEVELOPMENTS
The industrial growth in India is showing signs of recovery and the
Indian economy is poised for steady growth in the years to follow.
04. BUSINESS REVIEW
During the year under report, the Company extended hire purchase
finance to the tune of Rs. 396.38 lakhs and financing under leasing to
the tune of 32.27 lakhs and other credit financing of Rs.16.29 lakhs.
The total income of the Company is at Rs. 191.73 lakhs during the year
under review as against Rs.178.90 lakhs in the previous financial year;
and the profit before tax during the year under review is at Rs. 49.57
lakhs as compared to Rs. 46.46 lakhs in the previous financial year;
and that profit after tax during the year under review is at Rs. 27.99
lakhs as compared to Rs. 26.71 lakhs in the previous financial year.
05. OUTLOOK
The outlook for the Company looks encouraging.
06. OPPORTUNITIES, CHALLENGES, RISKS AND CONCERNS
With the Indian economy showing signs of recovery, it is expected that
there would be abundant opportunities for the growth of NBFC Sector.
Competition from private and public sector banks in the retail
financing and competitive interest rates are challenges to the
industry.
With strong and dynamic management, experienced and skilled staff,
retention of customers, improvement of assessment procedures and
quality of appraisal, the Company is confident of converting challenges
into opportunities.
Any operational risk, market risk and interest rate risk can have
adverse impact on the operations of the Company. Through continuous
emphasis on cost control and cost reduction measures and taking
corrective action wherever necessary, the Company will minimize the
risk.
07. DEPOSITS
As on 31st March 2013, there were 89 depositors for a value of Rs.
123.34 lakhs.
Your Company has complied with the requirements under the guidelines
issued by the Reserve Bank of India for Non-Banking Financial
Companies.
08. INFORMATION REQUIRED UNDER NON-BANKING FINANCIAL COMPANIES
ACCEPTANCE OF PUBLIC DEPOSITS (RESERVE BANK) DIRECTIONS, 1998
The total number of accounts of public deposit of the company which
have not been claimed by the depositors or not paid by the company
after the date on which the deposit became due for repayment was NIL.
The total amount due under such accounts remaining unclaimed or unpaid
beyond the dates referred to above was NIL.
09. DIRECTORS
Shri S. Venkata Krishnan and Shri. K. Ramu directors retire by rotation
and being eligible, they offer themselves for re-appointment.
10. 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:
(i) That in the preparation of the accounts for the financial year
ended 31st March 2013, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) That 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 at the end of the financial year and of the
profit of the Company for the year under review;
(iii) That 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;
That the Directors have prepared the accounts for the financial year
ended 31st March 2013 on a ''going concern'' basis.
11. AUDITORS
M/s. Chandarana & Sanklecha, Chartered Accountants, the Auditors of the
Company hold office until the conclusion of the forthcoming Annual
General Meeting and are eligible for re-appointment.
12. EMPLOYEES
Your Directors wish to convey their appreciation of services rendered
by the employees at all levels.
13. PARTICULARS REQUIRED UNDER SECTION 217(2A) OF COMPANIES ACT, 1956
There were no employees who were in receipt of the remuneration for the
year ended 31.3.2013 as prescribed under Section 217 (2A) of the
Companies Act,1956 and hence annexure as per Section 217(2A) of the
Companies Act, 1956 read with Companies (Particulars of Employees)
Rules, 1975 is not attached.
14. INFORMATION PURSUANT TO SECTION 217(1)(e) OF THE COMPANIES ACT,
1956
The Company has no activity relating to conservation of energy or
technical absorption. There were no foreign exchange earnings or outgo
during the year under review.
15. REGULATORY STATEMENT
In conformity with the provisions of Clause 32 of the Listing
Agreement, the Cash Flow Statement for the year ended 31st March 2013
is annexed to the Accounts.
16. COMMON AGENCY FOR SHARE REGISTRY WORK
M/s. Cameo Corporate Services Ltd., at ''Subramanian Building'', No.1,
Club House Road, Chennai 600 002 are the Common Agency for physical and
electronic share registry work of the Company.
17. CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with the Stock Exchange,
a separate section titled "Corporate Governance" is attached to this
Annual Report.
The certificate of Statutory Auditors dated 30st May 2013 in line with
Clause 49 of the Listing Agreement with the Stock Exchange is annexed
to and forms a part of the Directors'' Report.
18. CAUTIONARY STATEMENT
Management Discussion and Analysis forming part of this report is in
compliance with Corporate Governance Standards incorporated in the
listing agreement with Stock Exchange and such statements may be
"forward-looking" within the meaning of applicable laws and
regulations. Actual results could differ materially from those
expressed or implied. Important factors that could influence Company''s
operations include global and domestic financial market conditions
affecting the interest rates, availability of resources for the
financial sector, market for lending, changes in regulatory directions
issued by the Government, tax laws, economic situation and other
relevant factors.
19. ACKNOWLEDGEMENT
Your Directors would like to express their appreciation for the
continued assistance and co-operation received from Company''s, Bankers,
Customers, Advisors, Auditors and Depositors during the year under
review.
For and on behalf of the Board
JUSTICE P BHASKARAN
Chairman
Place : Chennai
Date : 30th May 2013
Mar 31, 2012
Dear Members,
The Directors have great pleasure in presenting their TWENTY SIXTH
ANNUAL REPORT together with the Audited Accounts of the Company for the
year ended March 31,2012.
01. FINANCIAL RESULTS
The financial results for the year ended 31st March 2012 are given
below:-
Description For the For the
year ended year ended
31.3.2012 31.3.2011
(Rs.in lakhs) (Rs. in lakhs)
Total Income 178.90 150.92
Less Expenditure 110.71 89.06
Profit before Depreciation
and Taxes 68.19 61.86
Less Depreciation 21.73 21.53
Profit before Tax 46.46 40.33
Less Income Tax 16.00 13.00
Deferred Tax (1.89) (1.86)
14.11 11.14
Profit After Tax 32.35 29.19
Less: Extra Ordinary items-
Provn for diminution in the
value of investments 5.64 13.34
Profit for the year 26.71 15.85
Balance Brought Forward 61.44 48.84
from Previous Year
Amount available for
appropriation 88.15 64.69
APPROPRIATION
Transfer to Statutory Reserve 5.50 3.25
Balance carried to Balance
Sheet 82.65 61.44
88.15 64.69
02. DIVIDEND
In view of the inadequacy of profits and in order to conserve reserves
of the Company, the Board of Directors does not recommend any dividend
for the financial year ended 31st March 2012.
03. INDUSTRY STRUCTURE AND DEVELOPMENTS
The industrial growth in India is showing signs of recovery and the
Indian economy is poised for steady growth in the years to follow.
04. BUSINESS REVIEW
During the year under report, the Company extended hire purchase
finance to the tune of Rs. 49.00 lakhs and financing under operating
leasing to the tune of 18.30 lakhs and other credit financing of
Rs.447.55 lakhs.
The total income of the Company is at Rs. 178.90 lakhs during the year
under review as against Rs. 150.92 lakhs in the previous financial
year; and the profit before tax during the year under review is at Rs.
46.46 lakhs as compared to Rs. 40.33 lakhs in the previous financial
year; and that profit aftertax during the year under review is at Rs.
26.71 lakhs as compared to Rs. 15.85 lakhs in the previous financial
year.
05. OUTLOOK
The outlook for the Company looks encouraging.
06. OPPORTUNITIES, CHALLENGES, RISKS AND CONCERNS
With the Indian economy showing signs of recovery, it is expected that
there would be abundant opportunities for the growth of NBFC Sector.
Competition from private and public sector banks in the retail
financing and competitive interest rates are challenges to the
industry.
With strong and dynamic management, experienced and skilled staff,
retention of customers,improvement of assessment procedures and quality
of appraisal, the Company is confident of converting challenges into
opportunities.
Any operational risk, market risk and interest rate risk can have
adverse impact on the operations of the Company. Through continuous
emphasis on cost control and cost reduction measures and taking
corrective action wherever necessary, the Company will minimize the
risk.
07. DEPOSITS
As on 31st March 2012, there were 90 depositors for a value of Rs.
136.42 lakhs.
Your Company has complied with the requirements under the guidelines
issued by the Reserve Bank of India for Non-Banking Financial
Companies.
08. INFORMATION REQUIRED UNDER NON-BANKING FINANCIAL COMPANIES
ACCEPTANCE OF PUBLIC DEPOSITS (RESERVE BANK) DIRECTIONS, 1998
The total number of accounts of public deposit of the company which
have not been claimed by the depositors or not paid by the company
after the date on which the deposit became due for repayment was NIL.
The total amount due under such accounts remaining unclaimed or unpaid
beyond the dates referred to above was NIL.
09. DIRECTORS
Shri K. Ramu and Justice P. Bhaskaran directors retire by rotation and
being eligible, they offer themselves for re-appointment.
10. 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:
(i) That in the preparation of the accounts for the financial year
ended 31st March 2012, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) That 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 at the end of the financial year and of the
profit of the Company for the year under review;
(iii) That 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;
That the Directors have prepared the accounts for the financial year
ended 31st March 2012 on a 'going concern' basis.
11. AUDITORS
M/s. Chandarana & Sanklecha, Chartered Accountants, the Auditors of the
Company hold office until the conclusion of the forthcoming Annual
General Meeting and are eligible for re-appointment.
12. EMPLOYEES
Your Directors wish to convey their appreciation of services rendered
by the employees at all levels.
13. PARTICULARS REQUIRED UNDER SECTION 217(2A) OF COMPANIES ACT, 1956
There were no employees who were in receipt of the remuneration for the
year ended 31.3.2012 as prescribed under Section 217 (2A) of the
Companies Act,1956 and hence annexure as per Section 217(2A) of the
Companies Act, 1956 read with Companies (Particulars of Employees)
Rules, 1975 is not attached.
14. INFORMATION PURSUANT TO SECTION 217(1)(e) OF THE COMPANIES ACT,
1956
The Company has no activity relating to of energy or technical
absorption. were no foreign exchange earnings or during the year under
review.
REGULATORY STATEMENT
deformity with the provisions of Clause 32 of Listing Agreement, the
Cash Flow for the year ended 31st March 2012 to the Accounts.
COMMON AGENCY FOR SHARE
Cameo Corporate Services Ltd., at Building', No.1, Club House Chennai
600 002 are the Common for physical and electronic share work of the
Company.
CORPORATE GOVERNANCE
ant to Clause 49 of the Listing Agreement Stock Exchange, a separate
section "Corporate Governance" is attached to annual Report.
certificate of Statutory Auditors dated 30th 012 in line with Clause 49
of the Listing with the Stock Exchange is ed to and forms a part of the
Directors' t.
STATEMENT
Management Discussion and Analysis forming >f this report is in
compliance with Corporate Governance Standards incorporated in the
listing agreement with Stock Exchange and such statements may be
"forward-looking" within the meaning of applicable laws and regulations
Actual results could differ materially from those expressed or implied.
Important factors that could influence Company's operations include
global and domestic financial market conditions affecting the interest
rates, availability of resources for the financial sector, market for
lending, changes in regulatory directions issued by the Government, tax
laws, economic situation and other relevant factors.
19. ACKNOWLEDGEMENT
Your Directors would like to express their appreciation for the
continued assistance and co-operation received from Company's Bankers,
Customers, Advisors, Auditors and Depositors during the year under
review.
For and on behalf of the Board
JUSTICE P BHASKARAN
Chairman
Place: Chennai
Date :30th May 2012
Mar 31, 2011
Dear Members,
The Directors have great pleasure in presenting their TWENTY FIFTH
ANNUAL REPORT together with the Audited Accounts of the Company for
the year ended March 31st,2011.
01. FINANCIAL RESULTS
The financial results for the year ended 31stMarch 2011 are given below
For the For the
Description year ended year ended
313.2011 31.3.2010
(Rs. in lakhs) (Rs. in lakhs)
Total Income 150.92 113.66
Less Expenditure 89.06 82.11
Profit before Depreciation 61.86 32.55
and Taxes
Less Depreciation 21.53 9.51
Profit before Tax 40.33 22.04
Less income Tax 13.00 7.50
Deferred Tax (1.86) 4.28
11.14 11.78
Profit After Tax 29.19 10.26
Less: Extra Ordinary items -
Provn for diminution in the
value of investments 13.34 Â
Profit for the year 15.85 10.26
Balance Brought Forward 48.84 41.83
from Previous Year
Amount available for 64.69 52.09
appropriation
APPROPRIATION
Transfer to Statutory Reserve 3.25 3.25
Balance carried to Balance 61.44 48.84
Sheet
64.69 52.09
02. DIVIDEND
In view of the inadequacy of profits and in order to conserve reserves
of the Company, the Board of Directors does not recommend any dividend
for the financial year ended 31st March 2011.
03 INDUSTRY STRUCTURE AND DEVELOPMENTS
The industrial growth in India is showing signs of recovery and the
Indian economy is poised for steady growth in the years to follow.
04. BUSINESS REVIEW
During the year under report, the Company extended hire purchase
finance to the tune of Rs. 181.53 lakhs and financing under operating
leasing to the tune of 33.03 lakhs and other credit financing of
Rs.433.94 lakhs.
The total income of the Company is at Rs. 150.92 lakhs during the year
under review as against Rs.113.66 lakhs in the previous financial year;
and the profit before tax during the year under review is at Rs. 40.33
lakhs as compared to Rs. 22.04 lakhs in the previous financial year;
and that profit after tax during the year under review is at Rs. 15.85
lakhs as compared to Rs. 10.26 lakhs in the previous financial year.
05. OUTLOOK
The outlook for the Company looks encouraging.
06. OPPORTUNITIES, CHALLENGES, RISKS AND CONCERNS
With the Indian economy showing signs of recovery, it is expected that
there would be abundant opportunities for the growth of NBFC Sector.
Competition from private and public sector banks in the retail
financing and competitive interest rates are challenges to the
industry.
With strong and dynamic management, experienced and skilled staff,
retention of customers, improvement of assessment procedures and
quality of appraisal, the Company is confident of converting challenges
into opportunities.
Any operational risk, market risk and interest rate risk can have
adverse impact on the operations of the Company. Through continuous
emphasis on cost control and cost reduction measures and taking
corrective action wherever necessary, the Company will minimize the
risk.
07. DEPOSITS
As on 31st March 2011, there were 81 depositors for a value of Rs.
93.17 lakhs.
Your Company has complied with the requirements under the guidelines
issued by the Reserve Bank of India for Non-Banking Financial
Companies.
08. INFORMATION REQUIRED UNDER NON-BANKING FINANCIAL COMPANIES
ACCEPTANCE OF PUBLIC DEPOSITS (RESERVE BANK) DIRECTIONS, 1998
The total number of accounts of public deposit of the company which
have not been claimed by the depositors or not paid by the company
after the date on which the deposit became due for repayment was NIL.
The total amount due under such accounts remaining unclaimed or unpaid
beyond the dates referred to above was NIL.
09. DIRECTORS
Justice P. Bhaskaran & Shri S.Venkatakrishnan directors retire by
rotation and being eligible, they offer themselves for re-appointment.
10. 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:
(i) That in the preparation of the accounts for the financial year
ended 31st March 2011, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) That 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 at the end of the financial year and of the
profit of the Company for the year under review;
(iii) That 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;
That the Directors have prepared the accounts for the financial year
ended 31st March 2011 on a ''going concern'' basis.
11. AUDITORS
M/s. Chandarana & Sanklecha, Chartered Accountants, the Auditors of the
Company hold office until the conclusion of the forthcoming Annual
General Meeting and are eligible for re-appointment.
12. EMPLOYEES
Your Directors wish to convey their appreciation of services rendered
by the employees at all levels.
13. PARTICULARS REQUIRED UNDER SECTION 217(2A) OF COMPANIES ACT, 1956
There were no employees who were in receipt of the remuneration for the
year ended 31.3.2011 as prescribed under Section 217 (2A) of the
Companies Act,1956 and hence annexure as per Section 217(2A) of the
Companies Act, 1956 read with Companies (Particulars of Employees)
Rules, 1975 is not attached.
14. INFORMATION PURSUANT TO SECTION 217(1)(e) OF THE COMPANIES ACT,
1956
The Company has no activity relating to conservation of energy or
technical absorption. There were no foreign exchange earnings or outgo
during the year under review.
15. REGULATORY STATEMENT
In conformity with the provisions of Clause 32 of the Listing
Agreement, the Cash Flow State- ment for the year ended 31st March 2011
is an- nexed to the Accounts.
16. COMMON AGENCY FOR SHARE REGISTRY WORK
M/s. Cameo Corporate Services Ltd., at ''Subramanian Building'', No.1,
Club House Road, Chennai 600 002 are the Common Agency for physical and
electronic share registry work of the Company.
17. CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with the Stock Exchange,
a separate section titled "Corporate Governance" is attached to this
Annual Report.
The certificate of Statutory Auditors dated 21st May 2011 in line with
Clause 49 of the Listing Agreement with the Stock Exchange is annexed
to and forms a part of the Directors'' Report
18. CAUTIONARY STATEMENT
Management Discussion and Analysis forming part of this report is in
compliance with Corporate Governance Standards incorporated in the
listing agreement with Stock Exchange and such statements may be
"forward-looking" within the meaning of applicable laws and
regulations. Actual results could differ materially from those
expressed or implied. Important factors that could influence
Company''s operations include global and domestic financial market
conditions affecting the interest rates, availability
of resources for the financial sector, market for lending, changes in
regulatory directions issued by the Government, tax laws, economic
situation and other relevant factors.
19. ACKNOWLEDGEMENT
Your Directors would like to express their appreciation for the
continued assistance and co-operation received from Company''s, Bankers,
Customers, Advisors, Auditors and Depositors during the year under
review.
For and on behalf of the Board
JUSTICE P BHASKARAN
Chairman
Place: Chennai
Date :21st May 2011